20 unchanged sentences
We believe that our audits provide a reasonable basis for our opinion.
−Removed: Critical Audit Matters
+Added: Critical Audit Matter
The critical audit matter communicated below is a matter arising from the current period audit of the consolidated financial statements that was communicated or required to be communicated to the audit committee and that:
−Removed: (1) relates to accounts or disclosures that are material to the consolidated financial statements and (2) involved our especially challenging, subjective, or complex judgments.
−Removed: 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 a separate opinion on the critical audit matter or on the accounts or disclosures to which it relates.
+Added: (1) relate to accounts or disclosures that are material to the consolidated financial statements and (2) involved our especially challenging, subjective, or complex judgments.
+Added: 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 separate opinions on the critical audit matter or on the accounts or disclosures to which it relates.
Assessment of the self-insurance claim liability for workers’ compensation
1 unchanged sentence
The self-insurance claim liability for workers’ compensation is determined actuarially based on claims filed and an estimate of claims incurred but not yet reported.
−Removed: Actuarial projections of the losses are employed due to the potential variability in the liability estimates.
−Removed: Factors affecting the uncertainty of the claim liability include the (1) loss development factors, which includes the development time frame, and settlement patterns, and (2) expected loss rates, which includes litigation and adjudication direction, and medical treatment and cost trends.
+Added: Factors affecting the uncertainty of the claim liability include the (1) loss development factors, which include the development time frame and settlement patterns, and (2) expected loss rates, which include litigation and adjudication direction, and medical treatment and cost trends.
+Added: 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.
We identified the assessment of the self-insurance claim liability for workers’ compensation as a critical audit matter.
The evaluation of the key assumptions used to estimate the liability, specifically the loss development factors and expected loss
−Removed: rates involved significant measurement uncertainty requiring complex auditor judgment.
−Removed: Specialized skill and knowledge is necessary to evaluate the methods and key assumptions used to determine the liability.
−Removed: The primary procedures we performed to address this critical audit matter included the following.
−Removed: We tested certain internal controls over the Company’s process to determine the self-insurance claim liability for workers’ compensation including controls over the selection of the methods used to determine the liability, and the loss development factors and expected loss rates.
+Added: rates, required complex auditor judgment due to the significant measurement uncertainty.
+Added: Specialized skill and knowledge were necessary to evaluate the methods and key assumptions used to determine the liability.
+Added: The following are the primary procedures we performed to address this critical audit matter.
+Added: We evaluated the design and tested the operating effectiveness of certain internal controls related to the Company’s process to determine the self-insurance claim liability for workers’ compensation.
+Added: 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.
We involved actuarial professionals with specialized skill and knowledge, who assisted in:
−Removed: – assessing the methods used by the Company’s external actuary by comparing them to generally accepted actuarial methods
−Removed: – evaluating the loss development factors and expected loss rates used by the Company’s external actuary by comparing them to industry and regulatory trends.
+Added: • assessing the methods used by the Company by comparing them to generally accepted actuarial methods
+Added: • evaluating the loss development factors and expected loss rates used by the Company by comparing them to industry trends.
We have served as the Company’s auditor since 1987.
33 unchanged sentences
Cash and cash equivalents $ 336,545 $ 78,275
+Added: Receivables 79,698 48,500
+Added: Inventories 286,598 236,007
Prepaid expenses 11,214 9,801
2 unchanged sentences
Property and equipment, at cost
+Added: Land 938,199 872,151
Buildings and leasehold improvements 2,162,261 1,969,585
2 unchanged sentences
Construction in process 98,587 125,632
+Added: 5,699,864 5,361,509
Less accumulated depreciation and amortization 2,206,405 2,037,708
1 unchanged sentence
Other assets, net of amortization 82,147 71,766
+Added: Goodwill 161,075 161,075
+Added: Total assets $ 4,460,314 $ 3,943,892
Liabilities and Shareholders’ Equity
1 unchanged sentence
Lines of credit $ — $ 120,000
−Removed: Current maturities of long-term debt
+Added: Current maturities of long-term debt and finance lease obligations 2,354 570,280
Accounts payable 355,471 184,800
3 unchanged sentences
Insurance accruals 24,287 22,097
+Added: Other 122,012 95,864
Total current liabilities 612,749 1,063,428
16 unchanged sentences
Years ended April 30,
+Added: 2021 2020 2019
Total revenue $ 8,707,189 $ 9,175,296 $ 9,352,910
5 unchanged sentences
Federal and state income taxes 94,470 78,202 59,516
+Added: Net income $ 312,900 $ 263,846 $ 203,886
Net income per common share
+Added: Basic $ 8.44 $ 7.14 $ 5.55
+Added: Diluted $ 8.38 $ 7.10 $ 5.51
Dividends declared per share
+Added: $ 1.32 $ 1.28 $ 1.16
(a) Includes excise taxes of approximately:
+Added: $ 1,053,000 $ 1,063,000 $ 988,000
See accompanying Notes to Consolidated Financial Statements.
1 unchanged sentence
(In thousands, except per share and share amounts)
−Removed: Shares Outstanding
−Removed: Shareholders' Equity
+Added: Shares Outstanding Common
+Added: stock Retained
+Added: earnings Shareholders' Equity
Balance at April 30, 2018 36,874,322 $ — $ 1,271,141 $ 1,271,141
+Added: Implementation of ASU 2014-09
+Added: — — ( 4,140 ) ( 4,140 )
+Added: Net income — — 203,886 203,886
Dividends declared ($1.16 per share) — — ( 42,471 ) ( 42,471 )
3 unchanged sentences
Balance at April 30, 2019 36,664,521 $ 15,600 $ 1,393,169 $ 1,408,769
−Removed: Implementation of ASU 2014-09
+Added: Net income — — 263,846 263,846
Dividends declared ($1.28 per share) — — ( 47,096 ) ( 47,096 )
Exercise of stock options 66,638 2,958 — 2,958
−Removed: Repurchase of common stock
Stock-based compensation 75,166 14,728 — 14,728
Balance at April 30, 2020 36,806,325 $ 33,286 $ 1,609,919 $ 1,643,205
+Added: Net income — — 312,900 312,900
Dividends declared ($1.32 per share) — — ( 49,091 ) ( 49,091 )
6 unchanged sentences
Years ended April 30,
+Added: 2021 2020 2019
Cash flows from operating activities
+Added: Net income $ 312,900 $ 263,846 $ 203,886
Adjustments to reconcile net income to net cash provided by operating activities:
Depreciation and amortization 265,195 251,174 244,387
+Added: Amortization of debt issuance costs 1,603 — —
Stock-based compensation 31,986 18,129 16,410
2 unchanged sentences
Changes in assets and liabilities:
+Added: Receivables ( 26,278 ) ( 10,644 ) 7,189
+Added: Inventories ( 50,342 ) 37,713 ( 29,648 )
Prepaid expenses ( 1,413 ) ( 2,308 ) ( 1,727 )
1 unchanged sentence
Accrued expenses 65,497 26,400 30,927
+Added: Income taxes 5,714 15,783 22,545
+Added: Other, net 18,877 ( 8,933 ) ( 22,527 )
Net cash provided by operating activities 804,088 504,314 530,614
7 unchanged sentences
Repayments of long-term debt ( 571,661 ) ( 17,476 ) ( 16,000 )
−Removed: Net borrowings of short-term debt
+Added: Net (payments) borrowings of short-term debt ( 120,000 ) 45,000 35,400
+Added: Payment of debt issuance costs ( 5,525 ) — —
Proceeds from exercise of stock options 1,784 2,958 2,290
1 unchanged sentence
Repurchase of common stock — — ( 37,479 )
−Removed: Tax withholdings on employee share-based awards
−Removed: Net cash (used in) provided by financing activities
−Removed: Net increase (decrease) in cash and cash equivalents
+Added: Tax withholdings on employee stock-based awards ( 8,105 ) ( 7,224 ) ( 5,948 )
+Added: Net cash used in financing activities ( 101,478 ) ( 22,693 ) ( 63,167 )
+Added: Net increase in cash and cash equivalents 258,270 14,979 9,617
Cash and cash equivalents at beginning of year 78,275 63,296 53,679
6 unchanged sentences
Purchased property and equipment in accounts payable 9,204 5,328 15,616
−Removed: Shares repurchased in accounts payable
See accompanying Notes to Consolidated Financial Statements.
