2024 ANNUAL REPORT
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2
TO OUR SHAREHOLDERS
10
BOARD OF DIRECTORS
11
INVESTOR INFORMATION
TABLE OF CONTENTS
FINANCIAL HIGHLIGHTS
2024
2023
Total Revenue (in Thousands)
$14,862,913
$15,094,475
Cash Flow from Operations (in Thousands) $892,953
$881,951
Net Income (in Thousands)
$501,972
$446,691
EBITDA* (in Thousands)
$1,059,398
$952,464
EPS (Diluted)
$13.43
$11.91
Number of Stores
2,658
2,521
* EBITDA is a non-GAAP measure which we define as net income before net interest expense,
income taxes, depreciations and amortization. See page 23 of the Form 10-K, as included, for a
reconciliation of EBITDA to net income.
Board Chair, President &
Chief Executive Officer
DARREN REBELEZ
3
TO OUR SHAREHOLDERS
Fiscal year 2024 was another record year for
Casey’s – a testament to the strength of our
business model and the performance of our team.
The company delivered exceptional results in the
first year of our three-year strategic plan, and our
team continues to focus on executing the plan
at a high level and delivering great results to
our shareholders. Net income and EBITDA
grew at 12% and 11% respectively, with EBITDA
eclipsing the $1 billion mark for the first time
in company history.
We accelerated the food business with new and
refreshed menu items, including thin crust pizza
and a crispy chicken sandwich line-up. Leveraging
the expertise from our guest insights team,
coupled with engaging our almost 8 million Casey’s
Rewards members, we were able to offer the right
products at the right price to our guests. This
showed up in the financial results, with inside
same-store sales up 4.4%, paced by prepared
food and dispensed beverage same-store sales
up 6.8%. Grocery and general merchandise also
performed well during the year, with same-store
sales up 3.5%, highlighted by non-alcoholic and
alcoholic beverages. Our robust private label
portfolio provided incremental value and a
quality offering to our guests.
At the pump, we were able to keep our same-store
fuel gallons sold flat, which noticeably outperformed
our geographic market. This was done while recording
a strong fuel margin of 39.5 cents per gallon. The
fuel team continues to optimize gross profit dollars
with its pricing and procurement tools.
While the existing store base continued to perform
well, we were also focused on growing the number
of units, and in fiscal 2024, we delivered. During
the year, we added 154 new stores via new builds
and acquisitions. We also entered into our 17th
state, Texas, with a twenty-two store acquisition
during the year. We are excited for Texans to try
our famous pizza and private label products. We
are pacing ahead of our commitment of adding at
least 350 units by the end of fiscal 2026, and our
strong balance sheet and ability to integrate has us
on a path to achieve this goal.
Growing the food business and the number of units
are vital to the plan, but as important is being able
to efficiently manage the expenses to operate the
stores, and we are very proud of doing just that.
Same-store operating expenses, excluding credit
card fees, were up 2.7%.
STORE COUNT
2023
2,521
2022
2,452
INCOME BEFORE
INCOME TAXES
2024
$ 656,160
2023
$ 587,518
DILUTED EPS
2024
$13.43
2022
$9.10
2024
2,658
MINNESOTA
188
WISCONSIN
45
MICHIGAN
3
INDIANA
141
ILLINOIS
519
KENTUCKY
67
ARKANSAS
82
MISSOURI
365
NEBRASKA
178
KANSAS
193
OKLAHOMA
128
TEXAS
22
IOWA
555
NORTH
DAKOTA
32
SOUTH
DAKOTA
51
TENNESSEE
54
OHIO
35
5
2023
$11.91
2022
$440,728
7
DARREN REBELEZ
Board Chair, President & Chief Executive Officer
This benefitted from a reduction in same-store
labor hours of 1.6%, and we have now reduced
same-store labor hours in eight consecutive
quarters through great work by our operational
excellence team. We achieved this while improving
both guest satisfaction scores as well as team
member engagement scores. Team member
turnover also improved. As we make running the
store easier for our team, we continue to gain
efficiencies and improve the guest experience.
As we look forward to fiscal 2025 and beyond,
know that the team is hard at work to execute on
the strategic plan. We appreciate your support and
look forward to continuing our track record of
delivering long-term shareholder value in the
future. Thank you for your investment in Casey’s.
BRAD HAGA
SVP – Prepared Food
& Dispensed Beverage
DARREN REBELEZ
Board Chair, President
& Chief Executive Officer
KENDRA MEYER
VP – Real Estate
CHRIS STEWART
VP – Merchandising
SHERRI HART
VP – Total Rewards
NATHANIEL DODDRIDGE
VP – Fuels
MARK STINDE
VP – Asset Protection
KENNETH WIDNER
VP – IT Infrastructure
SCOTT FABER
VP – Deputy General Counsel
& Corporate Secretary
KATRINA LINDSEY
Chief Legal Officer
KORY ROSS
VP – Accounting
SAMUEL JAMES
VP – Sourcing & Procurement
BRIAN JOHNSON
SVP – Investor Relations
& Business Development
STEVEN ROBINS
VP – Finance
CHRIS WATKINS
VP – IT Engineering
ENA WILLIAMS
Chief Operating Officer
SANJEEV SATTURU
SVP – Chief Information Officer
Pictured from Left to Right: Brad Haga, Darren Rebelez, Kendra Meyer,
Chris Stewart, Sherri Hart, Nathaniel Doddridge, Mark Stinde
Pictured from Left to Right: Kenneth Widner, Scott Faber, Katrina Lindsey,
Kory Ross, Samuel James
Pictured from Left to Right: Brian Johnson, Steven Robins, Chris Watkins,
Ena Williams, Sanjeev Satturu
EXTENDED LEADERSHIP TEAM
9
JON HOSTASA
VP – Construction,
Maintenance & Facilities
JAY SOUPENE
SVP – Operations Excellence
CARRIE STOJACK
VP – Brand Insights
PAUL SUAREZ
VP – Chief Information
Security Officer
NAN THOMAE
VP – HR, Field Operations
DOUG MEANS
SVP – Supply Chain & Efficiency
CHRIS BOLING
SVP – Store Operations
STEVE BRAMLAGE
Chief Financial Officer
STEPH HOPPE
VP – Omnichannel Marketing
TOM BRENNAN
Chief Merchandising Officer
PIERRE HAKIM
VP – Data & Analytics
CHAD FRAZELL
Chief Human Resources Officer
ANNIE ALABAUGH
Division Vice President
DAVE JOHNSON
Division Vice President
TIM AHRENDSEN
Division Vice President
ASHENAFI TEKESTE
Division Vice President
Pictured from Left to Right: Jon Hostasa, Jay Soupene, Carrie Stojack,
Paul Suarez, Nan Thomae, Doug Means
Pictured from Left to Right: Chris Boling, Steve Bramlage, Steph Hoppe,
Tom Brennan, Pierre Hakim, Chad Frazell
Pictured from Left to Right: Annie Alabaugh, Dave Johnson, Tim Ahrendsen,
Ashenafi Tekeste
GREGORY TROJAN
Former Chief
Executive Officer of
BJ’s Restaurants, Inc.
ALLISON WING
Chief Executive Officer
of Oobli, Inc.
DAVID LENHARDT
Former President & Chief
Executive Officer of
PetSmart, Inc.
JUDY SCHMELING
Lead Independent Director
and former Chief Operating
Officer of HSN, Inc. &
former President of
Cornerstone Brands
DONALD FRIESON
Retired Executive Vice
President Supply Chain,
Lowe’s Companies
DARREN REBELEZ
Board Chair, President
& Chief Executive
Officer of Casey’s
General Stores, Inc.
LARREE RENDA
Retired Executive Vice
President of Safeway, Inc.
CARA HEIDEN
Retired Co-President
of Wells Fargo Home
Mortgage
SRI DONTHI
Executive Vice President &
Chief Technology Officer
of Advance Auto Parts, Inc.
MICHAEL SPANOS
Chief Operating Officer
of Delta Air Lines, Inc.
Pictured from Left to Right
Recently added Board Member
as of July 1, 2024
Retired Partner,
PricewaterhouseCoopers, LLP
MARIA CASTAÑÓN MOATS
BOARD OF DIRECTORS
11
INVESTOR INFORMATION
COMMON STOCK
Casey’s General Stores, Inc. common stock trades on the Nasdaq Global Select Market under the symbol CASY.
The approximately 37.1 MM shares of common stock outstanding at April 30, 2024 had a market value of
approximately $11.8 billion. As of that same date, there were 1,441 shareholders of record.
COMMON STOCK MARKET PRICES
Calendar 2022
Calendar 2023
Calendar 2024
HIGH
LOW
HIGH
LOW
HIGH
LOW
1st Quarter
$ 202.50
$ 170.82
$ 236.45
$ 202.13
$ 324.40
$ 268.07
2nd Quarter
216.40
181.40
245.72
212.50
3rd Quarter
223.90
183.23
284.18
238.44
4th Quarter
249.90
197.61
286.62
260.13
On June 24, 2024, the last reported sales price of the Company’s common stock was $380.82 per share.
On that same date, the market capitalization of the Company was approximately $14.1 billion.
DIVIDENDS
The Company began paying cash dividends during
fiscal 1991. The dividends declared in fiscal 2024 totaled
$1.72 per share. At its June 2024 meeting, the Board
of Directors declared a quarterly dividend of $0.50
per share. The dividend is payable on August 15, 2024
to shareholders of record on August 1, 2024.
DIVIDEND REINVESTMENT AND
STOCK PURCHASE PLAN
This plan, introduced in the fall of 1998, gives holders of
Casey’s General Stores, Inc. common stock a convenient
and economical way of purchasing additional shares at
market prices by reinvesting their dividends in full or in part.
Stockholders may also take advantage of the cash payment
option to purchase additional shares. Those wishing to
enroll should contact the transfer agent and registrar:
Computershare Trust Company, N.A.
250 Royall Street
Canton, MA 02021
Telephone 781-575-2000
www.computershare.com
INVESTOR INQUIRIES
Current or prospective Casey’s General Stores, Inc.
investors can receive annual reports, proxy statements,
Forms 10-K and 10-Q, and earnings announcements at
no cost by calling (515) 965-6100 or sending written
requests to the following address:
Investor Relations
Casey’s General Stores, Inc.
One SE Convenience Blvd.
Ankeny, Iowa 50021
Corporate information is also available at www.caseys.com
under the Investor Relations tab. Quarterly conference
calls are broadcast live over the Internet via the Investor
Relations page and made available in archived format.
Broadcast times for the quarterly calls will be announced
on our website and in corresponding press releases.
FORWARD-LOOKING STATEMENTS
This annual report contains statements that constitute
forward-looking statements within the meaning of the
Private Securities Litigation Reform Act of 1995. Such
forward-looking statements involve known and unknown
risks, uncertainties and other factors that may cause
actual results to differ materially from future results
expressed or implied by those statements. Casey’s
disclaims any intention or obligation to update or revise
forward-looking statements, whether as result of new
information, future events or otherwise.
[THIS PAGE INTENTIONALLY LEFT BLANK]
United States
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 10-K
Checkbox checked
Annual Report Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934
For the Fiscal Year Ended April 30, 2024
OR
Checkbox unchecked
Transition Report Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934
Commission File Number 001-34700
CASEY'S GENERAL STORES, INC.
(Exact name of registrant as specified in its charter)
Iowa
(State or other jurisdiction of
incorporation or organization)
42-0935283
(I.R.S. Employer
Identification Number)
ONE SE CONVENIENCE BLVD., Ankeny, Iowa
(Address of principal executive offices)
50021
(Zip Code)
(515) 965-6100
(Registrant's telephone number, including area code)
Securities Registered pursuant to Section 12(b) of the Act
Title of each class
Trading Symbol(s)
Name of each exchange on which registered
Common Stock, no par value per share
CASY
The NASDAQ Global Select Market
Securities Registered pursuant to Section 12(g) of the Act
NONE
Indicate by check mark if the registrant is a well-known seasoned issuer, as defined in Rule 405 of the Securities
Act. Yes checkbox checked
No checkbox unchecked
Indicate by check mark if the registrant is not required to file reports pursuant to Section 13 or Section 15(d) of the
Exchange Act. Yes checkbox unchecked
No checkbox checked
Indicate by check mark whether the registrant (1) has filed all reports required to be filed by Section 13 or 15(d) of the
Securities Exchange Act of 1934 during the preceding 12 months (or for such shorter period that the registrant was required to
file such reports) and (2) has been subject to such filing requirements for the past 90 days. Yes checkbox checked
No checkbox unchecked
Indicate by check mark whether the registrant has submitted electronically every Interactive Data File required to be
submitted pursuant to Rule 405 of Regulation S-T (§232.405 of this chapter) during the preceding 12 months (or for such
shorter period that the registrant was required to submit such files). Yes checkbox checked☒No checkbox unchecked
Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer, a non-accelerated filer, a
smaller reporting company, or an emerging growth company. See the definitions of "large accelerated filer", "accelerated filer",
"smaller reporting company," and "emerging growth company" in Rule 12b-2 of the Exchange Act
Large accelerated filer
checkbox checked
Accelerated filer checkbox unckecked
□
Non-accelerated filer checkbox unckecked
□
Smaller reporting company checkbox unckecked
□
Emerging growth company checkbox checked
□
If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition
period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the
Exchange Act checkbox unchecked□
Indicate by check mark whether the registrant has filed a report on and attestation to its management's assessment of the
effectiveness of its internal control over financial reporting under Section 404(b) of the Sarbanes-Oxley Act (15 U.S.C.
7262(b)) by the registered public accounting firm that prepared or issued its audit report. checkbox checked☒
If securities are registered pursuant to Section 12(b) of the Act, indicate by check mark whether the financial statements
of the registrant included in the filing reflect the correction of an error to previously issued financial statements checkbox unchecked □
Indicate by check mark whether any of those error corrections are restatements that required a recovery analysis of
incentive-based compensation received by any of the registrant's executive officers during the relevant recovery period
pursuant to § 240.10D-1(b). checkbox unchecked□
Indicate by check mark whether the registrant is a shell company (as defined in Rule 12b-2 of the Exchange
Act). Yes checkbox unchecked □ No checkbox checked☒
The aggregate market value of the registrant's common stock held by non-affiliates as of October 31, 2023, was
approximately $10.1 billion based on the closing sales price ($271.91 per share) as quoted on the NASDAQ Global Select
Market.
Indicate the number of shares outstanding of each of the issuer's class of common stock, as of the latest practicable date.
Class
Outstanding at June 20, 2024
37,111,457 shares
Common Stock, no par value per share
DOCUMENTS INCORPORATED BY REFERENCE
Certain information called for by Items 10, 11, 12, 13 and 14 of Part III is hereby incorporated by reference from the
definitive Proxy Statement to be filed with the Securities and Exchange Commission in connection with the Annual Meeting of
Shareholders, which will be filed with the Securities and Exchange Commission not later than 120 days after April 30, 2024.
FORM 10-K
TABLE OF CONTENTS
PART I
ITEM 1
. Business
4
ITEM 1A. Risk Factors
9
ITEM 1B. Unresolved Staff Comments
16
ITEM 1C. Cybersecurity
16
ITEM 2.
Properties
17
ITEM 3.
Legal Proceedings
17
ITEM 4.
Mine Safety Disclosures
17
PART II ITEM 5. Market for Registrant's Common Equity, Related Stockholder Matters, and Issuer Purchases of Equity Securities 18
ITEM 6.
[Reserved]
19
ITEM 7.
Management's Discussion and Analysis of Financial Condition and Results of Operations
19
ITEM 7A. Quantitative and Qualitative Disclosures about Market Risk
29
ITEM 8.
Financial Statements and Supplementary Data
30
ITEM 9.
Changes in and Disagreements with Accountants on Accounting and Financial Disclosure
51
ITEM 9A. Controls and Procedures
51
ITEM 9B. Other Information
51
ITEM 9C. Disclosure Regarding Foreign Jurisdictions that Prevent Inspections
51
PART III ITEM 10
. Directors, Executive Officers and Corporate Governance
52
ITEM 11.
Executive Compensation
52
ITEM 12. Security Ownership of Certain Beneficial Owners and Management and Related Stockholder Matters 52
ITEM 13.
Certain Relationships and Related Transactions and Director Independence
52
ITEM 14.
Principal Accountant Fees and Services
52
PART IV ITEM 15
. Exhibits and Financial Statement Schedules
53
ITEM 16.
Form 10-K Summary
55
Signatures
56
3
PART I
ITEM 1.
BUSINESS
The Company
As of April 30, 2024, Casey's General Stores, Inc. and its direct and indirect wholly-owned subsidiaries operate
convenience stores primarily under the names "Casey's" and "Casey's General Store" (collectively, with the stores below
referenced as "GoodStop", "Bucky's", "Minit Mart", or "Lone Star Food Store" referred to as "Casey's" or the "Company")
throughout 17 states, over half of which are located in Iowa, Missouri, and Illinois.
Approximately 72% of all stores were opened in areas with populations of fewer than 20,000 persons. The Company
competes on the basis of price, as well as on the basis of traditional features of convenience store operations such as location,
extended hours, product offerings, and quality of service. As of April 30, 2024, there were a total of 2,658 stores in operation.
All convenience stores carry a broad selection of food items (including, but not limited to, freshly prepared foods such as
regular and breakfast pizza, donuts, hot breakfast items, and hot and cold sandwiches), beverages, tobacco and nicotine
products, health and beauty aids, automotive products, and other nonfood items. As of April 30, 2024, 233 store locations
offered car washes. In addition, all but eight store locations offer fuel for sale on a self-service basis.
The Company had 62 stores operating under the "GoodStop (by Casey's)" brand and 10 stores operating under the "Lone
Star Food Store" brand as of April 30, 2024. Similar to most of our store footprint, the "GoodStop" and "Lone Star Food Store"
locations offer fuel for sale on a self-serve basis, and a broad selection of snacks, beverages, tobacco products, and other
essentials. However, some of these locations do not have a kitchen and have limited prepared food offerings.
The Company is also temporarily operating certain locations acquired from Buchanan Energy under the name "Bucky's"
and certain locations acquired from Minit Mart LLC under the name "Minit Mart." The Company is in the process of
transitioning all "Bucky's" and "Minit Mart" locations to either the "Casey's" or "GoodStop" brand. These locations typically
have similar offerings to the "Casey's" or "GoodStop" branded stores.
The Company has 73 dealer locations, where Casey's manages fuel wholesale supply agreements to these stores. These
locations are not operated by Casey's and are not included in our overall store count. Approximately 1% of total revenue for the
year-ended April 30, 2024 relates to this dealer network.
The Company operates three distribution centers, through which certain grocery and general merchandise and prepared
food and dispensed beverage items are supplied to our stores. One distribution center is adjacent to our corporate headquarters,
which we refer to as the Store Support Center facility in Ankeny, Iowa. The other two distribution centers are located in Terre
Haute, Indiana and Joplin, Missouri. The Company also self-distributes the majority of fuel to our stores. The Company had a
fleet of 421 tractors used for distribution as of April 30, 2024.
The Company's internet address is www.caseys.com. We make available through our website all of our SEC filings,
including current reports on Form 8-K, quarterly reports on Form 10-Q, our annual report on Form 10-K, and amendments to
those reports, free of charge as soon as reasonably practicable after they have been electronically filed with the SEC.
Additionally, you can go to our website to read our Financial Code of Ethics for the CEO and Senior Financial Officers,
Corporate Governance Guidelines, Code of Conduct and Ethics, Supplier Code of Conduct, and Committee Charters. In the
event of a waiver from, or updates to, the Code of Conduct and Ethics, any required disclosure will be posted to our website.
Casey's, with its principal business office, and Store Support Center, located at One SE Convenience Blvd., Ankeny,
Iowa 50021-8045 (telephone 515-965-6100), was incorporated in Iowa in 1967. Our fiscal year runs from May 1 through
April 30 of each year.
General
Casey's corporate purpose is to make life better for communities and guests every day. Many of the smaller communities
in which we operate often are not served by national-chain convenience stores. We have succeeded in operating stores in
smaller towns by offering, at competitive prices, a broader selection of products than does a typical convenience store. We have
also succeeded in meeting the needs of residents in larger communities with these same offerings. We currently own most of
our real estate, including substantially all of our stores, all three distribution centers (see discussion of ownership structure of
the distribution center in Joplin, Missouri in Note 7), a construction and support services facility located in Ankeny, Iowa, and
the Store Support Center facility.
The Company derives its revenue primarily from the retail sale of fuel and the products offered in our stores. Our sales
historically have been strongest during the first and second fiscal quarters (May through October) relative to the third and fourth
4
fiscal quarters (November through April). In warmer weather, guests tend to purchase greater quantities of fuel and certain
convenience items such as beer, sports drinks, water, soft drinks, and ice.
Corporate Subsidiaries
Casey's Marketing Company ("CMC") and Casey's Services Company ("CSC") were organized as Iowa corporations in
March 1995. Casey's Retail Company ("CRC") was organized as an Iowa corporation in April 2004. CGS Stores, LLC was
organized as an Iowa limited liability company in April 2019. CMC, CSC, and CRC are wholly-owned subsidiaries of Casey's,
while CGS Stores, LLC is a wholly-owned subsidiary of CMC.
CRC owns and/or operates certain stores in Illinois, Kansas, Michigan, Minnesota, Nebraska, North Dakota, and South
Dakota, holds the rights to the Company's trademarks, service marks, trade names, and other intellectual property, and performs
most strategic functions of the enterprise. CMC owns and/or operates stores in Arkansas, Indiana, Iowa, Kentucky, Missouri,
Ohio, Oklahoma, Wisconsin, and Texas, and is responsible for all of our wholesale operations, including all three distribution
centers and management of the wholesale fuel network. CGS Stores, LLC owns and/or operates stores in Tennessee. CSC
provides a variety of construction, maintenance and transportation services for all stores.
Store Operations
Products Offered
The Company designs, develops and delivers value to its guests through a differentiated product assortment where the
right products are optimally placed, priced and promoted to drive traffic, revenue and profit. It is our practice to continually
make additions to the Company's product line, especially products with higher margins such as prepared food and our new
private label offerings, described below. To facilitate many of these items, we have installed full kitchens in almost all of our
stores, other than those branded as "GoodStop" and "Lone Star Food Store".
The Company's flagship product is its handmade pizza, which we began preparing and selling in 1984. Pizza is available
in almost all of our stores as of April 30, 2024. Additional stores selling pizza will come on line as newly acquired stores are
remodeled and kitchens are added. We have also expanded our prepared food offerings, which currently includes made to order
cheesy breadsticks, sandwiches and wraps, chicken wings, chicken tenders, breakfast croissants and biscuits, breakfast pizza,
breakfast burritos, hash browns, burgers, and bakery items which includes include donuts, cookies and brownies as well as
other seasonal items. During the fiscal year, the Company launched a new thin crust pizza line. In addition to the new platform
in pizza, the company also relaunched our lunch offering by upgrading the quality of our entire hot sandwich line, including
adding a spicy chicken sandwich. As of April 30, 2024, the Company was selling bakery items such as donuts, cookies and
brownies in 2,570 (97%) of our stores.
