Casey's (CASY) 10-K risk factor changes: FY2021 vs FY2020
The 2021-04-30 10-K against the 2020-04-30 one, compared heading by heading and sentence by sentence.
Item 1A45 rewritten19 added22 removed118 unchanged
All filing items767 rewritten576 added352 removed599 unchanged
Summary
counted, not written
- Item 1A lists 27 risk factor headings: 3 new, 4 reworded and 20 unchanged since FY2020. 4 headings from FY2020 no longer appear.
- Sentence by sentence, 576 added, 352 removed, 767 rewritten and 599 unchanged across 21 items that differ.
New Item 1A headings (3)
- 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.
- Increased credit card expenses could lead to higher operating expenses and other costs for the Company.
- We may experience increased costs, disruptions or other difficulties with the integration of the Buchanan Energy acquisition.
Removed Item 1A headings (4)
- Increased credit card expenses could increase operating expenses.
- Because we depend on our management’s and other team members’ experience and knowledge of our industry, we could be adversely affected were we to lose, or experience difficulty in recruiting and retaining, any such members of our team.
- We may experience increased costs, disruptions or other difficulties with the implementation, operation and functionality of our enterprise resource planning system.
- Control deficiencies could prevent us from accurately and timely reporting our financial results.
Reworded Item 1A headings (4)
- Pandemics or disease outbreaks, such as
[removed: the novel coronavirus (“COVID-19”),][added: COVID-19,] 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. - We rely on our information technology systems, and a number of third-party
[removed: vendor platforms,][added: software providers,] to manage numerous aspects of our business, and a disruption of these systems could adversely affect our business. - General economic [added: and political] conditions that are largely out of the Company’s control may adversely affect the Company’s financial condition and results of operations.
- We may experience difficulties implementing and realizing the results of our [added: long-term] strategic plan.
A heading is new when no FY2020 heading matches it after ignoring case and punctuation, and reworded when it shares at least 60 percent of its words with one that went away. All current risk factor headings.
Sentences by item
21 items, with every count and a link to each item that changed
Underlined words on a shaded ground are new in FY2021; struck-through words were in FY2020. Sentences that are wholly new or wholly gone are labelled rather than marked.
Item 1A. RISK FACTORS
45 rewritten, 19 added, 22 removed, 118 unchanged
Pandemics or disease outbreaks, such as [removed: the novel coronavirus (“COVID-19”),] [added: COVID-19,] 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 such as COVID-19 [removed: have,] [added: have had,] and may continue to have, adverse impacts on the Company’s business.
[removed: 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 [removed: chain,] [added: chain] including difficulties [added: delivering products to our stores and] obtaining certain items sold at our [removed: stores or that our guests may demand,] [added: stores,] issues with respect to our [removed: team members’] [added: Team Members’] health, working hours and/or ability to perform their duties, and increased costs to the Company in response to these [removed: changing] conditions and to protect the health and safety of our [removed: team members] [added: Team Members] and guests.
[added: In addition, the general economic and other impacts related to responsive actions taken by governments and others to mitigate the spread of COVID-19, or in the future other pandemics or disease outbreaks, including but not limited to stay-at-home, shelter-in-place and other travel restrictions,] social distancing requirements, [added: mask mandates,] limitations on certain businesses’ hours and operations, limits on public gatherings and other events, and restrictions on [removed: how] [added: what, and in] certain [added: cases how, certain] products can be sold and offered to our guests, have, and may continue to, result in similar declines in store traffic and overall demand, increased operating costs, and decreased or slower unit/store growth.
Further, although the Company’s business [removed: has been] [added: was] deemed an “essential service” by many public [removed: authorities,] [added: 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 COVID-19 outbreak, which would require us to reduce our operations and potentially close stores for an undetermined period of time.
We cannot predict the extent and duration of the COVID-19 [removed: pandemic or] [added: pandemic,] the severity and duration of its impact to the general economy, our guests or our operating results; however, its effects could [added: continue to] be material and last for an extended period of time.
In the normal course of our business, we [removed: obtain] [added: 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, [removed: team members,] [added: Team Members,] and suppliers.
While we invest significant resources [removed: and have engaged professional advisers] in the protection of such data and information, our IT systems, and incident response programs, and maintain what we believe are adequate security controls, a compromise or a breach in our systems, or [removed: other] [added: 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, could nonetheless occur and have a material adverse effect on our reputation, operating results and financial condition.
Over the past three fiscal years, on average our fuel revenues accounted for approximately [removed: 61%] [added: 60%] of total revenue and our fuel revenue less cost of goods sold excluding depreciation and amortization accounted for approximately [removed: 25%] [added: 29%] of the total revenue less cost of goods sold excluding depreciation and amortization.
The overall economic impact of the COVID-19 pandemic, general political conditions, threatened or actual acts of war or terrorism, instability or other changes in oil producing regions, particularly in the Middle East and South America, and trade, economic or other disagreements between oil producing nations, can, and recently [added: 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, [added: 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.
General economic [added: and political] conditions that are largely out of the Company’s control may adversely affect the Company’s financial condition and results of operations.
[removed: Current] [added: General] economic [added: and political] conditions, including those resulting from the COVID-19 [removed: pandemic,] [added: pandemic and the unknown economic recovery and consumer behavior patterns as the pandemic subsides in the Unites States, 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 and coffee, higher levels of unemployment, [added: unemployment benefits and related stimulus provided as a result of COVID-19,] higher consumer debt levels and lower consumer discretionary spending, higher tax rates and other changes in tax laws or other economic factors may affect [added: the operations of our stores,] input [removed: costs and] [added: costs,] consumer [removed: spending or] [added: spending,] buying [removed: habits,] [added: habits] and [added: labor markets generally, and] could adversely affect the costs of the products we sell in our [removed: stores and] [added: stores,] the consumer demand for such [added: products and the labor costs of transporting, storing and selling those] products.
Congress has given the Food and Drug Administration (“FDA”) broad authority to regulate tobacco and nicotine products, [added: including e-cigarettes] and [added: 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 [added: 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, 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.
Because the interchange fees we pay when credit cards are used to make purchases are based on transaction amounts, higher fuel prices at the [removed: pump and] [added: pump,] higher gallon movement [added: and other increases in price and sales] result in higher credit card expenses.
[added: 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 [added: 2021,] 2020, [removed: 2019,] and [removed: 2018,] [added: 2019,] were approximately [removed: $145] [added: $147] million, [removed: $140] [added: $145] million, and [removed: $123] [added: $140] million, respectively.
Sales of tobacco and nicotine products have averaged approximately [removed: 11%] [added: 12%] 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 10% of the total revenue less cost of goods sold excluding depreciation and amortization for the same period.
Risks Related to Our [removed: Business][added: Business Operations]
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, [removed: curb-side] [added: curbside] pick-up and other non-traditional ordering and delivery platforms.
This risk is compounded by the increasing use of [removed: social and] digital media by consumers and the speed by which information and opinions [added: are shared.]
We rely on our information technology systems, and a number of third-party [removed: vendor platforms,] [added: software providers,] to manage numerous aspects of our business, and a disruption of these systems could adversely affect our business.
We depend on our information technology (IT) systems, and a number of third-party [removed: vendor platforms,] [added: software providers,] to manage and operate numerous aspects of our business, [added: develop our financial statements,] provide analytical information to management and serve as a platform for our business continuity plan.
Our IT systems, and the [added: software and other] technology platforms provided by our vendors, are an essential component of our business [added: operations] and growth strategies, and a serious disruption to [added: any of] these could significantly limit our ability to manage and operate our business efficiently.
We rely on our distribution and transportation network, [added: which includes our drivers] and [added: distribution center Team Members, and] the networks of our direct store delivery partners, to provide products to our stores in a timely and cost-effective manner.
Products are either moved from supplier locations to our distribution [removed: centers,] [added: centers] or delivered directly to our stores.
Any disruption, unanticipated or unusual expense or operational failure related to this [removed: process] [added: 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.
While we believe there are adequate reserve quantities and alternative [removed: suppliers,] [added: suppliers available,] shortages or interruptions in the receipt or supply of products caused by unanticipated demand, [added: such as occurred during, and as the economy recovers from, the COVID-19 pandemic,] problems in production or distribution, financial or other difficulties of suppliers, inclement weather or other economic [removed: conditions] [added: 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 may experience difficulties implementing and realizing the results of our [added: long-term] strategic plan.
In January 2020, [removed: Casey’s] [added: the Company] unveiled an updated, long-term/strategic plan, centered around four strategic objectives: reinvigorate hospitality and the guest experience; be where the guest is; best-in-class efficiencies; and, invest in our people and culture.
[removed: All] [added: The vast majority] of our stores are located in the central 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.
We are dependent on the continued knowledge and efforts of our [removed: management] [added: leadership] team and other key [removed: team members.][added: Team Members.]
If, for any reason, our [removed: executives do] [added: leadership team does] not continue to be active in management, or we lose such persons, or other key [removed: team members,] [added: Team Members,] or we fail to identify and/or recruit for current or future [removed: positions of need,] [added: leadership positions,] our business, financial condition or results of operations [added: could be adversely affected.]
We also rely on our ability to [removed: recruit] [added: recruit, hire and retain] qualified drivers, [removed: store and] [added: distribution center Team Members,] field management and [removed: other] store [removed: personnel.][added: Team Members.]
[removed: Failure] [added: Difficulties and shortages in the general labor market for such individuals, and the failure] to continue to attract [added: and retain] these [removed: individuals] [added: individuals, especially] at reasonable compensation [removed: levels] [added: levels,] could have a material adverse effect on our business and results of operations.
We may experience increased costs, disruptions or other difficulties with the [removed: implementation, operation and functionality] [added: integration] of [removed: our enterprise resource planning system.][added: the Buchanan Energy acquisition.]
We are subject to extensive tax liabilities imposed by multiple jurisdictions, including but not limited to [added: state and federal] income taxes, indirect taxes (excise, sales/use, and gross receipts taxes), payroll taxes, property taxes, and tobacco taxes.
[removed: The activity] [added: These activities] could result in increased expenditures for tax liabilities in the future.
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, [added: transportation, storage,] sale and labeling of food; minimum wage, overtime and other employment [added: and labor] laws and regulations; compliance with the Patient Protection and Affordable Care Act and 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 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
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.
For example, the Company has recently invested a significant amount of resources and store shelf space to its expanded private label products, which if not well received by our guests, could lead to decreased consumer sentiment, lower sales inside our stores and smaller margins on similar alternative products.
Increased credit card expenses could lead to higher operating expenses and other costs for the Company.
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.
Risks Related to Governmental Actions, Regulations, and Oversight
For example, in 2017, the Tax Cuts and Jobs Act (“Tax Reform”) was enacted on December 22, 2017, which resulted in lower federal income taxes for the Company.
However, the current administration has signaled a desire to roll-back certain tax rates provided by Tax Reform, which would result in higher federal income taxes for the Company.
In addition, as certain states face economic and other pressures, they may seek revenue in the form of additional state income, sales and other taxes and related fees.
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.
Risks Related to Our Growth Strategies
On May 13, 2021, the Company closed on the acquisition of Buchanan Energy, owner of Bucky’s convenience stores, which included over 90 stores across five states, primarily in Nebraska and Illinois, and a dealer network of additional stores where the Company will manage fuel supply agreements to these stores.
While we have invested, and continue to invest, significant resources in due diligence, planning, integration and training of these stores, their systems and team members, it is possible that significant issues and potential unknown liabilities may arise during the course of the integration or future operation of the stores and systems, which may result in anticipated synergies or financial benefits of the acquisition not being realized, including but not limited to the potential inability to maintain or increase the growth rate, levels of revenue, earnings or operating efficiencies achieved by the applicable stores prior to the acquisition, and which may lead to increased costs and other difficulties that are not presently contemplated.
Risks Relating to Our Common Stock
For example, the Iowa Business
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In addition, the general economic and other impacts related to responsive actions taken by governments and others to mitigate the spread of COVID-19, including but not limited to “stay-at-home,” “shelter-in-place” and other travel restrictions,
have, significantly affected crude oil supplies and wholesale petroleum costs.
Also, increasing regulations for e-cigarettes and vapor products could offset some of the revenue growth we have experienced from selling these types of products.
Increased credit card expenses could increase operating expenses.
Higher operating expenses
are shared.
Because we depend on our management’s and other team members’ experience and knowledge of our industry, we could be adversely affected were we to lose, or experience difficulty in recruiting and retaining, any such members of our team.
could be adversely affected.
We are engaged in a phased implementation of an enterprise resource planning (ERP) system, which will replace or enhance certain internal financial and operating systems that are critical to our business operations.
The implementation, operation, and functionality of the ERP system has and will continue to require a significant investment of human, technological, and financial resources.
While we have invested, and continue to invest, significant resources in planning, project management, consulting, and training, it is possible that significant implementation, operational, and functionality issues may arise during the course of implementing and utilizing the ERP system, and it is further possible that we may experience significant delays, increased costs, and other difficulties that are not presently contemplated.
Any significant disruptions, delays, deficiencies, or errors in the design, implementation, and utilization of the ERP system could adversely affect our operations, prevent us from accurately and timely reporting our financial results, and negatively impact our business, results of operations and financial condition.