6 unchanged sentences
Retail revenue in 2021 by category are as follows:
−Removed: 60 % fuel, 28 % grocery and other merchandise, and 12 % prepared food and fountain.
−Removed: The Company’s products are readily available, and the Company is generally not dependent on a single supplier or only a few suppliers.
+Added: 55 % fuel, 31 % grocery and other merchandise, 13 % prepared food and fountain, and 1 % other.
Principles of consolidation:
2 unchanged sentences
All significant intercompany balances and transactions have been eliminated in consolidation.
−Removed: Certain amounts in prior year have been reclassified to conform to current year presentation.
Use of estimates:
The preparation of financial statements in conformity with U.S.
−Removed: generally accepted accounting principles requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosure of contingent assets and liabilities at the date of the financial statements and the reported amounts of revenues and expenses during the reporting period.
+Added: generally accepted accounting principles ("U.S.
+Added: GAAP") requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosure of contingent assets and liabilities at the date of the financial statements and the reported amounts of revenues and expenses during the reporting period.
Actual results could differ from those estimates.
2 unchanged sentences
Included in cash equivalents are money market funds and credit card, debit card and electronic benefits transfer transactions that process within three days.
+Added: Receivables :
+Added: Receivables is primarily comprised of balances outstanding from credit card companies which are not processed within three days and balances outstanding from vendor rebates.
+Added: The Company records credit card receivables at the time of the related sale to the guest.
+Added: Vendor rebates are recorded based upon the applicable agreements.
+Added: Uncollectible accounts were immaterial during the periods presented.
Inventories, which consist of merchandise and fuel, are stated at the lower of cost or market.
5 unchanged sentences
Years ended April 30,
+Added: Fuel $ 63,018 $ 33,695
+Added: Merchandise 223,580 202,312
Total inventory $ 286,598 $ 236,007
4 unchanged sentences
Reimbursements of an operating expense (e.g., advertising) are recorded as reductions of the related expense.
−Removed: Renewable Identification Numbers (RINs) are recorded as a reduction in cost of goods sold in the period when the Company commits to a price and agrees to sell all of the RINs earned during a specified period.
−Removed: The Company includes in cost of goods sold the costs incurred to acquire fuel and merchandise, including excise taxes, less vendor allowances and rebates and RINs.
+Added: Renewable Identification Numbers (RINs) are recorded as a reduction in cost of goods sold in the period when the Company commits to a price and agrees to sell the RIN.
The Company does not record an asset on the balance sheet related to RINs that have not been validated and contracted.
+Added: The Company includes in cost of goods sold the costs incurred to acquire fuel and merchandise, including excise taxes, less vendor allowances and rebates and RINs.
Warehousing costs are recorded within operating expenses on the consolidated statements of income.
6 unchanged sentences
Goodwill and intangible assets with indefinite lives are tested for impairment at least annually.
−Removed: The Company assesses impairment annually at year-end using a market based approach to establish fair value.
+Added: The Company assesses impairment at least annually at year-end using a market based approach to establish fair value.
All of the goodwill assigned to the individual stores is aggregated into a single reporting unit due to the similar economic characteristics of the stores.
−Removed: As of April 30, 2020 and 2019 , there was $ 161,075 and $ 157,223 of goodwill, respectively.
+Added: As of both April 30, 2021 and 2020, there was $ 161,075 of goodwill recognized.
Management’s analysis of recoverability completed as of the fiscal year-end indicated no evidence of impairment for the years ended April 30, 2021, 2020, and 2019.
1 unchanged sentence
Depreciation of property and equipment are computed using the straight-line method over the following estimated useful lives:
−Removed: Machinery and equipment
−Removed: Finance lease right-of-use assets
−Removed: Lesser of term of lease or life of asset
−Removed: Leasehold improvements
−Removed: Lesser of term of lease or life of asset
+Added: Buildings 25-40 years
+Added: Machinery and equipment 5-40 years
+Added: Finance lease right-of-use assets Lesser of term of lease or life of asset
+Added: Leasehold improvements Lesser of term of lease or life of asset
The Company monitors stores and will accelerate depreciation if the expected life of the asset is reduced due to the expected remaining operation of the store or the Company’s plans.
22 unchanged sentences
Sales taxes collected from guests and remitted to the government are recorded on a net basis in the consolidated financial statements.
−Removed: A portion of revenue from sales that include a redeemable box top coupon or points under our Casey’s Rewards program is deferred.
−Removed: The deferred portion of the sale represents the value of the estimated future redemption of the box top coupon or points.
−Removed: The amounts related to redeemable box top coupons and points are deferred until their redemption or expiration.
−Removed: Revenue related to the box top coupons and points issued is expected to be recognized less than one year from the original sale to the guest.
−Removed: As of April 30, 2020 and April 30, 2019 , the Company recognized a contract liability of $ 11,180 and $ 6,931 ,
−Removed: respectively, related to the outstanding box top coupons and Casey's Rewards points, which is included in other accrued expenses on the consolidated balance sheets.
+Added: A portion of revenue from sales that include a redeemable digital box top coupon or points under our Casey’s Rewards program is deferred.
+Added: The deferred portion of the sale represents the value of the estimated future redemption of the digital box top coupon or points.
+Added: The amounts related to redeemable digital box top coupons and points are deferred until their redemption or expiration.
+Added: Revenue related to the digital box top coupons and points issued is expected to be recognized less than one year from the original sale to the guest.
+Added: As of April 30, 2021 and April 30, 2020, the Company recognized a contract liability of $ 30,719 and $ 11,180 , respectively, related to the outstanding digital box top coupons and Casey's Rewards points, which is included in other accrued expenses on the consolidated balance sheets.
Gift card related revenue is recognized as the gift cards are used by the guest.
12 unchanged sentences
Because these estimates are subjective and are currently based on historical costs with adjustments for estimated future changes in the associated costs, we expect the dollar amount of these obligations to change as more information is obtained.
−Removed: There were no material changes in our asset retirement obligation estimates during fiscal 2020 .
−Removed: 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.
The discounted liability was $ 24,411 and $ 22,658 at April 30, 2021 and 2020, respectively, and is recorded in other long-term liabilities.
6 unchanged sentences
The balance of our self-insurance reserves was $ 50,526 and $ 44,959 for the years ended April 30, 2021 and 2020, respectively.
+Added: See additional discussion in Note 10.
Environmental remediation liabilities:
2 unchanged sentences
There were no options or futures contracts as of or during the years ended April 30, 2021, 2020, or 2019.
−Removed: However, we do from time to time, participate in a forward buy of certain commodities.
+Added: From time to time, we participate in a forward buy of certain commodities - see further discussion in Note 9.
These are not accounted for as derivatives under the normal purchase and sale exclusions within the applicable accounting guidance.
3 unchanged sentences
Additionally, certain awards include performance and market conditions.
−Removed: The majority of performance-based awards are based on the achievement of a three year average return on invested capital (ROIC).
+Added: The majority of performance-based awards are based on either the achievement of a three-year average return on invested capital (ROIC) or a three-year cumulative earnings before interest, income taxes, depreciation, and amortization.
For these awards, stock-based compensation expense is estimated based on the probable outcome of shares to be awarded adjusted as necessary at each reporting period.
+Added: Additionally, if the Company's relative total shareholder return over the performance period is in the bottom or top quartile of the applicable peer group, the performance-based shares included will be adjusted downward by 25%, or upward by 25%, respectively (the "TSR Modifier").
The market-based awards are achieved based on our relative performance to a pre-determined peer group.
−Removed: The fair value of these awards is determined using a Monte Carlo simulation as of the date of the grant.