The growth in our prepared food program reflects the Company's strategy to promote high-margin products that are
compatible with convenience store operations. In the last three fiscal years, retail sales of nonfuel items have generated about
35% of our total revenue, but they have resulted in approximately 66% of our revenue less cost of goods sold (excluding
depreciation and amortization). Revenue less cost of goods sold (excluding depreciation and amortization) as a percentage of
revenue on prepared food items averaged approximately 58% for the three fiscal years ended April 30, 2024.
Each Casey's store typically carries over 3,000 packaged food, beverage and non-food items. The selection is a blend of
differentiated private label products (which includes over 350 items as of April 30, 2024), as well as favored national and
regional brands, many of which can be found in larger format stores. Our assortment includes product across the following
categories:
.
non-alcoholic beverages (soft drinks, energy, water, sports drinks, juices, coffee, tea and dairy)
.
alcoholic beverages (beer, wine and spirits)
.
packaged foods (snacks, candy, packaged bakery and other food items)
.
tobacco and nicotine products
.
frozen foods (ice, ice cream, meals and appetizers)
.
non-foods (health and beauty aids, automotive, electronic accessories, housewares and pet supplies)
.
services (ATM, lotto/lottery and prepaid cards)
All but eight stores offer retail motor fuel products for sale on a self-service basis. Gasoline and diesel fuel are sold under
the Casey's name at the majority of our locations.
The Company offers the Casey's Rewards program to bring value to guests and improve the digital guest experience. As
part of this program, guests can earn points from online, in-store, or at the pump purchases. Points earned can be redeemed for
donations to a local school of the guest's choice, fuel discounts, or Casey's Cash, which can be used on many products sold in
our stores. The Rewards program is delivered through Casey's mobile application. In addition to earning points, guests may
5
receive other program benefits such as special offers and bonus points. At the end of the fiscal year, the Company had
surpassed 7.9 million members enrolled in the program.
Store Design
Casey's constructs stores that are primarily freestanding and, with a few exceptions to accommodate local conditions,
conform to standard construction specifications. We have a range of store designs differing in size and offerings. Store lots have
sufficient frontage and depth to permit adequate drive-in parking facilities on one or more sides of each store. Each new store
typically includes 4 to 6 islands of fuel dispensers and storage tanks with capacity for 44,000 to 70,000 gallons of fuel. The
merchandising display follows a standard layout designed to encourage a flow of guest traffic through all sections of every
store. Nearly all locations feature a bright sign which displays the Casey's, GoodStop or Lone Star Food Store name and trade/
service marks.
Almost all stores remain open at least sixteen hours per day, seven days a week. Hours of operation may be adjusted on a
store-by-store basis to accommodate guest traffic patterns.
Store Locations
The Company historically has located many of its stores in smaller towns not served by national-chain convenience
stores. We believe that a Casey's store provides a service generally not otherwise available in smaller towns and that a
convenience store in an area with limited population can be profitable if it stresses sales volume and competitive prices. Our
store-site selection criteria emphasize the population of the immediate area and daily highway traffic volume.
Retail Fuel Operations
Retail fuel sales are an important part of our revenue and earnings. The following table summarizes (dollars and gallons
in thousands) retail fuel sales for the last three fiscal years ended April 30:
Year ended April 30,
2024
2023
2022
Number of gallons sold
2,828,669
2,672,366
2,579,179
Total retail fuel sales
$ 9,402,071
$ 10,027,310
$ 8,312,038
Percentage of total revenue
63.3 %
66.4 %
64.2 %
Percentage of revenue less cost of goods sold (excluding depreciation and
amortization)
11.9 %
10.7 %
11.2 %
Average retail price per gallon
$
3.32
$
3.75
$
3.22
Average revenue less cost of goods sold per gallon (excluding depreciation
and amortization)
39.48 ¢
40.22 ¢
36.01 ¢
Average number of gallons sold per store*
1,102
1,092
1,047
*
Includes only those stores in operation at least one full year on April 30 of the fiscal year indicated.
Average retail prices of fuel during the year decreased 11.5% from prior year. Fuel prices increased at the end of the 2022
fiscal year due to overall supply issues, as Russia's invasion of Ukraine resulted in a United States ban of Russian crude oil
imports. While prices have moderated since the highs seen at the end of the 2022 fiscal year, and start of the fiscal 2023 year,
the higher costs have continued into fiscal 2024 due to the ongoing conflict between Russia and Ukraine, unrest in the Middle
East and economic uncertainty in Western nations. Regardless, we believe our centralized fuel team is well positioned to
navigate any potential future fuel price volatility, as they work to maximize total profitability.
The total number of gallons sold during this period increased by 5.8%. Gallons sold were positively impacted by a
growing store count as we operated 137 more stores than the prior year. Average revenue less cost of goods sold (excluding
depreciation and amortization) per gallon decreased by 1.8%. Our centralized fuel team has been instrumental in sustaining
higher than historically typical average revenue less cost of goods sold per gallon (excluding depreciation and amortization).
Percentage of revenue less cost of goods sold (excluding depreciation and amortization) represents the fuel revenue less
cost of goods sold (excluding depreciation and amortization) divided by the gross fuel sales dollars. As retail fuel prices
fluctuate in a period of consistent gross margin per gallon, the percentage will also fluctuate in an inverse relationship to fuel
price. For additional information concerning the Company's fuel operations, see Item 7, below.
Distribution and Wholesale Arrangements
CMC supplies all stores with various groceries, food, health and beauty aids, and general merchandise from our three
distribution centers. The stores place orders for merchandise electronically to the Store Support Center, and the orders are filled
with shipments in Company-operated delivery trucks from one of the distribution centers, based on route optimization for the
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fleet network. Most of our existing and proposed stores are within the three distribution centers' optimum efficiency range-a
radius of approximately 500 miles around each distribution center.
In fiscal 2024, a majority of the food and nonfood items supplied to stores through the distribution centers were
purchased directly from manufacturers. While we consider long-term contracts for potential favorability against short-term
contracts, long-term supply contracts are not typically entered into with the suppliers of products sold by our stores. We believe
the practice enables us to respond to changing market conditions with minimal impact on margins.
In addition to the products discussed above, CMC supplies the majority of fuel to our stores, and supplies fuel on a
wholesale basis as part of a dealer network to 73 locations. We have entered into various purchase agreements related to our
fuel supply, which include varying volume commitments. Prices included in the purchase agreements are indexed to market
prices.
Human Capital
Our employees, who we refer to as Team Members, are critical to our business operations and the success of the
Company. As of April 30, 2024, we had 20,935 full-time, and 24,424 part-time, Team Members. Approximately 94% are store
Team Members, 1% are field management and related Team Members, 1% work in and support our three distribution centers,
1% are fuel or grocery drivers and 3% work out of the Store Support Center, or perform Store Support Center functions.
We are not a party to any collective bargaining agreements with our Team Members and believe the working relationship
with our Team Members is good.
Core Values
Casey's CARES about our communities and guests. We believe our people and culture are our foundation for success.
Our core values are part of our evolution to build a culture of commitment - Casey's CARES:
C - Commitment: We work hard to be the best and have a good time doing it.
A - Authenticity: We're true to our roots by having high integrity and being low ego.
R - Respect: We treat people the way they want to be treated.
F - Evolving: We're driven to build a better future for ourselves and for our business.
S - Service: We put service first and take pride in caring for our guests, our communities, and each other.
We believe these core values serve as a solid foundation for how we treat our Team Members, how they treat one
another and how we operate our business as a whole.
Team Member Value Proposition ("TMVP")
We believe that the future success of the Company depends in large part on our ability to attract, train, retain, and
motivate qualified Team Members. We have a defined TMVP that is grounded in four pillars that support what Team Members
value in their employment at Casey's.
.
Career Growth - providing development, coaching and ultimately pathways for career growth.
.
Engaging Work - simplifying work, providing skill training, transparent communications and goal alignment.
.
Living Casey's CARES Culture - clarity and alignment to mission and vision of the company, making work fun,
supportive & caring leaders, and a welcoming culture.
.
Well-being - fair and competitive pay, meaningful benefits & recognition, support for work-life balance.
As such, we are committed to providing market-competitive pay and benefits for all positions and offer performance-
based compensation opportunities to certain of our full-time Team Members. In addition, the Company offers a 401(k) plan to
eligible Team Members, with a 6% match made in Company stock, and all full-time Team Members are eligible for competitive
health and welfare benefits, including medical, dental, vision, disability, life insurance and other benefits.
In addition, during the 2024 fiscal year, the Company enhanced coverages for dental and vision, introduced company paid
short-term disability for all full-time Team Members, and long-term disability for certain full-time Team Members, as well as
increased the coverages and access for mental health services. We also increased participation (including a Company donation
of $1.0 million during the 2024 fiscal year) and utilization of Casey's Team Member Support Fund, which is designed to help
Team Members facing financial hardships due to catastrophic circumstances.
Diversity and Inclusion
The Company is committed to building a diverse and inclusive workforce across the organization, which it believes is set
by example with its Board of Directors and extended leadership team. As of the end of the 2024 fiscal year, the Board consisted
of ten members, four (or 40%) of which are diverse as to gender, and three (or 30%) of which are diverse to race and/or
ethnicity. The extended leadership team, which includes all of our Vice-President level executives and above, consists of thirty-
three members, 39% of which are diverse as to gender, race and/or ethnicity. Across our entire Team Member base, 57% of our
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Team Members are female and 17% are diverse as to race and/or ethnicity. In addition, we have a strict Anti Harassment and
Discrimination Policy of which all Team Members are trained and expected to follow and we have several mechanisms,
including an Ethics and Compliance Hotline, under which Team Members and guests can report incidents confidentially or
anonymously and without fear of retaliation. We have four team member resource groups which further enhance the diversity,
equity and inclusion culture at Casey's: Women in Leadership, Veterans, Faith and LGBTQ. The Company has also established
a formal Diversity, Equity and Inclusion Committee to further promote the already strong culture of belonging and
empowerment for all Team Members. In addition, the company has expanded its learning related to unconscious bias and
critical conversations through formal training.
Fducation and Training
The Company, including its established Learning and Development Department, which serves all levels of the
organization, invests significant time and resources in educating and training Team Members by providing them with
educational, development and leadership opportunities. These opportunities are provided through a mix of formal onboarding
training, safety training, in-person classes, virtual modules and "on-the-job" learning. For example, through its virtual modules,
the Company offers over 700 hours of educational opportunities through over 350 classes, for which there were almost 340,000
enrollments during the 2024 fiscal year. In addition, the Company has a formal leadership development program with core
curriculum consisting of Development programs for Kitchen Managers, Store Managers, District Managers, a Leadership
Excellence Certification, a Finance for Non-Financial Managers program, and an Individualized Development Program for all
Officers based on their review.
Competition
Our business is highly competitive. Food, including prepared foods, and nonfood items similar or identical to those sold
by the Company, are generally available from various competitors in the communities served by Casey's and by certain online
retailers. We believe our stores located in smaller towns compete principally with other local grocery and convenience stores,
similar retail outlets, and, to a lesser extent, prepared food outlets, restaurants, and expanded fuel stations offering a more
limited selection of grocery and food items for sale. Stores located in more heavily populated communities may compete with
local and national grocery and drug store chains, quick service restaurants, expanded fuel stations, supermarkets, discount food
stores, and traditional convenience stores.
In addition to our inside store products, the fuel business is also highly competitive. The Company competes on the basis
of brand, price, and convenience of our fuel products. We believe our locations in smaller towns are well-positioned. Similar to
inside, stores compete with larger store chains with expanded fuel offerings and increased buying power in more heavily
populated communities.
Examples of convenience store chains competing in the larger towns served by Casey's include Quik Trip, Kwik Trip/
Star, Maverik/Kum & Go, and other regional chains. These competitive factors are discussed further in Item 7 of this Form 10-
K.
Trademarks and Service Marks
The Company regularly evaluates its portfolio of intellectual property and takes steps to review potential new trademarks
and service marks and to renew existing marks. The names "Casey's", "Casey's General Store", and "GoodStop (by Casey's)",
the marks consisting of the Casey's design logos (with the words "Casey's" and "Casey's General Store"), the weathervane,
and certain of our private label product names, are registered trademarks and service marks under federal law. We believe these
marks are of material importance in promoting and advertising the Company's business. In addition, the Company has a
number of other registered and unregistered trademarks and service marks that are significant to the Company from an
operational and branding perspective (e.g. "Casey's Pizza", "The Official Pizza and Beer Headquarters", "Casey's Here for
Good", "Casey's Rewards", "Casey's Cash", etc.).
Government Regulation (dollars in thousands)
Underground Storage Tanks
The United States Environmental Protection Agency and several states, including Iowa, have established requirements for
owners and operators of underground fuel storage tanks (USTs) with regard to (i) maintenance of leak detection, corrosion
protection, and overfill/spill protection systems; (ii) upgrade of existing tanks; (iii) actions required in the event of a detected
leak; (iv) prevention of leakage through tank closings; and (v) required fuel inventory record keeping. Since 1984, our new
stores have been equipped with noncorroding fiberglass USTs, including some with double-wall construction, overfill
protection, and electronic tank monitoring. We believe that all capital expenditures for electronic monitoring, cathodic
protection, and overfill/spill protection to comply with the existing UST regulations have been completed. Additional
regulations or amendments to the existing UST regulations could result in future expenditures.
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The majority of states in which we do business have trust fund programs with provisions for sharing or reimbursing
corrective action or remediation costs incurred by UST owners, including the Company. For the years ended April 30, 2024,
2023, and 2022, we spent approximately $966, $653, and $577, respectively, for assessments and remediation. The majority of
these expenditures were submitted for reimbursement from state-sponsored trust fund programs. The payments are typically
subject to statutory provisions requiring repayment of the reimbursed funds for noncompliance with upgrade provisions or other
applicable laws. None of the reimbursements received are currently expected to be repaid by the Company to the trust fund
programs. At April 30, 2024 and 2023 we had an accrued liability of $299 and $268, respectively, for estimated expenses
related to anticipated corrective actions or remediation efforts, including relevant legal and consulting costs. We believe we
have no material joint and several environmental liability with other parties.
Age-Restricted Products
Almost all of our stores sell a variety of age-restricted products, which may include beer, liquor, tobacco and other
nicotine products. The sale of these products are subject to significant regulations and require the Company to procure special
sales licenses from local and/or state agencies, which govern their sale. While the costs to procure such licenses is not material,
the failure to comply with the conditions of the licenses, or other age-restricted products laws, could result in the suspension or
revocation of such licenses, or fines related thereto. In addition to these products, the Company is also subject to rules
governing lottery and lotto sales as determined by state lottery commissions in each state in which we make such sales.
ITEM 1A. RISK FACTORS
You should carefully consider the risks described in this report before making a decision to invest in our securities. If any
of such risks actually occur, our business, financial condition, and/or results of operations could be materially adversely
affected. In that case, the trading price of our securities could decline and you might lose all or part of your investment.
Risks Related to Our Business Operations
Our business and our reputation could be adversely affected by a cyber or data security incident or the failure to protect
sensitive guest. Team Member or supplier data. or the failure to comply with applicable regulations relating to data
security and privacy.
In the normal course of our business, we obtain, are provided and have access to large amounts of personal data,
including but not limited to credit and debit card information, personally identifiable information and other data from and about
our guests, Team Members, and suppliers. A compromise or a breach in our systems, or another data security or privacy
incident that results in the loss, unauthorized release, disclosure or acquisition of such data or information, or other sensitive
data or information, or other internal or external cyber or data security threats, including but not limited to viruses, denial-of-
service attacks, phishing attacks, ransomware attacks and other intentional or unintentional disruptions, could occur and have a
material adverse effect on our operations and ability to operate, reputation, operating results and financial condition. In
addition, similar events at vendors, third-party service providers or other market participants, whether or not we are directly
impacted, could negatively affect our business and supply chain or lead to a general loss of guest confidence, which could result
in reduced guest traffic and sales.
A data security or privacy incident of any kind could expose us to risk in terms of the loss, unauthorized release,
disclosure or acquisition of sensitive guest, Team Member or supplier data, and could result in litigation or other regulatory
action being brought against us and damages, monetary and other claims made by or on behalf of the payment card brands,
guests, Team Members, shareholders, financial institutions and governmental agencies, or monetary demands or other extortion
attempts from cybercriminals. Such events could give rise to substantial monetary damages and/or losses which are not
covered, or in some instances fully covered, by our insurance policies and which could adversely affect our reputation, results
of operations, financial condition and liquidity. Moreover, a data security or privacy incident could require that we expend
significant additional resources on mitigation efforts and to further upgrade the security and other measures that we employ to
guard against, and respond to, such incidents.
Food-safety issues and foodborne illnesses. whether actual or reported. or the failure to comply with applicable
regulations relating to the transportation. storage. preparation or service of food. could adversely affect our business
and reputation.
Instances or reports of food-safety issues, such as foodborne illnesses, food tampering, food contamination or
mislabeling, either during growing, manufacturing, packaging, transportation, storage, preparation or service, have in the past
significantly damaged the reputations and impacted the sales of companies in the food processing, grocery, convenience, quick
service and "fast casual" restaurant sectors, and could affect us as well. Any instances of, or reports linking us to, foodborne
illnesses or food tampering, contamination, mislabeling or other food-safety issues could damage the value of our brand and
severely hurt sales of our prepared or other food products and possibly lead to product liability and personal injury claims,
litigation (including class actions), government agency investigations and damages. In addition, guest preferences and store
traffic could be adversely impacted by food-safety issues, health concerns or negative publicity about the consumption of our
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products or products we sell at our stores, which could damage our reputation and cause a decline in demand for those products
and adversely impact our sales. In addition, we rely on our suppliers to provide quality ingredients and products and to comply
with applicable food and food safety laws and industry standards. A failure of one of our suppliers to comply with such laws, to
meet our quality standards, or to meet food industry standards, could also disrupt our supply chain, damage our reputation and
adversely impact our sales.
We may be adversely impacted by increases in the cost of food ingredients and other related costs.
Our business is exposed to fluctuations in prices of commodities. Any increase in the cost or sustained high levels of the
cost of cheese, proteins or other commodities could adversely affect the profitability of stores, particularly if we are unable to
increase the retail price of our products to offset such costs. We have recently experienced inflation in the price of commodities,
including food ingredients, which has increased our cost of goods sold. Cheese, representing our largest food cost, and other
commodities can be subject to significant cost fluctuations due to weather, availability, global demand and other factors that are
beyond our control. Additionally, increases in labor, mileage, insurance, fuel, and other costs related to the supply and
transportation of food ingredients could adversely affect the profitability of our stores. Many of these factors are beyond our
control, and we may not be able to adequately mitigate these costs or pass along these costs to our customers, given the
significant competitive pricing in our industry.
A significant disruption to our distribution network. to the capacity of the distribution centers. or timely receipt of
inventory could adversely impact our sales or increase our transaction costs. which could have a material adverse effect
on our business.
We rely on our distribution and transportation network, which includes our drivers and distribution center Team
Members, and the networks of our vendors and direct store delivery partners, to provide products to our distribution centers and
stores in a timely and cost-effective manner. Any disruption, unanticipated or unusual expense or operational failure related to
this process, including our inability, or that of our delivery partners, to hire and/or retain enough qualified drivers and
distribution center Team Members to meet demand, could affect our store operations negatively.
We also depend on regular deliveries of products from third-parties to and from our facilities and stores that meet our
specifications. In addition, we may have a single supplier or limited number of suppliers for certain products. While we believe
there are adequate reserve quantities and alternative suppliers available, shortages or interruptions in the receipt or supply of
products caused by unanticipated or changing demand, such as occurred during the COVID-19 pandemic, problems in
production or distribution, financial or other difficulties of suppliers, cyber-related events, social unrest, inclement weather or
other economic conditions, including the availability of qualified drivers and distribution center Team Members, could
adversely affect the availability, quality and cost of products, and our operating results.
We could be adversely affected if we experience difficulties in. or are unable to recruit. hire or retain. members of our
leadership team and other distribution. field and store Team Members.
We are dependent on the continued knowledge and efforts of our leadership team and other key Team Members. If, for
any reason, our leadership team does not continue to be active in management, or we lose such persons, or other key Team
Members, or we fail to identify and/or recruit for current or future leadership positions, our business, financial condition or
results of operations could be adversely affected.
We also rely on our ability to recruit, hire and retain qualified drivers, distribution center Team Members, field
management and store Team Members. Recent difficulties and shortages in the general labor market for such individuals, in
particular hourly Team Members and drivers, and the failure to continue to attract and retain these individuals, especially at
reasonable compensation levels in the current rising wage environment, could have a material adverse effect on the operation of
individual stores, distribution network, our business and results of operations.
Any failure to anticipate and respond to changes in consumer preferences. or to introduce and promote innovative
technology for guest interaction. could adversely affect our financial results.
Our continued success depends on our ability to remain relevant with respect to consumer needs and wants, attitudes
toward our industry, and our guests' preferences for ways of doing business with us, particularly with respect to digital
engagement, contactless delivery, third-party delivery, curbside pick-up and other non-traditional ordering and delivery
platforms. We must continually work to develop, produce and market new products, maintain and enhance the recognition of
our brands, offer a favorable mix of products, and refine our approach as to how and where we market, sell and deliver our
products. This risk is compounded by the use of digital media by consumers and the speed by which information and opinions
are shared. Further, changes in consumer preferences, trends or perceptions of certain items we sell, or the ingredients therein,
could cause consumers to avoid such items in favor of those that are or are perceived as healthier, lower-calorie, or lower in
carbohydrates or otherwise based on their ingredients or nutritional content. If we are unable to anticipate and respond to
sudden challenges or changes that we may face in the marketplace, trends in the market for our products and changing
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consumer demands and sentiment, it could have a material adverse effect on our business, financial condition and results of
operations.
We rely on our information technology systems. and a number of third-party software providers. to manage numerous
aspects of our business. and a disruption of these systems could adversely affect our business.
We are dependent on our information technology (IT) systems, and a large number of third-party software providers and
platforms, to manage and operate numerous aspects of our business, develop our financial statements, provide analytical
information to management and serve as a platform for our business continuity plan. Our IT systems, and the software and other
technology platforms provided by our vendors and other third-parties, are an essential component of our business operations
and growth strategies, and a serious disruption to any of these could significantly limit our ability to manage and operate our
business efficiently. These systems are vulnerable to, among other things, damage and interruption, computer system and
network failures, loss of telecommunications services, physical and electronic loss of, or loss of access to, data and information,
security breaches or other security or cyber-related incidents, computer viruses or attacks and obsolescence. Any disruption
could cause our business and competitive position to suffer and cause our operating results to be reduced.