Additionally, if we do not effectively implement and utilize the ERP system as planned or the system does not operate as intended, the effectiveness of our internal control over financial reporting could be adversely affected or our ability to assess it adequately could be delayed.
Control deficiencies could prevent us from accurately and timely reporting our financial results.
Our internal control over financial reporting constitutes a process, including controls, designed to provide reasonable assurance regarding the reliability of financial reporting and the preparation of financial statements in accordance with U.S. generally accepted accounting principles.
We have in the past and may in the future identify deficiencies in our internal control over financial reporting, including significant deficiencies and material weaknesses.
Failure to identify and remediate deficiencies in our internal control over financial reporting in a timely manner could prevent us from accurately and timely reporting our financial results, which could cause us to fail to meet our reporting obligations, lead to a loss of investor confidence and have a negative impact on the trading price of our common stock.
Other Risks
In addition, the price of
Although the Company began a phased declassification of its board of directors over a three-year period starting with the Company’s 2019 annual shareholders’ meeting, its board of directors remains partially staggered.
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An excerpt. Shown here: 40 of 45 rewritten, all 19 added and all 22 removed. The counts are complete. For every sentence, read Item 1A. RISK FACTORS in the FY2021 filing and the FY2020 filing.
Item 7A. QUANTITATIVE AND QUALITATIVE DISCLOSURES ABOUT MARKET RISK
2 rewritten, 4 added, 2 removed, 7 unchanged
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 [removed: appropriately to a significant reduction in a credit rating of any investment issuer or guarantor.]
We believe an immediate 100-basis-point move in interest rates affecting our floating and fixed rate financial instruments as of April 30, [removed: 2020,] [added: 2021,] would have no material effect on pretax earnings.
[Table of Contents](#i46ad651e80d24960962b91b50ed684be_7)
appropriately to a significant reduction in a credit rating of any investment issuer or guarantor.
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Item 1. BUSINESS
60 rewritten, 44 added, 26 removed, 60 unchanged
[added: As of April 30, 2021] Casey’s General Stores, Inc. (“Casey’s”) and its [added: direct and indirect] wholly-owned subsidiaries (Casey’s, together with its subsidiaries, are referred to herein as the “Company” or “we”) operate convenience stores under the names "Casey's" and “Casey’s General Store” (hereinafter referred to as “Casey’s Store” or “Stores”) in 16 Midwestern states, primarily in Iowa, Missouri, and Illinois.
On April 30, [removed: 2020,] [added: 2021,] there were a total of [removed: 2,207] [added: 2,243] stores in operation.
There were [removed: 60] [added: 40] stores newly constructed in fiscal [removed: 2020.][added: 2021, and we closed 11 stores in fiscal 2021.]
We also acquired [removed: 18 additional] [added: 5] stores in fiscal [removed: 2020; 11] [added: 2021; 2] of those stores were opened in fiscal [removed: 2020,] [added: 2021,] and [removed: seven] [added: 3] will be opened during the [removed: 2021] [added: 2022] fiscal year.
Finally, we opened [removed: three] [added: 5] acquisitions purchased in the prior year.
[removed: Two] [added: Three] distribution centers are in operation (in Ankeny, Iowa adjacent to [added: our corporate headquarters, which we call] the Store Support [removed: Center and] [added: Center,] in Terre Haute, [removed: Indiana)] [added: Indiana and in Joplin, Missouri)] from which [added: certain] grocery and general merchandise items are supplied to our stores.
Casey’s, with [removed: the] [added: 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.
Approximately [removed: 56%] [added: 55%] of all our stores were opened in areas with populations of fewer than 5,000 persons, while approximately 19% of our stores were opened in communities with populations exceeding 20,000 persons.
Each year 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 [removed: Securities and Exchange Commission.][added: SEC.]
Additionally, you can go to our website to read our Financial Code of [removed: Ethics,] [added: Ethics for the CEO and Senior Financial Officers,] Corporate Governance Guidelines, Code of [removed: Conduct,] [added: Business Conduct] and [added: Ethics, and] committee charters.
In the event of a waiver to the Code of [removed: Conduct,] [added: Business Conduct and Ethics,] any required disclosure will be posted to our website.
We have succeeded [removed: at] [added: in] operating Casey’s Stores in smaller towns by offering, at competitive prices, a broader selection of products than does a typical convenience store.
We currently own most of our real estate, including substantially all of our stores, [removed: both] [added: all three] distribution centers, a construction and support services facility, and the Store Support Center facility.
Casey's Marketing Company [removed: (the "Marketing Company")] [added: ("CMC")] and Casey's Services Company [removed: (the "Services Company")] [added: ("CSC")] were organized as Iowa corporations in March 1995.
Casey’s Retail Company [removed: (the "Retail Company")] [added: ("CRC")] was organized as an Iowa corporation in April 2004.
[removed: The Marketing Company, Services Company,] [added: CMC, CSC,] and [removed: Retail Company] [added: CRC] are wholly-owned subsidiaries of Casey’s.
CGS Stores, LLC and Heartland Property Company, LLC are wholly-owned subsidiaries of [removed: the Marketing Company.][added: CMC.]
[removed: Casey’s Retail Company] [added: CRC] owns and operates stores in Illinois, Kansas, Minnesota, Nebraska, North Dakota, South Dakota and [removed: Michigan; it also] [added: Michigan,] holds the rights to the Company's trademarks, service marks, trade names, and other intellectual [removed: property.][added: property, and performs most “corporate” functions of the enterprise.]
[removed: The Marketing Company] [added: CMC] owns and operates stores in Arkansas, Indiana, Iowa, Kentucky, Missouri, Ohio, Oklahoma, and [added: Wisconsin, and is responsible for all of our wholesale operations, including all three distribution centers.]
[removed: As of May 2019,] CGS Stores, LLC owns and operates stores in Tennessee.
[removed: The Services Company] [added: CSC] provides a variety of [removed: construction] [added: construction, maintenance] and transportation services for all stores.
Each Casey’s [removed: Store] [added: store] typically carries over 3,000 food and [removed: nonfood] [added: non-food] items.
As a result, we have added various prepared food items to our product line over the years, facilitated by the installation of kitchens, which now are in [removed: the majority of] [added: most] stores.
As of April 30, [removed: 2020,] [added: 2021,] the Company was selling donuts in [removed: 2,199 (99.6%)] [added: 2,236 (99.7%)] of our stores in addition to cookies, brownies, and other bakery items.
We began [removed: marketing made-from-scratch] [added: selling handmade] pizza in 1984, and it was available in [removed: 2,198] [added: 2,235] stores (99.6%) as of April 30, [removed: 2020.][added: 2021.]
Although pizza is our most popular prepared food offering, we continue to expand our prepared food product line, which currently includes [removed: ham and cheese sandwiches, pork,] [added: made to order cheesy breadsticks, sandwiches/wraps, wings, popcorn] chicken, [removed: and sausage sandwiches,] chicken tenders, [removed: pizza bites, popcorn chicken,] breakfast croissants and biscuits, breakfast pizza, [added: breakfast burritos,] hash browns, quarter-pound hamburgers and cheeseburgers, potato cheese bites and other seasonal items.
The growth in our [removed: proprietary] prepared food program reflects management’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 [removed: 39%] [added: 41%] of our total revenue, but they have resulted in approximately [removed: 75%] [added: 72%] 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 61% [removed: during] [added: for] the three fiscal years ended April 30, [removed: 2020—substantially] [added: 2021—substantially] higher than the impact of retail sales of fuel, which averaged approximately [removed: 9%.][added: 11%.]
The current larger store design measures [removed: 46 feet by 130 feet with] approximately [removed: 3,000] [added: 2,900] square feet devoted to sales area, [removed: 600] [added: 550] square feet to kitchen space, 400 square feet to storage, and 2 large [added: multi-stall] public restrooms.
There is also a smaller store design that is generally designated for smaller communities that measures [removed: 39 feet by 86 feet, with] approximately [removed: 1,550] [added: 1,700] square feet devoted to sales area with the remaining areas similar in [removed: size.][added: size, and 2 single user restrooms.]
[removed: Store lots have sufficient frontage] and depth to permit adequate drive-in parking facilities on one or more sides of each store.
Nearly all the store locations feature [removed: our] [added: a] bright [removed: red and yellow] sign which displays Casey’s name and [removed: service mark.][added: trade/service marks.]
As of April 30, [removed: 2020,] [added: 2021,] we operated [removed: 38] [added: 384] stores on a 24-hour basis, and another [removed: 307 that] [added: 1,640] have expanded hours.
Management believes that a Casey’s Store provides a service generally not otherwise available in small towns and that a [added: convenience store in an area with limited population can be profitable if it stresses sales volume and competitive prices.]
Approximately [removed: 60%] [added: 55%] of Casey’s total revenue for the year ended April 30, [removed: 2020] [added: 2021] was derived from the retail sale of fuel.
| | [added: | |] Year ended April 30, | | | | | | | | | | | [added: | | | |]
| | [removed: 2020] | | [added: 2021] | | [removed: 2019] | | | | [removed: 2018] [added: 2020] | | | [added: | | | 2019 | | |]
| Number of gallons sold | [removed: 2,293,609] | | [added: 2,180,772] | | [removed: 2,296,030] | | | | [removed: 2,198,600] [added: 2,293,609] | | | [added: | | | 2,296,030 | | |]
| Total retail fuel sales | [added: | |] $ | [removed: 5,517,412] [added: 4,825,466] | | | [added: | |] $ | [removed: 5,848,770] [added: 5,517,412] | | | [added: | |] $ | [removed: 5,145,988] [added: 5,848,770] | |
Casey's purpose is to make the lives of our guests and communities better every day.
Our focus at Casey’s is to design, develop and deliver value to guests through a differentiated product assortment where the right products are optimally placed, priced and aggressively promoted to drive traffic, revenue and profit.
The selection is a blend of differentiated Casey’s Private Label products, 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 & Dairy)
- Alcoholic Beverages (Beer, Wine and Spirits)
- Packaged Foods (Snacks, Candy, Packaged Bakery & other food items)
- Tobacco & Nicotine Products
- Frozen Foods (Ice, Ice Cream, Meals & Appetizers)
- Non-Foods (Health & Beauty Aids, Automotive, Electronic Accessories, Housewares and Pet Supplies)
- Services (Lotto/Lottery & Prepaid Cards)
During fiscal 2021, Casey’s invested heavily in it’s Private Brand product portfolio to support the corporate re-branding that was unveiled in October.
We expanded our portfolio to over 175 Casey’s Brand items, more than doubling our product count from last year, bringing even more value to our guests.
We launched over 100 new or reformulated items which included significant packaging improvements .
Store lots have sufficient frontage
Store hours have continued to shift back to pre-COVID 19 levels, as we temporarily reduced hours at many locations in response to the pandemic.
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Same-store gallons sold were impacted by softer demand due to the COVID-19 pandemic.
Average revenue less cost of goods sold (excluding depreciation and amortization and credit card fees) per gallon increased by 30.2%, which was influenced by COVID-19 demand dynamics, macroeconomic factors with regard to certain oil producing nations and the efforts of our centralized fuel team.
Our centralized fuel team, coupled with fuel procurement improvements, continues to grow profitability and has been instrumental in sustaining higher than normal average revenue less cost of goods sold per gallon (excluding depreciation and amortization and credit card fees).
network.
Human Capital
Our employees, who we refer to as Team Members, are critical to our business operations and the success of the Company.
Approximately 35,043 are store Team Members, approximately 242 are field management and related Team Members, approximately 387 work in and support our three distribution centers, approximately 436 are fuel or grocery drivers and approximately 1,097 work out of the Store Support Center, or perform Store Support Center functions which support the organization.
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.
COVID-19 Response: From the outset of the COVID-19 pandemic, the Company established a cross-functional task-force for the continuous monitoring of the impact of COVID-19 on our Team Members and business operations and to implement measures to manage Team Member and guest safety and other risks.
In addition, throughout the pandemic, our Team Members, who were designated as “essential workers”, safely and diligently ensured our distribution centers remained open and operational and that our guests continued to be served.
In response to COVID-19, the Company implemented a number of health, safety and other measures, in which it has invested over $38 million in fiscal 2021 ($50 million since the start of the pandemic), which at certain times throughout the past year have included the following: increased all store and distribution center Team Member pay by an additional $2 per hour; provided additional operational bonuses to key field support Team Members; provided additional paid leave for impacted Team Members; provided additional paid flextime; mandated working remotely where possible; implemented health checks intended to maintain well-being in all distribution centers; provided personal protective equipment and implemented a store mask mandate; offered a $50 vaccination bonus for fully vaccinated Team Members; established 6-foot markings in stores to encourage social distancing; installed plexiglass shields at cash registers; designated exclusive shopping times for higher-risk guests; implemented enhanced cleaning and hygiene practices throughout our stores, at our fuel dispensers, distribution centers, and the Store Support Center.
Total Rewards: 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.
As such, we are committed to providing market-competitive pay and benefits for all positions and offer performance-based compensation opportunities to a large portion of our full-time Team Member base.
In addition, the Company offers a 401(k) plan to eligible employees, with a generous 6% match made in the form of Company stock, and all full-time and part-time associates are eligible for competitive health and welfare benefits, including medical, dental, vision, disability, life insurance and other benefits.
