SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
FORM 11-K
/ X / ANNUAL REPORT PURSUANT TO SECTION 15(d) OF THE
SECURITIES EXCHANGE ACT OF 1934
For the fiscal period ended January 14, 1993.
Commission File Number 0-1532
A. Full title of the plan and the address of the
plan, if different from that of the issuer named
below:
Marsh Employees' Monthly Stock
Investment Plan - 1977
B. Name of issuer of the securities held pursuant to
the plan and the address of its principal
executive office:
Marsh Supermarkets, Inc.
9800 Crosspoint Boulevard
Indianapolis, Indiana 46256
<PAGE>
FINANCIAL STATEMENTS AND EXHIBITS
The following financial statements of Marsh Employees'
Monthly Stock Investment Plan - 1977 are included herein:
Report of Independent Auditors
Statements of Financial Condition as of
January 14, 1993 and December 31, 1992
Statements of Income and Changes in Participants'
Equity for the period ended January 14, 1993
and each of the two years in the period
ended December 31, 1992
Notes to Financial Statements
The following exhibit is included herein:
Consent of Independent Auditors
SIGNATURES
Pursuant to the requirements of the Securities Exchange Act
of 1934, the Plan Administration Committee has duly caused this
annual report to be signed on its behalf by the undersigned
hereunto duly authorized.
MARSH EMPLOYEES' MONTHLY STOCK
INVESTMENT PLAN - 1977
By: /s/ P. Lawrence Butt
-----------------------------
P. Lawrence Butt, Secretary
Plan Administration Committee
March 31, 1994
<PAGE>
Financial Statements
Marsh Employees' Monthly Stock
Investment Plan - 1977
Period ended January 14, 1993 and
Year ended December 31, 1992
with Report of Independent Auditors
<PAGE>
Marsh Employees' Monthly Stock Investment Plan - 1977
Financial Statements
Period ended January 14, 1993 and
Year ended December 31, 1992
Contents
Report of Independent Auditors. . . . . . . . . . . . . . . . . 1
Audited Financial Statements
Statements of Financial Condition. . . . . . . . . . . . . . . 2
Statements of Income and Changes in Participants' Equity. . . . 3
Notes to Financial Statements . . . . . . . . . . . . . . . . . 4
<PAGE>
Ernst & Young One Indiana Square Phone: 317-681-7000
Suite 3400 Fax: 317-681-7216
Indianapolis, IN 46204-2094
Report of Independent Auditors
Plan Administration Committee
Marsh Employees' Monthly Stock Investment Plan - 1977
We have audited the accompanying statements of financial
condition of Marsh Employees' Monthly Stock Investment Plan -
1977 as of January 14, 1993 and December 31, 1992, and the
related statements of income and changes in participants' equity
for the period ended January 14, 1993 and each of the two years
in the period ended December 31, 1992. These financial
statements are the responsibility of the Plan's management. Our
responsibility is to express an opinion on these financial
statements based on our audits.
We conducted our audits in accordance with generally accepted
auditing standards. Those standards require that we plan and
perform the audit to obtain reasonable assurance about whether
the financial statements are free of material misstatement. An
audit includes examining, on a test basis, evidence supporting
the amounts and disclosures in the financial statements. An
audit also includes assessing the accounting principles used and
significant estimates made by management, as well as evaluating
the overall financial statement presentation. We believe that
our audits provide a reasonable basis for our opinion.
In our opinion, the financial statements referred to above
present fairly, in all material respects, the financial position
of Marsh Employees' Monthly Stock Investment Plan - 1977 at
January 14, 1993 and December 31, 1992, and the results of its
operations for the period ended January 14, 1993 and each of the
two years in the period ended December 31, 1992, in conformity
with generally accepted accounting principles.
/s/ Ernst & Young
March 22, 1994
<PAGE>
<TABLE>
Marsh Employees' Monthly Stock Investment Plan - 1977
Statements of Financial Condition
<CAPTION>
January 14 December 31
1993 1992
----------------------------
<S> <C> <C>
Assets
Investment in Marsh Supermarkets, Inc.
