SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 10-Q
Quarterly Report Under Section 13 or 15(d)
of the Securities Exchange Act of 1934
For the Fiscal Quarter Ended October 31, 1999
Commission File Number 0-12788
CASEY'S GENERAL STORES, INC.
(Exact name of registrant as specified in its charter)
IOWA 42-0935283
(State or other jurisdiction of (I.R.S. Employer
incorporation or organization) Identification Number)
ONE CONVENIENCE BOULEVARD, ANKENY, IOWA
(Address of principal executive offices)
50021
(Zip Code)
(515) 965-6100
(Registrant's telephone number, including area code)
NONE
(Former name, former address and former fiscal year,
if changed since last report)
Indicate by check mark whether the registrant (1) has filed all reports
required to be filed by Section 13 or 15(d) of the Securities Exchange Act of
1934 during the preceding 12 months (or for such shorter period that the
registrant was required to file such reports), and (2) has been subject to such
filing requirements for the past 90 days. YES X NO -----
Indicate the number of shares outstanding of each of the issuer's classes
of common stock, as of the latest practicable date.
Common Stock, No Par Value 52,739,462 shares
(Class) (Outstanding at December 1, 1999)
<PAGE>
CASEY'S GENERAL STORES, INC.
INDEX
Page
PART I - FINANCIAL INFORMATION
Item 1. Consolidated Financial Statements.
Consolidated condensed balance sheets -
October 31, 1999 and April 30, 1999 2
Consolidated condensed statements of
income - three and six months ended
October 31, 1999 and 1998 4
Consolidated condensed statements of
cash flows - six months ended
October 31, 1999 and 1998 5
Notes to consolidated condensed
financial statements 6
Item 2. Management's Discussion and Analysis
of Financial Condition and Results of
Operations. 7
PART II - OTHER INFORMATION
Item 1. Legal Proceedings. 12
Item 4. Submission of Matters to a Vote of
Security Holders. 13
Item 5. Other Information 13
Item 6. Exhibits and Reports on Form 8-K. 14
SIGNATURE 16
<PAGE>
PART I - FINANCIAL INFORMATION
Item 1. Financial Statements.
CASEY'S GENERAL STORES, INC. AND SUBSIDIARIES
CONSOLIDATED CONDENSED BALANCE SHEETS
(Dollars in Thousands)
October 31,
1999 April 30,
(Unaudited) 1999
<TABLE>
<CAPTION>
ASSETS
<S> <C> <C>
Current assets:
Cash and cash equivalents $ 13,508 5,935
Short-term investments 9,648 8,800
Receivables 3,666 2,822
Inventories 51,961 47,204
Prepaid expenses 5,588 5,446
------- ------
Total current assets 84,371 70,207
------- ------
Long-term investments 5,004 6,640
Other assets 1,436 1,469
Property and equipment, net of
accumulated depreciation
October 31, 1999, $229,131
April 30, 1999, $212,383 519,147 484,544
------- -------
$609,958 562,860
------- -------
</TABLE>
See notes to consolidated condensed financial statements.
<PAGE>
CASEY'S GENERAL STORES, INC. AND SUBSIDIARIES
CONSOLIDATED CONDENSED BALANCE SHEETS
(Continued)
(Dollars in Thousands)
October 31,
1999 April 30,
(Unaudited) 1999
---------- --------
<TABLE>
<CAPTION>
LIABILITIES AND SHAREHOLDERS' EQUITY
<S> <C> <C>
Current liabilities:
Notes payable $ 15,500 7,400
Current maturities of
long-term debt 9,293 9,352
Accounts payable 54,335 44,227
Accrued expenses 19,618 20,383
Income taxes payable 5,135 2,457
------ ------
Total current liabilities 103,881 83,819
------- ------
Long-term debt, net of
current maturities 119,731 122,513
------- -------
Deferred income taxes 55,150 51,650
------- -------
Deferred compensation 3,308 3,010
------- -------
Shareholders' equity
Preferred stock, no par value --- ---
Common Stock, no par value 67,626 67,338
Retained earnings 260,262 234,530
------- -------
Total shareholders' equity 327,888 301,868
------- -------
$609,958 562,860
------- -------
</TABLE>
See notes to consolidated condensed financial statements.