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.
The Board consists of nine members, seven (or 78%) of which are diverse as to gender, race and/or ethnicity.
The extended leadership team consists of twenty-six members, of which thirteen (or 50%) are diverse as to gender, race and/or ethnicity.
We have a strict Anti Harassment and Discrimination Policy of which all Team Members are trained and expected to follow.
Additionally, 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.
Education and Training: The Company, including its established Learning and Development Department, which serves all levels of the organization, invests significant resources of time and money in educating and training Team Members by providing them with educational, development and leadership opportunities.
We closed 13 stores in fiscal 2020.
Additionally, the Company is currently constructing a third distribution center in Joplin, Missouri.
We seek to meet the needs of residents of smaller towns through quality products at competitive prices with courteous service in clean stores at convenient locations.
Wisconsin, and until May 2019, stores in Tennessee.
The Marketing Company also has responsibility for all of our wholesale operations, including both distribution centers.
Many of the products offered are those generally found in a supermarket.
The selection is generally limited to one or two well-known brands of each item stocked.
Most of our staple food products are nationally advertised brands, and we also have an assortment of Casey's proprietary branded products.
Stores sell regional brands of dairy and bakery products, and 1,887 (85.5%) of the stores offer beer.
Our nonfood items include tobacco and nicotine products, health and beauty aids, school supplies, housewares, pet supplies, and automotive products.
The kitchens sell sandwiches, fountain drinks, and other items that have gross profit margins higher than those of general staple goods.
The Company installs donut-making equipment in all newly constructed stores.
1,553 (70.4%) stores currently offer made-to-order sub sandwiches.
Store hours as of year-end reflect temporarily adjusted hours in response to the COVID-19 pandemic.
Prior to the COVID-19 pandemic, we operated 633 stores on a 24-hour basis and another 1,407 stores with expanded hours.
convenience store in an area with limited population can be profitable if it stresses sales volume and competitive prices.
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Over the course of the last year, the Company, as part of its evolving strategy around fuel price optimization, has been more proactive and balanced to grow profitability, which has partially contributed to higher fuel margins and lower same-store fuel gallons sold during that time.
Additionally, shelter in place restrictions due to the COVID-19 pandemic diminished overall demand during the last two months of the fiscal year.
Personnel
We have not experienced any work stoppages.
There are no collective bargaining agreements between the Company and any of its team members.
food items for sale.
An excerpt. Shown here: 40 of 60 rewritten, 40 of 44 added and all 26 removed. The counts are complete. For every sentence, read Item 1. BUSINESS in the FY2021 filing and the FY2020 filing.
Item 3. LEGAL PROCEEDINGS
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Cover and table of contents
41 rewritten, 38 added, 8 removed, 35 unchanged
[removed: FORM 10-K][added: FORM 10-K]
| ☒ | [added: | |] Annual Report Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 | [added: | |]
For the Fiscal Year [removed: Ended April] [added: Ended April] 30, [removed: 2020][added: 2021]
| ☐ | [added: | |] Transition Report Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 | [added: | |]
For the transition period from February 1, [removed: 2020] [added: 2021] to April 30, [removed: 2020][added: 2021]
Commission File [removed: Number 001-34700][added: Number 001-34700]
| Iowa | | [added: | | | |] 42-0935283 | [added: | |]
| (State or other jurisdiction [removed: of incorporation] [added: of incorporation] or organization) | | [added: | | | |] (I.R.S. [removed: Employer Identification] [added: Employer Identification] Number) | [added: | |]
ONE SE CONVENIENCE [removed: BLVD., Ankeny, Iowa][added: BLVD., Ankeny, Iowa]
[removed: (515) 965-6100][added: (515) 965-6100]
| Title of each class | [added: | |] Trading Symbol(s) | [added: | |] Name of each exchange on which registered | [added: | |]
| Common Stock, no par value per share | [added: | |] CASY | [added: | |] The NASDAQ Global Select Market | [added: | |]
| Large accelerated filer | | [added: | | | |] ☒ | [added: | |] Accelerated filer | | [added: | | | |] ☐ | [added: | |]
| Non-accelerated filer | | [added: | | | |] ☐ | [added: | |] Smaller reporting company | | [added: | | | |] ☐ | [added: | |]
| Emerging growth company | | [added: | | | |] ☐ | | | | [added: | | | | | | | |]
The aggregate market value of the registrant’s common stock held by non-affiliates as of October 31, [removed: 2019,] [added: 2020,] was approximately [removed: $6.3] [added: $6.2] billion based on the closing sales price [removed: ($170.81] [added: ($168.57] per share) as quoted on the NASDAQ Global Select Market.
| Class | | [added: | | | |] Outstanding at June 9, [removed: 2020] [added: 2021] | [added: | |]
| Common Stock, no par value per share | | [removed: 36,849,324] [added: | | | | 37,023,738] shares | [added: | |]
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, [removed: 2020.][added: 2021.]
[removed: [Table] [added: [Table] of [removed: Contents](#s6E2976AA8A10533CBB8C0344C4892AEB)][added: Contents](#i46ad651e80d24960962b91b50ed684be_7)]
| PART I | [added: | |] ITEM 1. | [removed: [Business](#s94B48011F39750A3B5C1CC72466C4DD5)] | [removed: [4](#s94B48011F39750A3B5C1CC72466C4DD5)] | [added: [Business](#i46ad651e80d24960962b91b50ed684be_13) | | | [4](#i46ad651e80d24960962b91b50ed684be_13) | | |]
| | [added: | |] ITEM 1A. | [added: | |] [Risk [removed: Factors](#s0CEB6044FF915B5EB65D2E5D048E648B)] [added: Factors](#i46ad651e80d24960962b91b50ed684be_16)] | [removed: [7](#s0CEB6044FF915B5EB65D2E5D048E648B)] | [added: | [8](#i46ad651e80d24960962b91b50ed684be_16) | | |]
| | [added: | |] ITEM 1B. | [added: | |] [Unresolved Staff [removed: Comments](#s626437474D6F54709505C2D7055C5B36)] [added: Comments](#i46ad651e80d24960962b91b50ed684be_19)] | [removed: [15](#s626437474D6F54709505C2D7055C5B36)] | [added: | [17](#i46ad651e80d24960962b91b50ed684be_19) | | |]
| | [added: | |] ITEM 2. | [removed: [Properties](#s312A1ED90BB8566489D6D46C2B8B1D3B)] | [removed: [15](#s312A1ED90BB8566489D6D46C2B8B1D3B)] | [added: [Properties](#i46ad651e80d24960962b91b50ed684be_22) | | | [17](#i46ad651e80d24960962b91b50ed684be_22) | | |]
| | [added: | |] ITEM 3. | [added: | |] [Legal [removed: Proceedings](#sA0B3FBA4442B554C86D4B844F79ACB98)] [added: Proceedings](#i46ad651e80d24960962b91b50ed684be_25)] | [removed: [15](#sA0B3FBA4442B554C86D4B844F79ACB98)] | [added: | [17](#i46ad651e80d24960962b91b50ed684be_25) | | |]
| | [added: | |] ITEM 4. | [added: | |] [Mine Safety [removed: Disclosures](#sE76086EA08A55C10831222CF6E9ACAB7)] [added: Disclosures](#i46ad651e80d24960962b91b50ed684be_28)] | [removed: [15](#sE76086EA08A55C10831222CF6E9ACAB7)] | [added: | [17](#i46ad651e80d24960962b91b50ed684be_28) | | |]
| PART II | [added: | |] ITEM 5. | [added: | |] [Market for Registrant’s Common Equity, Related Stockholder Matters, and Issuer Purchases of Equity [removed: Securities](#sBB866072A30651EABF7B70D17FBA56B0)] [added: Securities](#i46ad651e80d24960962b91b50ed684be_34)] | [removed: [16](#sBB866072A30651EABF7B70D17FBA56B0)] | [added: | [18](#i46ad651e80d24960962b91b50ed684be_34) | | |]
| | [added: | |] ITEM 6. | [added: | |] [Selected Financial [removed: Data](#sF8E0BE546E4F5A1793ADAAE0B45A000A)] [added: Data](#i46ad651e80d24960962b91b50ed684be_1385)] | [removed: [18](#sF8E0BE546E4F5A1793ADAAE0B45A000A)] | [added: | [19](#i46ad651e80d24960962b91b50ed684be_1385) | | |]
| | [added: | |] ITEM 7. | [added: | |] [Management’s Discussion and Analysis of Financial Condition and Results of [removed: Operations](#s988799FFE09058DA82E9B21BD0C4E8A4)] [added: Operations](#i46ad651e80d24960962b91b50ed684be_40)] | [removed: [18](#s988799FFE09058DA82E9B21BD0C4E8A4)] | [added: | [19](#i46ad651e80d24960962b91b50ed684be_40) | | |]
| | [added: | |] ITEM 7A. | [added: | |] [Quantitative and Qualitative Disclosures about Market [removed: Risk](#s313003D7397351E5BAB0F1BDDE752ED9)] [added: Risk](#i46ad651e80d24960962b91b50ed684be_43)] | [removed: [27](#s313003D7397351E5BAB0F1BDDE752ED9)] | [added: | [27](#i46ad651e80d24960962b91b50ed684be_43) | | |]
| | [added: | |] ITEM 8. | [added: | |] [Financial Statements and Supplementary [removed: Data](#s645FAAADFB655DC89252EC73A53C89DD)] [added: Data](#i46ad651e80d24960962b91b50ed684be_46)] | [removed: [28](#s645FAAADFB655DC89252EC73A53C89DD)] | [added: | [29](#i46ad651e80d24960962b91b50ed684be_46) | | |]
| | [added: | |] ITEM 9. | [added: | |] [Changes in and Disagreements with Accountants on Accounting and Financial [removed: Disclosure](#sC28B88A16937578E9669DA4C388544D1)] [added: Disclosure](#i46ad651e80d24960962b91b50ed684be_124)] | [removed: [51](#sC28B88A16937578E9669DA4C388544D1)] | [added: | [52](#i46ad651e80d24960962b91b50ed684be_124) | | |]
| | [added: | |] ITEM 9A. | [added: | |] [Controls and [removed: Procedures](#sCF3BF7135F8451C4A8D15CC51C727DAB)] [added: Procedures](#i46ad651e80d24960962b91b50ed684be_127)] | [removed: [51](#sCF3BF7135F8451C4A8D15CC51C727DAB)] | [added: | [52](#i46ad651e80d24960962b91b50ed684be_127) | | |]
| | [added: | |] ITEM 9B. | [added: | |] [Other [removed: Information](#s38A87965BF9B559780999FE5B6DC7CEE)] [added: Information](#i46ad651e80d24960962b91b50ed684be_130)] | [removed: [52](#s38A87965BF9B559780999FE5B6DC7CEE)] | [added: | [53](#i46ad651e80d24960962b91b50ed684be_130) | | |]
| PART III | [added: | |] ITEM 10. | [added: | |] [Directors, Executive Officers and Corporate [removed: Governance](#s4DA8B8A0E5355A98BABC4505081200D7)] [added: Governance](#i46ad651e80d24960962b91b50ed684be_136)] | [removed: [53](#s4DA8B8A0E5355A98BABC4505081200D7)] | [added: | [54](#i46ad651e80d24960962b91b50ed684be_136) | | |]
| | [added: | |] ITEM 11. | [added: | |] [Executive [removed: Compensation](#s0AF98DE563385835BBD5CB3A0C5871C4)] [added: Compensation](#i46ad651e80d24960962b91b50ed684be_139)] | [removed: [53](#s0AF98DE563385835BBD5CB3A0C5871C4)] | [added: | [54](#i46ad651e80d24960962b91b50ed684be_139) | | |]
| | [added: | |] ITEM 12. | [added: | |] [Security Ownership of Certain Beneficial Owners and Management and Related Stockholder [removed: Matters](#s7F11E1A89BC858E2BBAA8121C99EC158)] [added: Matters](#i46ad651e80d24960962b91b50ed684be_142)] | [removed: [53](#s7F11E1A89BC858E2BBAA8121C99EC158)] | [added: | [54](#i46ad651e80d24960962b91b50ed684be_142) | | |]
| | [added: | |] ITEM 13. | [added: | |] [Certain Relationships and Related Transactions and Director [removed: Independence](#sDDA342EDF06B5CC7B540519F8ED2836D)] [added: Independence](#i46ad651e80d24960962b91b50ed684be_145)] | [removed: [53](#sDDA342EDF06B5CC7B540519F8ED2836D)] | [added: | [54](#i46ad651e80d24960962b91b50ed684be_145) | | |]
| | [added: | |] ITEM 14. | [added: | |] [Principal Accountant Fees and [removed: Services](#sF8F0716050E95D54BFE79D16431A8B80)] [added: Services](#i46ad651e80d24960962b91b50ed684be_148)] | [removed: [53](#sF8F0716050E95D54BFE79D16431A8B80)] | [added: | [54](#i46ad651e80d24960962b91b50ed684be_148) | | |]
| PART IV | [added: | |] ITEM 15. | [added: | |] [Exhibits and Financial Statement [removed: Schedules](#sB62A822A15215D058428D041798C0DCB)] [added: Schedules](#i46ad651e80d24960962b91b50ed684be_154)] | [removed: [54](#sB62A822A15215D058428D041798C0DCB)] | [added: | [55](#i46ad651e80d24960962b91b50ed684be_154) | | |]
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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.