Common Stock (Note 4):
Class A - 1993: 0 shares (cost - $ -0- )
1992: 256,532 shares (cost -
$3,450,355) $ 0 $ 3,719,714
Class B - 1993: 0 shares (cost - $ -0- )
1992: 204,136 shares (cost -
$2,496,583) 0 2,908,938
----------------------------
0 6,628,652
Cash and equivalents 0 7,193
Due from Marsh Supermarkets, Inc. (Note 5) 0 77,580
----------------------------
$ 0 $ 6,713,425
============================
Liabilities and Participants' Equity
Due to withdrawing participants $ 0 $ 141,003
Participants' equity (Note 2) 0 6,572,422
----------------------------
$ 0 $ 6,713,425
============================
See accompanying notes.
</TABLE>
<PAGE>
<TABLE>
Marsh Employees' Monthly Stock Investment Plan - 1977
Statements of Income and Changes in Participants' Equity
<CAPTION>
Period ended
January 14 Year ended December 31
1993 1992 1991
---------------------------------------------
<S> <C> <C> <C>
Dividends on Marsh
Supermarkets, Inc.
Common Stock $ 0 $ 193,158 $ 174,357
Unrealized depreciation of
investment in Marsh
Supermarkets, Inc. Common
Stock (Note 5) 0 (838,897) (548,270)
---------------------------------------------
Investment income (loss) 0 (645,739) (373,913)
Contributions:
Participants 0 1,587,054 1,510,528
Marsh Supermarkets, Inc. 0 467,966 439,696
---------------------------------------------
0 2,055,020 1,950,224
Withdrawals 0 (2,044,404) (2,144,541)
Distribution of share
balances (Note 2) (6,572,422) 0 0
---------------------------------------------
Net decrease in
participants' equity (6,572,422) (635,123) (568,230)
Participants' equity at
beginning of year 6,572,422 7,207,545 7,775,775
---------------------------------------------
Participants' equity at
end of period $ 0 $ 6,572,422 $ 7,207,545
=============================================
See accompanying notes.
</TABLE>
<PAGE>
Marsh Employees' Monthly Stock Investment Plan - 1977
Notes to Financial Statements
December 31, 1993
1. Significant Accounting Policies
Investment
Investment in Marsh Supermarkets, Inc. Common Stock was valued at
market value, which was the quoted closing market prices of the
stock on the last day of trading of the Plan year. The
difference between cost and market value was reflected in the
statements of income and changes in participants' equity as
unrealized appreciation (depreciation) of investment in Marsh
Supermarkets, Inc. Common Stock.
Investment Income
Dividends on Marsh Supermarkets, Inc. Common Stock were recorded
as income on the dividend record date.
2. Termination of the Plan
The Plan was terminated effective as of December 31, 1992. On
January 14, 1993, as directed by each participant, December 31,
1992 share balances were transferred to the Marsh Shareholder
Investment Plan (a dividend reinvestment plan available to
shareholders generally), or certificates were issued for whole
share interests. Fractional share interests were redeemed in
cash.
3. Description of the Plan
All non-union employees of Marsh Supermarkets, Inc. and certain
of its subsidiaries (the Company) who were 18 years or older were
eligible to participate in the Plan. Participants could
contribute up to 20% of their base pay, to a maximum of $400 per
week ($200 per week prior to August 6, 1991). The Company
matched 20% of participants' contributions and also made
additional contributions equal to the amount of dividends
credited to participants' accounts, net of income taxes.
Monthly, shares of Common Stock of the Company were credited to
participants' accounts based on the average daily closing price
for the month, utilizing amounts accumulated in the account of a
participant for the month. Share purchases were made through
broker-dealers, in private transactions or directly from the
Company. (No purchases were made from the Company during the
period ended January 14, 1993 or the two years ended December 31,
1992.) All administrative expenses of the Plan were paid by the
Company.
