Cover and table of contents

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Cover and table of contents

10-K 1 casy-2015430x10k.htm 10-K

United States

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

FORM 10-K

Annual Report pursuant to Section 13 or 15(d)

of the Securities Exchange Act of 1934

For the Fiscal Year Ended April 30, 2015

Commission File Number 001-34700

CASEY’S GENERAL STORES, INC.

(Exact name of registrant as specified in its charter)

IOWA42-0935283
(State or other jurisdiction of incorporation or organization)(I.R.S. Employer Identification Number)

ONE 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

COMMON STOCKNASDAQ
(Title of Class)(Name of Exchange on which Registered)

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 x No ¨

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 ¨ No x

Indicate by check mark whether the registrant has submitted electronically and posted on its corporate Web site, if any, every Interactive Data File required to be submitted and posted pursuant to Rule 405 of Regulation S-T during the preceding 12 months (or for such shorter period that the registrant was required to submit and post such files). Yes x No ¨

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 x No ¨

Indicate by check mark if disclosure of delinquent filers pursuant to Item 405 of Regulation S-K is not contained herein, and will not be contained, to the best of registrant’s knowledge, in definitive proxy or information statements incorporated by reference in Part III of this Form 10-K or any amendment to this Form 10-K. x

Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer, a non-accelerated filer, or a smaller reporting company.

Large accelerated filerxAccelerated filer¨
Non-accelerated filer¨Smaller reporting company¨

Indicate by check mark whether the registrant is a shell company (as defined in Rule 12b-2 of the Exchange Act). Yes ¨ No x

The aggregate market value of the registrant’s common stock held by non-affiliates as of October 31, 2014, was approximately $3.2 billion based on the closing sales price ($81.87 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.

ClassOutstanding at June 22, 2015
Common Stock, no par value per share38,923,505 shares

DOCUMENTS INCORPORATED BY REFERENCE

The information called for by Item 5 of Part II and Items 10, 11, 12, 13 and 15 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, 2015.

FORM 10-K

TABLE OF CONTENTS

PART IITEM 1.Business4
ITEM 1A.Risk Factors7
ITEM 1B.Unresolved Staff Comments13
ITEM 2.Properties13
ITEM 3.Legal Proceedings14
ITEM 4.Mine Safety Disclosures14
PART IIITEM 5.Market for Registrant’s Common Equity, Related Stockholder Matters, and Issuer Purchases of Equity Securities15
ITEM 6.Selected Financial Data15
ITEM 7.Management’s Discussion and Analysis of Financial Condition and Results of Operations16
ITEM 7A.Quantitative and Qualitative Disclosures about Market Risk26
ITEM 8.Financial Statements and Supplementary Data27
ITEM 9.Changes in and Disagreements with Accountants on Accounting and Financial Disclosure45
ITEM 9A.Controls and Procedures45
ITEM 9B.Other Information46
PART IIIITEM 10.Directors, Executive Officers and Corporate Governance47
ITEM 11.Executive Compensation47
ITEM 12.Security Ownership of Certain Beneficial Owners and Management and Related Stockholder Matters47
ITEM 13.Certain Relationships and Related Transactions and Director Independence47
ITEM 14.Principal Accountant Fees and Services47
PART IVITEM 15.Exhibits and Financial Statement Schedules48
Signatures50

PART I

The previously announced revisions to our financial results regarding an immaterial correction of an error for the fiscal 2015 first quarter and fiscal 2014 are reflected in all year-to-date results and comparisons to prior periods.

Next: Item 1. BUSINESS