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| | | | | | | [Signatures](#i46ad651e80d24960962b91b50ed684be_160) | | | [58](#i46ad651e80d24960962b91b50ed684be_160) | | |
[Table of Contents](#i46ad651e80d24960962b91b50ed684be_7)
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| | | [Signatures](#s79544C48E5CE551EAD41817CD21A135E) | [57](#s79544C48E5CE551EAD41817CD21A135E) |
An excerpt. Shown here: 40 of 41 rewritten, all 38 added and all 8 removed. The counts are complete. For every sentence, read Cover and table of contents in the FY2021 filing and the FY2020 filing.
Item 1B. UNRESOLVED STAFF COMMENTS
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Item 2. PROPERTIES
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We own the Store Support Center (built in 1990) and [removed: both] [added: all three] distribution centers.
Located on an approximately 57-acre site in Ankeny, Iowa, the Store Support [removed: Center,] [added: Center includes office space,] our first distribution center, and our vehicle service [removed: and] maintenance [removed: center occupy a total of approximately 375,000 square feet.][added: center.]
This second distribution center has approximately [removed: 300,000] [added: 340,000] square feet of [removed: warehouse] [added: total] space.
[removed: We are currently in the process of constructing] [added: In April 2021, we opened] a third distribution center located in Joplin, Missouri.
The new distribution center [removed: is expected to provide] [added: provides] approximately [removed: 230,000] [added: 300,000] square feet of [removed: available] [added: total] space.
On April 30, [removed: 2020,] [added: 2021,] we also owned the land at [removed: 2,181] [added: 2,216] store locations and the buildings at [removed: 2,189] [added: 2,225] locations and leased the land at [removed: 26] [added: 27] locations and the buildings at 18 locations.
The Store Support Center provides approximately 490,000 square feet of available space, including approximately 290,000 square feet related to the distribution center.
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Item 4. MINE SAFETY DISCLOSURES
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[removed: [Table] [added: [Table] of [removed: Contents](#s6E2976AA8A10533CBB8C0344C4892AEB)][added: Contents](#i46ad651e80d24960962b91b50ed684be_7)]
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Item 5. MARKET FOR REGISTRANT’S COMMON EQUITY, RELATED STOCKHOLDER MATTERS, AND ISSUER PURCHASES OF EQUITY SECURITIES
18 rewritten, 19 added, 16 removed, 7 unchanged
The [removed: 36,806,325] [added: 36,949,878] shares of common stock outstanding at April 30, [removed: 2020] [added: 2021] had a market value of approximately [removed: $5.6] [added: $8.2] billion.
On that date, there were [removed: 1,583] [added: 1,578] shareholders of record.
| Calendar [removed: 2018] [added: 2019] | [added: | |] High | | | | [added: | |] Low | | | | [added: | |] Calendar [removed: 2019] [added: 2020] | | [added: | | | |] High | | | | [added: | |] Low | | | | [added: | |] Calendar [removed: 2020] [added: 2021] | | [added: | | | |] High | | | | [added: | |] Low | | |
| Q1 | [added: | |] $ | [removed: 128.51] [added: 138.45] | | | [added: | |] $ | [removed: 105.45] [added: 122.86] | | | [added: | |] Q1 | | [added: | | | |] $ | [removed: 138.45] [added: 181.99] | | | [added: | |] $ | [removed: 122.86] [added: 114.01] | | | [added: | |] Q1 | | [added: | | | |] $ | [removed: 181.99] [added: 221.29] | | | [added: | |] $ | [removed: 114.01] [added: 175.02] | |
The dividends declared in fiscal [removed: 2019] [added: 2021] totaled [removed: $1.16] [added: $1.32] per share.
On June 3, [removed: 2020,] [added: 2021,] the Board of Directors declared a quarterly dividend of [removed: $0.32] [added: $0.34] per share payable August [removed: 17, 2020,] [added: 16, 2021,] to shareholders of record on August [removed: 3, 2020.][added: 2, 2021.]
The cash dividends declared during the calendar years [removed: 2018] [added: 2019] through [removed: 2020] [added: 2021] were as follows:
| Calendar [removed: 2018] [added: 2019] | [added: | |] Cash dividend declared | | | | [added: | |] Calendar [removed: 2019] [added: 2020] | | [added: | | | |] Cash dividend declared | | | | [added: | |] Calendar [removed: 2020] [added: 2021] | | [added: | | | |] Cash dividend declared | | |
| Q1 | [added: | |] $ | [removed: 0.260] [added: 0.290] | | | [added: | |] Q1 | | [added: | | | |] $ | [removed: 0.290] [added: 0.320] | | | [added: | |] Q1 | | [added: | | | |] $ | [removed: 0.320] [added: 0.340] | |
| [removed: Q2] [added: Q3] | [removed: 0.290] | | [added: 0.320] | | [removed: Q2] | | [removed: 0.320] | | [added: Q3] | | [removed: Q2] | | [added: | |] 0.320 | | | [added: | | | | | | | | | | | |]
The following table sets forth information with respect to the Company's repurchases of common stock during the quarter ended April 30, [removed: 2020:][added: 2021:]
| Period | [added: | |] Total Number of Shares Purchased | | | [added: | | |] Average Price Paid Per Share | | | | [added: | |] Total Number of Shares Purchased as Part of Publicly Announced Plans or Programs | | | [added: | | |] Maximum Dollar Value of Shares That May Yet Be Purchased Under the Plans or Programs (1) | | |
| Fourth Quarter: | | | | | | | | | | | | | | [added: | | | | | | | | | |]
| February [removed: 1-29, 2020] [added: 1-28, 2021] | [added: | |] — | | | [added: | | |] $ | — | | | [added: | |] — | | | [added: | | |] $ | 300,000,000 | |
| March 1-31, [removed: 2020] [added: 2021] | [added: | |] — | | | [added: | | |] — | | | | [added: | |] — | | | [added: | | |] 300,000,000 | | |
| April 1-30, [removed: 2020] [added: 2021] | [added: | |] — | | | [added: | | |] — | | | | [added: | |] — | | | [removed: $] | [added: | |] 300,000,000 | | [added: |]
| Total | [added: | |] — | | | [added: | | |] $ | — | | | [added: | |] — | | | [added: | | |] $ | 300,000,000 | |
[removed: [Table] [added: [Table] of [removed: Contents](#s6E2976AA8A10533CBB8C0344C4892AEB)][added: Contents](#i46ad651e80d24960962b91b50ed684be_7)]
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| Q2 | | | $ | 156.82 | | | | | $ | 127.75 | | | | | Q2 | | | | | | $ | 174.40 | | | | | $ | 117.25 | | | | | | | | | | | | | | | | | | | |
| Q3 | | | $ | 173.31 | | | | | $ | 154.58 | | | | | Q3 | | | | | | $ | 183.45 | | | | | $ | 145.48 | | | | | | | | | | | | | | | | | | | |
| Q4 | | | $ | 179.21 | | | | | $ | 152.05 | | | | | Q4 | | | | | | $ | 196.58 | | | | | $ | 165.38 | | | | | | | | | | | | | | | | | | | |
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| --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- |
| Q2 | | | 0.320 | | | | | | Q2 | | | | | | 0.320 | | | | | | Q2 | | | | | | 0.340 | | |
| Q4 | | | 0.320 | | | | | | Q4 | | | | | | 0.340 | | | | | | | | | | | | | | |
| | | | 1.250 | | | | | | | | | | | | 1.300 | | | | | | | | | | | | | | |
| | | | | | | | | | | | | | | | | | | | | | | | |
| --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- |
(1) In March 2018, the Company announced a share repurchase program with an aggregate $300 million repurchase authorization, valid for two years.
On March 6, 2020, the authorization was extended through the end of the Company’s 2022 fiscal year.
The timing and number of repurchase transactions under the program depends on a variety of factors including, but not limited to, market conditions, corporate considerations, business opportunities, debt agreements, and regulatory requirements.
The program can be suspended or discontinued at any time.
No stock was repurchased in the fourth quarter or fiscal year related to that authorization.
| | | | | | |
| --- | --- | --- | --- | --- | --- |
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| --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- |
| Q2 | $ | 110.83 | | | $ | 90.42 | | | Q2 | | $ | 156.82 | | | $ | 127.75 | | | | | | | | | | | |
| Q3 | $ | 130.74 | | | $ | 102.47 | | | Q3 | | $ | 173.31 | | | $ | 154.58 | | | | | | | | | | | |
| Q4 | $ | 137.08 | | | $ | 116.23 | | | Q4 | | $ | 179.21 | | | $ | 152.05 | | | | | | | | | | | |
The Board typically reviews the dividend every year at its June meeting.
| | | | | | | | | | | | | | | | |
| --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- |
| Q3 | 0.290 | | | | Q3 | | 0.320 | | | | | | | | |
| Q4 | 0.290 | | | | Q4 | | 0.320 | | | | | | | | |
| | 1.130 | | | | | | 1.250 | | | | | | | | |
| | | | | | | | | | | | | | |
| --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- |
| | |
| --- | --- |
| (1) | On March 6, 2017, the Company announced a share repurchase program, wherein the Company was authorized to repurchase up to an aggregate of $300 million of the Company's outstanding common stock. The share repurchase authorization was valid for a period of two years. The repurchase was completed in May 2018. In March 2018, the Company announced a second share repurchase program with an aggregate $300 million repurchase authorization, also valid for two years. On March 6, 2020, the authorization was extended through the end of the Company’s 2022 fiscal year. The timing and number of repurchase transactions under the program depends on a variety of factors including, but not limited to, market conditions, corporate considerations, business opportunities, debt agreements, and regulatory requirements. The program can be suspended or discontinued at any time. No stock was repurchased in the fourth quarter or fiscal year related to that authorization. |
Item 6. SELECTED FINANCIAL DATA
127 rewritten, 107 added, 104 removed, 69 unchanged
| | [removed: Years ended April 30,] | | [removed: | |] [added: Years ended April 30,] | | | | | | | | | | | | | | |
| Federal and state income taxes | [removed: 78,202] | | [added: 11,921] | | [removed: 59,516] | | | | [removed: (103,466] [added: 16,491] | | [removed: )] | | [removed: 92,183] | | [added: 94,470] | | [removed: 122,724] | | | [added: | 78,202 | | |]
The Company primarily operates convenience stores under the names "Casey's" and “Casey’s General Store” in 16 Midwestern states, primarily in Iowa, [removed: Missouri] [added: Illinois,] and [removed: Illinois.][added: Missouri.]
On April 30, [removed: 2020,] [added: 2021,] there were a total of [removed: 2,207] [added: 2,243] stores in operation.
Approximately [removed: 56%] [added: 55%] of all Casey’s Stores were opened in areas with populations of fewer than 5,000 people, while approximately 19% of all stores were opened in communities with populations exceeding 20,000 persons.
[removed: The Marketing Company] [added: CMC] operates [removed: two] [added: three] distribution centers, through which [added: certain] grocery and other merchandise, and prepared food and fountain [removed: items] [added: items,] are supplied to our stores.
At April 30, [removed: 2020,] [added: 2021,] the Company owned the land at [removed: 2,181] [added: 2,216] store locations and the buildings at [removed: 2,189] [added: 2,225] locations, and leased the land at [removed: 26] [added: 27] locations and the buildings at 18 locations.
The Company’s business is seasonal, and generally the Company experiences higher sales and profitability during the first and second fiscal quarters (May-October), when guests tend to purchase greater quantities of fuel and certain convenience items such as beer, [removed: pop] [added: isotonics, water, soft drinks] and ice.
The following table represents the roll forward of store growth [removed: through the fourth quarter of] [added: throughout] fiscal [removed: 2020:][added: 2021:]
| | [added: | |] Store Count | [added: | |]
| New store construction | [removed: 60] | [added: | 40 | | |]
| Acquisitions | [removed: 18] | [added: | 5 | | |]
| Acquisitions not opened | [removed: (7)] | [added: | (3) | | |]
| Prior acquisitions opened | [removed: 3] | [added: | 5 | | |]
| Closed | [removed: (13)] | [added: | (11) | | |]
| Stores at April 30, 2020 | [added: | |] 2,207 | [added: | |]
The Company announced an updated, long-term strategic plan in January 2020 focused on four strategic objectives: reinvigorate hospitality and the guest experience; be where the guest [removed: is;] [added: is by accelerating unit growth; create capacity through] best-in-class efficiencies; and, invest in our people and culture.
[removed: The Company's plan is based on building on our proud heritage] and distinct advantages to become more contemporary through new capabilities, technology, data, and processes.
[removed: While our stores remained open,] [added: Additionally, as a result of these factors,] the manner in which we served our guests required changes at many of our [removed: locations,] [added: locations for a portion of the 2021 fiscal year,] including restrictions on self-service food and beverages, reduced prepared food offerings, limiting guest traffic in our stores and social distancing measures.
Our top priority throughout [removed: this pandemic] has been [removed: the] [added: their] health and [removed: well-being of our team members, our guests, and our communities.][added: well-being.]