<PAGE>
Marsh Employees' Monthly Stock Investment Plan - 1977
Notes to Financial Statements (continued)
3. Description of the Plan (continued)
The Plan was not intended to be a "qualified plan" under the
Internal Revenue Code; however the Plan was not subject to
federal income tax as participants' contributions were made in
"after tax" dollars and accordingly, the Company's contributions
and any dividends represented taxable income to the participants.
Participants could withdraw at any time. Upon withdrawal, share
certificates were issued or at the participants' request, the
Plan acquired the share interest for cash, based on the average
daily closing price for the month of withdrawal.
The Plan Administration Committee determined whether the
contributions and cash dividends under the Plan were invested in
Class A Common Stock, Class B Common Stock, or any combination
thereof. During 1991, only Class A shares were credited to the
accounts of participants. Effective January 1, 1992, both Class
A and Class B shares were acquired, in approximately equal
amounts (Note 4). Participants were immediately vested in all
participant and Company contributions made to the Plan.
4. Marsh Supermarkets, Inc. Common Stock
As of May 15, 1991, the Company effected a recapitalization which
resulted in the following:
1. One-for-two reverse split of existing Common Stock;
2. Redesignation of existing Common Stock as Class A Common
Stock; and
3. Dividend of one share of new Class B Common Stock for
each share of Class A Common Stock.
Except that Class A had one vote per share and Class B was
non-voting, each Class had substantially identical rights,
including equal dividend rights.
<PAGE>
Marsh Employees' Monthly Stock Investment Plan - 1977
Notes to Financial Statements (continued)
5. Unrealized Appreciation (Depreciation) of Investment in
Marsh Supermarkets, Inc. Common Stock
To the extent there were more shares credited to participants'
accounts than were actually held by the Plan, the Company was
obligated to provide funds sufficient to acquire the required
number of shares. Accordingly, the following amounts are based
on the number of shares credited to participants' accounts:
<TABLE>
<CAPTION>
Period ended Year ended December 31
January 14, 1993 1992 1991
------------------------- ---------------------------------------------------
Class A Class B Class A Class B Class A Class B
------------------------- ---------------------------------------------------
<S> <C> <C> <C> <C> <C> <C>
Unrealized appreciation
at beginning of year:
Market $ 3,659,394 $ 2,913,028 $ 4,170,804 $ 3,036,741 $ 7,775,775 $ 0
Cost 3,394,403 2,500,093 3,332,840 2,110,481 4,781,693 0
------------------------- ---------------------------------------------------
264,991 412,935 837,964 926,260 2,994,082 0
Effect of
recapitalization (Note 4) 0 0 0 0 (1,881,438) 1,881,438
Effect of share withdrawals 0 0 (93,140) (154,261) (488,946) (192,642)
Effect of share
distribution (264,991) (412,935) 0 0 0 0
Unrealized appreciation
(depreciation) 0 0 (479,833) (359,064) 214,266 (762,536)
------------------------- ---------------------------------------------------
Unrealized appreciation
at end of year:
Market 0 0 3,659,394 2,913,028 4,170,804 3,036,741
Cost 0 0 3,394,403 2,500,093 3,332,840 2,110,481
------------------------- ---------------------------------------------------
$ 0 $ 0 $ 264,991 $ 412,935 $ 837,964 $ 926,260
========================= ====================================================
</TABLE>
EXHIBIT 23
Consent of Independent Auditors
We consent to the incorporation by reference in the Registration
Statement (Form S-8 No. 33-43817) pertaining to the Marsh
Employees' Monthly Stock Investment Plan - 1977 of our report
dated March 22, 1994 with respect to the financial statements of
the Marsh Employees' Monthly Stock Investment Plan - 1977
included in this Annual Report (Form 11-K) for the period ended
January 14, 1993.
/s/ Ernst & Young
March 22, 1994