Increased credit card expenses could lead to higher operating expenses and other costs for the Company.
A significant percentage of our sales are made with credit cards. Because the interchange and other fees we pay when
credit cards are used to make purchases, which the Company has little control over, are based on transaction amounts, higher
fuel prices at the pump, including record fuel prices that were seen in recent years, higher gallon movement and other increases
in price and sales of fuel and other items we sell in our stores directly result in higher credit card expenses. These additional
fees directly increase operating expenses. Higher operating expenses that result from higher credit card fees may decrease our
overall profit and have a material adverse effect on our business, financial condition and results of operations. Total credit card
fees paid in fiscal 2024, 2023 and 2022 exceeded $200 million.
In addition, credit card providers now mandate that any fraudulent activity and related losses at fuel dispensers that do
not accept certain chip technology (referred to as EMV) be borne by the retailers accepting those cards. While the Company has
invested, and will continue to invest, a significant amount of resources in upgrading its fuel dispensers to accept EMV, and has
implemented other fraud mitigation strategies, not all of its fuel dispensers have, or in the near future may, be upgraded to such
technology. As such, it is possible that credit card providers could attempt to pass the costs of certain fraudulent activity at the
non-upgraded dispensers to the Company, which if significant, could have a material adverse effect on our business, financial
condition and results of operations.
Our operations present hazards and risks which may not be fully covered by insurance. if insured.
The scope and nature of our operations present a variety of operational hazards and risks that must be managed through
continual oversight and control. As protection against hazards and risks, we maintain insurance against many, but not all,
potential losses or liabilities arising from such risks. Uninsured or underinsured losses and liabilities from operating risks could
reduce the funds available to us for capital and investment spending and could have a material adverse impact on the results of
operations.
The dangers inherent in the storage and transport of fuel could cause disruptions and could expose to us potentially
significant losses. costs or liabilities.
We store fuel in storage tanks at our retail locations. Additionally, a significant portion of fuel is transported in our own
trucks, instead of by third-party carriers. Our operations are subject to significant hazards and risks inherent in transporting and
storing motor fuel. These hazards and risks include, but are not limited to, fires, explosions, traffic accidents, spills, discharges
and other releases, any of which could result in distribution difficulties and disruptions, environmental pollution, government
imposed fines or clean-up obligations, personal injury or wrongful death claims and other damage to our properties and the
properties of others. As a result, any such event could have a material adverse effect on our business, financial condition and
results of operations.
Consumer or other litigation could adversely affect our financial condition and results of operations.
Our retail operations are characterized by a high volume of guest traffic and by transactions involving a wide array of
product selections, including prepared food. Retail operations, and in particular our distribution and food-related operations,
carry a higher exposure to consumer litigation risk when compared to the operations of companies operating in many other
industries. Consequently, we may become a party to personal injury, food safety, product liability, accessibility, data security
and privacy and other legal actions in the ordinary course of our business. While these actions are generally routine in nature,
incidental to the operation of our business and immaterial in scope, if our assessment of any action or actions should prove
inaccurate, our financial condition and results of operations could be adversely affected.
Additionally, we are occasionally exposed to industry-wide or class-action claims arising from the products we carry,
industry-specific business practices or other operational matters, including accessibility, wage-and-hour and other employment
11
related individual and class-action claims. Our defense costs and any resulting damage awards or settlement amounts may be
significant and not be covered, or in some instances fully covered, by our insurance policies. Thus, an unfavorable outcome or
settlement of one or more of these lawsuits could have a material adverse effect on our reputation, financial position, liquidity
and results of operations.
Pandemics or disease outbreaks. responsive actions taken by governments and others to mitigate their spread. and guest
behavior in response to these events. have. and may in the future. adversely affect our business operations. supply chain
and financial results.
Pandemics or disease outbreaks have had, and may continue to have, adverse impacts on the Company's business. These
include, but are not limited to, decreased store traffic and changed guest behavior, decreased demand for our fuel, prepared food
and other convenience offerings, decreased or slowed unit/store growth, issues with our supply chain including difficulties
delivering products to our stores and obtaining certain items sold at our stores, issues with respect to our Team Members'
health, working hours and/or ability to perform their duties, and increased costs to the Company in response to these conditions
and to protect the health and safety of our Team Members and guests.
In addition, the general economic and other impacts related to responsive actions taken by governments and others to
mitigate the spread of pandemics or disease outbreaks, including but not limited to stay-at-home, shelter-in-place and other
travel restrictions, social distancing requirements, mask mandates, limitations on certain businesses' hours and operations,
limits on public gatherings and other events, and restrictions on what, and in certain cases how, certain products can be sold and
offered to our guests, have, and may continue to, result in declines in store traffic and overall demand, increased operating
costs, and decreased or slower unit/store growth. Further, although the Company's business was deemed an "essential service"
by many public authorities throughout the COVID-19 pandemic, allowing our operations to continue (in some cases in a
modified manner), there are no guarantees the designation will continue, or be applied during a future pandemic or disease
outbreak, which would require us to reduce our operations and potentially close stores for an undetermined period of time.
Covenants in our Senior Notes and credit facility agreements require us to comply with certain covenants and meet
financial maintenance tests. Failure to comply with these requirements could have a material impact to us.
We are required to comply with certain financial and non-financial covenants under our existing Senior Notes and credit
facility agreements. A breach of any covenant, even if unintentional, could result in a default or other negative consequences
under such agreements, which could, if not timely cured, permit lenders to secure outstanding amounts, declare all amounts
outstanding to be immediately due and payable, and/or to terminate such instruments, which in turn could have a material
adverse effect on our business, liquidity, financial condition and results of operation.
Risks Related to Governmental Actions. Regulations. and Oversight
Compliance with and changes in tax laws could adversely affect our performance.
We are subject to extensive tax liabilities imposed by multiple jurisdictions, including but not limited to state and federal
income taxes, indirect taxes (excise, sales/use, and gross receipts taxes), payroll taxes, property taxes, and tobacco taxes. Tax
laws and regulations are dynamic and subject to change as new laws are passed, new administrations are elected and new
interpretations of existing laws are issued, applied and/or enforced. In addition, as the federal government and certain states
face economic and other pressures, they may seek revenue in the form of additional income, sales and other taxes and related
fees. These activities could result in increased expenditures for tax liabilities in the future or a decrease in the disposable income
of our guests. Many of these liabilities are subject to periodic audits by the respective taxing authorities. Subsequent changes to
our tax liabilities as a result of these audits may subject us to interest and penalties.
We are subject to extensive governmental regulations.
Our business is subject to extensive governmental laws and regulations that include, but are not limited to, those relating
to environmental protection and remediation; the preparation, transportation, storage, sale and labeling of food and other
products; minimum wage, overtime and other employment and labor laws and regulations; the Americans with Disabilities Act;
legal restrictions on the sale of alcohol, tobacco and nicotine products, money orders, lottery/lotto and other age-restricted
products; compliance with the Payment Card Industry Data Security Standards and similar requirements; compliance with the
Federal Motor Carriers Safety Administration regulations; and, securities laws and Nasdaq listing standards. These, and other
laws and regulations, are dynamic and subject to change as new laws are passed, new interpretations of existing laws are issued
and applied and as political administrations and majorities change over time. The effects created by these, including the costs of
compliance with these laws and regulations, is substantial, and a violation of or change in such laws and/or regulations could
have a material adverse effect on our business, financial condition, and results of operations.
State laws regulate the sale of alcohol, tobacco and nicotine products, lottery/lotto products and other age-restricted
products. A violation or change of these laws could adversely affect our business, financial condition, and results of operations
12
because state and local regulatory agencies have the power to approve, revoke, suspend, or deny applications for and renewals
of permits and licenses relating to the sale of certain of these products or to seek other remedies.
Any appreciable increase in wages, overtime pay, or the statutory minimum salary requirements, minimum wage rate,
mandatory scheduling or scheduling notification laws, or the adoption of additional mandated healthcare or paid-time-off
benefits would result in an increase in our labor costs. For example, recent state-mandated minimum wage increases, along with
general labor market shortages and wage pressures, have increased our operating expenses significantly. Such cost increases, or
the penalties for failing to comply, could adversely affect our business, financial condition, and results of operations. State or
federal lawmakers or regulators may also enact new laws or regulations applicable to us that may have a material adverse and
potentially disparate impact on our business.
Governmental action and campaigns to discourage tobacco and nicotine use and other tobacco products may have a
material adverse effect on our revenues and gross profit.
Congress has given the Food and Drug Administration ("FDA") broad authority to regulate tobacco and nicotine
products, including e-cigarettes and vapor products, and the FDA has enacted numerous regulations restricting the sale of such
products. These governmental actions, as well as national, state and local campaigns and regulations to discourage tobacco and
nicotine use and limit the sale of such products, including but not limited to tax increases related to such products and certain
actions taken to increase the minimum age in order to purchase such products, have resulted or may in the future result in,
reduced industry volume and consumption levels, and could materially affect the retail price of cigarettes or other nicotine
products, unit volume and revenues, gross profit, and overall guest traffic, which in turn could have a material adverse effect on
our business, financial condition and results of operations.
Wholesale cost and tax increases relating to tobacco and nicotine products could affect our operating results.
Sales of tobacco and nicotine products have averaged approximately 9% of our total revenue over the past three fiscal
years, and our tobacco and nicotine revenue less cost of goods sold (excluding depreciation and amortization) accounted for
approximately 9% of the total revenue less cost of goods sold (excluding depreciation and amortization) for the same period.
Any significant increases in wholesale cigarette and related product costs or tax increases on tobacco or nicotine products may
have a materially adverse effect on unit demand for cigarettes (or related products). Currently, major cigarette and tobacco and
nicotine manufacturers offer significant rebates to retailers, although there can be no assurance that such rebate programs will
continue. We include these rebates as a component of cost of goods sold, which affects our gross margin from sales of
cigarettes and related products. In the event these rebates are no longer offered or decreased, our wholesale cigarette and related
product costs will increase accordingly. In general, we attempt to pass price increases on to our guests. Due to competitive
pressures in our markets, however, we may not always be able to do so. These factors could adversely affect our retail price of
cigarettes and related products, cigarette or related product unit volume and revenues, merchandise revenue less cost of goods
sold (excluding depreciation and amortization), and overall guest traffic, and in turn have a material adverse effect on our
business, financial condition and results of operations.
Risks Related to Our Industry
General economic and political conditions that are largely out of the Company's control may adversely affect the
Company's financial condition and results of operations.
General economic and political conditions, including social and political causes and movements, higher interest rates,
higher fuel and other energy costs, inflation, increases or fluctuations in commodity prices such as cheese, proteins and coffee,
higher levels of unemployment, higher consumer debt levels and lower consumer discretionary spending, higher tax rates and
other changes in tax laws or other economic factors may affect the operations of our stores, input costs, consumer spending,
buying habits and labor markets generally, and could adversely affect the discretionary income and spending levels of our
guests, the costs of the products we sell in our stores, the consumer demand for such products and the labor costs of
transporting, storing and selling those products. These events and their impacts can be unpredictable, and we may not always be
able to recapture these higher input costs through pricing strategies or otherwise. In addition, unfavorable economic conditions,
especially those affecting the agricultural industry, higher fuel prices, and unemployment levels can affect consumer
confidence, spending patterns, and miles driven, and can cause guests to "trade down" to lower priced products in certain
categories when these conditions exist. These factors can lead to sales declines, and in turn have an adverse impact on our
business, financial condition and results of operations.
Developments related to fuel efficiency. fuel conservation practices. climate change. and changing consumer preferences
may decrease the demand for motor fuel.
Technological advances and consumer behavior in reducing fuel use, governmental mandates to improve fuel efficiency
and consumer desire or regulations to lower carbon emissions could lessen the demand for our largest revenue product,
petroleum-based motor fuel, which may have a material adverse effect on our business, financial condition, and results of
13
operation. Changes in our climate, including the effects of carbon emissions in the environment, may lessen demand for fuel or
lead to additional government regulation. In addition, a shift toward electric, hybrid, hydrogen, natural gas or other alternative
fuel-powered vehicles, including driverless motor vehicles, could fundamentally change the shopping and driving habits of our
guests or lead to new forms of fueling destinations or new competitive pressures. Any of these outcomes could potentially result
in fewer guest visits to our stores, decreases in sales revenue across all categories or lower profit margins, which could have a
material adverse effect on our business, financial condition and results of operations.
Unfavorable weather conditions can adversely affect our business.
The vast majority of our stores, our distribution centers, and our corporate offices, are located in the Midwest region of
the United States, which is susceptible to tornadoes, thunderstorms, extended periods of rain or unseasonably cold temperatures,
flooding, ice storms, and heavy snow. Inclement weather conditions could damage our facilities, impact our supply chain and
the supply chain of our vendors, or could have a significant impact on consumer behavior, travel, and convenience store traffic
patterns as well as our ability to operate our stores, distribution centers or corporate offices. In addition, we typically generate
higher revenues and gross margins during warmer weather months, which fall within our first and second fiscal quarters. When
weather conditions are not favorable during a particular period, our operating results and cash flow from operations could be
adversely affected.
The volatility of wholesale petroleum costs could adversely affect our operating results.
Our net income is significantly affected by changes in the margins we receive on our retail fuel sales. Over the past three
fiscal years, on average our fuel revenues accounted for approximately 65% of total revenue and our fuel revenue less cost of
goods sold (excluding depreciation and amortization) accounted for approximately 34% of the total revenue less cost of goods
sold (excluding depreciation and amortization). Crude oil and domestic wholesale petroleum markets are currently, and in the
recent past have been, marked by significant volatility. General political conditions, threatened or actual acts of war or
terrorism, instability or other changes in oil producing regions, historically in the Middle East and South America but recently
in Europe with the conflict in Ukraine, and trade, economic or other disagreements between oil producing nations, can, and
recently have, significantly affected crude oil supplies and wholesale petroleum costs. In addition, the supply of fuel and
wholesale purchase costs could be adversely affected in the event of a shortage, which could result from, among other things,
severe weather events in oil producing regions, the lack of capacity at United States oil refineries or, in our case, the level of
fuel contracts that we have that guarantee an uninterrupted, unlimited supply of fuel. Increases in the retail price of petroleum
products have resulted and could in the future adversely affect consumer demand for fuel and other discretionary purchases.
This volatility makes it difficult to predict the impact that future wholesale cost fluctuations will have on our operating results
and financial condition in future periods. Any significant change in one or more of these factors could materially affect the
number of fuel gallons sold, fuel revenue less cost of goods sold excluding depreciation and amortization and overall guest
traffic, which in turn could have a material adverse effect on our business, financial condition and results of operations.
The convenience store industry is highly competitive.
The convenience store and retail fuel industries in which we operate are highly competitive and characterized by ease of
entry and constant change in the number and type of retailers offering the products and services found in our stores. We
compete with many other convenience store chains, gasoline stations, supermarkets, drugstores, discount stores, club stores, fast
food outlets, restaurants, coffee shops, mass merchants, and a variety of other retail companies, including retail gasoline
companies that have more extensive retail outlets, greater brand name recognition and more established fuel supply
arrangements. Several non-traditional retailers such as supermarkets, club stores, and mass merchants have affected the
convenience store industry by entering the retail fuel business and have obtained a share of the fuels market. Certain of these
non-traditional retailers may use more extensive promotional pricing or discounts, both at the fuel pump and in the store, to
encourage in-store merchandise sales and gasoline sales. In some of our markets, our competitors have been in existence longer
and have greater financial, marketing, and other resources than we do. As a result, our competitors may have a greater ability to
bear the economic risks inherent in our industry and may be able to respond better to changes in the economy and new
opportunities within the industry, including those related to electric vehicle charging stations. This intense competition could
adversely affect our revenues and profitability and have a material adverse impact on our business and results of operations.
Risks Related to Our Growth Strategies
We may not be able to identify. acquire. and integrate new properties and stores. which could adversely affect our
ability to grow our business.
An important part of our growth strategy has been to purchase properties on which to build our stores, and in other
instances, acquire other convenience stores that complement our existing stores or broaden our geographic presence. We expect
to continue pursuing acquisition opportunities, which involve risks that could cause our actual growth or operating results to
differ materially from our expectations or the expectations of our shareholders and securities analysts. These risks include, but
are not limited to, the inability to identify and acquire suitable sites at advantageous prices; competition in targeted market
14
areas; difficulties in obtaining favorable financing for larger acquisitions or construction projects; difficulties during the
acquisition process in discovering some of the liabilities of the businesses that we acquire; difficulties associated with our
existing financial controls, information systems, management resources and human resources needed to support our future
growth; difficulties with hiring, training and retaining skilled personnel; difficulties in adapting distribution and other
operational and management systems to an expanded network of stores; difficulties in adopting, adapting to or changing the
business practices, models or processes of stores or chains we acquire; difficulties in obtaining governmental and other third-
party consents, permits and licenses needed to operate additional stores; difficulties in obtaining the cost savings and financial
improvements we anticipate from future acquired stores; the potential diversion of our management's attention from focusing
on our core business due to an increased focus on acquisitions; and, challenges associated with the consummation and
integration of any future acquisition.
Risks Relating to Our Common Stock
The market price for our common stock has been and may in the future be volatile. which could cause the value of your
investment to decline.
Securities markets worldwide experience significant price and volume fluctuations. This market volatility could
significantly affect the market price of our common stock without regard to our operating performance. In addition, the price of
our common stock could be subject to wide fluctuations in response to these, and other factors: a deviation in our results from
the expectations of public market analysts and investors; statements by research analysts about our common stock, company, or
industry; changes in market valuations of companies in our industry and market evaluations of our industry generally; additions
or departures of key personnel; actions taken by our competitors; sales or repurchases of common stock by the Company or
other affiliates; and, other general economic, political, or market conditions, many of which are beyond our control.
The market price of our common stock will also be affected by our quarterly operating results and same store sales
results, which may be expected to fluctuate. Some of the factors that may affect our quarterly results and same store sales
include general, regional, and national economic conditions; competition; unexpected costs; changes in retail pricing, consumer
trends, and the number of stores we open and/or close during any given period; and the costs of compliance with corporate
governance and other legal requirements. Other factors are discussed throughout Management's Discussion and Analysis of
Financial Condition and Results of Operations. You may not be able to resell your shares of our common stock at or above the
price you pay.
Any issuance of shares of our common stock in the future could have a dilutive effect on your investment.
We could issue additional shares for investment, acquisition, or other business purposes. Even if there is not an
immediate need for capital, we may choose to issue securities to sell in public or private equity markets, if and when conditions
are favorable. Raising funds by issuing securities would dilute the ownership interests of our existing shareholders.
Additionally, certain types of equity securities we may issue in the future could have rights, preferences, or privileges senior to
the rights of existing holders of our common stock.
Iowa law and provisions in our charter documents may have the effect of preventing or hindering a change in control
and adversely affecting the market price of our common stock.
Our articles of incorporation give the Company's board of directors the authority to issue up to one million shares of
preferred stock and to determine the rights and preferences of the preferred stock without obtaining shareholder approval. The
existence of this preferred stock could make it more difficult or discourage an attempt to obtain control of the Company by
means of a tender offer, merger, proxy contest, or otherwise. Furthermore, this preferred stock could be issued with other rights,
including economic rights, senior to our common stock, thereby having a potentially adverse effect on the market price of our
common stock.
In addition, provisions of Iowa corporate law could make it more difficult for a third party to acquire us or remove our
directors by means of a proxy contest, even if doing so would be beneficial to our shareholders. For example, the Iowa Business
Corporation Act (the "Act") prohibits publicly held Iowa corporations to which it applies from engaging in a business
combination with an interested shareholder for a period of three years after the date of the transaction in which the person
became an interested shareholder unless the business combination is approved in a prescribed manner. Further, the Act permits
a board of directors, in the context of a takeover proposal, to consider not only the effect of a proposed transaction on
shareholders, but also on a corporation's Team Members, suppliers, guests, creditors, and on the communities in which the
corporation operates. These provisions could discourage others from bidding for our shares and could, as a result, reduce the
likelihood of an increase in our stock price that would otherwise occur if a bidder sought to buy our stock.
We may, in the future, adopt other measures (such as a shareholder rights plan or "poison pill") that could have the effect
of delaying, deferring, or preventing an unsolicited takeover, even if such a change in control were at a premium price or
favored by a majority of unaffiliated shareholders. These measures may be adopted without any further vote or action by our
shareholders.
15
ITEM 1B. UNRESOLVED STAFF COMMENTS
Not applicable.
ITEM 1C. CYBERSECURITY
Information security and data privacy have been, and continue to be, vitally important to the Company. Our Board, in
coordination with the Audit Committee, provides oversight of the Company's major information technology risk exposures,
including those related to cybersecurity, data privacy and data security, and oversees the steps management has taken to
monitor and mitigate such risk exposures. Cybersecurity and related matters are recurring topics at Audit Committee meetings
and the Company's Chief Information Officer ("CIO") and Chief Information Security Officer ("CISO") regularly provide the
Audit Committee, and periodically the entire Board, with updates on the Company's cybersecurity risk profile and strategy.
These updates include both qualitative and quantitative information on the effectiveness of the Company's cybersecurity
controls.
Our CIO is responsible for the strategic leadership and direction of the Company's information technology organization.
As a part thereof, the Company has implemented an information security program, directly overseen by our CISO, that consists
of controls and processes designed to prevent, detect, and manage reasonably foreseeable cybersecurity risks and threats, and
which is based on recognized best practices including the National Institute of Standards and Technology ("NIST") Cyber
Security Framework ("CSF") and Payment Card Industry Data Security Standard ("PCI DSS"). Our CISO, who has over 38-
years of industry experience, and his team, have relevant education and experience assessing and managing cybersecurity
programs and cybersecurity risks across a mix of enterprises, including the retail industry. Together with a third-party, the
CISO and his team also operate a 24/7 Security Operations Center to monitor the cybersecurity environment and coordinate
escalation and remediation of alerts, and we incorporate many other resources to maintain readiness to withstand and respond to
a cyber incident including but not limited to incident response tabletop exercises, system recovery exercises, simulated phishing
email exercises and security awareness training.
Our CISO and his team have also developed processes to oversee and identify material cybersecurity risks associated
with our use of third-party service providers who access our information technology systems, which includes leveraging our
vendor risk management program designed to assess and manage the cybersecurity risks associated with these partnerships. As
part of the program, our governance, risk and compliance team conducts due diligence as a part of onboarding new vendors and
maintain ongoing evaluations to ensure compliance with our security standards.