[removed: | • |] [added: -] provided additional compensation and operational bonuses for key field and support [removed: team members; |][added: Team Members;]
[removed: | • |] [added: -] provided additional paid leave for impacted [removed: team members; |][added: Team Members;]
[removed: | • |] [added: -] provided personal protective equipment for [removed: team members; |][added: Team Members;]
[removed: | • |] [added: -] installed Plexiglas shields at our cash registers; [removed: |]
[removed: | • |] [added: -] enhanced cleaning and hygiene practices; [removed: |]
[removed: | • |] [added: -] implemented health checks in all our distribution centers; [removed: |]
[removed: | • |] [added: -] designated exclusive shopping times for higher risk guests; [removed: |]
[removed: | • |] [added: -] established 6-foot markings in our stores to encourage social distancing; [removed: and |]
[removed: | • |] [added: -] implemented contact-less delivery. [removed: |]
[removed: | • |] [added: -] provided free meals for all store and distribution center [removed: team members; |][added: Team Members; and]
While COVID-19 has resulted in, and will continue to bring, significant challenges and [removed: uncertainty,] [added: uncertainty to our operating environment,] we believe that [added: our resilient business model and] the strength of our brand and balance sheet position us well to emerge from the [removed: COVID-19] pandemic.
[removed: Fiscal 2020 Compared] [added: Fiscal 2021 Compared] with [removed: Fiscal 2019][added: Fiscal 2020]
Retail fuel sales for the fiscal year were [removed: $5,517,412,] [added: $4,825,466,] a decrease of [removed: 5.7%] [added: 12.5%] primarily due to a [removed: 5.5%] [added: 8.3%] decrease in the price of fuel, which decreased fuel revenue by [removed: $321,444.][added: $458,722.]
Fuel gallons sold decreased [removed: 0.1%] [added: 4.9%] to [removed: 2.3] [added: 2.2] billion gallons, which decreased fuel revenue by an additional [removed: $5,835.][added: $249,370.]
The decrease in fuel revenue was offset by a [removed: $152,358] [added: $215,348] increase to [removed: $3,596,173 (4.4%)] [added: $3,811,521 (6.0%)] in grocery and other merchandise and prepared food and fountain, primarily due to operating [removed: 61] [added: 36] more stores than one year ago.
Total revenue less cost of goods sold (excluding depreciation and amortization) was [removed: 23.4%] [added: 27.1%] for fiscal [removed: 2020] [added: 2021] compared with [removed: 20.9%] [added: 23.4%] for the prior year.
The grocery and other merchandise revenue less related cost of goods sold (exclusive of depreciation and amortization) was [removed: relatively] consistent at 32.0% in fiscal [removed: 2020 compared to 32.1% in] [added: 2021 and] fiscal [removed: 2019.][added: 2020.]
Operating expenses increased [removed: 7.7% ($106,764)] [added: 9.3% ($139,148)] in fiscal [removed: 2020] [added: 2021] primarily due to operating [removed: 61] [added: 36] more stores than one year ago, [added: as well as incurring $38.4 million in COVID-related expenses] and [added: $30.7 million in] incremental [removed: expenses associated with] [added: incentive compensation expense due to] the [removed: COVID-19 pandemic.][added: strong performance of the company.]
Depreciation and amortization expense increased [removed: 2.8% ($6,787)] [added: 5.6% ($14,021)] to [removed: $251,174] [added: $265,195] in fiscal [removed: 2020] [added: 2021] from [removed: $244,387] [added: $251,174] in fiscal [removed: 2019.][added: 2020.]
The increase was due primarily to capital expenditures made in fiscal [removed: 2020] [added: 2021] and fiscal [removed: 2019, primarily relating to new stores, offset by an adjustment to the useful lives of underground storage tanks.][added: 2020.]
Not applicable
| | | | | | |
| --- | --- | --- | --- | --- | --- |
The other two distribution centers were opened in February 2016 in Terre Haute, Indiana and April 2021 in Joplin, Missouri.
| | | | | | |
| --- | --- | --- | --- | --- | --- |
| Stores at April 30, 2021 | | | 2,243 | | |
On May 13, 2021, Casey’s closed on the Buchanan Energy acquisition which included 92 retail sites.
The Company also
closed on the 48-store Circle K transaction in June.
In total, Casey’s expects to add 200 more stores next fiscal year.
The Company's plan is based on building on our proud heritage
[Table of Contents](#i46ad651e80d24960962b91b50ed684be_7)
Despite the challenges caused by the COVID-19 pandemic, the Company made significant progress towards its strategic plan goals during the 2021 fiscal year, examples of which include the following:
- Introduced 100+ private label products and curbside pickup at all stores
- Updated our branding, including the introduction of a new logo
- Expanded our digital offerings and added 1.5 million Casey's Rewards members
- Developed and refined capabilities across the enterprise to drive efficiencies by launching centralized procurement and asset protection departments, opening a third distribution center in Joplin, Missouri, optimizing our transportation network, and enhancing price and product optimization
- Continued to add stores through a mixture of new store builds and acquisitions
- Added thirteen talented and diverse individuals to the extended leadership team
*COVID-19*
Since the fourth quarter of the Company’s 2020 fiscal year, the COVID-19 pandemic has generally led to decreased store traffic and lower demand for certain of our products.
Governmental and privately imposed restrictions, including those on travel, social, work and other gatherings, in-person schooling and other closures, and our guests’ behavior in response to such restrictions, have contributed to such declines, which have not fully recovered to pre-pandemic levels.
Overall, we saw a decrease in same-store fuel gallons of approximately 8.1% and same-store inside customer traffic of approximately 8.7%, compared to the prior year.
Prepared food and fountain category saw a same-store sales decrease of 2.1%, compared to the prior year, due, in part, to many of these restrictions.
Despite these declines, throughout the 2021 fiscal year, due to the combination of COVID-19 fuel demand dynamics, other macroeconomic factors in the oil industry, and the efforts of our fuel team, we experienced record high fuel average revenue less cost of goods sold per gallon (excluding depreciation and amortization and credit card fees), leading to historically strong financial performance for the 2021 fiscal year, including record net income, record fuel gross profit and record diluted earnings per share.
Average revenue less cost of goods sold (excluding depreciation and amortization and credit card fees) per gallon increased by 30.2%, to 34.9 cents in fiscal 2021 from 26.8 cents in fiscal 2020.
While fuel gross profit margins continue to remain strong, and remain higher than historic averages, they are lower than the highs achieved during the pandemic, which we expect will gradually decline during the next fiscal year.
COVID-19 also resulted in increased operating expenses throughout the 2021 fiscal year, as we took significant proactive steps to protect the health and safety of our Team Members, guests and communities.
Examples of certain COVID-19 measures that we implemented at certain times during the 2021 fiscal year include the following:
- $50 bonus to Team Members upon their full COVID-19 vaccination
In total, the Company spent approximately $38.4 million during the 2021 fiscal year for all COVID-19 health, safety and related measures.
As schools, businesses and the economy in general have slowly reopened, and vaccinations rates in our operating territory improve and new infections decline, we have continued to see improvements in store traffic numbers.
However, the unpredictable nature of the pandemic could again lead to closures, decreased traffic and demand, and increased COVID-19-
[Table of Contents](#i46ad651e80d24960962b91b50ed684be_7)
related operating expenses, for the foreseeable future.
Total revenue for fiscal 2021 decreased 5.1% ($468,107) to $8,707,189.
Fuel cents per gallon increased to 34.9 cents in fiscal 2021 from 26.8 cents in fiscal 2020, primarily as a result of COVID-19, combined with the efforts of our centralized fuel team coupled with procurement improvements.
The prepared food and fountain revenue less related cost of goods sold (exclusive of depreciation and amortization) decreased to 60.1% from 60.9% during fiscal 2021 compared to the prior year, due mainly to lower volume and higher waste in the morning day part.
The increase in the effective tax rate was due to a reduction in favorable permanent differences, offset by a decrease in state tax expense.
(In thousands, except per share amounts)
Statement of Income Data
| | | | | | | | | | | | | | | | | | | | |
| --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- |
| | 2020 | | | | 2019 | | | | 2018 | | | | 2017 | | | | 2016 | | |
| Total revenue | $ | 9,175,296 | | | $ | 9,352,910 | | | $ | 8,391,124 | | | $ | 7,506,587 | | | $ | 7,122,086 | |
| Cost of goods sold (exclusive of depreciation and amortization, shown separately below) | 7,030,612 | | | | 7,398,186 | | | | 6,621,731 | | | | 5,825,426 | | | | 5,508,465 | | |
| Operating expenses | 1,498,043 | | | | 1,391,279 | | | | 1,283,046 | | | | 1,172,328 | | | | 1,053,805 | | |
| Depreciation and amortization | 251,174 | | | | 244,387 | | | | 220,970 | | | | 197,629 | | | | 170,937 | | |
| Interest, net | 53,419 | | | | 55,656 | | | | 50,940 | | | | 41,536 | | | | 40,173 | | |
| Income before income taxes | 342,048 | | | | 263,402 | | | | 214,437 | | | | 269,668 | | | | 348,706 | | |
| Net income | $ | 263,846 | | | $ | 203,886 | | | $ | 317,903 | | | $ | 177,485 | | | $ | 225,982 | |
| Basic earnings per common share | $ | 7.14 | | | $ | 5.55 | | | $ | 8.41 | | | $ | 4.54 | | | $ | 5.79 | |
| Diluted earnings per common share | $ | 7.10 | | | $ | 5.51 | | | $ | 8.34 | | | $ | 4.48 | | | $ | 5.73 | |
| Weighted average number of common shares outstanding—basic | 36,956 | | | | 36,710 | | | | 37,778 | | | | 39,125 | | | | 39,016 | | |
| Weighted average number of common shares outstanding—diluted | 37,186 | | | | 36,975 | | | | 38,132 | | | | 39,579 | | | | 39,422 | | |
| Dividends declared per common share | $ | 1.28 | | | $ | 1.16 | | | $ | 1.04 | | | $ | 0.96 | | | $ | 0.88 | |
Balance Sheet Data
| | As of April 30, | | | | | | | | | | | | | | | | | | |
| Current assets | 387,250 | | | | $ | 410,580 | | | $ | 396,840 | | | $ | 350,685 | | | $ | 325,885 | |
| Total assets | $ | 3,943,892 | | | 3,731,376 | | | | 3,469,927 | | | | 3,020,102 | | | | 2,726,148 | | |
| Current liabilities | 1,063,428 | | | | 590,932 | | | | 507,850 | | | | 446,546 | | | | 387,571 | | |
| Long-term debt, net of current maturities | 714,502 | | | | 1,283,275 | | | | 1,291,725 | | | | 907,356 | | | | 822,869 | | |
| Shareholders’ equity | 1,643,205 | | | | 1,408,769 | | | | 1,271,141 | | | | 1,190,620 | | | | 1,083,463 | | |
| | |
| --- | --- |
The other was opened in February 2016 in Terre Haute, Indiana.
| Stores at April 30, 2019 | 2,146 |
*COVID-19 and Fourth Quarter Results*
During the fourth quarter of fiscal year 2020, the COVID-19 pandemic began to take hold throughout our footprint, as the number of reported infections within the sixteen states in which we operate increased.
Starting in mid-March, governmental restrictions, including shelter in place and stay at home orders, a widespread shift to working from home, other efforts to restrict the spread of the outbreak, and our guests’ behavior in response to the pandemic resulted in a sharp, overall decline in store traffic.
This resulted in lower demand for our products and a decrease in same-store sales.
Because we were considered an “essential service” by public authorities, we continued to operate with minimal (and only temporary) store closings.
In addition, due to the decrease in demand, and to enhance our cleaning procedures, many of our stores saw a reduction in store hours.
Throughout the pandemic, however, we have not experienced any significant disruptions in our supply chain to date, despite the increased restrictions and uncertainty.
As a result, we implemented the following changes across our store footprint:
After a strong start to the fourth quarter, the Company’s results of operations for fiscal 2020 in the last half of the quarter were significantly impacted in all categories by the COVID-19 pandemic as follows:
| | | | | | | |
| --- | --- | --- | --- | --- | --- | --- |
| Same-Store Sales | 1st Half | | 2nd Half | | 4th quarter total | |
An excerpt. Shown here: 40 of 127 rewritten, 40 of 107 added and 40 of 104 removed. The counts are complete. For every sentence, read Item 6. SELECTED FINANCIAL DATA in the FY2021 filing and the FY2020 filing.
Item 8. FINANCIAL STATEMENTS AND SUPPLEMENTARY DATA
372 rewritten, 202 added, 145 removed, 255 unchanged
We have audited the accompanying consolidated balance sheets of Casey’s General Stores, Inc. and subsidiaries (the Company) as of April 30, [removed: 2020] [added: 2021] and [removed: 2019,] [added: 2020,] the related consolidated statements of income, shareholders’ equity, and cash flows for each of the years in the [removed: three-year] [added: three‑year] period ended April 30, [removed: 2020, and] [added: 2021,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, [removed: 2020] [added: 2021] and [removed: 2019,] [added: 2020,] and the results of its operations and its cash flows for each of the years in the [removed: three-year] [added: three‑year] period ended April 30, [removed: 2020,] [added: 2021,] 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, [removed: 2020,] [added: 2021,] based on criteria established in *Internal Control [removed: -] [added: –] Integrated Framework (2013)* issued by the Committee of Sponsoring Organizations of the Treadway Commission, and our report dated June [removed: 26, 2020] [added: 25, 2021] expressed an unqualified opinion on the effectiveness of the Company’s internal control over financial reporting.