+Added: The fair value of these awards is determined using a Monte Carlo simulation as of
+Added: the date of the grant.
For market-based awards, the stock-based compensation expense will not be adjusted should the target awards vary from actual awards.
3 unchanged sentences
We manage the business on the basis of one operating segment and therefore, have only one reportable segment.
−Removed: Our stores sell
−Removed: similar products and services, use similar processes to sell those products and services, and sell their products and services to similar classes of guests.
+Added: Our stores sell similar products and services, use similar processes to sell those products and services, and sell their products and services to similar classes of guests.
We make specific disclosures concerning the three broad merchandise categories of fuel, grocery and other merchandise, and prepared food and fountain because it makes it easier for us to discuss trends and operational initiatives within our business and industry.
1 unchanged sentence
Recent accounting pronouncements:
−Removed: In May 2014, the FASB issued Accounting Standards Update (ASU) No.
−Removed: 2014-09, Revenue from Contracts with Customers (Topic 606).
−Removed: We adopted the standard on May 1, 2018 using the modified retrospective approach.
−Removed: 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.
−Removed: 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.
−Removed: 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).
−Removed: 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.
−Removed: To satisfy the standard’s objective, a lessee will recognize a right-of-use asset representing its right to use the underlying asset for the lease term and a lease liability for the obligation to make lease payments.
−Removed: Both the right-of-use asset and lease liability will initially be measured at the present value of the lease payments, with subsequent measurement dependent on the classification of the lease as either a finance or an operating lease.
−Removed: 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.
−Removed: If a lessee makes this election, it should recognize lease expense for such leases generally on a straight-line basis over the lease term.
+Added: As a result of this update, we recognized a right-of-use asset representing its right to use the underlying asset for the lease term and a lease liability for the obligation to make lease payments.
+Added: Both the right-of-use asset and lease liability are measured at the present value of the lease payments, with subsequent measurement dependent on the classification of the lease as either a finance or an operating lease.
In July 2018, the FASB issued ASU 2018-10, Leases (Topic 842) - Codification Improvements which contains several FASB Codification improvements for ASC Topic 842 , including several implementation issues and ASU 2018-11, "Leases (Topic 842) - Targeted Improvements" which provides entities with an additional transition method for implementing ASC Topic 842 .
−Removed: Entities have the option to apply the new standard at the adoption date, recognizing a cumulative-effect adjustment to the opening balance of retained earnings along with the modified retrospective approach previously identified, both of which include a number of practical expedients that companies may elect to apply.
−Removed: Under the cumulative-effect adjustment comparative periods would not
+Added: This update provided the option to apply the new standard at the adoption date, recognizing a cumulative-effect adjustment to the opening balance of retained earnings along with the modified retrospective approach previously identified, both of which include a number of practical expedients that companies may elect to apply.
+Added: Under the cumulative-effect adjustment approach, comparative periods would not be restated.
Under the modified retrospective approach, leases are recognized and measured under the noted guidance at the beginning of the earliest period presented.
−Removed: 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.
−Removed: We adopted this guidance as of May 1, 2019 using the modified retrospective approach and elected the cumulative-effect adjustment practical expedient.
+Added: We adopted this guidance in the first quarter of fiscal 2020, using the modified retrospective approach and elected the cumulative-effect adjustment practical expedient.
As a result of the transition method selected, the Company did not restate previously reported comparable periods.
−Removed: Please refer to note 7 for additional information regarding the Company’s adoption of ASC 842.
−Removed: In October 2016, the FASB issued ASU No.
−Removed: 2016-16, Intra-Entity Transfers of Assets Other than Inventory .
−Removed: We adopted this standard in the quarter ended July 31, 2018, which resulted in no material impact to the Company.
−Removed: In January 2017, the FASB issued ASU 2017-01, Business Combinations, Clarifying the Definition of a Business .
−Removed: 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.
−Removed: The guidance requires the Company to utilize various criteria to evaluate whether or not an acquisition is a business.
−Removed: 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.
−Removed: 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.
−Removed: The standard is generally expected to reduce the number of business combinations, which may impact the allocation of purchase consideration in future acquisitions.
−Removed: Where it is determined that an acquisition is not a business combination, there would be no resulting goodwill recorded.
−Removed: The Company prospectively adopted this guidance for all future acquisitions in the first quarter of fiscal 2019.
+Added: Please refer to Note 7 for additional information regarding ASC Topic 842 .
In August 2018, the FASB issued ASU 2018-15, Customer’s Accounting for Implementation Costs Incurred in a Cloud Computing Arrangement That Is a Service Contract.
This standard provides guidance on accounting for costs of implementation activities performed in a cloud computing arrangement that is a service contract.
−Removed: The amendments in the update align the requirements for capitalizing implementation costs incurred in a hosting arrangement that is a service contract with the requirements for capitalizing implementation costs incurred to develop or obtain internal-use software and hosting
−Removed: arrangements that include an internal-use software license.
+Added: The amendments in the update align the requirements for capitalizing implementation costs incurred in a hosting arrangement that is a service contract with the requirements for capitalizing implementation costs incurred to develop or obtain internal-use software and hosting arrangements that include an internal-use software license.
The Company early adopted this guidance retrospectively, in the first quarter of fiscal 2019.
4 unchanged sentences
The Company is required to adopt this guidance in the first quarter of its fiscal 2022, with early adoption permitted.
−Removed: The Company is currently evaluating the impact the standard has on the consolidated financial statements.
+Added: The Company does not expect the adoption of this standard to have a material impact on our consolidated financial statements.
In March 2020, the FASB issued ASU 2020-04, Reference Rate Reform (Topic 848) - Facilitation of the Effects of Reference Rate Reform on Financial Reporting.
1 unchanged sentence
The new standard is effective for all entities through December 31, 2022.
−Removed: The Company does not expect the adoption of this standard to have a material impact on our consolidated financial statements.
−Removed: During the year ended April 30, 2020 , the Company acquired 18 stores through a variety of multi-store and single store transactions with several unrelated third parties.
−Removed: Of the 18 stores acquired, 11 were re-opened as a Casey's store during the 2020 fiscal year, and seven will be opened during the 2021 fiscal year.
−Removed: The majority of the acquisitions meet the criteria to be considered business combinations.
+Added: The Company does not expect this standard to have a material impact on our consolidated financial statements.
+Added: During the year ended April 30, 2021, the Company acquired 5 stores.
+Added: Of the 5 stores acquired, 2 were re-opened as a Casey's store during the 2021 fiscal year, and the remaining 3 will be opened during the 2022 fiscal year.
+Added: The majority of these acquisitions meet the criteria to be considered business combinations.
The purchase price of the stores were valued using a discounted cash flow model on a location by location basis.
The acquisitions were recorded in the financial statements by allocating the purchase price to the assets acquired, including intangible assets and liabilities assumed, based on their estimated fair values at the acquisition date as determined by third party appraisals or internal estimates.
+Added: Fair values were determined
+Added: using Level 3 inputs (see Note 3).
The excess of the cost of the acquisition over the net amounts assigned to the fair value of the assets acquired and the liabilities assumed is recorded as goodwill if the acquisition is considered to be a business combination.
−Removed: All of the goodwill associated with these transactions will be deductible for income tax purposes over 15 years .
+Added: No goodwill was recognized as the result of the current year acquisitions.
Allocation of the purchase price for the transactions in aggregate for the year ended April 30, 2021 is as follows (in thousands):
Assets acquired:
+Added: Inventories $ 249
Property and equipment 9,117
+Added: Total assets 9,366
Liabilities assumed:
3 unchanged sentences
Total consideration paid $ 9,356
−Removed: The following unaudited pro forma information presents a summary of our consolidated results of operations as if the transactions referenced above occurred at the beginning of the first fiscal year of the periods presented (amounts in thousands, except per share data):
−Removed: Years Ended April 30,
−Removed: Total revenue
−Removed: Net income per common share
FAIR VALUE OF FINANCIAL INSTRUMENTS AND LONG-TERM DEBT
+Added: GAAP requires that each financial asset and liability carried at fair value be classified into one of the following of the fair value hierarchy levels, which is based upon the quality of the inputs used in the valuation.