<PAGE>
CASEY'S GENERAL STORES, INC. AND SUBSIDIARIES
CONSOLIDATED CONDENSED STATEMENTS OF INCOME
(Unaudited)
(Dollars in Thousands, except per share amounts)
Three Months Ended Six Months Ended
October 31, October 31,
1999 1998 1999 1998
---- ---- ---- ----
<TABLE>
<CAPTION>
<S> <C> <C> <C> <C>
Net sales $412,752 322,370 799,946 654,816
Franchise revenue 1,431 1,395 2,945 2,879
------- ------- ------- -------
414,183 323,765 802,891 657,695
------- ------- ------- -------
Cost of goods sold 327,769 245,411 630,471 503,859
Operating expenses 54,857 48,141 106,437 93,842
Depreciation and
amortization 9,406 8,445 18,501 16,517
Interest, net 1,988 1,565 3,990 3,279
------- ------- ------- -------
394,020 303,562 759,399 617,497
------- ------- ------- -------
20,163 20,203 43,492 40,198
Federal and state
income taxes 7,501 7,576 16,179 15,074
------- ------- ------- -------
Net income $ 12,662 12,627 27,313 25,124
-------- ------- ------- -------
Earnings per common share
Basic $ .24 .24 .52 .48
-------- ------- ------- -------
Diluted $ .24 .24 .52 .48
-------- ------- ------- -------
</TABLE>
See notes to consolidated condensed financial statements.
<PAGE>
CASEY'S GENERAL STORES, INC. AND SUBSIDIARIES
CONSOLIDATED CONDENSED STATEMENTS OF CASH FLOWS
(Unaudited)
(Dollars in Thousands)
Six Months Ended
October 31,
1999 1998
<TABLE>
<CAPTION>
<S> <C> <C>
Cash flows from operations:
Net income $ 27,313 25,124
Adjustments to reconcile
net income to net cash
provided by operations:
Depreciation and amortization 18,501 16,517
Deferred income taxes 3,500 3,000
Changes in assets and liabilities:
Receivables (844) (714)
Inventories (4,757) (3,318)
Prepaid expenses (142) (296)
Accounts payable 10,108 3,923
Accrued expenses (765) 1,062
Income taxes payable 2,678 573
Other, net 1,511 800
------ -------
Net cash provided by operations 57,103 46,671
------ ------
Cash flows from investing:
Purchase of property and equipment (54,332) (55,368)
Purchase of investments (2,747) (1,295)
Sale of investments 3,583 1,762
------ ------
Net cash used in investing activities (53,496) (54,901)
------ ------
Cash flows from financing:
Payments on long-term debt (2,841) (2,844)
Net activity of short-term debt 8,100 18,450
Proceeds from exercise of stock options 288 878
Payment of cash dividends (1,581) (1,578)
------- ------
Net cash provided by
financing activities 3,966 14,906
------ ------
<PAGE>
Net increase in cash and cash equivalents 7,573 6,676
Cash and cash equivalents at
beginning of the period 5,935 4,022
----- -----
Cash and cash equivalents at end
of the period $ 13,508 10,698
------- ------
</TABLE>
See notes to consolidated condensed financial statements.
<PAGE>
CASEY'S GENERAL STORES, INC. AND SUBSIDIARIES
NOTES TO (UNAUDITED) CONSOLIDATED CONDENSED
FINANCIAL STATEMENTS
1. The accompanying consolidated condensed financial statements include the
accounts and transactions of the Company and its wholly-owned subsidiaries.
All material inter-company balances and transactions have been eliminated
in consolidation.