*Critical Audit [removed: Matters*][added: 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) [removed: relates] [added: relate] 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 the 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 [removed: a] separate [removed: opinion] [added: opinions] on the critical audit matter or on the accounts or disclosures to which it relates.
As discussed in Notes 1 and 10 to the consolidated financial statements, at April 30, [removed: 2020,] [added: 2021,] the Company was primarily self-insured for workers’ compensation claims.
Factors affecting the uncertainty of the claim liability include the (1) loss development factors, which [removed: includes] [added: include] the development time [removed: frame,] [added: frame] and settlement patterns, and (2) expected loss rates, which [removed: includes] [added: include] litigation and adjudication direction, and medical treatment and cost trends.
Specialized skill and knowledge [removed: is] [added: were] necessary to evaluate the methods and key assumptions used to determine the liability.
The [added: following are the] primary procedures we performed to address this critical audit [removed: matter included the following.][added: matter.]
We [added: evaluated the design and] tested [added: the operating effectiveness of] certain internal controls [removed: over] [added: related to] the Company’s process to determine the self-insurance claim liability for workers’ [removed: compensation including controls over the selection of the methods used to determine the liability, and the loss development factors and expected loss rates.][added: compensation.]
[removed: –assessing] [added: - assessing] the methods used by the [removed: Company’s external actuary] [added: Company] by comparing them to generally accepted actuarial methods
[removed: –evaluating] [added: - evaluating] the loss development factors and expected loss rates used by the [removed: Company’s external actuary] [added: Company] by comparing them to industry [removed: and regulatory] trends.
We have audited Casey’s General Stores, Inc. and subsidiaries’ (the Company) internal control over financial reporting as of April 30, [removed: 2020,] [added: 2021,] based on criteria established in *Internal Control [removed: -] [added: –] 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, [removed: 2020,] [added: 2021,] based on criteria established in *Internal Control [removed: -] [added: –] 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, [removed: 2020] [added: 2021] and [removed: 2019,] [added: 2020,] the related consolidated statements of income, shareholders’ equity, and cash flows for each of the years in the three-year period ended April 30, [removed: 2020,] [added: 2021,] and the related notes (collectively, the consolidated financial statements), and our report dated June [removed: 26, 2020] [added: 25, 2021] expressed an unqualified opinion on those consolidated financial statements.
| | [added: | |] April 30, | | | | | | | [added: | |]
| | [removed: 2020] | | [added: 2021] | | [added: | | | | 2020 | | | | | |] 2019 | | |
| Assets | | | | | | | | [added: | | | |]
| Current assets | | | | | | | | [added: | | | |]
| Cash and cash equivalents [added: at beginning of year] | [removed: $] | [added: |] 78,275 | | | [removed: $] | [added: | |] 63,296 | | [added: | | | | 53,679 | | |]
| Receivables | [removed: 48,500] | | [added: 79,698] | | [removed: 37,856] | | | [added: | 48,500 | | |]
| Inventories | [removed: 236,007] | | [added: 286,598] | | [removed: 273,040] | | | [added: | 236,007 | | |]
| Prepaid expenses | [removed: 9,801] | | [added: 11,214] | | [removed: 7,493] | | | [added: | 9,801 | | |]
| Income taxes receivable | [removed: 14,667] | | [added: 9,578] | | [removed: 28,895] | | | [added: | 14,667 | | |]
| Total current assets | [removed: 387,250] | | [added: 723,633] | | [removed: 410,580] | | | [added: | 387,250 | | |]
| Property and equipment, at cost | | | | | | | | [added: | | | |]
| Land | [removed: 872,151] | | [added: 938,199] | | [removed: 792,601] | | | [added: | 872,151 | | |]
| Buildings and leasehold improvements | [removed: 1,969,585] | | [added: 2,162,261] | | [removed: 1,770,695] | | | [added: | 1,969,585 | | |]
| Machinery and equipment | [removed: 2,369,361] | | [added: 2,478,404] | | [removed: 2,236,123] | | | [added: | 2,369,361 | | |]
| Finance lease right-of-use assets | [removed: 24,780] | | [added: 22,413] | | [removed: 25,323] | | | [added: | 24,780 | | |]
| Construction in process | [removed: 125,632] | | [added: 98,587] | | [removed: 124,613] | | | [added: | 125,632 | | |]
| Less accumulated depreciation and amortization | [removed: 2,037,708] | | [added: 2,206,405] | | [removed: 1,826,936] | | | [added: | 2,037,708 | | |]
| Net property and equipment | [removed: 3,323,801] | | [added: 3,493,459] | | [removed: 3,122,419] | | | [added: | 3,323,801 | | |]
| Other assets, net of amortization | [removed: 71,766] | | [added: 82,147] | | [removed: 41,154] | | | [added: | 71,766 | | |]
| Goodwill | [added: | |] 161,075 | | | | [removed: 157,223] | | [added: 161,075] | [added: | |]
| Total assets | [added: | |] $ | [removed: 3,943,892] [added: 4,460,314] | | | [added: | |] $ | [removed: 3,731,376] [added: 3,943,892] | |
| Liabilities and Shareholders’ Equity | | | | | | | | [added: | | | |]
| Current liabilities | | | | | | | | [added: | | | |]
| Lines of credit | [added: | |] $ | [removed: 120,000] [added: —] | | | [added: | |] $ | [removed: 75,000] [added: 120,000] | |
As discussed in Notes 1 and 10 to the consolidated financial statements, the Company reported a self-insurance claim liability of $50,526 thousand, which included the self-insurance claim liability for workers’ compensation.
rates, required complex auditor judgment due to the significant measurement uncertainty.
This included controls related to the selection of the methods used to determine the liability, and the evaluation of the loss development factors and expected loss rates.
June 25, 2021
June 25, 2021
| | | | 2021 | | | | | | 2020 | | |
| | | | 5,699,864 | | | | | | 5,361,509 | | |
| | | | | | | | | | | | | | | | | | |
| --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- |
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| | | | | | | | | | | | | | | | | | |
| | | | | | | | | | | | | | | | | | |
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| --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- |
| Net income | | | — | | | | | | — | | | | | | 312,900 | | | | | | 312,900 | | |
| Exercise of stock options | | | 40,189 | | | | | | 1,784 | | | | | | — | | | | | | 1,784 | | |
| | | | | | | | | | | | | | | | | | | | | | | | |
| | | | | | | | | | | | | | | | | | | | | | | | |
| Stock-based compensation | | | 103,364 | | | | | | 23,881 | | | | | | — | | | | | | 23,881 | | |
| Balance at April 30, 2021 | | | 36,949,878 | | | | | | $ | 58,951 | | | | | $ | 1,873,728 | | | | | $ | 1,932,679 | |
| | | | | | | | | | | | | | | | | | |
| --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- |
| Net income | | | $ | 312,900 | | | | | $ | 263,846 | | | | | $ | 203,886 | |
| Depreciation and amortization | | | 265,195 | | | | | | 251,174 | | | | | | 244,387 | | |
| Amortization of debt issuance costs | | | 1,603 | | | | | | — | | | | | | — | | |
| | | | | | | | | | | | | | | | | | |
| Payment of debt issuance costs | | | (5,525) | | | | | | — | | | | | | — | | |
| | | | | | | | | | | | | | | | | | |
| | | | | | | | | | | | | | | | | | |
| | | | | | | | | | | | | | | | | | |
| | | | | | | | | | | | | | | | | | |
Receivables: Receivables is 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.
| | | | 2021 | | | | | | 2020 | | |
| | | | | | |
| --- | --- | --- | --- | --- | --- |
| | | | | | |
See additional discussion in Note 10.
Actuarial projections of the losses are employed due to the potential variability in the liability estimates.
rates involved significant measurement uncertainty requiring complex auditor judgment.
June 26, 2020
| | | | | | | | |
| --- | --- | --- | --- | --- | --- | --- | --- |
| | 5,361,509 | | | | 4,949,355 | | |
| | | | | | | | | | | | | | | |
| --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- |
| Balance at April 30, 2017 | 38,765,821 | | | $ | 40,074 | | | $ | 1,150,546 | | | $ | 1,190,620 | |
| Net income | — | | | — | | | | 317,903 | | | | 317,903 | | |
| Repurchase of common stock | (1,997,800 | ) | | (57,186 | | ) | | (158,248 | | ) | | (215,434 | | ) |
| Stock-based compensation | 75,166 | | | 14,728 | | | | — | | | | 14,728 | | |
| Proceeds from exercise of stock options | 2,958 | | | | 2,290 | | | | 1,377 | | |
| Shares repurchased in accounts payable | — | | | | — | | | | 2,232 | | |
The Company’s products are readily available, and the Company is generally not dependent on a single supplier or only a few suppliers.
Certain amounts in prior year have been reclassified to conform to current year presentation.
| | |
| --- | --- |
As of April 30, 2020 and April 30, 2019, the Company recognized a contract liability of $11,180 and $6,931,
There were no material changes in our asset retirement obligation estimates during fiscal 2020.
The net amount recorded as an increase to the related underground storage tank asset related to asset retirement obligations was $13,416 and $11,793 at April 30, 2020 and 2019, respectively, and is recorded in property and equipment, net of depreciation.
Our stores sell
In May 2014, the FASB issued Accounting Standards Update (ASU) No. 2014-09, *Revenue from Contracts with Customers (Topic 606).* We adopted the standard on May 1, 2018 using the modified retrospective approach.
The Company adopted two changes that affect the timing of recognition of revenues related to gift card breakage income and the redemption of coupon box tops attached to our pizza boxes.
The impact related to gift cards was $879, net of $321 of deferred taxes and was an increase to shareholders' equity with a reduction in deferred income.
The impact related to box tops was $5,019, net of $1,816 of deferred taxes and was a reduction in shareholders' equity, with an increase in deferred income.
In February 2016, the FASB issued ASU 2016-02, *Leases (Topic 842).* This update seeks to increase the transparency and comparability among entities by requiring public entities to recognize lease assets and lease liabilities on the balance sheet and disclose key information about leasing arrangements.
For leases with a term of twelve months or less, a lessee is permitted to make an accounting policy election by class of underlying asset not to recognize lease assets and lease liabilities.
If a lessee makes this election, it should recognize lease expense for such leases generally on a straight-line basis over the lease term.
be restated.
The new standard is effective for public companies for annual periods beginning after December 15, 2018, and interim periods within those years, with early adoption permitted.
In October 2016, the FASB issued ASU No. 2016-16, *Intra-Entity Transfers of Assets Other than Inventory*.
We adopted this standard in the quarter ended July 31, 2018, which resulted in no material impact to the Company.
In January 2017, the FASB issued ASU 2017-01, *Business Combinations, Clarifying the Definition of a Business*.
The standard clarifies the definition of a business and adds guidance to assist entities in the determination of whether an acquisition (or disposal) represents assets or a business.
The guidance requires the Company to utilize various criteria to evaluate whether or not an acquisition is a business.
First, if substantially all of the fair value of the assets acquired is concentrated in a single asset or a group of similar identifiable assets, the acquired assets do not represent a business.
If that is not the case, the update provides further guidance to evaluate if the acquisition represents a business focused on the nature and substance of the inputs and process acquired.
The standard is generally expected to reduce the number of business combinations, which may impact the allocation of purchase consideration in future acquisitions.
Where it is determined that an acquisition is not a business combination, there would be no resulting goodwill recorded.
An excerpt. Shown here: 40 of 372 rewritten, 40 of 202 added and 40 of 145 removed. The counts are complete. For every sentence, read Item 8. FINANCIAL STATEMENTS AND SUPPLEMENTARY DATA in the FY2021 filing and the FY2020 filing.
Item 9. CHANGES IN AND DISAGREEMENTS WITH ACCOUNTANTS ON ACCOUNTING AND FINANCIAL DISCLOSURE
0 rewritten, 2 added, 2 removed, 1 unchanged
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Item 9A. CONTROLS AND PROCEDURES
5 rewritten, 2 added, 2 removed, 23 unchanged
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, [removed: 2020.][added: 2021.]
The Company's management assessed the effectiveness of the Company's internal control over financial reporting as of April 30, [removed: 2020.][added: 2021.]
On the basis of the prescribed criteria, management concluded that the Company's internal control over financial reporting was effective as of April 30, [removed: 2020.][added: 2021.]
This report appears on page [removed: 33.][added: 31.]