+Added: Level 1 inputs are quoted market prices in active markets for identical assets and liabilities.
+Added: Level 2 inputs are observable market based inputs or unobservable inputs that are corroborated by market data (excluding those included within Level 1).
+Added: Level 3 inputs are unobservable inputs that are not corroborated by market data.
+Added: The Company has not changed its valuation techniques in measuring the fair value of any financial assets and liabilities during the period.
A summary of the fair value of the Company’s financial instruments follows.
1 unchanged sentence
The carrying amount approximates fair value due to the short maturity of these instruments or the recent purchase of the instruments at current rates of interest.
−Removed: Long-term debt:
−Removed: The fair value of the Company’s long-term debt (including current maturities) and finance lease obligations is estimated based on the current rates offered to the Company for debt of the same or similar issues.
+Added: Long-term debt and finance lease obligations:
+Added: The fair value of the Company’s long-term debt and finance lease obligations (including current maturities) is estimated based on the current rates offered to the Company for debt of the same or similar issues.
The fair value of the Company’s long-term debt and capital lease obligations was approximately $ 1,408,000 and $ 1,341,000 , respectively, at April 30, 2021 and 2020.
2 unchanged sentences
Finance lease liabilities (Note 7) $ 14,085 $ 16,746
−Removed: 5.72% Senior notes due in 14 installments beginning September 30, 2012 and ending March 30, 2020
5.22% Senior notes due August 9, 2020 $ — 569,000
5 unchanged sentences
3.77% Senior notes (Series F) due August 22, 2028 250,000 250,000
+Added: 2.85% Senior notes (Series G) due August 7, 2030 325,000 —
+Added: 2.96% Senior notes (Series H) due August 6, 2032 325,000 —
+Added: Debt issuance costs ( 336 ) —
+Added: 1,363,749 1,285,746
Less current maturities (1) 2,354 571,244
−Removed: (1) The Company is in the process of refinancing these Senior notes, and expects to execute the applicable note purchase agreement for the refinancing in the near future shortly after the report date.
−Removed: (2) Long-term debt is presented gross in the table above, but net of unamortized debt issuance costs of $ 964 and $ 1,171 on the consolidated balance sheets for the years ended April 30, 2020 and 2019 , respectively.
−Removed: In January 2019, the Company entered into the Credit Facility that provides for a $ 300 million unsecured revolving line of credit, a $ 30 million sublimit for letters of credit and a $ 30 million sublimit for swingline loans.
−Removed: The Credit Facility contains an expansion option permitting the Company to request an increase of the Credit Facility from time to time up to an aggregate additional $ 150 million from the lenders or other financial institutions acceptable to the Company and the Administrative Agent, upon the satisfaction of certain conditions, including the consent of the lenders whose commitments would increase.
−Removed: The maturity date is January 11, 2024.
−Removed: Amounts borrowed under the Credit Facility bear interest at variable rates based upon, at the Company's option, either (a) LIBOR plus an applicable margin or (b) an alternate base rate.
−Removed: The Credit Facility also carries a facility fee between 0.2 % and 0.4 % per annum based on the Company's consolidated leverage ratio as defined in the credit agreement.
−Removed: The Company had $ 120,000 and 75,000 outstanding under the line of credit at April 30, 2020 and 2019 , respectively.
−Removed: Concurrently with this credit agreement, the Company also reduced the Bank Line from $ 150,000 to $ 25,000 .
−Removed: The Bank Line bears interest at a variable rate subject to change from time to time based on changes in an independent index referred to in the Bank Line as the Federal Funds Offered Rate (the “Index”).
−Removed: The interest rate to be applied to the unpaid principal balance of the Bank Line was at a rate of 1.0 % over the Index.
−Removed: There was $ 0 outstanding at April 30, 2020 and 2019 .
−Removed: The line of credit is due upon demand.
+Added: $ 1,361,395 $ 714,502
+Added: (1) Current maturities is presented gross in the table above, but net of unamortized debt issuance costs of $ 964 on the consolidated balance sheets for the year ended April 30, 2020.
Interest expense is net of interest income of $ 168 , $ 860 , and $ 595 for the years ended April 30, 2021, 2020, and 2019, respectively.
3 unchanged sentences
Listed below are the aggregate maturities of long-term debt, including finance lease obligations, for the 5 years commencing May 1, 2021 and thereafter:
−Removed: Years ended April 30,
−Removed: Finance Leases
+Added: Years ended April 30, Finance Leases Senior Notes Total
+Added: 2022 $ 2,354 $ — $ 2,354
+Added: 2023 2,484 20,000 22,484
+Added: 2024 2,060 32,000 34,060
+Added: 2025 734 32,000 32,734
+Added: 2026 471 192,000 192,471
+Added: Thereafter 5,982 1,074,000 1,079,982
+Added: $ 14,085 $ 1,350,000 $ 1,364,085
+Added: On June 30, 2020, the Company entered into a note purchase agreement with respect to the issuance of $ 650,000 aggregate principal amount of senior notes, consisting of:
+Added: (i) $ 325,000 aggregate principal amount of 2.85 % Senior Notes, Series G (the “Series G Notes”);
+Added: and (ii) $ 325,000 aggregate principal amount of 2.96 % Senior Notes, Series H (the “Series H Notes”) (collectively, the “Notes”).
+Added: The Notes were issued on August 7, 2020.
+Added: The Series G Notes bear interest at the rate of 2.85 % per annum, payable semi-annually on February 7 and August 7 of each year, and mature on August 7, 2030.
+Added: The Series H Notes bear interest at the rate of 2.96 % per annum, payable semi-annually on February 7 and August 7 of each year, and mature on August 6, 2032.
+Added: The Company used a portion of the proceeds of the Notes to pay off the $ 569,000 5.22 % senior notes that matured on August 9, 2020.
+Added: On November 8, 2020, the Company entered into a commitment letter (“Commitment Letter”) with Goldman Sachs Bank USA (“Goldman”), pursuant to which Goldman committed to lend the Company up to $ 100 million under a new senior unsecured 364-day bridge loan facility (the “Bridge Loan”).
+Added: As a result of, and concurrent with the effectiveness of the second amendment of the Credit Agreement discussed below, the commitments under the Commitment Letter were reduced, and are now expired, in accordance with the terms thereof.
+Added: Credit Agreement
+Added: As noted above, on December 23, 2020, the Company entered into a second amendment (“the Amendment”) to its existing credit agreement dated January 11, 2019, as amended June 30, 2020 (together with the Amendment, the “Credit Agreement”) to:
+Added: (a) increase the revolving commitments thereunder to an aggregate principal amount of $ 450 million (the “Revolving Facility Increase”, and together with the existing revolving commitments the “Revolving Facility”);
+Added: and (b) provide for a senior unsecured delayed-draw term loan facility in an aggregate principal amount of up to $ 300 million (the “Term Loan Facility”).
+Added: Revolving Facility Increase :
+Added: The Amendment increased the total borrowing capacity under the Revolving Facility by an aggregate principal amount of $ 150 million, from $ 300 million to $ 450 million.
+Added: The maturity date of the Revolving Facility remains unchanged, at January 11, 2024.
+Added: Amounts borrowed under the Revolving Facility bear interest at variable rates based upon, at the Company’s option, either:
+Added: (a) the LIBO Rate adjusted for statutory reserve requirements (but no less than 0.75 %) (the “Adjusted LIBO Rate”), plus a margin ranging from 1.05 % to 1.85 %;
+Added: or (b) an alternate base rate, which is the higher of (i) the prime rate announced by the Administrative Agent, (ii) the federal funds rate plus 1/2 of 1.00%, and (iii) the one-month LIBO Rate plus 1.00 % (as applicable, the “ABR Rate”), plus a margin ranging from 0.05 % to 0.85 %.
+Added: The Revolving Facility also carries a facility fee of 0.20 % to 0.40 % per annum.