2. The accompanying consolidated condensed financial statements have been
prepared by the Company pursuant to the rules and regulations of the Securities
and Exchange Commission. Certain information and footnote disclosures normally
included in financial statements prepared in accordance with generally accepted
accounting principles have been condensed or omitted pursuant to such rules and
regulations. Although management believes that the disclosures are adequate to
make the information presented not misleading, it is suggested that these
interim consolidated condensed financial statements be read in conjunction with
the Company's most recent audited financial statements and notes thereto. In the
opinion of management, the accompanying consolidated condensed financial
statements contain all adjustments (consisting of only normal recurring
accruals) necessary to present fairly the financial position as of October 31,
1999, and the results of operations for the six and three months ended October
31, 1999 and 1998, and changes in cash flows for the six months ended October
31, 1999 and 1998.
3. The Company's financial condition and results of operations are affected
by a variety of factors and business influences, certain of which are described
in the Cautionary Statement Relating to Forward-Looking Statements filed as
Exhibit 99 to the Quarterly Report on Form 10-Q for the fiscal quarter ended
January 31, 1997. These interim consolidated condensed financial statements
should be read in conjunction with that Cautionary Statement.
<PAGE>
ITEM 2. MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL
CONDITION AND RESULTS OF OPERATIONS.
Financial Condition and Results of Operations (Dollars in Thousands)
Casey's derives its revenue from the retail sale of food (including freshly
prepared foods such as pizza, donuts and sandwiches), beverages and non-food
products such as health and beauty aids, tobacco products, automotive products
and gasoline by Company stores and from the wholesale sale of certain grocery
and general merchandise items and gasoline to franchised stores. The Company
also generates revenues from continuing monthly royalties based on sales by
franchised stores, sign and facade rental fees and the provision of certain
maintenance, transportation and construction services to the Company's
franchisees. A typical store is generally not profitable for its first year of
operation due to start-up costs and will usually attain representative levels of
sales and profits during its second or third year of operation.
Due to the nature of the Company's business, most sales are for cash, and
cash provided by operations is the Company's primary source of liquidity. The
Company finances its inventory purchases primarily from normal trade credit
aided by the relatively rapid turnover of inventory. This turnover allows the
Company to conduct its operations without large amounts of cash and working
capital. As of October 31, 1999, the Company's ratio of current assets to
current liabilities was .81 to 1. The ratio at October 31, 1998 and April 30,
1999, was .56 to 1 and .84 to 1, respectively. Management believes that the
Company's current bank lines of credit, together with cash flow from
operations, will be sufficient to satisfy the working capital needs of
its business.
Net cash provided by operations increased $10,432 (22.4%) in the six months
ended October 31, 1999 from the comparable period in the prior year, primarily
as a result of a large increase in accounts payable. Cash flows from investing
in the six months ended October 31, 1999 remained fairly constant. Cash flows
from financing decreased, primarily as a result of a smaller increase in
short-term debt. Cash used in investing activities is expected to increase
as a result of the anticipated growth in capital expenditures.
Capital expenditures represent the single largest use of Company funds.
Management believes that by reinvesting in Company stores, the Company will be
better able to respond to competitive challenges and increase operating
efficiencies. During the first six months of fiscal 2000, the Company expended
$54,332 for property and
<PAGE>
equipment, primarily for the construction and remodeling of Company stores,
compared to $55,368 for the comparable period in the prior year. The Company
anticipates expending approximately $105,000 in fiscal 2000 for construction and
remodeling of Company stores, primarily from funds generated by operations,
existing cash and short- term investments.
As of October 31, 1999, the Company had long-term debt of $119,731,
consisting of $12,750 in principal amount of 7.70% Senior Notes, $30,000 in
principal amount of 7.38% Senior Notes, $14,400 in principal amount of 6.55%
Senior Notes, $50,000 in principal amount of Senior Notes, Series A through
Series F, with interest rates ranging from 6.18% to 7.23%, $8,143 of mortgage
notes payable, and $4,438 of capital lease obligations.