[removed: [Table] [added: [Table] of [removed: Contents](#s6E2976AA8A10533CBB8C0344C4892AEB)][added: Contents](#i46ad651e80d24960962b91b50ed684be_7)]
| | | | | | |
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| --- | --- |
Item 9B. OTHER INFORMATION
1 rewritten, 2 added, 2 removed, 2 unchanged
[removed: [Table] [added: [Table] of [removed: Contents](#s6E2976AA8A10533CBB8C0344C4892AEB)][added: Contents](#i46ad651e80d24960962b91b50ed684be_7)]
| | | | | | |
| --- | --- | --- | --- | --- | --- |
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| --- | --- |
Item 10. DIRECTORS, EXECUTIVE OFFICERS, AND CORPORATE GOVERNANCE
1 rewritten, 2 added, 2 removed, 6 unchanged
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”, "Nominating and Corporate Governance Committee", and "Audit Committee", as filed with the Commission pursuant to Regulation 14A within 120 days after April 30, [removed: 2020,] [added: 2021,] and used in connection with the Company’s [removed: 2020] [added: 2021] Annual Meeting of Shareholders are hereby incorporated by reference.
| | | | | | |
| --- | --- | --- | --- | --- | --- |
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| --- | --- |
Item 11. EXECUTIVE COMPENSATION
1 rewritten, 2 added, 2 removed, 0 unchanged
That portion of the Company’s definitive Proxy Statement appearing under the caption "Compensation Discussion and Analysis", "Compensation Committee Report", "Compensation Committee", “Executive Compensation,” "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, [removed: 2020,] [added: 2021,] and used in connection with the Company’s [removed: 2020] [added: 2021] Annual Meeting of Shareholders is hereby incorporated by reference.
| | | | | | |
| --- | --- | --- | --- | --- | --- |
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| --- | --- |
Item 12. SECURITY OWNERSHIP OF CERTAIN BENEFICIAL OWNERS AND MANAGEMENT AND RELATED STOCKHOLDER MATTERS
1 rewritten, 2 added, 2 removed, 0 unchanged
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, [removed: 2020,] [added: 2021,] and used in connection with the Company’s [removed: 2020] [added: 2021] Annual Meeting of Shareholders are hereby incorporated by reference.
| | | | | | |
| --- | --- | --- | --- | --- | --- |
| | |
| --- | --- |
Item 13. CERTAIN RELATIONSHIPS AND RELATED TRANSACTIONS AND DIRECTOR INDEPENDENCE
1 rewritten, 2 added, 2 removed, 0 unchanged
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, [removed: 2020,] [added: 2021,] and used in connection with the Company’s [removed: 2020] [added: 2021] Annual Meeting of Shareholders is hereby incorporated by reference.
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| --- | --- | --- | --- | --- | --- |
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| --- | --- |
Item 14. PRINCIPAL ACCOUNTANT FEES AND SERVICES
2 rewritten, 2 added, 2 removed, 1 unchanged
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, [removed: 2020,] [added: 2021,] and used in connection with the Company’s [removed: 2020] [added: 2021] Annual Meeting of Shareholders is hereby incorporated by reference.
[removed: [Table] [added: [Table] of [removed: Contents](#s6E2976AA8A10533CBB8C0344C4892AEB)][added: Contents](#i46ad651e80d24960962b91b50ed684be_7)]
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Item 15. EXHIBITS AND FINANCIAL STATEMENT SCHEDULES
54 rewritten, 88 added, 3 removed, 2 unchanged
[removed: | (a) | Documents] [added: (a)Documents] filed as a part of this report on Form 10-K: [removed: |]
[removed: | (1) | The] [added: a.The] following financial statements are included herewith: [removed: |]
Consolidated Balance Sheets, April 30, [removed: 2020] [added: 2021] and [removed: 2019][added: 2020]
Consolidated Statements of Income, Three Years Ended April 30, [removed: 2020][added: 2021]
Consolidated Statements of Shareholders’ Equity, Three Years Ended April 30, [removed: 2020][added: 2021]
Consolidated Statements of Cash Flows, Three Years Ended April 30, [removed: 2020][added: 2021]
[removed: | (2) | No] [added: (2)No] schedules are included because the required information is inapplicable or is presented in the consolidated financial statements or related notes thereto. [removed: |]
[removed: | (3) | The] [added: (3)The] following exhibits are filed as a part of this report: [removed: |]
| Exhibit Number | [added: | |] Description of Exhibits | [added: | |]
| 3.1 | [added: | |] [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)](http://www.sec.gov/Archives/edgar/data/726958/000072695819000111/secondamendedandrestat.htm) | [added: | |]
| 3.2(a) | [removed: [Fourth Amended] [added: | | [Sixth-Amended] and Restated [removed: By-Laws, as amended September 5, 2018, June 28, 2019 and September 5, 2019] [added: Bylaws] (incorporated by reference to Exhibit 3.2(a) to Form [removed: 10-Q as] [added: 8-K] filed [removed: September 9, 2019)](http://www.sec.gov/Archives/edgar/data/726958/000072695819000111/fourthamendedandrestat.htm)] [added: December 7, 2020)](https://www.sec.gov/Archives/edgar/data/726958/000072695820000127/sixth-amendedandrestat.htm)] | [added: | |]
| 4.1 | [added: | |] [Note Purchase Agreement [removed: dated as of September 29, 2006] [added: dated](http://www.sec.gov/Archives/edgar/data/726958/000095015710001417/ex4-1.htm) [August 9, 2010] among the Company and the purchasers [added: of] the [removed: 5.72%] [added: 5.22%] Senior [removed: Notes, Series A and Series B] [added: Notes] (incorporated by reference to Exhibit [removed: 4.8] [added: 4.1] to Form 8-K as filed [removed: September 29, 2006)](http://www.sec.gov/Archives/edgar/data/726958/000119312506200337/dex48.htm)] [added: August 10, 2010)](http://www.sec.gov/Archives/edgar/data/726958/000095015710001417/ex4-1.htm)] | [added: | |]
| 4.2 | [added: | |] [Note Purchase Agreement [removed: dated as of August 9, 2010] [added: dated](http://www.sec.gov/Archives/edgar/data/726958/000119312513262013/d555874dex410.htm) [June 17, 2013] among the Company and the purchasers of the [removed: 5.22% Senior] [added: 3.67% Series A] Notes [added: and 3.75% Series B Notes] (incorporated by reference to Exhibit [removed: 4.1] [added: 4.10] to Form 8-K as filed [removed: August 10, 2010)](http://www.sec.gov/Archives/edgar/data/726958/000095015710001417/ex4-1.htm)] [added: June 18, 2013)](http://www.sec.gov/Archives/edgar/data/726958/000119312513262013/d555874dex410.htm)] | [added: | |]
| [removed: 4.3] [added: 4.6] | [added: | |] [Note Purchase Agreement [removed: dated as of June 17, 2013] [added: dated](http://www.sec.gov/Archives/edgar/data/726958/000072695817000045/notepurchaseagreementform8.htm) [June 13, 2017] among the Company and the purchasers of the [removed: 3.67%] [added: 3.51%] Series [removed: A] [added: E] Notes and [removed: 3.75%] [added: 3.77%] Series [removed: B] [added: F] Notes (incorporated by reference to Exhibit [removed: 4.10] [added: 4.12] to Form 8-K as filed June [removed: 18, 2013)](http://www.sec.gov/Archives/edgar/data/726958/000119312513262013/d555874dex410.htm)] [added: 15, 2017)](http://www.sec.gov/Archives/edgar/data/726958/000072695817000045/notepurchaseagreementform8.htm)] | [added: | |]
| 4.4 | [added: | |] [Note Purchase Agreement [removed: dated as of May] [added: dated](http://www.sec.gov/Archives/edgar/data/726958/000072695816000191/secversionofnotepurchaseag.htm) [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)](http://www.sec.gov/Archives/edgar/data/726958/000072695816000191/secversionofnotepurchaseag.htm) | [added: | |]
| [removed: 4.5] [added: 4.8] | [added: | |] [Note Purchase Agreement dated [removed: as of] June [removed: 13, 2017] [added: 30, 2020] among the Company and the purchasers of the [removed: 3.51%] [added: 2.85%] Series [removed: E] [added: G] Notes and [removed: 3.77%] [added: 2.96%] Series [removed: F] [added: H] Notes (incorporated by reference to Exhibit [removed: 4.12] [added: 4.1] to Form 8-K as filed [removed: June 15, 2017)](http://www.sec.gov/Archives/edgar/data/726958/000072695817000045/notepurchaseagreementform8.htm)] [added: July 7, 2020)](https://www.sec.gov/Archives/edgar/data/726958/000072695820000093/a2020npa.htm)] | [added: | |]
| [removed: 4.6] [added: 4.9] | [added: | |] [Description of Securities Registered Under Section 12 of the Exchange [removed: Act](https://www.sec.gov/Archives/edgar/data/726958/000072695820000085/exhibit46descriptionof.htm)] [added: Act](https://www.sec.gov/Archives/edgar/data/726958/000072695821000078/descriptionofcapitalstockf.htm)] | [added: | |]
| 10.1 | [added: | |] [Promissory Note delivered to UMB Bank, n.a. and related Negative Pledge Agreement dated January 11, 2019 (incorporated by reference to exhibit 10.28(d) to Form 8-K as filed January 17, 2019)](http://www.sec.gov/Archives/edgar/data/726958/000072695819000004/umbpromissorynote.htm) | [added: | |]
| 10.2 | [added: | |] [Credit Agreement dated January 11, 2019, among Casey's General Stores, Inc. as borrower, and Royal Bank of Canada, as administrative agent, and the lenders and issuing banks from time to time party thereto (incorporated by reference to Exhibit 10.28 (e) to Form 8-K as filed January 17, 2019)](http://www.sec.gov/Archives/edgar/data/726958/000072695819000004/creditagreement.htm) | [added: | |]
| [removed: 10.3*] [added: 10.7*] | [added: | |] [Form of Change of Control [removed: Employment] Agreement (incorporated by reference to Exhibit [removed: 10.29(a)] [added: 10.1] to Form 8-K as filed [removed: June 2, 2010)](http://www.sec.gov/Archives/edgar/data/726958/000095013010002857/dex1029a.htm)] [added: December 19, 2019)](http://www.sec.gov/Archives/edgar/data/726958/000072695819000132/formcic.htm)] | [added: | |]
| [removed: 10.4*] [added: 10.4] | [removed: [Form of Change of Control Agreement] [added: | | [Amendment No. 2 to Credit Agreement, dated December 23, 2020] (incorporated by reference to Exhibit 10.1 to Form 8-K as filed December [removed: 19, 2019)](http://www.sec.gov/Archives/edgar/data/726958/000072695819000132/formcic.htm)] [added: 31, 2020)](https://www.sec.gov/Archives/edgar/data/726958/000110465920141029/tm2039514d1_ex10-1.htm)] | [added: | |]
| [removed: 10.5*] [added: 10.8*] | [added: | |] [Non-Qualified Supplemental Executive Retirement Plan and Amendment thereto (incorporated by reference to Exhibit 10.30 to Form 10-K as filed June 29, 2018)](http://www.sec.gov/Archives/edgar/data/726958/000072695818000097/exhibit1030-nonxqualifieds.htm) | [added: | |]
| [removed: 10.6*] [added: 10.9*] | [added: | |] [Non-Qualified Supplemental Executive Retirement Plan Trust Agreement with UMB Bank, n.a. (incorporated by reference to Exhibit 10.31 to Form 8-K as filed November 10, 1997)](http://www.sec.gov/Archives/edgar/data/726958/0000726958-97-000012.txt) | [added: | |]
[removed: [Table] [added: [Table] of [removed: Contents](#s6E2976AA8A10533CBB8C0344C4892AEB)][added: Contents](#i46ad651e80d24960962b91b50ed684be_7)]
| [removed: 10.7*] [added: 10.10*] | [added: | |] [Executive Nonqualified Excess Plan Document and related Adoption Agreement dated September 25, 2015](https://www.sec.gov/Archives/edgar/data/726958/000072695820000085/exhibit107excessplaned.htm) [added: [](https://www.sec.gov/Archives/edgar/data/726958/000072695820000085/exhibit107excessplaned.htm)[(incorporated by reference to Exhibit 10.7 to Form 10-K as filed June 26, 2020)](https://www.sec.gov/Archives/edgar/data/726958/000072695820000085/exhibit107excessplaned.htm)] | [added: | |]
| [removed: 10.8*] [added: 10.11*] | [added: | |] [Casey’s General Stores, Inc. 2009 Stock Incentive Plan (incorporated by reference to Exhibit 10.41 to Form 8-K as filed September 23, 2009)](http://www.sec.gov/Archives/edgar/data/726958/000072695818000097/exhibit1041-2009stockplana.htm) | [added: | |]
| [removed: 10.9*] [added: 10.12*] | [added: | |] [Form of Stock Option Grant under 2009 Stock Incentive Plan (incorporated by reference to Exhibit 10.41(a) to Form 8-K filed June 27, 2011)](http://www.sec.gov/Archives/edgar/data/726958/000119312511174325/dex1041a.htm) | [added: | |]
| [removed: 10.10*] [added: 10.13*] | [added: | |] [Form of Restricted Stock Units Agreement (Non-Officer Employees) under 2009 Stock Incentive Plan (incorporated by reference to Exhibit 99.2 to Form 8-K as filed July 19, 2017)](http://www.sec.gov/Archives/edgar/data/726958/000072695817000074/exhibit992rsuaward-nonxoff.htm) | [added: | |]