+Added: The applicable margins and facility fee are dependent upon the Company’s Consolidated Leverage Ratio, as calculated quarterly in accordance with the Credit Agreement (the “Consolidated Leverage Ratio”).
+Added: The Company had $ 0 and $ 120,000 outstanding under the line of credit at April 30, 2021 and 2020, respectively.
+Added: Term Loan Facility :
+Added: The Amendment also provides for a new senior unsecured delayed-draw term loan facility in an aggregate principal amount of up to $ 300 million.
+Added: The Term Loan Facility has a maturity date of January 6, 2026 (the “Term Loan Maturity Date”) and its proceeds may be used to finance the acquisition of Buchanan Energy (see additional discussion at Note 11), as well as working capital needs, capital expenditures, share repurchases and general corporate purposes.
+Added: Amounts borrowed under the Term Loan Facility will bear interest at variable rates based upon, at the Company’s option, either:
+Added: (i) the Adjusted LIBO Rate, plus a margin ranging from 1.55 % to 2.60 %;
+Added: or (ii) the ABR Rate, plus a margin ranging from 0.20 % to 1.60 %.
+Added: The Term Loan Facility also carries a facility fee of 0.20 % to 0.40 % per annum.
+Added: The applicable margins and facility fee are dependent upon the Consolidated Leverage Ratio.
+Added: The outstanding principal balance of the loan drawn on the Term Loan Facility is required to be repaid in equal quarterly installments in an amount equal to 1.25 % of the original principal amount, on the last day of each March, June, September and December following its funding date, with the balance due on the Term Loan Maturity Date.
+Added: The Company had not yet drawn on the Term Loan Facility as of April 30, 2021.
+Added: Subsequent to fiscal 2021, the Company drew $ 300 million on the Term Loan Facility to partially fund the Buchanan Energy acquisition - refer to Note 11 for additional details.
+Added: The Company has an unsecured bank line of credit (the "Bank Line") with availability up to $ 25,000 .
+Added: The Bank Line bears interest at a variable rate subject to change from time to time based on changes in an independent index referred to in the Bank Line as the Federal Funds Offered Rate (the “Index”).
+Added: The interest rate to be applied to the unpaid principal balance of the Bank Line was at a rate of 1.0 % over the Index.
+Added: There was $ 0 outstanding at April 30, 2021 and 2020.
+Added: The Bank Line is due upon demand .
PREFERRED AND COMMON STOCK
5 unchanged sentences
Stock incentive plans:
−Removed: The 2018 Stock Incentive Plan (the “2018 Plan”), was approved by the Board in June 2018 and approved by the Company's shareholders on September 5, 2018 ("the "2018 Plan Effective Date").
+Added: The 2018 Stock Incentive Plan (the “2018 Plan”) was approved by the Company's shareholders on September 5, 2018 ("the "2018 Plan Effective Date").
The 2018 Plan replaced the 2009 Stock Incentive Plan (the "2009 Plan") under which no new awards are allowed to be granted as of the 2018 Plan Effective Date.
3 unchanged sentences
There were 2,211,232 shares available for grant at April 30, 2021, under the 2018 Plan.
−Removed: We account for stock-based compensation by estimating the grant date fair value of stock options using the Black Scholes model, and the fair value of time-based and performance-based restricted stock unit awards using the closing price of our common stock.
+Added: We account for stock-based compensation by estimating the grant date fair value of stock options using the Black Scholes model, and the fair value of time-based and performance-based restricted stock unit awards using the closing price of our common stock on the applicable grant date, or the date on which performance goals for performance-based units are established, if after the grant date.
For market-based awards, we use a "Monte Carlo" approach to estimate the value of the awards, which simulates the prices of the Company’s and each member of the performance peer groups' common stock price at the end of the relevant performance period, taking into account volatility and the specifics surrounding each total shareholder return metric under the relevant plan.
2 unchanged sentences
The following table summarizes the equity-related grants made during the three-year period ended April 30, 2021 :
−Removed: Date of Grant
−Removed: Type of Grant
−Removed: Shares Granted
−Removed: Fair Value at Grant Date
−Removed: Restricted Stock Units
−Removed: Key Employees
−Removed: July 14, 2017
−Removed: Restricted Stock Units (1)
−Removed: June 15, 2020
−Removed: September 28, 2017
−Removed: Restricted Stock
−Removed: Non-Employee Board Members
−Removed: March 29, 2018
−Removed: Restricted Stock Units
−Removed: Non-Employee Board Members
−Removed: September 21, 2018
−Removed: Restricted Stock Units
−Removed: Key Employees
−Removed: Restricted Stock Units (1)
−Removed: September 5, 2018
−Removed: Restricted Stock Units
−Removed: Non-Employee Board Members
−Removed: 2019 Annual Shareholders' Meeting Date
−Removed: Restricted Stock Units
−Removed: Key Employees
−Removed: Restricted Stock Units (1)
−Removed: June 24, 2019
−Removed: Restricted Stock Units (2)
−Removed: September 4, 2019
−Removed: Restricted Stock Units
−Removed: Non-Employee Board Members
−Removed: 2020 Annual Shareholders' Meeting Date
−Removed: December 23, 2019
−Removed: Restricted Stock Units (3)
−Removed: Restricted Stock Units (4)
−Removed: Restricted Stock Units (5)
−Removed: (1) This grant of restricted stock units includes time-based, performance-based and market-based awards.
−Removed: The performance-based awards included in the figure above represent a “target” amount;
−Removed: the final amount earned is based on the satisfaction of certain performance measures over a three -year performance period and will range from 0 % to 200 % of the “target".
−Removed: The market-based awards incorporate market conditions in determining fair value as of the grant date, and will also range from 0 % to 200 % of the "target".
−Removed: Total market-based expense of approximately $ 2.3 million for the 2017 grant, $ 2.6 million for the 2018 grant, and $ 3.1 million for the 2019 grant will be recognized on a straight-line basis over the vesting period, subject to acceleration for retirement provisions.
−Removed: (2) This grant of restricted stock units is comprised of time-based awards that vest ratably on each June 23, 2020 through 2022, along with a market-based award vesting June 23, 2022.
−Removed: The market-based award incorporates market conditions in determining fair value on the grant date and will range from 0 % to 200 % of the target.
+Added: Date of Grant Type of Grant Shares Granted Recipients Vesting Date Fair Value at Grant Date
+Added: May 24, 2018 Restricted Stock Units 88,846 Key Employees May 24, 2021 $ 8,593
+Added: June 8, 2018 Restricted Stock Units (1) 75,402 Officers June 8, 2021 $ 7,571
+Added: September 5, 2018 Restricted Stock Units 7,984 Non-Employee Board Members 2019 Annual Shareholders' Meeting Date $ 920
+Added: June 4, 2019 Restricted Stock Units 75,959 Key Employees June 4, 2022 $ 9,886
+Added: June 4, 2019 Restricted Stock Units (1) 59,579 Officers June 4, 2022 $ 9,097
+Added: June 24, 2019 Restricted Stock Units (2) 32,786 CEO Various (2) $ 5,700
+Added: September 4, 2019 Restricted Stock Units 5,504 Non-Employee Board Members 2020 Annual Shareholders' Meeting Date $ 919
+Added: December 23, 2019 Restricted Stock Units (3) 5,000 CEO Various (3) $ 788
+Added: Fiscal 2020 -Various Restricted Stock Units (4) 8,444 Officers Various (4) $ 1,368
+Added: Fiscal 2020 -Various Restricted Stock Units (5) 1,763 Officers Various (5) $ 354
+Added: Fiscal 2021 -Various Restricted Stock Units 80,050 Key Employees Vests ratably on anniversary date over three-year period $ 13,417
+Added: Fiscal 2021 -Various Restricted Stock Units (6) 94,756 Officers Various (6) $ 17,856
+Added: September 2, 2020 Restricted Stock Units 5,240 Non-Employee Board Members 2021 Annual Shareholders' Meeting Date $ 951
+Added: Fiscal 2021 -Various Restricted Stock Units (7) 29,890 Key Employees and Officers Various (7) $ 5,153
+Added: (1) This grant of restricted stock units ("RSUs") includes time-based, performance-based and market-based awards.