Interest on the 7.70% Senior Notes is payable on the 15th day of each month
at the rate of 7.70% per annum. Principal of the 7.70% Senior Notes matures in
forty quarterly installments beginning March 15, 1995. The Company may prepay
the 7.70% Senior Notes in whole or in part at any time in an amount of not less
than $1,000 or integral multiples of $100 in excess thereof at a redemption
price calculated in accordance with the Note Agreement dated as of February 1,
1993 between the Company and the purchasers of the 7.70% Senior Notes.
Interest on the 7.38% Senior Notes is payable semi-annually on the 28th day
of June and December in each year, commencing June 28, 1996, and at maturity, at
the rate of 7.38% per annum. The 7.38% Senior Notes mature on December 28, 2020,
with prepayments of principal commencing December 28, 2010 and ending June 28,
2020, inclusive, with the remaining principal payable at maturity on December
28, 2020. The Company may prepay the 7.38% Senior Notes in whole or in part at
any time in an amount not less than $1,000 or integral multiples of $100 in
excess thereof at a redemption price calculated in accordance with the Note
Agreement dated as of December 1, 1995 between the Company and Principal Mutual
Life Insurance Company, as the purchaser of the 7.38% Senior Notes.
Interest on the 6.55% Senior Notes is payable quarterly on the 18th day of
March, June, September and December of each year, commencing March 18, 1998, and
at maturity, at the rate of 6.55% per annum. Principal of the 6.55% Senior Notes
matures in five annual installments commencing December 18, 1999. The Company
may prepay the 6.55% Senior Notes in whole or in part at any time in an amount
of not less than $1,000 or integral multiples of $100 in excess thereof at a
redemption price calculated in accordance with the Note Agreement dated as of
December 1, 1997 between the Company and the Purchasers of the 6.55% Senior
Notes.
<PAGE>
Interest on the 6.18% to 7.23% Senior Notes, Series A through Series F, is
payable on the 23rd day of each April and October. Principal of the 6.18% to
7.23% Senior Notes, Series A through Series F, matures in various installments
beginning April 23, 2004. The Company may prepay the 6.18% to 7.23% Senior
Notes, Series A through Series F, in whole or in part at any time in an amount
of not less than $1,000 or integral multiples of $100 in excess thereof at a
redemption price calculated in accordance with the Note Agreement dated as of
April 15, 1999 between the Company and the purchasers of the 6.18% to 7.23%
Senior Notes, Series A through Series F.
To date, the Company has funded capital expenditures primarily from the
proceeds of the sale of Common Stock, issuance of the 6-1/4% Convertible
Subordinated Debentures (which were converted into shares of Common Stock in
1994), the Senior Notes, a mortgage note, and through funds generated from
operations. Future capital needs required to finance operations, improvements
and the anticipated growth in the number of Company stores are expected to be
met from cash generated by operations, existing cash, investments and additional
long-term debt or other securities as circumstances may dictate, and are not
expected to adversely affect liquidity.
The United States Environmental Protection Agency and several states,
including Iowa, have established requirements for owners and operators of
underground gasoline storage tanks (USTs) with regard to (i) maintenance of leak
detection, corrosion protection and overfill/spill protection systems; (ii)
upgrade of existing tanks; (iii) actions required in the event of a detected
leak; (iv) prevention of leakage through tank closings; and (v) required
gasoline inventory recordkeeping. Since 1984, new Company stores have been
equipped with non-corroding fiberglass USTs, including many with double- wall
construction, over-fill protection and electronic tank monitoring, and the
Company has an active inspection and renovation program with respect to its
older USTs. The Company currently has 2,214 USTs, of which 1,904 are fiberglass
and 310 are steel. Management of the Company currently believes that
substantially all capital expenditures for electronic monitoring, cathodic
protection and overfill/spill protection to comply with the existing UST
regulations has been completed. Additional regulations, or amendments to the
existing UST regulations, could result in future expenditures.