The Company has a Cybersecurity Incident Response Plan ("the Plan"), integrated into our enterprise crisis management
and business continuity program, which provides protocols and procedures for evaluating and responding to material
cybersecurity incidents, including incident handling, disclosure and reporting, notification to senior management, the Board and
relevant committees, and meeting external reporting obligations. As part of the Plan, the Company has also established an
Incident Response Governance Team, co-chaired by our CISO and VP, Deputy General Counsel, which is a cross-functional
group comprised of relevant stakeholders throughout the organization responsible for organizing the assessment, investigation
and response to any material cybersecurity event.
As of the date of this report, no cybersecurity incidents have had, either individually or in the aggregate, a material
adverse effect on our business, financial condition or results of operations. Notwithstanding the comprehensive approach we
take to information security, there can be no assurance that our security efforts and measures, and those of our third-party
service providers, will prevent or mitigate all incidents that could have a material adverse effect on our business, financial
condition or results of operations. For additional information regarding the risks to us associated with cybersecurity incidents,
see Item 1A entitled "Risk Factors."
16
ITEM 2.
PROPERTIES
We own the Store Support Center (built in 1990) and all three distribution centers. Located on an approximately 57-acre
site in Ankeny, Iowa, the Store Support Center includes office space and our first distribution center. The Store Support Center
provides approximately 490,000 square feet of available space, including approximately 290,000 square feet related to the
distribution center. We also own a building near the Store Support Center where our construction and support services
departments operate. In February 2016, we opened our second distribution center, located in Terre Haute, Indiana. This second
distribution center has approximately 340,000 square feet of total space. In April 2021, we opened a third distribution center
located in Joplin, Missouri (see Note 7 for discussion of ownership structure). The third distribution center provides
approximately 300,000 square feet of total space. All three distribution centers have a fleet services maintenance center.
On April 30, 2024, we leased a combination of land and/or building at 140 locations. Most of the leases provide for the
payment of a fixed rent plus property taxes, insurance, and maintenance costs. Generally, the leases are for terms of ten to
twenty years with options to renew for additional periods or options to purchase the leased premises at the end of the lease
period. The Company owns the land and building at all of our other store locations. Additionally, the Company regularly has
land held for development, land under construction for new stores, and land held for sale as a result of store closures.
ITEM 3.
LEGAL PROCEEDINGS
The information required to be set forth under this heading is incorporated by reference from Note 10, Contingencies, to
the Consolidated Financial Statements included in Part II, Item 8.
ITEM 4.
MINE SAFETY DISCLOSURES
Not applicable.
17
PART II
ITEM 5. MARKET FOR REGISTRANT'
S COMMON EQUITY, RELATED STOCKHOLDER MATTERS, AND
ISSUER PURCHASES OF EQUITY SECURITIES
Common Stock
Casey's common stock trades on the Nasdaq Global Select Market under the symbol CASY. The 37,008,488 shares of
common stock outstanding at April 30, 2024 had a market value of approximately $11.8 billion. On that date, there were 1,441
shareholders of record.
Common Stock Market Prices
Calendar
2022
High
Low
Calendar
2023
High
Low
Calendar
2024
High
Low
Q1
$
202.50 $
170.82
Q1
$
236.45 $
202.13
Q1
$
324.40 $
268.07
Q2
216.40
181.40
Q2
245.72
212.50
Q3
223.90
183.23
Q3
284.18
238.44
Q4
249.90
197.61
Q4
286.62
260.13
Dividends
We began paying cash dividends during fiscal 1991. The dividends declared in fiscal 2024 totaled $1.72 per share. The
dividends declared in fiscal 2023 totaled $1.52 per share. At its June meeting, the Board of Directors declared a quarterly
dividend of $0.50 per share payable August 15, 2024, to shareholders of record on August 1, 2024.
The cash dividends declared during the calendar years 2022 through 2024 were as follows:
Calendar 2022
Cash
dividen
d declared
Calendar 2023
Cash
dividen
d declared
Calendar 2024
Cash
dividen
d declared
Q1
$
0.35
Q1
$
0.38
Q1
$
0.43
Q2
0.38
Q2
0.43
Q2
0.50
Q3
0.38
Q3
0.43
Q4
0.38
Q4
0.43
$
1.49
$
1.67
Issuer Purchases of Equity Securities
The following table sets forth information with respect to the Company's repurchases of common stock during the quarter
ended April 30, 2024:
Period
Total Number of
Shares Purchased
Average Price Paid
Per Share
Total Number of Shares
Purchased as Part of
Publicly Announced
Plans or Programs
Maximum Dollar Value of
Shares That May Yet Be
Purchased Under the Plans or
Programs (1)
Fourth Quarter:
February 1-29, 2024
36,341 $
286.76
36,341 $
299,295,981
March 1-31, 2024
13,772
303.97
13,772
295,109,710
April 1-30, 2024
_
_
_
295,109,710
Total
50,113 $
291.49
50,113 $
295,109,710
(1)
On, and effective as of, March 3, 2022, the Board authorized a share repurchase program, whereby the Company was
authorized to repurchase its outstanding common stock from time-to-time, for an aggregate amount of up to $400
million, exclusive of fees, commissions or other costs (the "Repurchase Program"). The Repurchase Program has no
18
set expiration date. The timing and number of repurchase transactions under the Repurchase Program depends on a
variety of factors including, but not limited to, market conditions, corporate considerations, business opportunities,
debt agreements, and regulatory requirements. The Repurchase Program can be suspended or discontinued at any time.
During the fourth quarter of 2024, we repurchased and retired 50,113 shares of our common stock under our share
repurchase program for a total of $14.6 million, excluding fees, commissions and other costs. As of April 30, 2024,
$295.1 million remained available for future purchases under this share repurchase program.
ITEM 6. [Reserved]
Not applicable.
ITEM 7. MANAGEMENT'
S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF
OPERATIONS
(Dollars and gallons in thousands, except per share amounts)
Please read the following discussion of the Company's financial condition and results of operations in conjunction with
the selected historical consolidated financial data and consolidated financial statements and accompanying notes presented
elsewhere in this Form 10-K.
Overview
As of April 30, 2024, Casey's General Stores, Inc. and its direct and indirect wholly-owned subsidiaries operate
convenience stores primarily under the names "Casey's" and "Casey's General Store" (collectively, with the stores below
referenced as "GoodStop", "Bucky's", "Minit Mart", or "Lone Star Food Store" referred to as "Casey's" or the "Company")
throughout 17 states, over half of which are located in Iowa, Missouri, and Illinois.
Approximately 72% of all stores were opened in areas with populations of fewer than 20,000 persons. The Company
competes on the basis of price, as well as on the basis of traditional features of convenience store operations such as location,
extended hours, product offerings, and quality of service. As of April 30, 2024, there were a total of 2,658 stores in operation.
All convenience stores carry a broad selection of food items (including, but not limited to, freshly prepared foods such as
regular and breakfast pizza, donuts, hot breakfast items, and hot and cold sandwiches), beverages, tobacco and nicotine
products, health and beauty aids, automotive products, and other nonfood items. As of April 30, 2024, 233 store locations
offered car washes. In addition, all but eight store locations offer fuel for sale on a self-service basis.
The Company has 73 dealer locations, where Casey's manages fuel wholesale supply agreements to these stores. These
locations are not operated by Casey's and are not included in our overall store count. Approximately 1% of total revenue for the
year-ended April 30, 2024 relates to this dealer network.
The Company's business is seasonal, and generally experiences higher sales and profitability during the first and second
fiscal quarters (May-October), when the weather is warmer across our footprint and guests tend to purchase greater quantities of
fuel and certain convenience items such as beer, sports drinks, water, soft drinks and ice.
The following table represents the roll forward of store growth throughout fiscal 2024:
Store Count
Stores at April 30, 2023
2,521
New store construction
42
Acquisitions
112
Acquisitions not opened
(1)
Prior acquisitions opened
6
Closed
(22)
Stores at April 30, 2024
2,658
For further general descriptive information on the Company's business and operations, see Item 1, above, which is
incorporated herein by reference.
Long-Term Strategic Plan
The Company announced a three-year strategic plan in June 2023 focused on three enterprise objectives: grow store
count, accelerate the food business, and enhance operational efficiency, which are enabled by a strong foundation and Team
Member experience. The Company's plan was based on building on our proud heritage and distinct advantages, to become more
19
contemporary through new capabilities, technology, data, and processes. We believe this will best position the Company to
address rapidly evolving shifts in consumer habits and other macro retail trends.
The Company made significant progress towards its strategic plan goals during the 2024 fiscal year. Some of the key
highlights include:
•
Grew store count by 154 stores through new store construction and a number of strategic acquisitions
•
Entered into our 17th state of Texas
•
Diluted earnings per share of $13.43, up 12.8% over the prior year
•
Recorded strong prepared food and dispensed beverage growth driven by innovation including thin crust pizza and a
refreshed lunch sandwich menu
•
Casey's Rewards members grew to 7.9 million at year-end
Fuel Volatility
Since early calendar 2020, the price of crude oil, and in turn the wholesale cost of fuel, has been volatile compared to
historical averages. Initially, at the outset of the pandemic, oil and fuel prices fell dramatically; however, as the economy in
general began to emerge from the COVID-19 pandemic, prices began to modestly increase over time. Oil and fuel prices
continued to be impacted throughout fiscal 2024 as a result of the ongoing conflict in Ukraine, unrest in the Middle East and
economic uncertainty in Western nations. The Company expects similar market volatility to remain throughout the 2025 fiscal
year.
In addition, during the past four calendar years, the Company, and the retail fuel industry, has experienced historically
high average revenue less cost of goods sold per gallon (excluding depreciation and amortization). Although this has remained
relatively consistent since that time, on a longer-term basis, this metric can fluctuate significantly, and sometimes
unpredictably, in the short-term. While the Company believes that its average revenue less cost of goods sold per gallon
(excluding depreciation and amortization) will remain elevated from historical levels for the foreseeable future, it is possible
that increased oil and fuel prices, higher interest rates, macroeconomic conditions and/or continuing conflicts or disruptions
involving oil producing countries may materially impact the performance of this metric.
Electric Vehicles and Renewable Fuels
Casey's continues its process of implementing an electric vehicle ("EV") strategy and our management team remains
committed to understanding if and how the increased demand for, and usage of, EVs impacts consumer behavior across our
store footprint and beyond. As consumer demand for alternative fuel options continues to grow, Casey's has continued to add
EV charging stations across our 17-state footprint. As of April 30, 2024, the Company has 170 charging stations at 37 stores,
across 12 states. Our EV growth strategy is currently designed to selectively increase our charging stations at locations within
our region where we see higher levels of consumer EV buying trends and demand for EV charging. To date, consumer EV
demand within our Midwest footprint has been comparatively lower than the levels along the coasts. As EV demand from our
guests increases, we are prepared to strategically integrate charging station options at select stores.
The Company also remains committed to offering renewable fuel options at our stores and continues to expand its
alternative fuel options in response to evolving guest needs and as part of its environmental stewardship efforts. Currently,
almost all of our stores offer fuel with at least 10% of blended ethanol and 43% of our stores offer biodiesel. Every newly built
store has the capability to sell renewable fuels, and we aim to continue growing sales of renewable fuels throughout our
footprint.
Fiscal 2024 Compared with Fiscal 2023
Total revenue for fiscal 2024 decreased by $231,562 (1.5%) since the prior fiscal year. Prepared food and dispensed
beverage revenue increased by $139,040 (10.5%), due to an increase in same-store sales of 6.8% and an increase of
approximately 3.7% due to operating 137 more stores than a year ago. The increase in same-store sales was driven by improved
sales of hot sandwiches, whole pies, bakery, and dispensed beverages. Grocery and general merchandise revenue increased by
$281,617 (8.2%), due to an increase in same-store sales of 3.5% and an increase of approximately 4.7% due to operating 137
more stores than a year ago. The increase in same-store sales was driven by strong sales of non-alcoholic and alcoholic
beverages, snacks, and candy. Retail fuel revenue decreased by $625,239 (6.2%) as the average retail price per gallon decreased
11.5%, partially offset by an increase in the number of gallons sold by 156,303 (5.8%) Other revenue decreased $26,980 (9.0%)
compared to the prior year, driven primarily by a decrease in total revenue related to the dealer network.
Total revenue less cost of goods sold (excluding depreciation and amortization) was 22.5% of revenue for fiscal 2024
compared with 20.4% for the prior year. Prepared food and dispensed beverage revenue less related cost of goods sold
(excluding depreciation and amortization) increased to 58.7% of revenue from 56.6% during fiscal 2024 compared to the prior
year, an increase of 2.1%, primarily due to softening ingredient costs. Grocery and general merchandise revenue less related
cost of goods sold (excluding depreciation and amortization) increased to 34.1% of revenue from 33.6% during fiscal 2024
20
compared to the prior year, an increase of 0.5%. The current year percentage was positively impacted by increased sales of
private label products.
Fuel revenue less related cost of goods sold (excluding of depreciation and amortization) was 11.9% of revenue for fiscal
2024 compared with 10.7% for the prior year. Fuel cents per gallon decreased to 39.5 cents in fiscal 2024 from 40.2 cents in
fiscal 2023. The Company sold 25.9 million RINs (renewable identification numbers) for $33,023 during fiscal 2024, compared
to the sale of 18.6 million RINs fiscal 2023, which generated $31,656 (see Note 1, below, for a further description of RINs and
how they are generated).
Operating expenses increased $168,571 (8.0%) to $2,288,513 in fiscal 2024. In the prior fiscal year, a one-time benefit
from the resolution of a legal matter of $15,297 reduced operating expenses by approximately 1%. Approximately 4.5% of the
increase is due to operating 137 more stores than the comparable period in the prior year. Total same-store employee expense
contributed to approximately 1% of the increase, as the increases in labor rates were partially offset by a reduction in same-store
labor hours.
Depreciation and amortization expense increased $36,666 (11.7%) to $349,797 in fiscal 2024, primarily due to operating
137 more stores than a year ago.
Interest, net increased $1,626 (3.1%) to $53,441 in fiscal 2024, primarily due to an increase in finance lease obligations
from the prior fiscal year.
The effective tax rate decreased to 23.5% in fiscal 2024 from 24.0% in fiscal 2023. The decrease in the effective tax rate
was primarily due to one-time benefits from adjusting the Company's deferred tax assets and liabilities for state law changes
enacted during the year.
Net income increased by $55,281 (12.4%) to $501,972 in fiscal 2024 from $446,691 in fiscal 2023. The increase was
primarily attributable to higher profitability both inside the store and in fuel. This increase was partially offset by higher
operating expenses, depreciation and amortization, and income tax expense. See discussion in the paragraphs above for the
primary drivers for each of these increases.
Please refer to the Form 10-K related to the fiscal year ended April 30, 2023, filed on June 23, 2023, for comparison of
Fiscal 2023 to Fiscal 2022.
21
COMPANY TOTAL REVENUE AND REVENUE LESS COST OF GOODS SOLD (EXCLUDING
DEPRECIATION AND AMORTIZATION) BY CATEGORY
Years ended April 30,
2024
2023
2022
Total revenue by category
Prepared food and dispensed beverage
$
1,461,600 $
1,322,560 $
1,204,100
Grocery and general merchandise
3,727,394
3,445,777
3,141,527
Fuel
9,402,071
10,027,310
8,312,038
Other (1)
271,848
298,828
294,929
$ 14,862,913 $ 15,094,475 $ 12,952,594
Revenue less cost of goods sold (excluding depreciation and amortization)
by category
Prepared food and dispensed beverage
$
858,295 $
748,405 $
712,352
Grocery and general merchandise
1,270,527
1,156,451
1,027,477
Fuel
1,116,671
1,074,913
928,868
Other (1)
102,418
92,637
94,017
$
3,347,911 $
3,072,406 $
2,762,714
(1)
The 'Other' category primarily consists of activity related to wholesale fuel revenue from the dealer network and car
wash revenue, which are both presented gross of applicable costs, as well as lottery, which is presented net of
applicable costs.
INDIVIDUAL STORE COMPARISONS (1)
Years ended April 30,
2024
2023
2022
Average retail sales
$
5,710 $
6,064 $
5,206
Average retail inside sales (2)
2,037
1,956
1,840
Average revenue less cost of goods sold (excluding depreciation and
amortization) on inside sales (2)
801
752
723
Average retail sales of fuel
3,673
4,110
3,366
Average revenue less cost of goods sold (excluding depreciation and
amortization) on fuel
445
450
363
Average operating income (3)
473
445
367
Average number of gallons sold
1,102
1,092
1,047
(1)
Individual store comparisons include only those stores that had been in operation for at least one full year and
remained open on April 30 of the fiscal year indicated.
(2)
Inside sales is comprised of sales related to the grocery and general merchandise and prepared food and dispensed
beverage categories.
(3)
Average operating income represents retail sales less cost of goods sold, operating expenses and depreciation and
amortization attributable to a particular store; it excludes interest, federal and state income taxes, and Company
operating expenses not attributable to a particular store.
22
SAME STORE SALES BY CATEGORY (1)
Years ended April 30,
2024
2023
2022
Prepared food and dispensed beverage
6.8 %
7.1 %
7.4 %
Grocery and general merchandise
3.5 %
6.3 %
6.3 %
Fuel gallons
0.1 %
(0.8) %
4.4 %
(1)
Same-store sales is a common metric used in the convenience store industry. We define same-store sales as the total
sales increase (or decrease) for stores open during the full time of the periods being presented. The store must be open
for each entire fiscal year being compared. Remodeled stores that remained open or were closed for just a very brief
period of time (less than a week) during the period being compared remain in the same store sales comparison. If a
store is replaced, either at the same location (razed and rebuilt) or relocated to a new location, it is removed from the
comparison until the new store has been open for each entire period being compared. Newly constructed and acquired
stores do not enter the calculation until they are open for each entire period being compared.
Use of Non-GAAP Measures
We define EBITDA as net income before net interest expense, income taxes, depreciation and amortization. Adjusted
EBITDA further adjusts EBITDA by excluding the gain or loss on disposal of assets as well as impairment charges. Neither
EBITDA nor Adjusted EBITDA are presented in accordance with GAAP.
We believe EBITDA and Adjusted EBITDA are useful to investors in evaluating our operating performance because
securities analysts and other interested parties use such calculations as a measure of financial performance and debt service
capabilities, and they are regularly used by management for internal purposes including our capital budgeting process,
evaluating acquisition targets, and assessing store performance.
EBITDA and Adjusted EBITDA are not recognized terms under GAAP and should not be considered as a substitute for
net income, cash flows from operating activities or other income or cash flow statement data. These measures have limitations
as analytical tools, and should not be considered in isolation or as substitutes for analysis of our results as reported under
GAAP. We strongly encourage investors to review our financial statements and publicly filed reports in their entirety and not to
rely on any single financial measure.
Because non-GAAP financial measures are not standardized, EBITDA and Adjusted EBITDA, as defined by us, may not
be comparable to similarly titled measures reported by other companies. It therefore may not be possible to compare our use of
these non-GAAP financial measures with those used by other companies.
The following table contains a reconciliation of net income to EBITDA and Adjusted EBITDA for the years ended
April 30, 2024, 2023, and 2022, respectively:
Years ended April 30,
2024
2023
2022
Net income
$
501,972 $
446,691 $
339,790
Interest, net
53,441
51,815
56,972
Depreciation and amortization
349,797
313,131
303,541
Federal and state income taxes
154,188
140,827
100,938
EBITDA
$
1,059,398 $
952,464 $
801,241
Loss (gain) on disposal of assets and impairment charges
6,414
6,871
(1,201)
Adjusted EBITDA
$
1,065,812 $
959,335 $
800,040
For the year ended April 30, 2024, EBITDA and Adjusted EBITDA increased 11.2% and 11.1%, respectively. The
increase was primarily attributable to higher profitability both inside the store and in fuel, which was partially offset by higher
operating expenses. See discussion in the preceding sections for the primary drivers for each of these individual changes.
Please refer to the Form 10-K related to the fiscal year ended April 30, 2023, filed on June 23, 2023, for comparison of
Fiscal 2023 to Fiscal 2022.
23
Critical Accounting Policies and Estimates
Critical accounting policies are those accounting policies that management believes are important to the portrayal of our
financial condition and results of operations and require management's most difficult, subjective judgments, often because of
the need to estimate the effects of inherently uncertain factors.
Business Combinations
The Company uses the acquisition method of accounting for transactions meeting the definition of a business
combination. The acquisitions are recorded in the financial statements by allocating the purchase price to the assets acquired,
including intangible assets, and liabilities assumed, based on their estimated fair values at the acquisition date as determined by
third party appraisals or internal estimates. The significant assets acquired include buildings, equipment, and land. The
Company primarily values buildings and equipment using the cost method and land using comparable land sales. The purchase
price is determined based upon the fair value of consideration transferred to the seller. Fair values are typically determined
using Level 3 inputs (see Note 3 to the consolidated financial statements). Given these estimates often are based upon
unobservable inputs, the estimates require significant judgment when determining the overall value and actual results could
differ from the estimates originally established. The excess of the cost of the acquisition over the net amounts assigned to the
fair value of the assets acquired and the liabilities assumed is recorded as goodwill if the acquisition is considered to be a
business combination. During a one-year period from the acquisition date, amounts are allowed to be provisional for areas that
are expected to be adjusted to their final amounts during the measurement period. These provisional adjustments are for when
the buyer obtains additional information about the facts and circumstances that existed as of the acquisition date. Subsequent
adjustments recorded to provisional balances within the measurement period are recorded in the period in which the adjustment
is identified. Acquisition-related transaction costs are recognized in operating expenses as incurred.
Inventory
Inventories, which consist of merchandise and fuel, are stated at the lower of cost or market. For fuel inventories, cost is
determined through the use of the first-in, first-out (FIFO) method. For merchandise inventories, cost is determined through the
use of the last-in, first-out (LIFO) method. Inventory valued using the LIFO method of inventory requires judgement when
making the determination of appropriate indices to be used for determining price level changes.
Long-lived Assets
The Company monitors closed and underperforming stores for an indication that the carrying amount of assets may not
be recoverable. If the sum of the expected future undiscounted cash flows is less than the carrying amount of the assets, an
impairment loss is recognized to the extent carrying value of the assets exceeds their estimated fair value. Fair value is based on
management's estimate of the price that would be received to sell an asset in an orderly transaction between market
participants. The estimate is derived from offers, actual sale or disposition of assets subsequent to year-end, and other
indications of fair value, which are considered Level 3 inputs (see Note 3 to the consolidated financial statements). In
determining whether an asset is impaired, assets are grouped at the lowest level for which there are identifiable cash flows that
are largely independent of the cash flows of other groups of assets, which for the Company is generally on a store-by-store
basis. The Company incurred impairment charges of $4,057 in fiscal 2024, $3,500 in fiscal 2023, and $1,056 in fiscal 2022.
Impairment charges are a component of operating expenses.