+Added: The performance-based awards represent a “target” amount;
+Added: the final amount earned is based on the satisfaction of certain performance measures over a three -year performance period and will range from 0 % to 200 % of “target".
+Added: Total performance-based expense of approximatel y $ 4.2 million for the 2018 grant and $ 6.9 million for the 2019 grant (compared to a grant date fair value of $ 2.8 million and $ 3.4 million, respectively), will be recognized on a straight-line basis over the vesting period, subject to acceleration for retirement provisions.
+Added: The market-based awards incorporate market conditions in determining fair value as of the grant date, and will also range from 0 % to 200 % of "target".
+Added: Total market-based expense of approximately $ 2.6 million for the 2018 grant and $ 3.1 million for the 2019 grant, will be recognized on a straight-line basis over the vesting period, subject to acceleration for retirement provisions.
+Added: (2) This grant of RSUs includes time-based awards that vest ratably on each June 24, 2020 through 2022, along with a market-based award vesting June 24, 2022.
+Added: The market-based award incorporates market conditions in determining fair value on the grant date and will range from 0 % to 200 % of target.
Total market-based expense of approximately $ 1.8 million will be recognized on a straight-line basis over the vesting period.
−Removed: (3) This grant of restricted stock units is comprised of performance-based awards which are calculated based upon targets achieved over performance periods from January 1, 2020 to December 31, 2020.
+Added: (3) This grant of RSUs includes performance-based awards which are calculated based upon targets achieved over a performance period of January 1, 2020 to December 31, 2020.
If the performance targets are met, the units vest ratably on each January 15, 2021 through 2023.
−Removed: (4) These grants of restricted stock units were issued to various officers throughout the fiscal year.
−Removed: The grants were comprised of time-based awards and vest in accordance with the agreements, ranging from January 2021 to January 2023.
−Removed: (5) These grants of restricted stock units were issued to various officers throughout the fiscal year.
−Removed: The grants includes time-based, performance-based and market-based awards.
−Removed: The performance-based awards included in the figure above represent a
−Removed: “target” amount;
−Removed: the final amount earned is based on the satisfaction of certain performance measures over a three -year performance period and will range from 0 % to 200 % of the “target".
−Removed: The market-based awards incorporate market conditions in determining fair value as of the grant date, and will also range from 0 % to 200 % of the "target".
+Added: (4) These grants of RSUs were issued to various officers throughout the fiscal year.
+Added: The grants were comprised of time-based awards and vest in accordance with the vesting schedules in the award agreements, ranging from January 2021 to January 2023.
+Added: (5) These grants of RSUs were issued to various officers throughout the fiscal year.
+Added: The grants include time-based, performance-based and market-based awards.
+Added: The performance-based awards represent a “target” amount;
+Added: the final amount earned is based on the satisfaction of certain performance measures over a three -year performance period and will range from 0 % to 200 % of “target".
+Added: Total performance-based expense of approximately $ 310 (compared to a grant date fair value of $ 177 ) will be recognized on a straight-line basis over the vesting period.
+Added: The market-based awards incorporate market conditions in determining fair value as of the grant date, and will also range from 0 % to 200 % of "target".
Total market-based expense of approximately $ 177 will be recognized on a straight-line basis over the vesting period.
+Added: (6) These grants of RSUs were issued to officers throughout the year.
+Added: The grants include time-based awards and performance-based awards.
+Added: The time-based awards vest ratably over a three-year period commencing on the first anniversary of the grant date.
+Added: The performance-based awards represent a “target” amount;
+Added: the final amount earned is based on the satisfaction of certain performance measures over a three -year performance period and will range from 0 % to 200 % of “target".
+Added: In addition, the performance-based award is subject to the TSR Modifier.
+Added: Total performance-based expense of approximately $ 24.1 million (compared to a grant date fair value of $ 13.9 million) will be recognized on a straight-line basis over the vesting period, subject to acceleration for retirement provisions.
+Added: (7) These grants of RSUs were issued to officers and key employees throughout the year.
+Added: The grants includes primarily time-based awards, as well as a performance-based award.
+Added: The time-based awards vest in accordance with the vesting schedules in the award agreements, ranging from June 2021 to June 2023.
+Added: The grant also includes one performance-based award that represents a “target” amount;
+Added: the final amount earned is based on the satisfaction of certain performance measures over a three -year performance period and will range from 0 % to 200 % of the “target".
+Added: In addition, the performance-based award is subject to the TSR Modifier.
+Added: Total performance-based expense of approximately $ 2.2 million (compared to a grant date fair value of $ 1.3 million) will be recognized on a straight-line basis over the vesting period, subject to acceleration for retirement provisions.
At April 30, 2021, stock options for 3,000 shares (which expire on June 23, 2021) were outstanding.
1 unchanged sentence
Information concerning the issuance of stock options under the 2009 Plan is presented in the following table (no stock option awards have been granted under the 2018 Plan):
−Removed: of option shares
+Added: of option shares Weighted
average option
1 unchanged sentence
Outstanding at April 30, 2018 181,673 $ 39.48
+Added: Exercised ( 71,546 ) 32.02
+Added: Forfeited ( 300 ) 25.26
Outstanding at April 30, 2019 109,827 $ 44.39
+Added: Exercised ( 66,638 ) 44.39
Outstanding at April 30, 2020 43,189 $ 44.39
+Added: Exercised ( 40,189 ) 44.39
Outstanding at April 30, 2021 3,000 $ 44.39
5 unchanged sentences
Unvested at April 30, 2018 338,981
+Added: Granted 172,232
+Added: Vested ( 104,166 )
+Added: Forfeited ( 10,530 )
+Added: Performance Award Adjustments ( 7,717 )
Unvested at April 30, 2019 388,800
+Added: Granted 189,035
+Added: Vested ( 108,484 )
+Added: Forfeited ( 25,146 )
Performance Award Adjustments 29,594
Unvested at April 30, 2020 473,799
+Added: Granted 209,936
+Added: Vested ( 154,842 )
+Added: Forfeited ( 12,275 )
Performance Award Adjustments 130,302
14 unchanged sentences
Years ended April 30,
+Added: 2021 2020 2019
+Added: Net income $ 312,900 $ 263,846 $ 203,886
Weighted average shares outstanding-basic 37,092,273 36,956,115 36,709,940
Basic earnings per common share $ 8.44 $ 7.14 $ 5.55
+Added: Net income $ 312,900 $ 263,846 $ 203,886
Weighted-average shares outstanding-basic 37,092,273 36,956,115 36,709,940
4 unchanged sentences
therefore, all options were included in the computation of dilutive earnings per share for fiscal 2021, 2020, and fiscal 2019, respectively.
−Removed: Income tax expense (benefit) attributable to earnings consisted of the following components:
+Added: Income tax expense attributable to earnings consisted of the following components:
Years ended April 30,
−Removed: Current tax expense (benefit):
−Removed: Deferred tax expense (benefit)
−Removed: Total income tax expense (benefit)
+Added: 2021 2020 2019
+Added: Current tax expense:
+Added: Federal $ 73,950 $ 22,182 10,326
+Added: State 16,397 6,210 3,853
+Added: 90,347 28,392 14,179
+Added: Deferred tax expense 4,123 49,810 45,337
+Added: Total income tax expense $ 94,470 $ 78,202 59,516
The tax effects of temporary differences that gave rise to significant portions of the deferred tax assets and deferred tax liabilities were as follows:
2 unchanged sentences
Accrued liabilities and reserves $ 29,583 $ 12,423
−Removed: Property and equipment depreciation
Workers compensation 9,000 8,303
+Added: Operating and finance lease obligations 9,186 10,006
+Added: Asset retirement obligations 6,294 5,881
Deferred compensation 4,221 3,781
1 unchanged sentence
State net operating losses & tax credits 928 424
+Added: Other 3,068 1,745
Total gross deferred tax assets 71,411 49,646
3 unchanged sentences
Property and equipment depreciation ( 484,065 ) ( 460,805 )
+Added: Goodwill ( 27,047 ) ( 24,348 )
+Added: Other ( 20 ) ( 44 )
Total gross deferred tax liabilities ( 511,132 ) ( 485,197 )
2 unchanged sentences
The state net operating loss carryforwards begin to expire in 2029.