Several of the states in which the Company does business have trust fund
programs with provisions for sharing or reimbursing corrective action or
remediation costs incurred by UST owners, including the Company. In each of the
years ended April 30, 1999 and 1998, the Company spent approximately $516 and
$502, respectively, for
<PAGE>
assessments and remediation. During the six months ended October 31, 1999, the
Company expended approximately $232 for such purposes. Substantially all of
these expenditures have been submitted for reimbursement from state-sponsored
trust fund programs and as of October 31, 1999, approximately $4,600 has been
received from such programs since their inception. Such amounts are typically
subject to statutory provisions requiring repayment of the reimbursed funds for
noncompliance with upgrade provisions or other applicable laws. The Company has
accrued a liability at October 31, 1999 of approximately $500 for estimated
expenses related to anticipated corrective actions or remediation efforts,
including relevant legal and consulting costs. Management believes the Company
has no material joint and several environmental liability with other parties.
THREE MONTHS ENDED OCTOBER 31, 1999 COMPARED TO THREE
MONTHS ENDED OCTOBER 31, 1998 (DOLLARS AND AMOUNTS IN THOUSANDS)
Net sales for the second quarter of fiscal 2000 increased by $90,382 (28%)
over the comparable period in fiscal 1999. Retail gasoline sales increased by
$86,446 (28.7%) as the number of gallons sold increased by 21,417 (12.2%) while
the average retail price per gallon increased 19.1%. During this same period,
retail sales of grocery and general merchandise increased by $29,123 (22.3%) due
to the addition of 82 new Company Stores and a greater number of stores in
operation for at least three years.
Cost of goods sold as a percentage of net sales was 79.4% for the second
quarter of fiscal 2000, compared to 76.1% for the comparable period in the prior
year. The gross profit margins on retail gasoline sales decreased (8.6%) during
the second quarter of fiscal 2000 from the second quarter of the prior year
(11.5%) due to the increase in wholesale gasoline costs during the quarter. The
gross profit margin per gallon also decreased (to $.0992) in the second quarter
of fiscal 2000 from the comparable period in the prior year ($.1118). The gross
profits on retail sales of grocery and general merchandise also decreased (to
38.5%) from the comparable period in the prior year (41.3%), primarily due to
the increase in the wholesale cigarette costs and the more competitive retail
environment for cigarette sales.
Operating expenses as a percentage of net sales were 13.3% for the second
quarter of fiscal 2000 compared to 14.9% for the comparable period in the prior
year. The decrease in operating expenses as a percentage of net sales was caused
by an increase in the average retail price per gallon of gasoline sold (19.1%).
Net income increased by $35 (0.3%). The increase in net income was
attributable
<PAGE>
primarily to the increase in retail sales of grocery and general merchandise, an
increase in the number of gallons of gasoline sold and an increased number of
stores in operation for at least three years. However, these increases were
substantially offset by the decreases in gross profit margins.
SIX MONTHS ENDED OCTOBER 31, 1999 COMPARED TO SIX
MONTHS ENDED OCTOBER 31, 1998 (DOLLARS AND AMOUNTS IN THOUSANDS)
Net sales for the first six months of fiscal 2000 increased by $145,130
(22.2%) over the comparable period in fiscal 1999. Retail gasoline sales
increased by $85,384 (24.4%) as the number of gallons sold increased by 40,954
(11.6%) and the average retail price per gallon increased 11.5%. During this
same period, retail sales of grocery and general merchandise increased by
$52,262 (19.8%) due to the addition of 82 new Company stores and a greater
number of stores in operation for at least three years.
Cost of goods sold as a percentage of net sales was 78.8% for the first six
months of fiscal 2000 compared to 76.9% for the comparable period in the prior
year. This result occurred because the gross profit margins on retail gasoline
sales decreased (8.9%) during the first six months of fiscal 2000 from the
comparable period in the prior year (10.8%) due to the increase in wholesale
gasoline costs during the period. The gross profit margin per gallon also
decreased in the first six months of fiscal 2000 (to $.0989) from the comparable
period in the prior year ($.1072). The gross profits on retail sales of grocery
and general merchandise also decreased (to 38.8%) from the comparable period in
the prior year (40.6%), primarily due to the increase in the wholesale
cigarette costs and the more competitive retail environment for cigarette sales.