| [removed: 10.11*] [added: 10.14*] | [added: | |] [Form of Restricted Stock Units Agreement (LTI Awards to Officers) and Award Summary under 2009 Stock Incentive Plan (incorporated by reference to Exhibit 99.1 to Form 8-K as filed July 19, 2017)](http://www.sec.gov/Archives/edgar/data/726958/000072695817000074/exhibit991ltiaward-summary.htm) | [added: | |]
| [removed: 10.12*] [added: 10.15*] | [added: | |] [Employment Agreement with Robert J. Myers and Amendment and Second Amendment thereto (incorporated by reference to Exhibit 10.39 to Form 10-K as filed June 29, 2018)](http://www.sec.gov/Archives/edgar/data/726958/000072695818000097/exhibit1039-myersemploymen.htm) | [added: | |]
| [removed: 10.13*] [added: 10.16*] | [removed: [Employment Agreement] [added: | | [Separation] and [removed: related Restricted Stock Units Award Agreement] [added: General Release Agreement, dated May 31, 2019,] between the Company and Terry W. Handley [removed: dated April 12, 2016] (incorporated by reference to Exhibit [removed: 10.42] [added: 10.2] to Form [removed: 10-K as] [added: 8-K] filed June [removed: 29, 2018)](http://www.sec.gov/Archives/edgar/data/726958/000072695818000097/exhibit1042-handleyemploym.htm)] [added: 6, 2019)](http://www.sec.gov/Archives/edgar/data/726958/000095015719000700/ex10-2.htm)] | [added: | |]
| [removed: 10.14*] [added: 10.17*] | [removed: [Separation and General Release] [added: | | [Employment] Agreement, dated May 31, 2019, between the Company and [removed: Terry W. Handley] [added: Darren M. Rebelez (with the Change of Control Agreement](http://www.sec.gov/Archives/edgar/data/726958/000095015719000700/ex10-1.htm) [attached as an exhibit thereto)] (incorporated by reference to Exhibit [removed: 10.2] [added: 10.1] to Form 8-K [added: as] filed June 6, [removed: 2019)](http://www.sec.gov/Archives/edgar/data/726958/000095015719000700/ex10-2.htm)] [added: 2019)](http://www.sec.gov/Archives/edgar/data/726958/000095015719000700/ex10-1.htm)] | [added: | |]
| [removed: 10.15*] [added: 10.18*] | [added: | |] [Employment Agreement, dated May [removed: 31, 2019,] [added: 12, 2020,] between the Company and [removed: Darren M. Rebelez] [added: Stephen P. Bramlage, Jr.] (with the Change of Control Agreement [removed: between the Company and Darren M. Rebelez] attached as an exhibit thereto) (incorporated by reference to Exhibit 10.1 to Form 8-K as filed [removed: June 6, 2019)](http://www.sec.gov/Archives/edgar/data/726958/000095015719000700/ex10-1.htm)] [added: May 13, 2020)](https://www.sec.gov/Archives/edgar/data/726958/000072695820000030/employmentagreementsb.htm)] | [added: | |]
| [removed: 10.17*] [added: 10.20*] | [added: | |] [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)](http://www.sec.gov/Archives/edgar/data/726958/000072695818000133/a2018stockincentiveplanfin.htm) | [added: | |]
| [removed: 10.18*] [added: 10.21*] | [added: | |] [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)](http://www.sec.gov/Archives/edgar/data/726958/000072695818000133/rsuagreementnon-employeedi.htm) | [added: | |]
| [removed: 10.19*] [added: 10.22*] | [added: | |] [Form of Restricted Stock Units Agreement (LTI Awards to Officers) and Award Summary under 2018 Stock Incentive [removed: Plan (incorporated] [added: Plan](http://www.sec.gov/Archives/edgar/data/726958/000072695819000111/lti-formofaward.htm) [(FY20 Awards)](http://www.sec.gov/Archives/edgar/data/726958/000072695819000111/lti-formofaward.htm) [(incorporated] by reference to Exhibit 10.45 to Form 10-Q as filed September 9, 2019)](http://www.sec.gov/Archives/edgar/data/726958/000072695819000111/lti-formofaward.htm) | [added: | |]
| [removed: 10.20*] [added: 10.25*] | [added: | |] [Restricted Stock Units Agreement (Make-Whole Award to Darren M. Rebelez) and Award Summary under 2018 Stock Incentive Plan (incorporated by reference to Exhibit 10.46 to Form 10-Q as filed September 9, 2019)](http://www.sec.gov/Archives/edgar/data/726958/000072695819000111/make-wholersuawardagre.htm) | [added: | |]
| [removed: 10.21*] [added: 10.26*] | [added: | |] [Performance-Based Restricted Stock Units Agreement (Special Strategic Grant to Darren M. Rebelez) and Award Summary under 2018 Stock Incentive Plan (incorporated by reference to Exhibit 10.1 to Form 8-K as filed December 26, 2019)](http://www.sec.gov/Archives/edgar/data/726958/000072695819000135/caseys-rsuawardagreeme.htm) | [added: | |]
| [removed: 10.22*] [added: 10.27*] | [added: | |] [Restricted Stock Units Agreement (Make-Whole Award to Thomas P. Brennan) under 2018 Stock Incentive Plan (incorporated by reference to Exhibit 10.53 to Form 10-Q as filed March 9, 2020)](http://www.sec.gov/Archives/edgar/data/726958/000072695820000017/brennanedgar.htm) | [added: | |]
| [removed: 10.23*] [added: 10.28*] | [added: | |] [Restricted Stock Units Agreement (Make-Whole Award to Chad Frazell) under 2018 Stock Incentive Plan (incorporated by reference to Exhibit 10.54 to Form 10-Q as filed March 9, 2020)](http://www.sec.gov/Archives/edgar/data/726958/000072695820000017/frazelledgar.htm) | [added: | |]
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| 2.1 | | | [Equity Purchase Agreement by and among Buck’s, Inc., Chicago SPE (N), Inc., Buchanan Energy (N), LLC, Buchanan Energy (S), LLC, Buck’s Inc. of Collinsville, and C.T. Jewell Company, Inc., and Buck’s Intermediate Holdings, LLC; Buck’s Holdco, Inc., Steven Buchanan and certain other shareholders and members; and Casey’s General Stores, Inc., dated November 8, 2020](https://www.sec.gov/Archives/edgar/data/726958/000114036120025504/brhc10016826_ex2-1.htm) [(incorporated by reference to Exhibit 2.1 to Form 8-K as filed November 13, 2020)](https://www.sec.gov/Archives/edgar/data/726958/000114036120025504/brhc10016826_ex2-1.htm) | | |
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| 2.2 | | | [Amendment to Equity Purchase Agreement, dated April 21, 2021](https://www.sec.gov/Archives/edgar/data/726958/000114036121014991/brhc10023782_ex2-1.htm) [](https://www.sec.gov/Archives/edgar/data/726958/000114036121014991/brhc10023782_ex2-1.htm) [(incorporated by reference to Exhibit 2.1 to Form 8-K as filed April 29, 2021)](https://www.sec.gov/Archives/edgar/data/726958/000114036121014991/brhc10023782_ex2-1.htm) | | |
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| 2.3 | | | [Asset Purchase Agreement by and among Casey’s Marketing Company and Circle K Stores Inc., dated March 17, 2021](https://www.sec.gov/Archives/edgar/data/726958/000114036121009407/brhc10022054_ex2-1.htm) [](https://www.sec.gov/Archives/edgar/data/726958/000114036121009407/brhc10022054_ex2-1.htm) [(incorporated by reference to Exhibit 2.1 to Form 8-K as filed March 22, 2021)](https://www.sec.gov/Archives/edgar/data/726958/000114036121009407/brhc10022054_ex2-1.htm) | | |
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| 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)](https://www.sec.gov/Archives/edgar/data/726958/000072695820000093/a2013amendment.htm) | | |
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| 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)](https://www.sec.gov/Archives/edgar/data/726958/000072695820000093/a2016amendment.htm) | | |
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| 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)](https://www.sec.gov/Archives/edgar/data/726958/000072695820000093/a2017amendment.htm) | | |
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| 10.3 | | | [Amendment No. 1 to Credit Agreement, dated June 30, 2020 (incorporated by reference to Exhibit 10.1 to Form 8-K as filed July 7, 2020)](https://www.sec.gov/Archives/edgar/data/726958/000072695820000093/caamendment.htm) | | |
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| 10.5 | | | [Amendment No. 3 to Credit Agreement, dated March 12, 2021 (incorporated by reference to Exhibit 10.1 to Form 8-K as filed March 22, 2021)](https://www.sec.gov/Archives/edgar/data/726958/000114036121009407/brhc10022054_ex10-1.htm) | | |
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| 10.6 | | | [364-Day Bridge Loan Facility Commitment Letter with Goldman Sachs Bank USA, dated November 8, 2020](https://www.sec.gov/Archives/edgar/data/726958/000114036120025504/brhc10016826_ex10-1.htm) [(incorporated by reference to Exhibit 10.1 to Form 8-K as filed November 13, 2020)](https://www.sec.gov/Archives/edgar/data/726958/000114036120025504/brhc10016826_ex10-1.htm) | | |
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| 10.16* | [Separation Agreement and General Release of Claims, dated September 11, 2019, between the Company and Cindi W. Summers (incorporated by reference to Exhibit 10.49 to Form 10-Q as filed December 9, 2019)](http://www.sec.gov/Archives/edgar/data/726958/000072695819000128/casy-ex1049caseysxsepa.htm) |
An excerpt. Shown here: 40 of 54 rewritten, 40 of 88 added and all 3 removed. The counts are complete. For every sentence, read Item 15. EXHIBITS AND FINANCIAL STATEMENT SCHEDULES in the FY2021 filing and the FY2020 filing.
Item 16. FORM 10-K SUMMARY
29 rewritten, 30 added, 2 removed, 4 unchanged
[removed: [Table] [added: [Table] of [removed: Contents](#s6E2976AA8A10533CBB8C0344C4892AEB)][added: Contents](#i46ad651e80d24960962b91b50ed684be_7)]
| CASEY’S GENERAL STORES, INC. (Registrant) | | | [added: | | | | | |]
| Date: June [removed: 26, 2020] [added: 25, 2021] | [added: | |] By | [added: | |] /s/ Darren M. Rebelez | [added: | |]
| | [added: | |] Darren M. Rebelez, President and | | [added: | | | |]
| | [added: | |] Chief Executive Officer | | [added: | | | |]
| | [added: | |] (Principal Executive Officer and Director) | | [added: | | | |]
| Date: June [removed: 26, 2020] [added: 25, 2021] | [added: | |] By | [added: | |] /s/ Stephen P. Bramlage Jr. | [added: | |]
| | [added: | |] Stephen P. Bramlage Jr. | | [added: | | | |]
| | [added: | |] Chief Financial Officer | | [added: | | | |]
| | [added: | |] (Authorized Officer and Principal Financial and Accounting Officer) | | [added: | | | |]
| Date: June [removed: 26, 2020] [added: 25, 2021] | [added: | |] By | [added: | |] /s/ H. Lynn Horak | [added: | |]
| | [added: | |] H. Lynn Horak | | [added: | | | |]
| | [added: | |] Chair and Director | | [added: | | | |]
| | [added: | |] Chief Executive Officer, Director | | [added: | | | |]
| Date: June [removed: 26, 2020] [added: 25, 2021] | [added: | |] By | [added: | |] /s/ Cara K. Heiden | [added: | |]
| | [added: | |] Cara K. Heiden | | [added: | | | |]
| | [added: | |] Director | | [added: | | | |]
| Date: June [removed: 26, 2020] [added: 25, 2021] | [added: | |] By | [added: | |] /s/ Diane C. Bridgewater | [added: | |]
| | [added: | |] Diane C. Bridgewater | | [added: | | | |]
| Date: June [removed: 26, 2020] [added: 25, 2021] | [added: | |] By | [added: | |] /s/ Donald E. Frieson | [added: | |]
| | [added: | |] Donald E. Frieson | | [added: | | | |]
| Date: June [removed: 26, 2020] [added: 25, 2021] | [added: | |] By | [added: | |] /s/ David K. Lenhardt | [added: | |]
| | [added: | |] David K. Lenhardt | | [added: | | | |]
| Date: June [removed: 26, 2020] [added: 25, 2021] | [added: | |] By | [added: | |] /s/ Allison M. Wing | [added: | |]
| | [added: | |] Allison M. Wing | | [added: | | | |]
| Date: June [removed: 26, 2020] [added: 25, 2021] | [added: | |] By | [added: | |] /s/ Larree M. Renda | [added: | |]
| | [added: | |] Larree M. Renda | | [added: | | | |]
| Date: June [removed: 26, 2020] [added: 25, 2021] | [added: | |] By | [added: | |] /s/ Judy A. Schmeling | [added: | |]
| | [added: | |] Judy A. Schmeling | | [added: | | | |]
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| Date: June 25, 2021 | | | By | | | /s/ Darren M. Rebelez | | |
| | | | Darren M. Rebelez, President and | | | | | |
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| Date: June 25, 2021 | | | By | | | /s/ Stephen P. Bramlage Jr. | | |
| | | | Stephen P. Bramlage Jr. | | | | | |
| | | | Chief Financial Officer | | | | | |
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| | | | Director | | | | | |
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| | | | Director | | | | | |
[Table of Contents](#i46ad651e80d24960962b91b50ed684be_7)
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| | | | Director | | | | | |
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| | | | Director | | | | | |
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| | | | Director | | | | | |
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| | | | Director | | | | | |
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