Self-insurance
The Company is primarily self-insured for Team Member healthcare, workers' compensation, general liability, and
automobile claims. The self-insurance claim liability for workers' compensation, general liability, and automobile claims is
determined actuarially at each year-end based on claims filed and an estimate of claims incurred but not yet reported. Actuarial
projections of the losses are employed due to the potential of variability in the liability estimates. Some factors affecting the
uncertainty of claims include the development time frame, settlement patterns, litigation and adjudication direction, and medical
treatment and cost trends. The liability is not discounted. The balances of our self-insurance reserves were $57,369 and $61,168
for the years ended April 30, 2024 and 2023, respectively.
Recent Accounting Pronouncements
Refer to Note 1 of the consolidated financial statements for a description of new accounting pronouncements applicable
to the Company.
24
Liquidity and Capital Resources
Due to the nature of our business, cash provided by operations is our primary source of liquidity. The Company finances
our inventory purchases primarily from normal trade credit aided by relatively rapid inventory turnover. This turnover allows us
to conduct operations without large amounts of cash and working capital. As of April 30, 2024, the Company's ratio of current
assets to current liabilities was 0.87 to 1. The ratio at April 30, 2023 and 2022 was 0.99 to 1 and 0.80 to 1, respectively. The
decrease in the ratio from the prior year is primarily attributable to a decrease in cash and cash equivalents as a result of
increased acquisition related activity, as well as share repurchases during fiscal 2024.
We believe our current $850,000 committed unsecured revolving credit facility, our $50,000 unsecured bank line of
credit, current cash and cash equivalents, and the future cash flow from operations will be sufficient to satisfy the working
capital needs of our business.
Net cash provided by operating activities was $892,953 for the year ended April 30, 2024, compared to $881,951 for the
year ended April 30, 2023, an increase of $11,002. Our primary source of operating cash flows is from sales to guests at our
stores. The primary uses of operating cash flows are payments to our team members and suppliers, as well as payments for
taxes and interest. Cash flow from operations was favorably impacted by improved revenue less cost of goods sold (excluding
depreciation and amortization) of $275,505, offset by an increase in operating expenses of approximately $168,571 and an
increase in cash paid for taxes of approximately $14,602. The increase in cash paid for taxes was primarily attributable to
applying a higher outstanding income tax receivable to reduce our estimated tax payments for fiscal 2023, compared to fiscal
2024. Refer to "Fiscal 2024 Compared with Fiscal 2023" starting on page 20 for further details on the primary drivers for the
changes in revenue, cost of goods sold, and operating expenses. Cash flows from operations can also be impacted by variability
in the timing of payments and receipts for certain assets and liabilities, such as wage related accruals, accounts payable, and
receivables from credit card companies or our vendors. The increase in operating cash flows, compared to the prior year, was
partially offset by a reduction of operating cash flows of $51,644 due to the increased purchases of inventory, primarily
attributable to store growth, and a reduction of operating cash flows of $18,727 primarily due to the timing of vendor rebate
payments.
Cash used in investing activities increased $280,322. During fiscal 2024, the Company expended $852,036 for purchases
of property and equipment and payments for acquisitions compared to $562,137 for fiscal 2023 related to these activities. The
increase in cash used in investing activities was largely attributable to an increase in acquisition related activity compared to the
prior year (see Note 2 for further discussion). Purchases of property and equipment and payments for acquisitions of businesses
typically represent the single largest use of excess Company funds. Management believes that by acquiring, building, and
reinvesting in stores, the Company will be better able to drive long-term shareholder value.
Cash used in financing increased $123,058, primarily due to the repurchase and retirement of common stock under our
share repurchase program for a total of $104,898 in fiscal 2024.
25
As of April 30, 2024, we had long-term debt and finance lease obligations consisting of:
Finance lease liabilities (Note 7)
$
101,818
3.67% Senior Notes (Series A) due in 7 installments beginning June 17, 2022, and ending
June 15, 2028
111,000
3.75% Senior Notes (Series B) due in 7 installments beginning December 17, 2022 and ending
December 18, 2028
37,000
3.65% Senior Notes (Series C) due in 7 installments beginning May 2, 2025 and ending May 2,
2031
50,000
3.72% Senior Notes (Series D) due in 7 installments beginning October 28, 2025 and ending
October 28, 2031
50,000
3.51% Senior Notes (Series E) due June 13, 2025
150,000
3.77% Senior Notes (Series F) due August 22, 2028
250,000
2.85% Senior Notes (Series G) due August 7, 2030
325,000
2.96% Senior Notes (Series H) due August 6, 2032
325,000
Variable rate term loan facility, requiring quarterly installments ending April 21, 2028
237,500
Debt issuance costs
(1,379)
$
1,635,939
Less current maturities
53,181
$
1,582,758
Interest on the 3.67% Senior Notes Series A and 3.75% Senior Notes Series B is payable on the 17th day of each June
and December. Principal on the Senior Notes Series A and Series B is payable in various installments beginning June 17, 2022
(Series A) and December 17, 2022 (Series B) through December 2028. We may prepay the 3.67% and 3.75% Senior Notes in
whole or in part at any time in an amount of not less than $2,000 at a redemption price calculated in accordance with the Note
Agreement dated June 17, 2013, as amended, between the Company and the purchasers of the Senior Notes Series A and Series
B.
Interest on the 3.65% Senior Notes Series C is payable on the 2nd day of each May and November, while the interest on
the 3.72% Senior Notes Series D is payable on the 28th day of each April and October. Principal on the Senior Notes Series C
and Series D is payable in various installments beginning May 2, 2025 (Series C) and October 28, 2025 (Series D) through
October 2031. We may prepay the 3.65% and 3.72% Senior Notes in whole or in part at any time in an amount of not less than
$2,000 at a redemption price calculated in accordance with the Note Agreement dated May 2, 2016, as amended, between the
Company and the purchasers of the Senior Notes Series C and Series D.
Interest on the 3.51% Senior Notes Series E is payable on the 13th day of each June and December, while the interest on
the 3.77% Senior Notes Series F is payable on the 22nd day of each February and August. Principal on the Senior Notes Series
E and Series F is payable in full on June 13, 2025 (Series E) and August 22, 2028 (Series F), respectively. We may prepay the
3.51% and 3.77% Senior Notes in whole or in part at any time in an amount of not less than $2,000 at a redemption price
calculated in accordance with the Note Agreement dated June 13, 2017, as amended, between the Company and the purchasers
of the Senior Notes Series E and Series F.
Interest on the 2.85% Senior Notes Series G and 2.96% Senior Notes Series H is payable on the 7th day of each February
and August. Principal on the Senior Notes Series G and Series H is payable in full on August 7, 2030 (Series G) and August 6,
2032 (Series H), respectively. We may prepay the 2.85% and 2.96% Senior Notes in whole or in part at any time in an amount
of not less than $2,000 at a redemption price calculated in accordance with the Note Purchase Agreement dated June 30, 2020,
between the Company and the purchasers of the Senior Notes Series G and Series H.
Amounts borrowed under the term loan facility bear interest at variable rates based upon, at the Company's option, either:
(a) either Term SOFR or Daily Simple SOFR, in each case plus 0.10% (with a floor of 0.00%) for the interest period in effect,
plus an applicable margin ranging from 1.10% to 1.70% or (b) an alternate base rate, which generally equals the highest of (i)
the prime commercial lending rate announced by the Administrative Agent as its "prime rate", (ii) the federal funds rate plus
1/2 of 1.00%, and (iii) Adjusted Daily Simple SOFR plus 1.00%, each plus an applicable margin ranging from 0.10% to 0.70%
and each with a floor of 1.00%. The applicable margins are dependent upon the Company's quarterly Consolidated Leverage
Ratio, as defined in the credit agreement dated April 21, 2023. We have the right at any time to prepay all or a portion of the
outstanding balance without premium or penalty, other than customary "breakage" costs with respect to Term SOFR-based
borrowings, with prior notice given.
26
To date, we have funded capital expenditures primarily through funds generated from operations, the proceeds of the sale
of common stock, issuance of debt or other bank financing, and existing cash. Future capital required to finance operations,
improvements, and the anticipated growth in the number of stores is expected to come from cash generated by operations, our
$850,000 committed unsecured revolving credit facility, our additional $50,000 unsecured bank line of credit, and additional
long-term debt or other securities as circumstances may dictate. We do not expect such capital needs to adversely affect
liquidity.
The table below presents our significant contractual obligations, including interest, at April 30, 2024:
Contractual obligations
Payments due by period
Total
Less than 1 year
1-3 years
3-5 years
More than 5 years
Long-term debt (1)
$ 1,757,829 $
86,778 $
337,269 $
592,118 $
741,664
Finance lease obligations
144,383
12,942
25,934
17,800
87,707
Operating lease obligations
180,543
9,297
18,341
18,176
134,729
Deferred compensation
11,652
—
—
—
—
Total
$ 2,094,407 $
109,017 $
381,544 $
628,094 $
964,100
(1)
The long-term debt portion of the table above excludes interest payments related to the Company's term loan facility,
due to the variable nature of the required interest payments.
Included in other long-term liabilities on our consolidated balance sheet at April 30, 2024, was a $10,895 obligation for
deferred compensation. As the specific payment dates for a portion of the deferred compensation outstanding are unknown due
to the unknown retirement dates of many of the participants, the related timing of the payment of the balances have not been
reflected in the above "Payments due by period" table. However, known payments of $6,669 are scheduled over the next 5
years, which includes $757 recognized in current liabilities as of April 30, 2024.
27
Forward-Looking Statements
This Form 10-K, including but not limited to the Management's Discussion and Analysis of Financial Condition and
Results of Operations, contains "forward-looking statements" within the meaning of Section 27A of the Securities Act of 1933,
as amended, Section 21E of the Securities Exchange Act of 1934, as amended, and the Private Securities Litigation Reform Act
of 1995. The words "may," "will," "should," "believe," "expect," "anticipate," "intend," "estimate," "project," "continue," and
similar expressions are used to identify forward-looking statements. Forward-looking statements represent the Company's
current expectations or beliefs concerning future events and trends that we believe may affect our financial condition, liquidity
and related sources and needs, supply chain, results of operations and performance at our stores, business strategy, strategic
plans, growth opportunities, integration of acquisitions, acquisition synergies, short-term and long-term business operations and
objectives including our long-term strategic plan, wholesale fuel, inventory and ingredient costs and the potential effects of the
conflict in Ukraine on our business. The Company cautions that these statements are further qualified by important factors that
could cause actual results to differ materially from those in the forward-looking statements, including, without limitation, the
following risk factors described more completely above in Item 1A entitled "Risk Factors":
Business Operations; Our business and our reputation could be adversely affected by a cyber or data security incident or
the failure to protect sensitive guest, Team Member or supplier data, or the failure to comply with applicable regulations
relating to data security and privacy; food-safety issues and foodborne illnesses, whether actual or reported, or the failure to
comply with applicable regulations relating to the transportation, storage, preparation or service of food, could adversely affect
our business and reputation; we may be adversely impacted by increases in the cost of food ingredients and other related costs;
a significant disruption to our distribution network, to the capacity of the distribution centers, or timely receipt of inventory
could adversely impact our sales or increase our transaction costs, which could have a material adverse effect on our business;
we could be adversely affected if we experience difficulties in, or are unable to recruit, hire or retain, members of our leadership
team and other distribution, field and store Team Members; any failure to anticipate and respond to changes in consumer
preferences, or to introduce and promote innovative technology for guest interaction, could adversely affect our financial
results; we rely on our information technology systems, and a number of third-party software providers, to manage numerous
aspects of our business, and a disruption of these systems could adversely affect our business; increased credit card expenses
could lead to higher operating expenses and other costs for the Company; our operations present hazards and risks which may
not be fully covered by insurance, if insured; the dangers inherent in the storage and transport of fuel could cause disruptions
and could expose to us potentially significant losses, costs or liabilities; consumer or other litigation could adversely affect our
financial condition and results of operations; pandemics or disease outbreaks, responsive actions taken by governments and
others to mitigate their spread, and guest behavior in response to these events, have, and may in the future, adversely affect our
business operations, supply chain and financial results; and, covenants in our Senior Notes and credit facility agreements
require us to comply with certain covenants and meet financial maintenance tests and the failure to comply with these
requirements could have a material impact to us.
Governmental Actions, Regulations, and Oversight: Compliance with and changes in tax laws could adversely affect our
performance; we are subject to extensive governmental regulations; governmental action and campaigns to discourage tobacco
and nicotine use and other tobacco products may have a material adverse effect on our revenues and gross profit; and,
wholesale cost and tax increases relating to tobacco and nicotine products could affect our operating results.
Industry: General economic and political conditions that are largely out of the Company's control may adversely affect
the Company's financial condition and results of operations; developments related to fuel efficiency, fuel conservation
practices, climate change, and changing consumer preferences may decrease the demand for motor fuel; unfavorable weather
conditions can adversely affect our business; the volatility of wholesale petroleum costs could adversely affect our operating
results; and, the convenience store industry is highly competitive.
Growth Strategies: We may not be able to identify, acquire, and integrate new properties and stores, which could
adversely affect our ability to grow our business.
Common Stock: The market price for our common stock has been and may in the future be volatile, which could cause
the value of your investment to decline; any issuance of shares of our common stock in the future could have a dilutive effect
on your investment; and, Iowa law and provisions in our charter documents may have the effect of preventing or hindering a
change in control and adversely affecting the market price of our common stock.
Although we have attempted to list the important factors that presently affect the Company's business and operating
results, we further caution you that other factors we have not identified may in the future prove to be important in affecting our
business and results of operations. We ask you not to place undue reliance on any forward-looking statements because they
speak only of our views as of the statement dates. We undertake no obligation to publicly update or revise any forward-looking
statements, whether as a result of new information, future events, or otherwise.
28
ITEM 7A.
QUANTITATIVE AND QUALITATIVE DISCLOSURES ABOUT MARKET RISK
The Company's exposure to market risk for changes in interest rates relates primarily to our investment portfolio and
floating rate long-term debt obligations. We place our investments with high-quality credit issuers and, by policy, limit the
amount of credit exposure to any one issuer. Our first priority is to reduce the risk of principal loss. Consequently, we seek to
preserve our invested funds by attempting to limit default risk, market risk, and reinvestment risk. We attempt to mitigate
default risk by investing in only high-quality credit securities that we believe to be low risk and by positioning our portfolio to
respond appropriately to a significant reduction in a credit rating of any investment issuer or guarantor. The portfolio includes
only marketable securities with active secondary or resale markets to ensure portfolio liquidity. Based upon the outstanding
balance of the Company's term loan facilities as of April 30, 2024, an immediate 100-basis-point move in interest rates would
have an approximate annualized impact of $2.3 million on interest expense.
We do, from time to time, participate in a forward buy of certain commodities. These are not accounted for as derivatives
under the normal purchase and sale exclusions under the applicable accounting guidance.
29
ITEM 8. FINANCIAL STATEMENTS AND SUPPLEMENTARY DATA
REPORT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM
The Shareholders and Board of Directors Casey's General Stores, Inc.:
Opinion on the Consolidated Financial Statements
We have audited the accompanying consolidated balance sheets of Casey's General Stores, Inc. and subsidiaries (the Company)
as of April 30, 2024 and 2023, the related consolidated statements of income, shareholders' equity, and cash flows for each of
the years in the three-year period ended April 30, 2024, and the related notes (collectively, the consolidated financial
statements). In our opinion, the consolidated financial statements present fairly, in all material respects, the financial position of
the Company as of April 30, 2024 and 2023, and the results of its operations and its cash flows for each of the years in the
three-year period ended April 30, 2024, in conformity with U.S. generally accepted accounting principles.
We also have audited, in accordance with the standards of the Public Company Accounting Oversight Board (United States)
(PCAOB), the Company's internal control over financial reporting as of April 30, 2024, based on criteria established in Internal
Control − Integrated Framework (2013) issued by the Committee of Sponsoring Organizations of the Treadway Commission,
and our report dated June 24, 2024 expressed an unqualified opinion on the effectiveness of the Company's internal control
over financial reporting.
Basis for Opinion
These consolidated financial statements are the responsibility of the Company's management. Our responsibility is to express
an opinion on these consolidated financial statements based on our audits. We are a public accounting firm registered with the
PCAOB and are required to be independent with respect to the Company in accordance with the U.S. federal securities laws and
the applicable rules and regulations of the Securities and Exchange Commission and the PCAOB.
We conducted our audits in accordance with the standards of the PCAOB. Those standards require that we plan and perform the
audit to obtain reasonable assurance about whether the consolidated financial statements are free of material misstatement,
whether due to error or fraud. Our audits included performing procedures to assess the risks of material misstatement of the
consolidated financial statements, whether due to error or fraud, and performing procedures that respond to those risks. Such
procedures included examining, on a test basis, evidence regarding the amounts and disclosures in the consolidated financial
statements. Our audits also included evaluating the accounting principles used and significant estimates made by management,
as well as evaluating the overall presentation of the consolidated financial statements. We believe that our audits provide a
reasonable basis for our opinion.
Critical Audit Matter
The critical audit matter communicated below is a matter arising from the current period audit of the consolidated financial
statements that was communicated or required to be communicated to the audit committee and that: (1) relates to accounts or
disclosures that are material to the consolidated financial statements and (2) involved our especially challenging, subjective, or
complex judgments. The communication of a critical audit matter does not alter in any way our opinion on the consolidated
financial statements, taken as a whole, and we are not, by communicating the critical audit matter below, providing a separate
opinion on the critical audit matter or on the accounts or disclosures to which it relates.
Sufficiency of audit evidence over merchandise inventory quantities at store locations
As discussed in Note 1 to the consolidated financial statements, the Company held $306,783 thousand of merchandise
inventory as of April 30, 2024, the majority of which was held at 2,658 store locations. The Company's processes to track and
determine store merchandise inventory quantities involves the interaction of information technology (IT) systems. We identified
the evaluation of the sufficiency of audit evidence obtained related to the quantities of merchandise inventory at store locations
as a critical audit matter. Evaluating the sufficiency of audit evidence over quantities of merchandise inventory at store
locations required challenging auditor judgment to determine the nature and extent of procedures to be performed over the
quantity of merchandise inventory, including determining the number of store locations visited, and also the need to involve IT
professionals with specialized skills and knowledge due to the interaction of IT systems that track and record merchandise
inventory quantities by store location.
30
The following are the primary procedures we performed to address this critical audit matter. We applied auditor judgment to
determine the nature and extent of procedures to be performed over quantities of merchandise inventory at store locations by
evaluating:
• homogeneity of the locations
• historical locations visited and results of prior physical counts
• the Company's merchandise inventory count results, including results of monitoring and compliance with the count
program by store location.
We evaluated the design and tested the operating effectiveness of certain internal controls related to the quantity of merchandise
inventory held at store locations, including certain controls related to the Company's merchandise inventory count process. We
involved IT professionals with specialized skills and knowledge who assisted in testing certain IT application controls, as well
as certain controls related to access to programs and data, program changes, interfaces, and computer operations that support the
various IT systems involved in tracking and recording merchandise inventory quantities by store location. We tested the
existence and completeness of merchandise inventory by counting inventory quantities on a sample basis through store location
visits during the year to evaluate the Company's inventory records. In addition, we evaluated the overall sufficiency of audit
evidence obtained over the quantities of merchandise inventory at store locations.
/s/ KPMG LLP
We have served as the Company's auditor since 1987.
Des Moines, Iowa
June 24, 2024
31
Report of Independent Registered Public Accounting Firm
The Shareholders and Board of Directors Casey's General Stores, Inc.:
Opinion on Internal Control Over Financial Reporting
We have audited Casey's General Stores, Inc. and subsidiaries' (the Company) internal control over financial reporting as of
April 30, 2024, based on criteria established in Internal Control − Integrated Framework (2013) issued by the Committee of
Sponsoring Organizations of the Treadway Commission. In our opinion, the Company maintained, in all material respects,
effective internal control over financial reporting as of April 30, 2024, based on criteria established in Internal Control −
Integrated Framework (2013) issued by the Committee of Sponsoring Organizations of the Treadway Commission.
We also have audited, in accordance with the standards of the Public Company Accounting Oversight Board (United States)
(PCAOB), the consolidated balance sheets of the Company as of April 30, 2024 and 2023, the related consolidated statements
of income, shareholders' equity, and cash flows for each of the years in the three-year period ended April 30, 2024, and the
related notes (collectively, the consolidated financial statements), and our report dated June 24, 2024 expressed an unqualified
opinion on those consolidated financial statements.
Basis for Opinion
The Company's management is responsible for maintaining effective internal control over financial reporting and for its
assessment of the effectiveness of internal control over financial reporting, included in the accompanying Management's Report
on Internal Control over Financial Reporting. Our responsibility is to express an opinion on the Company's internal control
over financial reporting based on our audit. We are a public accounting firm registered with the PCAOB and are required to be
independent with respect to the Company in accordance with the U.S. federal securities laws and the applicable rules and
regulations of the Securities and Exchange Commission and the PCAOB.
We conducted our audit in accordance with the standards of the PCAOB. Those standards require that we plan and perform the
audit to obtain reasonable assurance about whether effective internal control over financial reporting was maintained in all
material respects. Our audit of internal control over financial reporting included obtaining an understanding of internal control
over financial reporting, assessing the risk that a material weakness exists, and testing and evaluating the design and operating
effectiveness of internal control based on the assessed risk. Our audit also included performing such other procedures as we
considered necessary in the circumstances. We believe that our audit provides a reasonable basis for our opinion.
Definition and Limitations of Internal Control Over Financial Reporting
A company's internal control over financial reporting is a process designed to provide reasonable assurance regarding the
reliability of financial reporting and the preparation of financial statements for external purposes in accordance with generally
accepted accounting principles. A company's internal control over financial reporting includes those policies and procedures
that (1) pertain to the maintenance of records that, in reasonable detail, accurately and fairly reflect the transactions and
dispositions of the assets of the company; (2) provide reasonable assurance that transactions are recorded as necessary to permit
preparation of financial statements in accordance with generally accepted accounting principles, and that receipts and
expenditures of the company are being made only in accordance with authorizations of management and directors of the
company; and (3) provide reasonable assurance regarding prevention or timely detection of unauthorized acquisition, use, or
disposition of the company's assets that could have a material effect on the financial statements.
Because of its inherent limitations, internal control over financial reporting may not prevent or detect misstatements. Also,
projections of any evaluation of effectiveness to future periods are subject to the risk that controls may become inadequate
because of changes in conditions, or that the degree of compliance with the policies or procedures may deteriorate.