Operating expenses as a percentage of net sales were 13.3% for the first
six months of fiscal 2000 compared to 14.3% during the comparable period in the
prior year. The decrease in operating expenses as a percentage of net sales was
caused primarily by an increase in the average retail price per gallon of
gasoline sold (11.5%).
Net income increased by $2,189 (8.7%). The increase in net income was
attributable primarily to the increase in retail sales of grocery and general
merchandise, an increase in the number of gallons of gasoline sold, and an
increased number of stores in operation at least three years. However, these
increases were partially offset by the decreases in gross profit margins.
YEAR 2000
<PAGE>
Management has substantially completed its "Year 2000" efforts to prepare
the Company's information technology systems (including hardware, software and
application programs) for year 2000 compliance. The Company expects to see
little direct impact on its operations given the nature of the business and the
Company's business relationships, the corrective steps taken to date and the
contingency plans put in place throughout 1999. All necessary expenditures,
which are not expected to be material (including internal staff and consulting
costs), will be funded through operating cash flow. The Company also is
continuing to analyze and work cooperatively with third parties having systems
upon which the Company must rely, and developing contingency plans with respect
thereto, but cannot give any assurances that the systems of such other parties
will be year 2000 compliant on a timely basis. Systems operated by others which
the Company would use and/or rely upon include those of banking institutions and
telephone companies, as well as vendor and franchisee workstations and product
ordering systems. The Company's business and financial condition and/or results
of operations could be materially adversely affected by the failure of its
systems and applications or those operated by such other third parties.
CAUTIONARY STATEMENT
The foregoing Management's Discussion and Analysis of Financial Condition
and Results of Operations contains various "forward-looking statements" within
the meaning of Section 27A of the Securities Act of 1933, as amended, and
Section 21E of the Securities Exchange Act of 1934, as amended. Forward-looking
statements represent the Company's expectations or beliefs concerning future
events, including (i) any statements regarding future sales and gross profit
percentages, (ii) any statements regarding the continuation of historical trends
and (iii) any statements regarding the sufficiency of the Company's cash
balances and cash generated from operations and financing activities for the
Company's future liquidity and capital resource needs. The Company cautions that
these statements are further qualified by important factors that could cause
actual results to differ materially from those in the forward-looking
statements, including, without limitations, the factors described in the
Cautionary Statement Relating to Forward-Looking Statements included as Exhibit
99 to the Form 10-Q for the fiscal quarter ended January 31, 1997.
PART II - OTHER INFORMATION
ITEM 1. LEGAL PROCEEDINGS.
<PAGE>
The Company from time to time is a party to legal proceedings arising from
the conduct of its business operations, including proceedings relating to
personal injury and employment claims, environmental remediation or
contamination, disputes under franchise agreements and claims by state and
federal regulatory authorities relating to the sale of products pursuant to
state or federal licenses or permits. Management does not believe that the
potential liability of the Company with respect to such other proceedings
pending as of the date of this Form 10-Q is material in the aggregate.
ITEM 4. SUBMISSION OF MATTERS TO A VOTE OF SECURITY
HOLDERS.
At the Annual Meeting of shareholders held on September 17, 1999, seven
directors were elected for a term of one year. Each of the nominees so elected
previously has served as a director of the Company.
The votes cast or withheld for each nominee were as follows:
Number of Shares
Number of Shares That Withheld
Name Voting For Authority
---- ---------------- -------------
<TABLE>
<CAPTION>
<S> <C> <C>
Donald F. Lamberti 46,187,580 943,156
John R. Fitzgibbon 46,478,433 652,303
Ronald M. Lamb 46,192,926 937,810
Patricia Clare Sullivan 46,456,756 673,980
John G. Harmon 46,185,872 944,864
Kenneth H. Haynie 46,161,203 969,533
John P. Taylor 46,495,129 635,607
</TABLE>
ITEM 5. OTHER INFORMATION. On November 30, 1999, the Board of Directors of
the Company approved a $30 million open-market share repurchase program to
acquire shares of the Company's Common Stock. The share repurchases will be made
from time to time over the next six months in compliance with SEC Rule 10b-18.