−Removed: The valuation allowance for state net operating loss deferred tax assets as of April 30, 2020 and 2019 was $ 47 .
+Added: In addition, the Company had state tax credit carryforwards of approximately $ 984 , which begin to expire in 2026.
+Added: The valuation allowance for state net operating loss deferred tax assets as of April 30, 2021 and 2020 was $ 0 and $ 47 , respectively.
In assessing the realizability of deferred tax assets, management considers whether it is more likely than not that some portion of the deferred tax assets will not be realized.
4 unchanged sentences
Years ended April 30,
+Added: 2021 2020 2019
Income taxes at the statutory rates 21.0 % 21.0 % 21.0 %
3 unchanged sentences
Impact of phased-in state law changes, net of federal benefit — % ( 0.2 ) % ( 1.8 ) %
−Removed: ASU 2016-09 benefit (share based compensation)
+Added: ASU 2016-09 benefit (stock-based compensation) ( 0.6 ) % ( 0.5 ) % ( 0.6 ) %
+Added: Other 0.8 % 0.5 % 1.6 %
+Added: 23.2 % 22.9 % 22.6 %
The Company recognizes the effect of income tax positions only if those positions are more likely than not of being sustained.
1 unchanged sentence
Changes in recognition or measurement are reflected in the period in which the change in judgment occurs.
−Removed: The Company had a total of $ 8,907 and $ 7,287 in gross unrecognized tax benefits at April 30, 2020 and 2019 , respectively, which is recorded in other long-term liabilities in the consolidated balance sheets.
+Added: The Company had a total of $ 9,316 and $ 8,907 in gross unrecognized tax benefits at April 30, 2021 and 2020, respectively, which is recorded in other long-term liabilities in the consolidated balance sheet.
Of this amount, $ 7,360 represents the amount of unrecognized tax benefits that, if recognized, would impact our effective tax rate.
11 unchanged sentences
These changes could result from the expiration of the statute of limitations, examinations or other unforeseen circumstances.
−Removed: The IRS is currently examining tax years 2016 and 2017.
−Removed: The Company has no other ongoing federal or state income tax examinations.
−Removed: At this time, the Company’s best estimate of the reasonably possible change in the amount of the gross unrecognized tax benefits is a decrease of $ 1,800 during the next twelve months mainly due to the expiration of certain statutes of limitation.
+Added: The Company has no ongoing federal or state income tax examinations.
+Added: At this time, the Company’s best estimate of the reasonably possible change in the amount of the gross unrecognized tax benefits is a decrease of $ 2,000 during the next twelve months mainly due to the expiration of certain statute of limitations.
The federal statute of limitations remains open for the tax years 2015 and forward.
7 unchanged sentences
The Company records the operating lease liability in accrued expenses and other long-term liabilities and records the finance lease liability within current maturities of long-term debt and long-term debt and finance lease obligations on the consolidated balance sheets.
−Removed: We have elected to adopt the package of practical expedients, as well as the land easement practical expedient.
+Added: We have elected to adopt
+Added: the package of practical expedients, as well as the land easement practical expedient.
All lessor related activity is considered immaterial to the consolidated financial statements.
2 unchanged sentences
In the case the implicit rate is not readily determinable, the Company uses the incremental borrowing rate of debt based on the term of the lease.
−Removed: Several leases have variable payment components of the lease such as commission based payments or payments for property taxes and insurance.
−Removed: For these leases, the Company has not included those variable payments in the calculation of the lease liability as the payments are not in-substance fixed and do not depend on an index or rate.
−Removed: These variable payments will be expensed as incurred.
The Company also has options to renew or extend the current lease arrangement on many of our leases.
In these situations, if it was reasonably certain the lease would be extended, we have included those extensions within the remaining lease payments at the time of measurement.
−Removed: Lease right-of-use assets outstanding as of April 30, 2020 consisted of the following (in thousands):
−Removed: Classification
−Removed: April 30, 2020
−Removed: Operating lease right-of-use assets
−Removed: Finance lease right-of-use assets
−Removed: Property and equipment
+Added: Lease right-of-use assets outstanding as of April 30, 2021 and 2020 consisted of the following:
+Added: Classification April 30, 2021 April 30, 2020
+Added: Finance lease right-of-use assets Property and equipment $ 11,711 $ 14,583
+Added: Operating lease right-of-use assets Other assets $ 20,145 $ 21,143
Weighted average remaining lease terms, weighted average discount rates, and supplementary cash flow information for outstanding leases were as follows:
−Removed: April 30, 2020
+Added: April 30, 2021 April 30, 2020
Weighted-average remaining lease-term - finance lease 10.9 10.9
2 unchanged sentences
Weighted-average discount rate - operating lease 4.42 % 4.25 %
−Removed: Right-of-use assets obtained in exchange for new finance lease liabilities (in thousands)
−Removed: Right-of-use assets obtained in exchange for new operating lease liabilities (in thousands)
−Removed: Future minimum payments under the finance leases and operating leases with initial or remaining terms of one year or more consisted of the following at April 30, 2020 and April 30, 2019 :
−Removed: Years ended April 30, 2020
−Removed: Finance leases
−Removed: Operating leases
−Removed: Total minimum lease payments
−Removed: Less amount representing interest
−Removed: Present value of net minimum lease payments
−Removed: Years ended April 30, 2019
−Removed: Capital leases
−Removed: Operating leases
+Added: Right-of-use assets obtained in exchange for new finance lease liabilities $ — $ 1,520
+Added: Right-of-use assets obtained in exchange for new operating lease liabilities $ 1,109 $ 2,840
+Added: Future minimum payments under the finance leases and operating leases with initial or remaining terms of one year or more consisted of the following at April 30, 2021:
+Added: Years ended April 30, Finance leases Operating leases
+Added: 2022 $ 3,110 $ 1,794
+Added: 2023 3,116 1,693
+Added: 2024 2,565 1,658
+Added: 2025 1,167 1,663
+Added: 2026 872 1,679
+Added: Thereafter 9,893 25,575
Total minimum lease payments 20,723 34,062
6 unchanged sentences
Furthermore, we have not derecognized the transferred assets and continue to recognize them in property and equipment on the consolidated balance sheets.
−Removed: The Company has the right and intends to set-off any obligations to make payments under the lease, with proceeds due from the industrial revenue bonds.
−Removed: As of April 30, 2020 , we have $ 5,505 recognized as construction in process in property and equipment on the consolidated balance sheets related to this agreement.
+Added: The Company has the right and intends to set-off
+Added: any obligations to make payments under the lease, with proceeds due from the industrial revenue bonds.
+Added: As of April 30, 2021, we have recognized the full amount of bonds available as property and equipment on the consolidated balance sheets related to this agreement.
BENEFIT PLANS
13 unchanged sentences
The discount rates used for the year ended April 30, 2020 ranged from 2.04 % to 2.44 %.
−Removed: The amount expensed in fiscal 2020 was $ 269 and the Company expects to pay $ 635 per year for each of the next three years, and $ 354 in the fourth and fifth year.
−Removed: Expense incurred in fiscal 2019 and fiscal 2018 was $ 221 and $ 112 , respectively.
+Added: The Company expects to pay $ 637 per year for each of the next two years, and $ 354 in the third through fifth years.
+Added: The expense incurred in fiscal 2021, 2020, and 2019 related to those agreements was $ 67 , $ 269 , and $ 221 , respectively.
Other post-employment benefits:
1 unchanged sentence
The amounts accrued at April 30, 2021 and 2020 were $ 2,326 and $ 3,793 , respectively.