/s/ KPMG LLP
Des Moines, Iowa
June 24, 2024
32
CASEY S GENERAL STORES, INC. AND SUBSIDIARIES
CONSOLIDATED BALANCE SHEETS (In thousands, except share data)
April 30,
2024
2023
Assets
Current assets
Cash and cash equivalents
$
206,482 $
378,869
Receivables
151,793
120,547
Inventories
428,722
376,085
Prepaid expenses
25,791
22,107
Income taxes receivable
17,066
23,347
Total current assets
829,854
920,955
Property and equipment, at cost
Land
1,281,408
1,151,812
Buildings and leasehold improvements
3,003,191
2,629,795
Machinery and equipment
3,052,798
2,783,802
Finance lease right-of-use assets
106,837
99,764
Construction in process
109,048
169,796
7,553,282
6,834,969
Less accumulated depreciation and amortization
2,883,925
2,620,149
Net property and equipment
4,669,357
4,214,820
Other assets, net of amortization
195,559
192,153
Goodwill
652,663
615,342
Total assets
$
6,347,433 $
5,943,270
Liabilities and Shareholders' Equity
Current liabilities
Current maturities of long-term debt and finance lease obligations
$
53,181 $
52,861
Accounts payable
569,527
560,546
Accrued expenses
Wages and related taxes
95,821
78,791
Property taxes
54,009
51,109
Insurance accruals
27,323
28,856
Other
153,605
154,962
Total current liabilities
953,466
927,125
Long-term debt and finance lease obligations, net of current maturities
1,582,758
1,620,513
Deferred income taxes
596,850
543,598
Insurance accruals, net of current portion
30,046
32,312
Other long-term liabilities
168,932
159,056
Total liabilities
3,332,052
3,282,604
Commitments and contingencies
Shareholders' equity
Preferred stock, no par value, none issued
—
—
Common stock, no par value, 37,008,488 and 37,263,248 shares issued and outstanding
at April 30, 2024 and 2023, respectively
27,453
110,037
Retained earnings
2,987,928
2,550,629
Total shareholders' equity
3,015,381
2,660,666
Total liabilities and shareholders' equity
$
6,347,433
$
5,943,270
See accompanying Notes to Consolidated Financial Statements.
33
CONSOLIDATED STATEMENTS OF INCOME
(In thousands, except per share amounts)
Years ended April 30,
2024
2023
2022
Total revenue
$ 14,862,913 $ 15,094,475 $ 12,952,594
Cost of goods sold (excluding depreciation and amortization, shown
separately below)
11,515,002
12,022,069
10,189,880
Operating expenses
2,288,513
2,119,942
1,961,473
Depreciation and amortization
349,797
313,131
303,541
Interest, net
53,441
51,815
56,972
Income before income taxes
656,160
587,518
440,728
Federal and state income taxes
154,188
140,827
100,938
Net income
$
501,972 $
446,691 $
339,790
Net income per common share
Basic
$
13.51 $
11.99 $
9.14
Diluted
$
13.43 $
11.91 $
9.10
See accompanying Notes to Consolidated Financial Statements.
34
CONSOLIDATED STATEMENTS OF SHAREHOLDERS' EQUITY
(In thousands, except per share and share amounts)
Shares
Outstanding
Common
stock
Retained
earnings
Shareholders'
Equity
Balance at April 30, 2021
36,949,878 $
58,951 $ 1,873,728 $ 1,932,679
Net income
—
—
339,790
339,790
Dividends declared ($1.39 per share)
—
—
(52,092)
(52,092)
Exercise of stock options
3,000
133
—
133
Share-based compensation (net of tax withholding on
employee share-based awards)
158,789
20,328
—
20,328
Balance at April 30, 2022
37,111,667
79,412
2,161,426
2,240,838
Net income
—
—
446,691
446,691
Dividends declared ($1.52 per share)
—
—
(57,488)
(57,488)
Share-based compensation (net of tax withholding on
employee share-based awards)
151,581
30,625
—
30,625
Balance at April 30, 2023
37,263,248
110,037
2,550,629
2,660,666
Net income
—
—
501,972
501,972
Dividends declared ($1.72 per share)
—
—
(64,673)
(64,673)
Repurchase of common stock
(392,290)
(105,451)
—
(105,451)
Share-based compensation (net of tax withholding on
employee share-based awards)
137,530
22,867
—
22,867
Balance at April 30, 2024
37,008,488 $
27,453 $ 2,987,928 $ 3,015,381
See accompanying Notes to Consolidated Financial Statements.
35
CONSOLIDATED STATEMENTS OF CASH FLOWS
(in thousands)
Years ended April 30,
2024
2023
2022
Cash flows from operating activities
Net income
$
501,972 $
446,691 $
339,790
Adjustments to reconcile net income to net cash provided by operating
activities:
Depreciation and amortization
349,797
313,131
303,541
Amortization of debt issuance costs
1,111
1,789
2,527
Change in excess replacement cost over LIFO inventory valuation
12,499
24,231
21,573
Share-based compensation
41,379
47,024
37,976
Loss (gain) on disposal of assets and impairment charges
6,414
6,871
(1,201)
Deferred income taxes
53,252
23,126
82,721
Changes in assets and liabilities:
Receivables
(31,246)
(12,519)
(33,025)
Inventories
(51,785)
(141)
(98,303)
Prepaid expenses
(3,684)
(4,248)
(6,376)
Accounts payable
(8,731)
(9,483)
165,893
Accrued expenses
14,387
20,292
23,574
Income taxes
5,112
20,652
(35,716)
Other, net
2,476
4,535
(14,233)
Net cash provided by operating activities
892,953
881,951
788,741
Cash flows from investing activities
Purchase of property and equipment
(522,004)
(476,568)
(326,475)
Payments for acquisitions of businesses, net of cash acquired
(330,032)
(85,569)
(901,638)
Proceeds from sales of property and equipment
26,680
17,103
70,118
Net cash used in investing activities
(825,356)
(545,034)
(1,157,995)
Cash flows from financing activities
Proceeds from long-term debt
—
—
450,000
Payments of long-term debt and finance lease obligations
(53,656)
(40,970)
(188,537)
Payment of debt issuance costs
—
(3,940)
(1,149)
Proceeds from exercise of stock options
—
—
133
Payments of cash dividends
(62,918)
(55,617)
(51,212)
Repurchase of common stock
(104,898)
—
Tax withholdings on employee share-based awards
(18,512)
(16,399)
(17,648)
Net cash (used in) provided by financing activities
(239,984)
(116,926)
191,587
Net (decrease) increase in cash and cash equivalents
(172,387)
219,991
(177,667)
Cash and cash equivalents at beginning of year
378,869
158,878
336,545
Cash and cash equivalents at end of year
$
206,482 $
378,869 $
158,878
SUPPLEMENTAL DISCLOSURES OF CASH FLOWS INFORMATION
Cash paid for interest, net of amount capitalized
$
63,449 $
56,799 $
54,499
Cash paid for income taxes, net
105,000
90,398
49,565
Noncash investing and financing activities
Purchased property and equipment in accounts payable
45,617
27,905
46,659
See accompanying Notes to Consolidated Financial Statements.
—
36
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
(Dollars in thousands, except share and per share amounts)
1. SIGNIFICANT ACCOUNTING POLICIES
Operations: Casey's General Stores, Inc. and its subsidiaries (collectively referred to as the ''Company'') operate 2,658
convenience stores in 17 states, primarily in the Midwest. Many of the stores are located in smaller communities, often with
populations of less than 20,000.
Principles of consolidation: The consolidated financial statements include the financial statements of Casey's General
Stores, Inc. and its wholly-owned subsidiaries. All material intercompany balances and transactions have been eliminated in
consolidation. Certain amounts in prior year have been reclassified to conform to current year presentation.
Use of estimates: The preparation of financial statements in conformity with U.S. generally accepted accounting
principles (''U.S. GAAP'') requires management to make estimates and assumptions that affect the reported amounts of assets
and liabilities and disclosure of contingent assets and liabilities at the date of the financial statements and the reported amounts
of revenue and expenses during the reporting period. Actual results could differ from those estimates.
Cash equivalents: We consider all highly liquid investments with a maturity at purchase of three months or less to be cash
equivalents. Included in cash equivalents are money market funds, treasury bills, and credit card, debit card and electronic
benefits transfer transactions that process within three days.
Receivables: Receivables are primarily comprised of balances outstanding from credit card companies which are not
processed within three days and balances outstanding from vendor rebates. The Company records credit card receivables at the
time of the related sale to the guest. Vendor rebates are recorded based upon the applicable agreements. Uncollectible accounts
were immaterial during the periods presented. Below is a summary of the receivable values at April 30, 2024 and 2023:
Years ended April 30,
2024
2023
Vendor rebates
$
87,423 $
54,979
Credit cards
35,455
46,851
Other
28,915
18,717
Total receivables
$
151,793 $
120,547
Inventories and cost of goods sold: Inventories, which consist of merchandise and fuel, are stated at the lower of cost or
market. For fuel inventories, cost is determined through the use of the first-in, first-out (FIFO) method. For merchandise
inventories, cost is determined through the use of the last-in, first-out (LIFO) method.
The excess of replacement cost over the stated LIFO value was $151,461 and $138,962 at April 30, 2024 and 2023,
respectively. There were no material LIFO liquidations during the periods presented. Below is a summary of the inventory
values at April 30, 2024 and 2023:
Years ended April 30,
2024
2023
Fuel
$
121,939 $
115,095
Merchandise
306,783
260,990
Total inventories
$
428,722 $
376,085
The Company often receives vendor allowances on the basis of quantitative contract terms that vary by product and
vendor or directly on the basis of purchases made. Vendor allowances include rebates and other funds received from vendors to
promote their products. These amounts are recognized in the period earned based on the applicable rebate agreement.
Reimbursements of an operating expense (e.g., advertising) are recorded as reductions of the related expense.
Renewable identification numbers (''RINs'') are assigned to gallons of renewable fuels produced and are used to track
compliance with the renewable fuel standard. At times, we purchase fuel components (ethanol, gasoline, biodiesel or diesel) and
blend those components into a finished product in a fuel truck. This process enables the Company to take title to the RIN
assigned to each gallon of ethanol or biodiesel produced. RINs are recorded as a reduction in cost of goods sold at the
contracted sales price, in the period when the Company transfers the RIN. The Company does not record inventories on the
balance sheet related to RINs, as they are acquired at no cost to the Company.
The Company includes in cost of goods sold the costs incurred to acquire fuel and merchandise, including excise taxes,
less vendor allowances and rebates and RINs. Warehousing costs are recorded within operating expenses on the consolidated
statements of income.
37
Capitalized software implementation costs: The Company capitalizes expenditures related to the implementation of
software-as-a-service as incurred. These costs are expensed on a straight-line basis within operating expenses, typically over the
contractual life of the related software. The useful lives utilized for capitalized software implementation costs range from 2-13
years. As of April 30, 2024 and 2023, the Company had recognized $37,619 and $42,495 of capitalized software
implementation costs, respectively. The outstanding balance is recognized in other assets, net of amortization on the
consolidated balance sheets. The Company has recognized amortization of $14,108 in fiscal 2024, $12,302 in fiscal 2023 and
$9,449 in fiscal 2022 within operating expenses on the consolidated statements of income.
Goodwill: As of April 30, 2024 and 2023, there was $652,663 and $615,342 of goodwill recognized, respectively.
Goodwill is tested for impairment at least annually. The Company used a qualitative approach to assess the recoverability of
goodwill at year-end. Management's analysis of recoverability completed as of the fiscal year-end indicated no evidence of
impairment for the years ended April 30, 2024, 2023, and 2022.
Contractual customer relationships: As the result of a prior acquisition, the Company recognized approximately $31,100
of contractual customer relationships. These assets were valued using the multi-period excess earnings method. The contractual
customer relationships are amortized on a straight-line basis over a useful life of 15 years and are included within other assets,
net of amortization in the consolidated balance sheets as of April 30, 2024. As of April 30, 2024 and 2023, the Company has
recognized $24,880 and $26,953 of contractual customer relationships, which was net of accumulated amortization of $6,220
and $4,147, respectively. The Company expects to recognize $2,073 of annual amortization expense related to contractual
customer relationships over the next 5 years.
Depreciation and amortization: Depreciation of property and equipment are computed using the straight-line method over
the following estimated useful lives:
Buildings
25-40 years
Machinery and equipment
3-40 years
Finance lease right-of-use assets
Lesser of term of lease or life of asset
Leasehold improvements
Lesser of term of lease or life of asset
The Company monitors stores and will accelerate depreciation if the expected life of the asset is reduced due to the
expected remaining operation of the store or the Company's plans. Construction in process is reported at cost and not subject to
depreciation until the related asset is placed in service.
Store closings and asset impairment: The Company writes down property and equipment of stores it is closing to
estimated net realizable value at the time management commits to a plan to close such stores and begins actively marketing the
stores. The Company bases the estimated net realizable value of property and equipment on its experience in utilizing and/or
disposing of similar assets, as well as estimates provided by its own and/or third-party real estate experts.
The Company monitors closed and underperforming stores for an indication that the carrying amount of assets may not
be recoverable. If the sum of the expected future undiscounted cash flows is less than the carrying amount of the assets, an
impairment loss is recognized to the extent carrying value of the assets exceeds their estimated fair value. Fair value is typically
based on management's estimate of the price that would be received to sell an asset in an orderly transaction between market
participants. The estimate is derived from offers, actual sale or disposition of assets subsequent to year-end, and other
indications of fair value, which are considered Level 3 inputs (see Note 3). In determining whether an asset is impaired, assets
are grouped at the lowest level for which there are identifiable cash flows that are largely independent of the cash flows of other
groups of assets, which for the Company, is generally on a store-by-store basis. The Company incurred impairment charges of
$4,057 in fiscal 2024, $3,500 in fiscal 2023, and $1,056 in fiscal 2022. Impairment charges are recognized as a component of
operating expenses.
Income taxes: The Company uses the asset and liability method of accounting for income taxes. Deferred tax assets and
liabilities are recognized for the future tax consequences attributable to differences between the financial statement carrying
amounts of existing assets and liabilities and their respective tax bases. Deferred tax assets and liabilities are measured using
enacted tax rates expected to apply to taxable income in the years in which those temporary differences are expected to be
recovered or settled. The effect on deferred tax assets and liabilities of a change in tax rates is recognized in the consolidated
statements of income in the period that includes the enactment date. The Company calculates its current and deferred tax
provision based on estimates and assumptions that could differ from actual results reflected in income tax returns filed in
subsequent years. Adjustments based on filed returns are recorded when identified.
Revenue recognition: The Company recognizes retail sales of prepared food and dispensed beverage, grocery and general
merchandise, fuel and other revenue at the time of the sale to the guest. Sales taxes collected from guests and remitted to the
government are recorded on a net basis in the consolidated statements of income.
38
A portion of revenue from sales that include points under our Casey's Rewards program is deferred. The deferred portion
of the sale represents the value of the estimated future redemption of the points. The amounts related to points are deferred until
their redemption or expiration. Revenue related to the points issued is expected to be recognized less than one year from the
original sale to the guest. As of April 30, 2024 and 2023, the Company recognized a contract liability of $52,934 and $55,561,
respectively, related to the outstanding Casey's Rewards program, which is included in other accrued expenses on the
consolidated balance sheets. During fiscal 2024, the digital box top program was discontinued and outstanding digital box tops
were converted to points.
Gift card related revenue is recognized as the gift cards are used by the guest. Gift card breakage revenue is recognized
based on the estimated gift card breakage rate over the pro rata usage of the card. As of April 30, 2024 and 2023, the Company
recognized a liability of $17,985 and $17,463, respectively, related to outstanding gift cards, which is included in other accrued
expenses on the consolidated balance sheets.
Net income per common share: Basic earnings per share have been computed by dividing net income by the weighted
average shares outstanding during each of the years. Unvested shares under equity awards are treated as common shares within
the basic earnings per share calculation when a recipient has met certain requirements in the award agreement. For example, if
retirement provisions are satisfied which allow a recipient to avoid forfeiture of the award upon a normal retirement from the
Company, it is included in the basic earnings per share calculation. The calculation of diluted earnings per share treats unvested
restricted stock units with time-based restrictions as potential common shares. The diluted earnings per share calculation does
not take into effect any shares that have not met performance or market conditions as of the reporting period.
Asset retirement obligations: The Company recognizes the estimated future cost to remove underground storage tanks
over the estimated useful life of the storage tank. The Company records a discounted liability for the fair value of an asset
retirement obligation with a corresponding increase to the carrying value of a long-lived asset at the time an underground
storage tank is installed. The Company depreciates the amount added to property and equipment on a straight-line basis and
recognizes accretion expense in connection with the discounted liability over the remaining life of the tank. The estimates of the
anticipated future costs for removal of an underground storage tank are based on our prior experience with removal. Because
these estimates are subjective and are currently based on historical costs with adjustments for estimated future changes in the
associated costs, we expect the dollar amount of these obligations to change as more information is obtained.
The discounted liability was $39,954 and $36,978 at April 30, 2024 and 2023, respectively, and is recorded in other long-
term liabilities on the consolidated balance sheets.
Self-insurance: The Company is primarily self-insured for Team Member healthcare, workers' compensation, general
liability, and automobile claims. The self-insurance claim liability for workers' compensation, general liability, and automobile
claims is determined using actuarial methods at each year end based on claims filed and an estimate of claims incurred but not
yet reported. Actuarial projections of the losses are employed due to the potential of variability in the liability estimates. Some
factors affecting the uncertainty of the claim liability include the loss development factors, which includes the development
time frame and settlement patterns, and expected loss rates, which includes litigation and adjudication direction, and medical
treatment and cost trends. The liability is not discounted. The balance of our self-insurance reserves was $57,369 and $61,168
as of April 30, 2024 and 2023, respectively. See additional discussion in Note 10.
Environmental remediation liabilities: The Company accrues for environmental remediation liabilities when it is probable
a liability has been incurred and the amount of loss can be reasonably estimated. At April 30, 2024 and 2023 we had an accrued
liability of $299 and $268, respectively, which is recorded in other accrued expenses on the consolidated balance sheets.
Derivative instruments: There were no options or futures contracts as of or during the years ended April 30, 2024, 2023,
or 2022. From time to time, we participate in a forward buy of certain commodities. These are not accounted for as derivatives
under the normal purchases and sale exclusions within the applicable accounting guidance.
Share-based compensation: Share-based compensation is recorded based upon the fair value of the award on the grant
date. The cost of the award is recognized ratably in the consolidated statements of income over the vesting period of the award,
adjusted for certain retirement provisions. Forfeitures are recognized as they occur. Additionally, certain awards include
performance and market conditions. Performance-based awards are based on either the achievement of a three-year average
return on invested capital (ROIC) or three-year cumulative earnings before interest, income taxes, depreciation, and
amortization (EBITDA). For these awards, share-based compensation expense is estimated based on the probable outcome of
shares to be awarded adjusted as necessary at each reporting period. Additionally, if the Company's relative total shareholder
return over the performance period is in the bottom or top quartile of the companies comprising the S&P 500, the performance-
based shares included will be adjusted downward by 25%, or upward by 25%, respectively (the ''TSR Modifier''). The fair value
of these awards is determined using a Monte Carlo simulation as of the date of the grant. For the market-based portion of these
awards, the share-based compensation expense will not be adjusted should the target awards vary from actual awards.
39
Segment reporting: As of April 30, 2024, we operated 2,658 stores in 17 states. Our convenience stores offer a broad
selection of merchandise, fuel and other products and services designed to appeal to the convenience needs of our guests. We
manage the business on the basis of one operating segment and therefore, have only one reportable segment. Our stores sell
similar products and services, use similar processes to sell those products and services, and sell their products and services to
similar classes of guests. We make specific disclosures concerning the three broad categories of prepared food and dispensed
beverage, grocery and general merchandise, and fuel because it allows us to more effectively discuss trends and operational
initiatives within our business and industry. Although we can separate revenue and cost of goods sold within these categories
(and further sub-categories), the operating expenses associated with operating a store that sells these products are not separable
by these three categories.
Recent accounting pronouncements:
In September 2022, the FASB issued ASU 2022-04, Liabilities—Supplier Finance Programs (Subtopic 405-50). The
standard included guidance related to supplier finance programs and requires the buyer in a supplier finance program to disclose
qualitative and quantitative information about the program. The new standard was effective for the Company beginning May 1,
2023. The adoption of this standard did not have a material impact on our consolidated financial statements.
In November 2023, the FASB issued ASU 2023-07, Segment Reporting (Topic 280) - Improvements to Reportable
Segment Disclosures. The standard is intended to improve reportable segment disclosure requirements, primarily through
enhanced disclosures about significant expenses. The amendments will require public entities to disclose significant segment
expenses that are regularly provided to the chief operating decision maker and included within each reported measure of
segment profit and loss. The new standard is effective for the Company's annual periods beginning May 1, 2024, and interim
periods beginning May 1, 2025, with early adoption permitted. The Company is currently evaluating ASU 2023-07 to
determine its impact on our disclosures.
In December 2023, the FASB issued ASU 2023-09, Income Taxes (Topic 740) - Improvements to Income Tax
Disclosures. The standard includes amendments that further enhance income tax disclosures, primarily through standardization
and disaggregation of rate reconciliation categories and income taxes paid by jurisdiction. The new standard is effective for the
Company's annual periods beginning May 1, 2025, with early adoption permitted. The Company is currently evaluating ASU
2023-09 to determine its impact on our disclosures.
2. ACQUISITIONS
Current Period Acquisitions
During the year ended April 30, 2024, the Company acquired 112 stores through a variety of transactions, pursuant to the
terms and conditions of the individual asset purchase agreements. The majority of these acquisitions meet the criteria to be
considered business combinations. The purchase price for each transaction was paid in cash upon closing using available cash
on hand.
The acquisitions were recorded in the financial statements by allocating the purchase price to the assets acquired,
including intangible assets, and liabilities assumed, based on their estimated fair values at the acquisition date as determined by
third party appraisals or internal estimates. Fair values were determined using Level 3 inputs, which are unobservable inputs
that are not corroborated by market data. The excess of the cost of the acquisition over the net amounts assigned to the fair
value of the assets acquired and the liabilities assumed is recorded as goodwill if the acquisition is considered to be a business
combination. Goodwill of $37,321 was recognized as the result of the current period acquisitions and is primarily attributable to
the location of the stores in relation to our footprint and expected synergies. Almost all of the goodwill associated with these
transactions will be deductible for income tax purposes over 15 years.
Acquisition-related transaction costs are recognized as period costs as incurred. The Company incurred total acquisition-
related transaction costs of $8,920 for fiscal 2024 which are recorded within operating expenses on the consolidated statements
of income.
The table below summarizes the estimated fair values of the assets acquired and liabilities assumed at the acquisition
date. We utilized a third-party valuation specialist to assist in valuing the majority of other assets, leases and property and
equipment acquired.
40
Assets acquired:
Inventories
$
13,351
Property and equipment
279,396
Finance lease right-of-use assets
3,194
Operating lease right-of-use assets
7,201
Other assets
2,137
Goodwill
37,321
Total assets
$
342,600
Liabilities assumed:
Accrued expenses and other long-term liabilities
$
982
Finance lease liabilities
5,004
Operating lease liabilities
7,041
Total liabilities
13,027
Net assets acquired and total consideration paid
$
329,573
Payments for acquisition of businesses, net of cash acquired, on the consolidated statements of cash flows includes
payments made for acquisitions that are closing shortly after the year-end. Such payments are not included in the total
consideration paid in the table above, as those acquisitions have not yet closed as of the end of the year.