The program may be suspended at the Company's discretion and is not in response
to any other offer for the Company's shares. As of December 13, 1999, the
Company had repurchased 945,000 shares of Common Stock at an average price of
$10.42 per share.
<PAGE>
ITEM 6. EXHIBITS AND REPORTS ON FORM 8-K.
(a) The following exhibits are filed with this Report or, if so indicated,
incorporated by reference:
Exhibit
No. Description
------- -----------
4.2 Rights Agreement dated as of June 14, 1989 between
Casey's General Stores, Inc. and United Missouri Bank of
Kansas City, N.A., as Rights Agent(a) and amendments
thereto (b),(c),(d),(i),(j)
4.3 Note Agreement dated as of February 1, 1993 between
Casey's General Stores, Inc. and Principal Mutual Life
Insurance Company and Nippon Life Insurance Company of
America (e) and First Amendment thereto (f)
4.4 Note Agreement dated as of December 1, 1995 between
Casey's General Stores, Inc. and Principal Mutual Life
Insurance Company (f)
4.5 Note Agreement dated as of December 1, 1997 among the
Company and Principal Mutual Life Insurance Company,
Nippon Life Insurance Company of America and TMG Life
Insurance Company (g)
4.6 Note Agreement dated as of April 15, 1999 among Casey's
General Stores, Inc. and other purchasers of the 6.18%
to 7.23% Senior Notes, Series A through F (i)
11 Statement regarding computation of per share earnings
27 Financial Data Schedule
99 Cautionary Statement Relating to Forward-Looking
Statements (h)
<PAGE>
(a) Incorporated by reference from the Registration Statement on Form 8-A
(0- 12788) filed June 19, 1989 relating to Common Share Purchase
Rights.
(b) Incorporated by reference from the Form 8 (Amendment No. 1 to the
Registration Statement on Form 8-A filed June 19, 1989) filed September
10, 1990.
(c) Incorporated by reference from the Form 8-A/A (Amendment No. 3 to the
Registration Statement on Form 8-A filed June 19, 1989) filed March 30,
1994.
(d) Incorporated by reference from the Form 8-A12G/A (Amendment No. 2 to
the Registration Statement on Form 8-A filed June 19, 1989) filed July
29, 1994.
(e) Incorporated by reference from the Current Report on Form 8-K filed
February 18, 1993.
(f) Incorporated by reference from the Current Report on Form 8-K filed
January 11, 1996.
(g) Incorporated by reference from the Current Report on Form 8-K filed
January 7, 1998.
(h) Incorporated by reference from the Quarterly Report on Form 10-Q for
the fiscal quarter ended January 31, 1997.
(i) Incorporated by reference from the Current Report on Form 8-K filed May
10, 1999.
(j) Incorporated by reference from the Current Report on Form 8-K filed
September 27, 1999.
(b) On September 27, 1999, the Company filed a Current Report on
Form 8-K with respect to the approval of a Fourth Amendment to
Rights Agreement dated as of September 17, 1999 between the
Company and UMB Bank, n.a., as Rights Agent.
<PAGE>
SIGNATURE
Pursuant to the requirements of the Securities Exchange Act of 1934, the
registrant has duly caused this report to be signed on its behalf by the
undersigned thereunto duly authorized.
CASEY'S GENERAL STORES, INC.
Date: December 14, 1999 By: /s/ John G. Harmon
--------------------
John G. Harmon,
Secretary/Treasurer
(Authorized Officer and Principal
Financial Officer)
<PAGE>
EXHIBIT INDEX
Exhibit No. Description Page
- ----------- ----------- ----
11 Statement regarding computation 21
of per share earnings
27 Financial Data Schedule 23
Exhibit 11
CASEY'S GENERAL STORES, INC.