−Removed: The Company expects to pay $ 1,511 in fiscal 2021 and $ 401 for each of the four years thereafter under the agreements.
+Added: The Company expects to pay $ 401 in fiscal 2022 and each of the four years thereafter under the agreements.
The expense (benefit received) incurred in fiscal 2021, 2020, and 2019 related to these agreements was $ 44 , $ 2,727 , and $( 97 ), respectively.
−Removed: During the 2019 fiscal year, the Company was a party to an employment agreement with Terry W.
−Removed: Handley with respect to his service as President and Chief Executive Officer.
−Removed: Handley retired from the Company on June 23, 2019.
−Removed: In connection with the appointment of Darren M.
−Removed: Rebelez as President and Chief Executive Officer, effective June 24, 2019, the Company is a party to an employment agreement with Mr.
−Removed: Rebelez that provides he will receive aggregate base compensation of not less than $ 950 per year, exclusive of incentive payments.
−Removed: The Company also has entered into change of control agreements with its president and CEO and 21 other officers, providing for certain payments in the event of termination in connection with a change of control of the Company.
−Removed: We have entered into various purchase agreements related to our fuel supply, which include varying volume
+Added: The Company has entered into employment agreements with its Chief Executive Officer, Chief Financial Officer, and Chief Operating Officer, each of which require minimum annual compensation, exclusive of incentive payments.
+Added: The Company also has entered into change of control agreements with its Chief Executive Officer and 25 other officers, providing for certain payments in the event of termination in connection with a change of control of the Company.
+Added: We have entered into various purchase agreements related to our fuel supply, which include varying volume commitments.
Prices included in the purchase agreements are indexed to market prices.
−Removed: While volume commitments are
−Removed: included in the contracts, we do not have a history of incurring material penalties related to these provisions.
−Removed: contracts are not accounted for as derivatives as they meet the normal purchases exclusion under derivative accounting.
+Added: While volume commitments are included in the contracts, we do not have a history of incurring material penalties related to these provisions.
+Added: These contracts are not accounted for as derivatives as they meet the normal purchases exclusion under derivative accounting.
+Added: We have entered into forward contracts for cheese in order to fix the price per pound for a portion of our expected supply.
+Added: As of April 30, 2021, the forward contracts run through May 2021.
+Added: The monthly commitment under these contracts is approximately $ 3,900 .
+Added: These contracts are not accounted for as derivatives as they meet the normal purchases exclusion under derivative accounting.
CONTINGENCIES
4 unchanged sentences
The Company has an accrued liability at April 30, 2021 and 2020 of approximately $ 368 and $ 328 , respectively, for estimated expenses related to anticipated corrective actions or remediation efforts, including relevant legal and consulting costs.
−Removed: Management believes the Company has no material joint and several environmental liability with other parties.
+Added: Management believes the Company has no material
+Added: joint and several environmental liability with other parties.
Additional regulations or amendments to the existing regulations could result in future revisions to such estimated expenditures.
5 unchanged sentences
Claims for damages in those actions may be substantial.
−Removed: While the outcome of such litigation, proceedings, investigations, or claims is never certain, it is our
−Removed: opinion, after taking into consideration legal counsel’s assessment and the availability of insurance proceeds and other collateral sources to cover potential losses, that the ultimate disposition of such matters currently pending or threatened, individually or cumulatively, will not have a material impact on our consolidated financial position and results of operations.
+Added: While the outcome of such litigation, proceedings, investigations, or claims is never certain, it is our opinion, after taking into consideration legal counsel’s assessment and the availability of insurance proceeds and other collateral sources to cover potential losses, that the ultimate disposition of such matters currently pending or threatened, individually or cumulatively, will not have a material impact on our consolidated financial position and results of operations.
At April 30, 2021, the Company was primarily self-insured for workers’ compensation claims in all but two states of its marketing territory.
In North Dakota and Ohio, the Company is required to participate in an exclusive, state managed fund for all workers compensation claims.
−Removed: The Company was also partially self-insured for general liability and auto liability under an agreement that provides for annual stop-loss limits equal to or exceeding $ 500 for general liability and auto liability and $ 350 for workers' compensation.
−Removed: To facilitate this agreement, letters of credit approximating $ 21,526 were issued and outstanding at April 30, 2020 and 2019 , on the insurance company’s behalf.
+Added: The Company was also partially self-insured for general liability and auto liability under an agreement that provides for annual stop-loss limits equal to or exceeding $ 1,000 for auto liability and $ 500 for general liability and workers' compensation.
+Added: To facilitate this agreement, letters of credit approximating $ 24,000 and $ 21,526 were issued and outstanding at April 30, 2021 and 2020, respectively, on the insurance company’s behalf.
Additionally, the Company is self-insured for its portion of Team Member medical expenses.
At April 30, 2021 and 2020, the Company had $ 50,526 and $ 44,959 , respectively, outstanding for estimated claims relating to self-insurance, the majority of which has been actuarially determined.
−Removed: QUARTERLY FINANCIAL DATA (Dollars in thousands, except per share amounts) (Unaudited)
−Removed: Year ended April 30, 2020
−Removed: Total revenue
−Removed: Grocery and other merchandise
−Removed: Prepared food and fountain
−Removed: Revenue less cost of goods sold excluding depreciation and amortization and credit card fees
−Removed: Grocery and other merchandise
−Removed: Prepared food and fountain
−Removed: Income per common share
−Removed: Year ended April 30, 2019
−Removed: Total revenue
−Removed: Grocery and other merchandise
−Removed: Prepared food and fountain
−Removed: Revenue less cost of goods sold excluding depreciation and amortization and credit card fees
−Removed: Grocery and other merchandise
−Removed: Prepared food and fountain
−Removed: Income per common share
+Added: SUBSEQUENT EVENTS
+Added: On May 13, 2021, the Company closed on the acquisition of Buchanan Energy, owner of Bucky’s Convenience Stores, an equity purchase with an aggregate purchase price of approximately $ 580 million, subject to customary post-closing adjustments.
+Added: The transaction includes 92 retail locations, a dealer network of 81 stores where Casey’s will manage fuel supply agreements to these stores, as well as several parcels of real estate which may be used for new store construction.
+Added: The acquisition, which includes 24 stores in Nebraska, 56 stores in Illinois, 5 stores in Iowa, 3 stores in Missouri and 4 stores in Texas, brings the Company’s total owned and operated stores to over 2,300 .
+Added: The Buchanan Energy acquisition was financed with a $ 300 million unsecured term loan under the Credit Facility and cash on hand.
+Added: The outstanding principal balance of the term loan is required to be repaid in equal quarterly installments in an amount equal to 1.25 % of the original principal amount, on the last day of each March, June, September and December following its funding date, with the remaining unpaid principal balance due on January 26, 2026.
+Added: For further information on the term loan, see Note 3 to the consolidated financial statements, above.
+Added: During June 2021, the Company closed on the acquisition of 48 stores located in Oklahoma from Circle K for an aggregate purchase price of $ 36.1 million, subject to customary post-closing adjustments.
+Added: The transaction was financed with a draw on the revolving credit line under the Credit Facility.
+Added: Due to the proximity of the aforementioned acquisitions to the filing of our Form 10-K , we have not yet completed the accounting for the business combinations, including the opening balance sheet.
+Added: Accordingly, the Company is unable to provide amounts recognized as of the acquisition dates for major classes of assets and liabilities.
+Added: Moreover, we are unable to provide pro-forma financial information related to the combined entity.
+Added: This information, at least on a provisional basis, will be available in the Form 10-Q to be filed for the quarter ended July 31, 2021.
CHANGES IN AND DISAGREEMENTS WITH ACCOUNTANTS ON ACCOUNTING AND FINANCIAL DISCLOSURE
Compared sentence by sentence after normalising whitespace, quotation marks, case and digits, so re-formatting and restated figures do not read as changed language. Wording changes appear as one removal and one addition. The current filing and the prior one are authoritative.