The Company recognized approximately $237,529 of revenue related to the acquired locations in the consolidated
statements of income for the year ended April 30, 2024. The amount of net income related to the acquired locations was not
material for the year ended April 30, 2024.
Pro Forma Information
The following unaudited pro forma information presents a summary of our consolidated statements of income as if the
transactions referenced above occurred at the beginning of fiscal 2023 (amounts in thousands, except per share data):
For the year ended April 30,
2024
2023
Total revenue
$ 15,228,497 $ 15,799,468
Net income
$
521,630 $
457,671
Net income per common share
Basic
$
14.04 $
12.28
Diluted
$
13.96 $
12.20
Prior Period Acquisitions
During the year ended April 30, 2023, the Company acquired 47 stores, of which 26 stores were acquired from Minit
Mart LLC pursuant to the terms and conditions of an asset purchase agreement. The majority of these acquisitions meet the
criteria to be considered business combinations. Goodwill of $2,408 was recognized as the result of the current year
acquisitions and is primarily attributable to the location of the stores in relation to our footprint and expected synergies. All of
the goodwill associated with these transactions will be deductible for income tax purposes over 15 years.
The aggregate purchase price for the acquisitions totaled $85,569, which was paid in cash upon closing using available
cash on hand.
41
Allocation of the purchase price for the transactions in aggregate for the year ended April 30, 2023, was as follows (in
thousands):
Assets acquired:
Inventories
$
3,976
Property and equipment
79,556
Goodwill
2,408
Total assets
85,940
Total liabilities
371
Net assets acquired and total purchase price
$
85,569
3. FAIR VALUE OF FINANCIAL INSTRUMENTS AND LONG-TERM DEBT
U.S. GAAP requires that each financial asset and liability carried at fair value be classified into one of the following of
the fair value hierarchy levels, which is based upon the quality of the inputs used in the valuation. Level 1 inputs are quoted
market prices in active markets for identical assets and liabilities. Level 2 inputs are observable market-based inputs or
unobservable inputs that are corroborated by market data (excluding those included within Level 1). Level 3 inputs are
unobservable inputs that are not corroborated by market data. The Company has not changed its valuation techniques in
measuring the fair value of any financial assets and liabilities during the period. A summary of the fair value of the Company's
financial instruments follows.
Cash and cash equivalents, receivables, and accounts payable: The carrying amount approximates fair value due to the
short maturity of these instruments or the recent purchase of the instruments at current rates of interest.
Long-term debt: The fair value of the Company's long-term debt (including current maturities) is estimated based on the
current rates offered to the Company for debt of the same or similar issuances which are considered Level 2 inputs. The fair
value of the Company's long-term debt was approximately $1,375,000 and $1,437,000 at April 30, 2024 and 2023,
respectively. The fair value calculated excludes finance lease obligations of $101,818 and $95,072 outstanding at April 30,
2024 and 2023, respectively, which are grouped with long-term debt on the consolidated balance sheets.
Credit Agreement
In the prior fiscal year, the Company entered into a credit agreement for (a) a $250 million unsecured term loan (the
''Term Loan Facility'') and (b) an $850 million unsecured revolving credit facility (the ''Revolving Facility'' and together with
the Term Loan Facility, the ''Credit Facilities''). The Term Loan Facility was used to refinance the Company's previous term
loan under a prior credit agreement, and to pay fees and expenses in connection therewith. The Revolving Facility is available
for working capital and other general corporate purposes of the Company and its subsidiaries.
Amounts borrowed under the Credit Facilities bear interest at variable rates based upon, at the Company's option, either:
(a) either Term SOFR or Daily Simple SOFR, in each case plus 0.10% (with a floor of 0.00%) for the interest period in effect,
plus an applicable margin ranging from 1.10% to 1.70% or (b) an alternate base rate, which generally equals the highest of (i)
the prime commercial lending rate announced by the Administrative Agent as its ''prime rate'', (ii) the federal funds rate plus
1/2 of 1.00%, and (iii) Adjusted Daily Simple SOFR plus 1.00%, each plus an applicable margin ranging from 0.10% to 0.70%
and each with a floor of 1.00%. The Revolving Facility carries a facility fee of 0.15% to 0.30% per annum. The applicable
margins and facility fee, in each case, are dependent upon the Company's quarterly Consolidated Leverage Ratio, as defined in
the credit agreement.
The outstanding principal balance on the Term Loan Facility is required to be repaid in equal quarterly installments in an
amount equal to 1.25% of the original principal amount, on the last day of each March, June, September, and December, with
the balance of the Credit Facilities due on April 21, 2028. The credit agreement contains an expansion option permitting the
Company to request an increase of either of the Credit Facilities from time to time not to exceed the greater of (a) $900 million
and (b) 100% of Consolidated EBITDA (as defined in the credit agreement) of the Company for the four most recently
completed fiscal quarters, from the lenders or other financial institutions acceptable to the Company and the administrative
agent, upon the satisfaction of certain conditions, including the consent of the lenders whose commitments would increase.
The Company had $0 outstanding on the Revolving Facility at April 30, 2024 and 2023, and $237,500 and $250,000
outstanding on the Term Loan Facility at April 30, 2024 and 2023, respectively.
Bank Line
The Company has an additional unsecured bank line of credit (the ''Bank Line'') with availability of up to $50,000. As of
April 30, 2024, the availability under the Bank Line is encumbered by letters of credits totaling $308. The Bank Line bears
42
interest at a variable rate subject to change from time to time based on changes in an independent index referred to in the Bank
Line as the Federal Funds Offered Rate. There was $0 outstanding under the Bank Line at April 30, 2024 and 2023. The Bank
Line is due upon demand.
The carrying amount of the Company's long-term debt and finance lease obligations by issuance is as follows:
As of April 30,
2024
2023
Finance lease liabilities (Note 7)
$
101,818 $
95,072
3.67% Senior Notes (Series A) due in 7 installments beginning June 17, 2022, and ending
June 15, 2028
111,000
135,000
3.75% Senior Notes (Series B) due in 7 installments beginning December 17, 2022 and
ending December 18, 2028
37,000
45,000
3.65% Senior Notes (Series C) due in 7 installments beginning May 2, 2025 and ending May
2, 2031
50,000
50,000
3.72% Senior Notes (Series D) due in 7 installments beginning October 28, 2025 and ending
October 28, 2031
50,000
50,000
3.51% Senior Notes (Series E) due June 13, 2025
150,000
150,000
3.77% Senior Notes (Series F) due August 22, 2028
250,000
250,000
2.85% Senior Notes (Series G) due August 7, 2030
325,000
325,000
2.96% Senior Notes (Series H) due August 6, 2032
325,000
325,000
Variable rate term loan facility, requiring quarterly installments ending April 21, 2028
237,500
250,000
Debt issuance costs
(1,379)
(1,698)
$
1,635,939 $
1,673,374
Less current maturities
53,181
52,861
$
1,582,758 $
1,620,513
Interest, net on the consolidated statements of income is net of interest income of $11,736, $7,823, and $48 for the years
ended April 30, 2024, 2023, and 2022, respectively. Interest, net is also net of interest capitalized of $3,363, $3,631, and $2,031
during the years ended April 30, 2024, 2023, and 2022, respectively.
The agreements relating to the above long-term debt contain certain operating and financial covenants. At April 30,
2024, the Company was in compliance with all such operating and financial covenants.
Listed below are the aggregate maturities of long-term debt, excluding finance lease obligations (refer to Note 7 for
future minimum payments under finance leases), for the 5 years commencing May 1, 2024 and thereafter:
Years ended April 30,
2025
$
44,500
2026
204,500
2027
60,500
2028
248,000
2029
286,000
Thereafter
692,000
$
1,535,500
4. PREFERRED AND COMMON STOCK
Preferred stock: The Company has 1,000,000 authorized shares of preferred stock, of which 250,000 shares have been
designated as Series A Serial Preferred Stock. No shares of preferred stock have been issued.
Common stock: The Company currently has 120,000,000 authorized shares of common stock.
Stock incentive plans: The 2018 Stock Incentive Plan (the ''2018 Plan'') was approved by the Company's shareholders on
September 5, 2018. Awards under the 2018 Plan may take the form of stock options, stock appreciation rights, restricted stock,
restricted stock units and other equity-based and equity-related awards. Each share issued pursuant to a stock option and each
share with respect to which a stock-settled stock appreciation right is exercised (regardless of the number of shares actually
delivered) is counted as one share against the maximum limit under the 2018 Plan, and each share issued pursuant to an award
43
of restricted stock or restricted stock units is counted as two shares against the maximum limit. Restricted stock is transferred
immediately upon grant (and may be subject to a holding period), whereas restricted stock units have a vesting period that must
expire, and in some cases performance or market conditions that must be satisfied before the stock is transferred. At April 30,
2024, there were 1,135,976 shares available for grant under the 2018 Plan.
We account for share-based compensation by estimating the grant date fair value of time-based and performance-based
restricted stock unit awards using the closing price of our common stock on the applicable grant date, or the date on which
performance goals for performance-based units are established, if after the grant date. The time-based awards most commonly
vest ratably over a three-year period commencing on the first anniversary of the grant date. The performance-based awards
represent a “target” amount; the final amount earned is based on the satisfaction of certain performance measures over a three-
year performance period and will range from 0% to 200% of “target." The performance-based awards are also subject to the
TSR Modifier (see Note 1 for additional information). The fair value of these awards is determined using a Monte Carlo
simulation as of the date of the grant. For market-based awards, the share-based compensation expense will not be adjusted
should the target awards vary from actual awards.
We recognize these amounts as an operating expense in our consolidated statements of income ratably over the requisite
service period using the straight-line method, as adjusted for certain retirement provisions, and updated estimates of shares to be
issued under performance-based awards. All awards have been granted at no cost to the grantee.
The following table presents a summary of our RSU activity during the three-year period ended April 30, 2024. At
April 30, 2024, there were no stock options outstanding.
Shares
Weighted-
Average
Grant Date Fair
Value per Share
Unvested at April 30, 2021
646,920
Granted
154,278
$
219
Vested
(242,955)
Forfeited
(30,055)
Performance Award Adjustments
(1,794)
Unvested at April 30, 2022
526,394
Granted
165,024
218
Vested
(233,533)
Forfeited
(40,773)
Performance Award Adjustments
133,728
Unvested at April 30, 2023
550,840
212
Granted
142,865
238
Vested
(219,752)
195
Forfeited
(17,534)
224
Performance Award Adjustments
35,443
246
Unvested at April 30, 2024
491,862
$
229
Total share-based compensation costs recorded for employees and non-employee board members for the restricted stock
unit awards for the years ended April 30, 2024, 2023 and 2022 were $41,379, $47,024, and $37,976, respectively. As of
April 30, 2024, there was $38,910 of total unrecognized compensation costs related to the 2018 Plan for costs related to
restricted stock units which are expected to be recognized ratably through fiscal 2027, with a weighted average remaining term
of 1.0 year. The fair value of restricted stock unit awards vested for the years ended April 30, 2024, 2023 and 2022 were
$49,631, $46,943, and, $51,046, respectively, as of the applicable vest date.
On, and effective as of, March 3, 2022, the Board authorized a share repurchase program, whereby the Company was
authorized to repurchase its outstanding common stock from time-to-time, for an aggregate amount of up to $400 million,
exclusive of fees, commissions or other costs (the "Repurchase Program"). The Repurchase Program has no set expiration date.
The timing and number of repurchase transactions depends on a variety of factors including, but not limited to, market
conditions, corporate considerations, business opportunities, debt agreements, and regulatory requirements. The Repurchase
Program can be suspended or discontinued at any time. During fiscal 2024, the Company repurchased and retired 392,290
shares of our common stock under our share repurchase program for a total of $104.9 million, excluding fees, commissions and
other costs. As of April 30, 2024, $295.1 million remained available for future purchases under this share repurchase program.
44
5. NET INCOME PER COMMON SHARE
Computations for basic and diluted earnings per common share are presented below:
Years ended April 30,
2024
2023
2022
Basic
Net income
$
501,972
$
446,691
$
339,790
Weighted average shares outstanding-basic
37,164,022
37,266,851
37,158,898
Basic earnings per common share
$
13.51
$
11.99
$
9.14
Diluted
Net income
$
501,972
$
446,691
$
339,790
Weighted-average shares outstanding-basic
37,164,022
37,266,851
37,158,898
Plus effect of stock options and restricted stock units
206,284
252,844
197,800
Weighted-average shares outstanding-diluted
37,370,306
37,519,695
37,356,698
Diluted earnings per common share
$
13.43
$
11.91
$
9.10
6. INCOME TAXES
Income tax expense attributable to earnings consisted of the following components:
Years ended April 30,
2024
2023
2022
Current tax expense:
Federal
$
78,542
$
95,336
$
4,382
State
22,394
22,365
13,835
100,936
117,701
18,217
Deferred tax expense
53,252
23,126
82,721
Total income tax expense
$
154,188
$
140,827
$
100,938
45
The tax effects of temporary differences that gave rise to significant portions of the deferred tax assets and deferred tax
liabilities were as follows:
As of April 30,
2024
2023
Deferred tax assets:
Accrued liabilities and reserves
$
9,075
$
7,031
Deferred revenue
15,222
15,565
Accrued bonus compensation
10,272
9,361
Workers compensation
11,281
11,500
Operating and finance lease obligations
55,739
52,464
Asset retirement obligations
10,036
9,404
Deferred compensation
2,909
3,242
Equity compensation
8,018
8,305
State net operating losses and tax credits
2,568
1,807
Other
4,523
3,551
Total gross deferred tax assets
129,643
122,230
Less valuation allowance
550
250
Total net deferred tax assets
129,093
121,980
Deferred tax liabilities:
Property and equipment depreciation
(667,680)
(617,154)
Goodwill
(52,900)
(43,900)
Other
(5,363)
(4,524)
Total gross deferred tax liabilities
(725,943)
(665,578)
Net deferred tax liability
$
(596,850) $
(543,598)
At April 30, 2024, the Company had net operating loss carryforwards for state income tax purposes of $126,681, which
are available to offset future state taxable income. The state net operating loss carryforwards begin to expire in 2031. In
addition, the Company had state tax credit carryforwards of $2,319, which begin to expire in 2027.
The valuation allowance for state net operating loss and state tax credit deferred tax assets as of April 30, 2024 and 2023
was $550 and $250, respectively. In assessing the realizability of deferred tax assets, management considers whether it is more
likely than not that some portion of the deferred tax assets will not be realized. The ultimate realization of deferred tax assets is
dependent upon the generation of future taxable income during the periods in which those temporary differences become
deductible. Management considers the scheduled reversal of deferred tax liabilities, projected taxable income, and tax planning
strategies in making this assessment.
Total reported tax expense applicable to the Company’s continuing operations varies from the tax that would have
resulted from applying the statutory U.S. federal income tax rates to income before income taxes.
Years ended April 30,
2024
2023
2022
Income taxes at the statutory rates
21.0 %
21.0 %
21.0 %
Federal tax credits
(1.0) %
(1.3) %
(1.8) %
State income taxes, net of federal tax benefit
3.7 %
4.0 %
3.8 %
Impact of phased-in state law changes, net of federal benefit
(1.0) %
(0.4) %
(0.8) %
ASU 2016-09 benefit (share-based compensation)
(0.1) %
(0.3) %
(1.0) %
Nondeductible executive compensation
0.9 %
1.1 %
1.2 %
Other
— %
(0.1) %
0.5 %
23.5 %
24.0 %
22.9 %
The Company recognizes the effect of income tax positions only if those positions are more likely than not of being
sustained. Recognized income tax positions are measured at the largest amount that is greater than 50% likely of being realized.
Changes in recognition or measurement are reflected in the period in which the change in judgment occurs. The Company had a
total of $10,747 and $10,957 in gross unrecognized tax benefits at April 30, 2024 and 2023, respectively, which is recorded in
other long-term liabilities in the consolidated balance sheets. Of this amount, $8,490 represents the amount of unrecognized tax
46
benefits that, if recognized, would impact our effective tax rate. Unrecognized tax benefits decreased $210 during the twelve
months ended April 30, 2024, due primarily to the expiration of certain statute of limitation exceeding the increase associated
with income tax filing positions for the current year. A reconciliation of the beginning and ending amount of unrecognized tax
benefits is as follows:
2024
2023
Beginning balance
$
10,957
$
10,259
Additions based on tax positions related to current year
2,570
2,867
Reductions due to lapse of applicable statute of limitations
(2,780)
(2,169)
Ending balance
$
10,747
$
10,957
The total net amount of accrued interest and penalties for such unrecognized tax benefits was $350 and $386 at April 30,
2024 and 2023, respectively, and is included in other long-term liabilities. Net interest and penalties included in income tax
expense for the twelve month periods ended April 30, 2024 and 2023 was an decrease in tax expense of $36 and an increase in
tax expense of $15, respectively.
A number of years may elapse before an uncertain tax position is audited and ultimately settled. It is difficult to predict
the ultimate outcome or the timing of resolution for uncertain tax positions. It is reasonably possible that the amount of
unrecognized tax benefits could significantly increase or decrease within the next twelve months. These changes could result
from the expiration of the statute of limitations, examinations or other unforeseen circumstances. The Company has no ongoing
federal or state income tax examinations.
At this time, the Company’s best estimate of the reasonably possible change in the amount of the gross unrecognized tax
benefits is a decrease of $2,000 during the next twelve months mainly due to the expiration of certain statute of limitations. The
federal statute of limitations remains open for the tax years 2020 and forward. Tax years 2019 and forward are subject to audit
by state tax authorities depending on open statute of limitations waivers and the tax code of each state.
7. LEASES
The Company is a lessee in situations where we lease property and equipment, most commonly land, building or store
equipment, from a lessor. The Company is a lessor in situations where the Company owns land or building and leases a portion
or all of the property or equipment to a tenant. In both situations, leases are reported in accordance with ASC 842 - Leases. As a
lessee, the Company recognizes a right-of-use asset representing its right to use the underlying asset for the lease term and a
lease liability for the obligation to make lease payments. Both the right-of-use asset and lease liability are initially measured at
the present value of the lease payments, with subsequent measurement dependent on the classification of the lease as either a
finance or an operating lease. For leases with a term of twelve months or less, we have elected to not recognize lease assets and
lease liabilities and will recognize lease expense on a straight-line basis over the lease term. The Company records operating
lease liabilities in other accrued expenses and other long-term liabilities and records finance lease liabilities within current
maturities of long-term debt and finance lease obligations and long-term debt and finance lease obligations on the consolidated
balance sheets. All lessor related activity is considered immaterial to the consolidated financial statements.
New leases are recognized at the present value of the lease payments using the implicit rate in the lease agreement when
it is readily determinable. In the case the implicit rate is not readily determinable, the Company uses our incremental borrowing
rate of debt based on the term of the lease. The Company commonly has options to renew or extend the current lease
arrangement on many of our leases. In these situations, if it is reasonably certain the lease would be extended, we have included
those extensions within the remaining lease payments at the time of measurement.
When acquiring leases in a business combination, we retain the lease classification utilized by the seller if it was
determined using acceptable methods under ASC 842. As part of the allocation of the purchase price in a business combination,
lease terms are compared to market terms utilizing an income approach to determine if leases are favorable or unfavorable. Any
favorable or unfavorable leasehold interests identified increase (favorable) or reduce (unfavorable) the right-of-use lease asset
and are recognized over the life of the related right-of-use asset.
Lease right-of-use assets outstanding as of April 30, 2024 and 2023 consisted of the following:
Years ended April 30,
Classification
2024
2023
Finance lease right-of-use assets
Net property and equipment
$
83,714 $
79,344
Operating lease right-of-use assets
Other assets, net of amortization
115,819
107,994
The summary of lease-related costs included on the consolidated statements of income is included below:
47
Years ended April 30,
2024
2023
2022
Operating lease cost
$
10,174
$
9,346
$
6,721
Finance lease cost:
Amortization of right-of-use assets
$
10,417
$
5,882
$
4,489
Interest on lease liabilities
4,491
2,966
2,337
The summary of cash paid for amounts included in the measurement of liabilities included on the consolidated
statements of cash flows and supplementary cash flow information are included below:
Years ended April 30,
2024
2023
2022
Operating cash flows required by operating leases
$
8,693
$
7,725
$
5,468
Operating cash flows required by finance leases
4,491
2,966
2,337
Financing cash flows required by finance leases
9,156
5,345
4,162
Right-of-use assets obtained in exchange for new
finance lease liabilities
$
17,626
$
25,166
$
52,525
Right-of-use assets obtained in exchange for new
operating lease liabilities
14,646
14,642
87,723
Weighted average remaining lease terms and weighted average discount rates on outstanding leases were as follows:
April 30,
2024
2023
Weighted-average remaining lease-term - finance lease
15.4
15.1
Weighted-average remaining lease-term - operating lease
19.1
19.8
Weighted-average discount rate - finance lease
4.77 %
4.40 %
Weighted-average discount rate - operating lease
4.91 %
4.33 %
Future minimum payments under the finance leases and operating leases consisted of the following at April 30, 2024:
Years ended April 30,
Finance leases
Operating leases
2025
$
12,942
$
9,297
2026
12,964
9,194
2027
12,970
9,147
2028
11,601
9,127
2029
6,199
9,049
Thereafter
87,707
134,729
Total minimum lease payments
$
144,383
$
180,543
Less amount representing interest
42,565
65,374
Present value of net minimum lease payments
$
101,818
$
115,169
Effective during the third quarter of fiscal year 2020, Casey’s Marketing Company, and the City of Joplin, Missouri
(“Joplin”) entered into an agreement in which Joplin agreed to issue up to $51,400 of taxable industrial development revenue
bonds for the purpose of acquiring, constructing, improving, purchasing, equipping and installing a warehouse and distribution
facility, which has been completed and is currently being used by the Company. As the title of the development was transferred
to Joplin and the Company is subsequently leasing the related asset from Joplin, we have accounted for the transaction under
the sale-and-leaseback guidance included in ASC 842-40. We have a purchase option included in the lease agreement for below
the fair value of the asset, which prevents the transfer of the assets to Joplin from being recognized as a sale. Accordingly, we
have not recognized any gain or loss related to the transfer. Furthermore, we have not derecognized the transferred assets and
continue to recognize them in property and equipment on the consolidated balance sheets. The Company has the right and
intends to set-off any obligations to make payments under the lease, with proceeds due from the industrial revenue bonds. As of
April 30, 2024, we have recognized the full amount of bonds available as property and equipment on the consolidated balance
sheets related to this agreement.