Computation of Per Share Earnings
(Dollars in Thousands, Except Share and Per Share Amounts)
Three Months Ended
October 31,
1999 1998
---- ----
<TABLE>
<CAPTION>
<S> <C> <C>
Basic earnings per share
Weighted average number of
shares outstanding 52,737,129 52,648,329
---------- ----------
Net income $ 12,662 12,627
---------- ---------
Basic earnings per common share $ .24 .24
---------- ---------
Diluted earnings per share
Weighted average number of common shares:
Weighted average number of
shares outstanding 52,737,129 52,648,329
Shares applicable to
stock options 236,262 210,091
---------- ----------
52,973,391 52,858,420
---------- ----------
Net Income $ 12,662 12,627
---------- ----------
Diluted earnings per common
share $ .24 .24
----------- ----------
</TABLE>
Exhibit 11
CASEY'S GENERAL STORES, INC.
Computation of Per Share Earnings
(Dollars in Thousands, Except Share and Per Share Amounts)
Six Months Ended
October 31,
1999 1998
---- ----
<TABLE>
<CAPTION>
<S> <C> <C>
Basic earnings per share
Weighted average number of
shares outstanding 52,727,645 52,626,587
---------- ----------
Net income $ 27,313 25,124
---------- ----------
Basic earnings per common share $ .52 .48
---------- ----------
Diluted earnings per share
Weighted average number of common shares:
Weighted average number of
shares outstanding 52,727,645 52,626,587
Shares applicable to
stock options 248,372 219,544
---------- ----------
52,976,017 52,846,131
---------- ----------
Net Income $ 27,313 25,124
---------- ----------
Diluted earnings per common share $ .52 .48
---------- ----------
</TABLE>
<TABLE> <S> <C>
<ARTICLE> 5
<LEGEND>
THIS SCHEDULE CONTAINS SUMMARY FINANCIAL INFORMATION EXTRACTED FROM THE
QUARTERLY REPORT ON FORM 10-Q FOR THE FISCAL QUARTER ENDED OCTOBER 31, 1999 OF
CASEY'S GENERAL STORES, INC. AND IS QUALIFIED IN ITS ENTIRETY BY REFERENCE TO
SUCH FINANCIAL STATEMENTS.
</LEGEND>
<CIK> 0000726958
<NAME> CASEY'S GENERAL STORES, INC.
<MULTIPLIER> 1,000
<CURRENCY> U.S. DOLLARS
<S> <C>
<PERIOD-TYPE> 6-MOS
<FISCAL-YEAR-END> APR-30-2000
<PERIOD-START> MAY-01-1999
<PERIOD-END> OCT-31-1999
<EXCHANGE-RATE> 1
<CASH> 13,508
<SECURITIES> 9,648<F1>
<RECEIVABLES> 3,666
<ALLOWANCES> 0
<INVENTORY> 51,961
<CURRENT-ASSETS> 84,371
<PP&E> 748,278
<DEPRECIATION> 229,131
<TOTAL-ASSETS> 609,958
<CURRENT-LIABILITIES> 103,881
<BONDS> 119,731<F2>
0
0
<COMMON> 67,626
<OTHER-SE> 260,262<F3>
<TOTAL-LIABILITY-AND-EQUITY> 609,958
<SALES> 799,946
<TOTAL-REVENUES> 802,891
<CGS> 630,471
<TOTAL-COSTS> 630,471
<OTHER-EXPENSES> 124,938
<LOSS-PROVISION> 0
<INTEREST-EXPENSE> 3,990
<INCOME-PRETAX> 43,492
<INCOME-TAX> 16,179
<INCOME-CONTINUING> 27,313
<DISCONTINUED> 0
<EXTRAORDINARY> 0
<CHANGES> 0
<NET-INCOME> 27,313
<EPS-BASIC> .52
<EPS-DILUTED> .52
<FN>
<F1> SHORT-TERM INVESTMENTS
<F2> LONG-TERM DEBT, NET OF CURRENT MATURITIES
<F3> RETAINED EARNINGS
</FN>
</TABLE>