48
8. BENEFIT PLAN
The Company provides Team Members with a defined contribution 401(k) Plan. The 401(k) Plan is available to all Team
Members who meet minimum age and service requirements. The Company contributions consist of matching amounts in
Company stock and are allocated based on Team Member contributions. Contributions to the 401(k) Plan were $14,262,
$11,765, and $10,983 for the years ended April 30, 2024, 2023, and 2022, respectively.
On April 30, 2024 and 2023, 715,328 and 751,339 shares of common stock, respectively, were held by the trustee of the
401(k) Plan in trust for distribution to eligible participants upon death, disability, retirement, or termination of employment.
Shares held by the 401(k) Plan are treated as outstanding in the computation of net income per common share.
9. COMMITMENTS
The Company has entered into employment agreements with its Chief Executive Officer, Chief Financial Officer, and
Chief Operating Officer, each of which require minimum annual compensation. The Company also has entered into change of
control agreements with its Chief Executive Officer and 32 other officers, providing for certain payments in the event of
termination in connection with a change of control of the Company, as defined therein.
10. CONTINGENCIES
Environmental compliance: The United States Environmental Protection Agency and several states have adopted laws
and regulations relating to underground storage tanks used for petroleum products. The majority of the states in which the
Company does business have trust fund programs with provisions for sharing or reimbursing corrective action or remediation
costs.
Management currently believes that substantially all capital expenditures for electronic monitoring, cathodic protection,
and overfill/spill protection to comply with existing regulations have been completed. The Company has an accrued liability at
April 30, 2024 and 2023 of approximately $299 and $268, respectively, for estimated expenses related to anticipated corrective
actions or remediation efforts, including relevant legal and consulting costs. Management believes the Company has no material
joint and several environmental liability with other parties. Additional regulations or amendments to the existing regulations
could result in future revisions to such estimated expenditures.
Legal matters: From time to time we may be involved in legal or administrative proceedings or investigations arising
from the conduct of our business operations, including, but not limited to, contractual disputes; employment, personnel, or
accessibility matters; personal injury and property damage claims; and claims by federal, state, and local regulatory authorities
relating to the sale of products pursuant to licenses and permits issued by those authorities. Claims for damages in those actions
may be substantial. While the outcome of such litigation, proceedings, investigations, or claims is never certain, it is our
opinion, after taking into consideration legal counsel’s assessment and the availability of insurance proceeds and other collateral
sources to cover potential losses, that the ultimate disposition of such matters currently pending or threatened, individually or
cumulatively, will not have a material impact on our consolidated financial position and results of operations.
The Company is named as a defendant in a lawsuit filed in the United States District Court for the Northern District of
Indiana, titled McColley v. Casey’s General Stores, Inc., in which the plaintiff alleges that the Company misclassified its Store
Managers as exempt employees under the Fair Labor Standards Act (FLSA). The complaint seeks unpaid wages, liquidated
damages and attorneys’ fees for the plaintiff and all similarly situated Store Managers who worked at the Company from
February 16, 2015, to the present. On March 31, 2021, the Court granted conditional certification, and to-date, approximately
1,400 current and/or former Store Managers remain opted-in to participate in the McColley lawsuit. The Company is also
named in a related lawsuit filed in the Southern District of Illinois, titled Kessler v. Casey’s Marketing Company, et al., with
substantially the same allegations and seeking the same relief, but instead for the plaintiff and all similarly situated Store
Managers located in the state of Illinois from December 19, 2019, to the present. On October 13, 2023, the Court approved
conditional certification, and to-date, approximately 550 current and/or former Store Managers remain opted-in to participate in
the Kessler lawsuit. Discovery in both cases is currently underway. The Company believes that adequate provisions have been
made for probable losses related to these matters, and that those, and the reasonably possible losses in excess of amounts
accrued, where such range of loss can be estimated, are not material to the Company’s financial position, results of operations
or cash flows. The Company believes that its Store Managers are properly classified as exempt employees under the FLSA and
it intends to continue to vigorously defend these matters.
In 2023, the Company received a $15,297 one-time payment from the resolution of a legal matter. These proceeds were
recognized as a reduction to operating expenses in the consolidated statements of income.
At April 30, 2024, the Company was primarily self-insured for workers’ compensation claims in all but two states of its
operating territory. In North Dakota and Ohio, the Company is required to participate in an exclusive, state managed fund for
49
all workers compensation claims. The Company was also partially self-insured for general liability and auto liability under an
agreement that provides for annual stop-loss limits equal to or exceeding $2,000 for auto liability and $1,000 for general
liability and workers' compensation. Additionally, the Company is self-insured for its portion of Team Member medical
expenses. At April 30, 2024 and 2023, the Company had $57,369 and $61,168, respectively, accrued for estimated claims
relating to self-insurance, the majority of which has been actuarially determined.
50
ITEM 9. CHANGES IN AND DISAGREEMENTS WITH ACCOUNTANTS ON ACCOUNTING AND FINANCIAL
DISCLOSURE
None.
ITEM 9A. CONTROLS AND PROCEDURES
(a)
Evaluation of disclosure controls and procedures.
As of the end of the period covered by this report, an evaluation was performed under the supervision and with the
participation of the Company’s Chief Executive Officer and Chief Financial Officer of the effectiveness of the Company’s
disclosure controls and procedures (as defined in Exchange Act Rule 240.13a-15(e)). Based on that evaluation, the Chief
Executive Officer and Chief Financial Officer have concluded that the Company’s current disclosure controls and procedures
were effective as of April 30, 2024.
For purposes of Rule 13a-15(e), the term disclosure controls and procedures means controls and other procedures of an
issuer that are designed to ensure that information required to be disclosed by the issuer in the reports that it files or submits
under the Act (15 U.S.C. 78a et seq.) is recorded, processed, summarized and reported within the time periods specified in the
Commission's rules and forms. Disclosure controls and procedures include, without limitation, controls and procedures
designed to ensure that information required to be disclosed by an issuer in the reports that it files or submits under the Act is accumulated and communicated to the issuer's management, including its principal executive and principal financial officer, or persons performing similar functions, as appropriate to allow timely decisions regarding required disclosure.
(b)
Management's Report on Internal Control over Financial Reporting.
Management of the Company is responsible for establishing and maintaining adequate internal control over financial
reporting. The Company's internal control system was designed to provide reasonable assurance to the Company's management
and Board of Directors regarding the preparation and fair presentation of published financial statements. All internal control
systems, no matter how well designed, have inherent limitations. Therefore, even those systems determined to be effective can
provide only reasonable assurance with respect to financial statement preparation and presentation.
The Company's management assessed the effectiveness of the Company's internal control over financial reporting as of
April 30, 2024. In making this assessment, management used the criteria set forth by the Committee of Sponsoring
Organizations of the Treadway Commission (COSO) in Internal Control - Integrated Framework (2013). On the basis of the
prescribed criteria, management concluded that the Company's internal control over financial reporting was effective as of April
30, 2024.
KPMG LLP, as the Company's independent registered public accounting firm, has issued a report on its assessment of
the effectiveness of the Company's internal control over financial reporting. This report appears on page 32.
(c)
Changes in Internal Control over Financial Reporting.
There were no changes in the Company's internal control over financial reporting that occurred during the period covered
by this report that have materially affected, or are reasonably likely to materially affect, the Company's internal control over
financial reporting.
ITEM 9B. OTHER INFORMATION
Not applicable.
ITEM 9C. DISCLOSURE REGARDING FOREIGN JURISDICTIONS THAT PREVENT INSPECTIONS
Not applicable.
51
PART III
ITEM 10. DIRECTORS, EXECUTIVE OFFICERS, AND CORPORATE GOVERNANCE
Those portions of the Company’s definitive Proxy Statement appearing under the captions “Election of Directors,”
“Governance of the Company,” "Information about our Executive Officers", “Executive Compensation”, and "The Board of
Directors and Its Committees", as filed with the Commission pursuant to Regulation 14A within 120 days after April 30, 2024,
and used in connection with the Company’s 2024 Annual Meeting of Shareholders are hereby incorporated by reference.
The Company has adopted a Financial Code of Ethics applicable to its Chief Executive Officer and other senior financial
officers. In addition, the Company has adopted a general code of business conduct (known as the Code of Conduct and Ethics)
for its directors, officers, and all Team Members. The Financial Code of Ethics, the Code of Conduct and Ethics, and other
Company governance materials are available under the Investor Relations-Governance link of the Company website located at
www.caseys.com. In the event of any amendments to, or waivers of, the Financial Code of Ethics or the Code of Conduct and
Ethics, any required disclosure will be posted to our website. To date, there have been no waivers of the Financial Code of
Ethics or the Code of Conduct and Ethics. Shareholders may obtain copies of any of these corporate governance documents free
of charge by downloading from the Web site or by writing to the Corporate Secretary at the address on the cover of this Form
10-K.
ITEM 11. EXECUTIVE COMPENSATION
That portion of the Company’s definitive Proxy Statement appearing under the caption "Compensation Discussion and
Analysis", "The Board of Directors and Its Committees”, “Compensation Committee Report", “Compensation Committee
Interlocks and Insider Participation in Compensation Decisions”, “Executive Compensation,” “CEO Pay Ratio”, "Potential
Payments Upon Termination or Change of Control", "Director Compensation", and "Certain Relationships and Related Party
Transactions", as filed with the Commission pursuant to Regulation 14A within 120 days after April 30, 2024, and used in
connection with the Company’s 2024 Annual Meeting of Shareholders is hereby incorporated by reference.
ITEM 12. SECURITY OWNERSHIP OF CERTAIN BENEFICIAL OWNERS AND MANAGEMENT AND
RELATED STOCKHOLDER MATTERS
Those portions of the Company’s definitive Proxy Statement appearing under the captions “Beneficial Ownership of
Shares of Common Stock by Directors and Executive Officers”, "Principal Shareholders" and "Equity Compensation Plan
Information", as filed with the Commission pursuant to Regulation 14A within 120 days after April 30, 2024, and used in
connection with the Company’s 2024 Annual Meeting of Shareholders are hereby incorporated by reference.
ITEM 13. CERTAIN RELATIONSHIPS AND RELATED TRANSACTIONS AND DIRECTOR INDEPENDENCE
That portion of the Company’s definitive Proxy Statement appearing under the captions “Certain Relationships and
Related Transactions”, “Governance of the Company” and "The Board of Directors and its Committees", as filed with the
Commission pursuant to Regulation 14A within 120 days after April 30, 2024, and used in connection with the Company’s
2024 Annual Meeting of Shareholders is hereby incorporated by reference.
ITEM 14. PRINCIPAL ACCOUNTANT FEES AND SERVICES
That portion of the Company’s definitive Proxy Statement appearing under the caption “Ratification of Appointment of
Independent Registered Public Accounting Firm” as filed with the Commission within 120 days after April 30, 2024, and used
in connection with the Company’s 2024 Annual Meeting of Shareholders is hereby incorporated by reference.
52
PART IV
ITEM 15. EXHIBITS AND FINANCIAL STATEMENT SCHEDULES
(a)
Documents filed as a part of this report on Form 10-K:
a.
The following financial statements are included herewith:
Reports of Independent Registered Public Accounting Firm (PCAOB ID 185)
Consolidated Balance Sheets, April 30, 2024 and 2023
Consolidated Statements of Income, Three Years Ended April 30, 2024
Consolidated Statements of Shareholders’ Equity, Three Years Ended April 30, 2024
Consolidated Statements of Cash Flows, Three Years Ended April 30, 2024
Notes to Consolidated Financial Statements
(2)
No schedules are included because the required information is inapplicable or is presented in the consolidated
financial statements or related notes thereto.
(3)
The following exhibits are filed as a part of this report:
Exhibit
Number
Description of Exhibits
3.1
Second Restatement of the Restated and Amended Articles of Incorporation, as amended September 5, 2018, June
28, 2019 and September 4, 2019 (incorporated by reference to Exhibit 3.1 to Form 10-Q as filed September 9,
2019)
3.2
Seventh Amended and Restated Bylaws (incorporated by reference to Exhibit 3.1 to Form 8-K filed March 7,
2023)
4.1
Note Purchase Agreement dated August 9, 2010 among the Company and the purchasers of the 5.22% Senior
Notes (incorporated by reference to Exhibit 4.1 to Form 8-K as filed August 10, 2010)
4.2
Note Purchase Agreement dated June 17, 2013 among the Company and the purchasers of the 3.67% Series A
Notes and 3.75% Series B Notes (incorporated by reference to Exhibit 4.10 to Form 8-K as filed June 18, 2013)
4.3
First Amendment to the 2013 Note Purchase Agreement, dated June 30, 2020 (incorporated by reference to
Exhibit 4.2 to Form 8-K as filed July 7, 2020)
4.4
Note Purchase Agreement dated May 2, 2016 among the Company and the purchasers of the 3.65% Series C
Notes and 3.72% Series D Notes (incorporated by reference to Exhibit 4.11 to Form 8-K as filed May 3, 2016)
4.5
First Amendment to the 2016 Note Purchase, dated June 30, 2020 (incorporated by reference to Exhibit 4.3 to
Form 8-K as filed July 7, 2020)
4.6
Note Purchase Agreement dated June 13, 2017 among the Company and the purchasers of the 3.51% Series E
Notes and 3.77% Series F Notes (incorporated by reference to Exhibit 4.12 to Form 8-K as filed June 15, 2017)
4.7
First Amendment to the 2017 Note Purchase Agreement, dated June 30, 2020 (incorporated by reference to
Exhibit 4.4 to Form 8-K as filed July 7, 2020)
4.8
Note Purchase Agreement dated June 30, 2020 among the Company and the purchasers of the 2.85% Series G
Notes and 2.96% Series H Notes (incorporated by reference to Exhibit 4.1 to Form 8-K as filed July 7, 2020)
4.9
Description of Securities Registered Under Section 12 of the Exchange Act
10.1
Promissory Note delivered to UMB Bank, n.a. and related Negative Pledge Agreement dated June 1, 2023
(incorporated by reference to exhibit 10.1 to Form 8-K as filed June 6, 2023)
10.2
Credit Agreement, dated as of April 21, 2023, by and among Casey’s General Stores, Inc. Wells Fargo Bank,
National Association, as administrative agent, and the lenders and issuing banks from time to time party thereto
(incorporated by reference to Exhibit 10.1 to Form 8-K as filed April 26, 2023)
10.3*
Form of Change of Control Agreement (incorporated by reference to Exhibit 10.1 to Form 8-K as filed December
19, 2019)
10.4*
Executive Nonqualified Excess Plan Document and related Adoption Agreement dated September 25, 2015
(incorporated by reference to Exhibit 10.7 to Form 10-K as filed June 26, 2020)
53
10.5*
Employment Agreement, dated May 31, 2019, between the Company and Darren M. Rebelez (with the Change of
Control Agreement attached as an exhibit thereto) (incorporated by reference to Exhibit 10.1 to Form 8-K as filed
June 6, 2019)
Amended and Restated Employment Agreement, dated July 25, 2022, between the Company and Darren M.
10.6*
Rebelez (incorporated by reference to Exhibit 10.1 to Form 8-K as filed July 29, 2022)
10.7*
Employment Agreement, dated May 12, 2020, between the Company and Stephen P. Bramlage, Jr. (with the
Change of Control Agreement attached as an exhibit thereto) (incorporated by reference to Exhibit 10.1 to Form 8-
K as filed May 13, 2020)
10.8*
Employment Agreement, dated May 8, 2020, between the Company and Ena Williams Koschel (with the Change
of Control Agreement attached as an exhibit thereto) (incorporated by reference to Exhibit 10.1 to Form 8-K as
filed May 13, 2020)
10.9*
Casey's General Stores, Inc. 2018 Stock Incentive Plan (incorporated by reference to Exhibit 10.43 to Form 8-K as
filed September 10, 2018)
10.10*
Form of Restricted Stock Units Agreement for Non-Employee Directors under 2018 Stock Incentive Plan
(incorporated by reference to Exhibit 99.1 to Form 8-K as filed September 10, 2018)
10.11*
Form of Restricted Stock Units Agreement (LTI Awards to Officers) and Award Summary under 2018 Stock
Incentive Plan (FY21-FY24 Awards) (incorporated by reference to Exhibit 10.32 to Form 10-Q as filed September
8, 2020)
10.12*
Form of Restricted Stock Units Agreement (LTI Awards to Officers) and Award Summary under 2018 Stock
Incentive Plan (FY24 Awards for Darren M. Rebelez) (incorporated by reference to Exhibit 10.18 to Form 10-K as
filed June 23, 2023)
10.13*
Form of Restricted Stock Units Agreement (LTI Awards to Officers – Time-Based RSUs) under 2018 Stock
Incentive Plan (FY25 Awards)
10.14*
Form of Restricted Stock Units Agreement (LTI Awards to Officers – Time-Based RSUs) under 2018 Stock
Incentive Plan (FY25 Awards for Darren M. Rebelez)
10.15*
Form of Restricted Stock Units Agreement (LTI Awards to Officers – Performance-Based RSUs [EBITDA])
under 2018 Stock Incentive Plan (FY25 Awards)
10.16*
Form of Restricted Stock Units Agreement (LTI Awards to Officers – Performance-Based RSUs [ROIC]) under
2018 Stock Incentive Plan (FY25 Awards)
10.17*
Form of Restricted Stock Units Agreement (Non-Officer Employees) under 2018 Stock Incentive Plan (FY21-
FY24 Awards) (incorporated by reference to Exhibit 10.33 to Form 10-Q as filed September 8, 2020)
10.18*
Form of Restricted Stock Units Agreement (Non-Officer Employees) under 2018 Stock Incentive Plan (FY25
Awards)
10.19*
Form of Restricted Stock Units Agreement (Special Performance Award) under 2018 Stock Incentive Plan
10.20*
Restricted Stock Units Agreement (Sign-On Award to Stephen P. Bramlage, Jr.) and Award Summary under 2018
Stock Incentive Plan (incorporated by reference to Exhibit 10.27 to Form 10-Q as filed September 8, 2020)
10.21*
Restricted Stock Units Agreement (Make-Whole Award to Ena Williams Koschel) under 2018 Stock Incentive
Plan (incorporated by reference to Exhibit 10.29 to Form 10-Q as filed September 8, 2020)
10.22*
Restricted Stock Units Agreement (Make-Whole Award to Katrina S. Lindsey) under 2018 Stock Incentive Plan
(incorporated by reference to Exhibit 10.2 to Form 8-K as filed March 8, 2021)
10.23*
Casey's General Stores, Inc. Officer Severance Plan (incorporated by reference to Exhibit 10.1 to Form 8-K as
filed September 9, 2019)
21.1
Subsidiaries of Casey’s General Stores, Inc.
23.1
Consent of Independent Registered Public Accounting Firm
31.1
Certificate of Darren M. Rebelez under Section 302 of Sarbanes-Oxley Act of 2002
31.2
Certificate of Stephen P. Bramlage Jr. under Section 302 of Sarbanes-Oxley Act of 2002
32.1
Certificate of Darren M. Rebelez under Section 906 of Sarbanes-Oxley Act of 2002
32.2
Certificate of Stephen P. Bramlage Jr. under Section 906 of Sarbanes-Oxley Act of 2002
97.1
Casey’s General Stores, Inc. Clawback Policy
54
101.INS
XBRL Instance Document
101.SCH
XBRL Taxonomy Extension Schema Document
101.CAL
XBRL Taxonomy Extension Calculation Linkbase Document
101.LAB
XBRL Taxonomy Extension Label Linkbase Document
101.PRE
XBRL Taxonomy Extension Presentation Linkbase Document
101.DEF
XBRL Taxonomy Extension Definition Linkbase Document
*
Indicates management contract or compensatory plan or arrangement.
ITEM 16. FORM 10-K SUMMARY
Not applicable
55
SIGNATURES
Pursuant to the requirements of Section 13 or 15(d) of the Securities Exchange Act of 1934, the registrant has duly caused
this report to be signed on its behalf by the undersigned, thereunto duly authorized.
CASEY’S GENERAL STORES, INC.
(Registrant)
Date: June 24, 2024
By /s/ Darren M. Rebelez
Darren M. Rebelez
President and Chief Executive Officer
(Principal Executive Officer and Director)
Date: June 24, 2024
By /s/ Stephen P. Bramlage Jr.
Stephen P. Bramlage Jr.
Chief Financial Officer
(Authorized Officer and Principal Financial and
Accounting Officer)
Pursuant to the requirements of the Securities Exchange Act of 1934, this report has been signed below by the following
persons on behalf of the registrant and in the capacities and on the dates indicated.
Date: June 24, 2024
By /s/ Darren M. Rebelez
Darren M. Rebelez
President, Chief Executive Officer and
Board Chair
Date: June 24, 2024
By /s/ Stephen P. Bramlage Jr.
Stephen P. Bramlage Jr.
Chief Financial Officer
Date: June 24, 2024
By /s/ Judy A. Schmeling
Judy A. Schmeling
Lead Independent Director
Date: June 24, 2024
By /s/ Cara K. Heiden
Cara K. Heiden
Director
Date: June 24, 2024
By /s/ Donald E. Frieson
Donald E. Frieson
Director
56
Date: June 24, 2024
By /s/ David K. Lenhardt
David K. Lenhardt
Director
Date: June 24, 2024
By /s/ Allison M. Wing
Allison M. Wing
Director
Date: June 24, 2024
By /s/ Larree M. Renda
Larree M. Renda
Director
Date: June 24, 2024
By /s/ Gregory A. Trojan
Gregory A. Trojan
Director
Date: June 24, 2024
By /s/ Michael Spanos
Michael Spanos
Director
Date: June 24, 2024
By /s/ Sri Donthi
Sri Donthi
Director
57
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0.00
50.00
100.00
150.00
200.00
250.00
300.00
Casey’s General Stores, Inc.
Russell 2000 Index
S&P 1500 Consumer Staples Index
2019
2020
2021
2022
2023
2024
Casey’s General Stores, Inc.
100.00
115.31
170.45
155.53
177.97
250.07
S&P 1500 Consumer Staples Index
100.00
103.08
127.96
147.39
151.38
155.91
Russell 2000 Index
100.00
83.61
146.25
121.57
117.14
132.75
COMPARATIVE STOCK PERFORMANCE
The following Performance Graph compares the cumulative total shareholder return on the Company’s
Common Stock for the last five fiscal years with the cumulative return of (i) the S&P 1500 Consumer
Staples Index and (ii) the Russell 2000 Index. The cumulative total shareholder return computations set
forth in the Performance Graph assumes the investment of $100 in the Company’s Common Stock and
each index on April 30, 2019, and reinvestment of all dividends. The total shareholder returns shown are
not intended to be indicative of future returns.
58
CASEY’S GENERAL STORES, INC.
ONE SE CONVENIENCE BOULEVARD
ANKENY, IA 50021
CASEYS.COM