What changed in this filing

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Item 1. Business

2023-06-23 compared with 2022-06-24 · 65 added, 68 removed, 142 unchanged (48% of the section changed)

As of April 30, 2023, Casey’s General Stores, Inc.

and its direct and indirect wholly-owned subsidiaries operate convenience stores primarily under the names "Casey's" and “Casey’s General Store" (collectively, with the stores below referenced as "GoodStop" or "Bucky's", referred to as "Casey's" or the "Company") throughout 16 states, primarily in Iowa, Missouri, and Illinois.

and its direct and indirect wholly-owned subsidiaries operate convenience stores primarily under the names "Casey's" and "Casey’s General Store" (collectively, with the stores below referenced as "GoodStop", "Bucky's" or "Minit Mart", referred to as "Casey's" or the "Company") throughout 16 states, primarily in Iowa, Missouri, and Illinois.

On April 30, 2023, there were a total of 2,521 stores in operation.

All convenience stores carry a broad selection of food items (including, but not limited to, freshly prepared foods such as regular and breakfast pizza, donuts, hot breakfast items, and hot and cold sandwiches), beverages, tobacco and nicotine products, health and beauty aids, automotive products, and other nonfood items.

As of April 30, 2023, 217 store locations offered car washes.

In addition, all but four offer fuel for sale on a self-service basis.

During the fiscal year, the Company introduced certain stores branded or rebranded as "GoodStop (by Casey’s)".

In addition, all but seven store locations offer fuel for sale on a self-service basis.

During the prior fiscal year, the Company introduced certain stores branded or rebranded as "GoodStop (by Casey’s)".

Similar to most of our store footprint, the "GoodStop" locations offer fuel for sale on a self-serve basis, and a broad selection of snacks, beverages, tobacco products, and other essentials.

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As of April 30, 2023, 43 stores operate under the "GoodStop" brand.

The Company is also temporarily operating certain locations acquired from Buchanan Energy during the fiscal year under the name, "Bucky's." The Company is in the process of transitioning all "Bucky's" locations to either the "Casey's" or "GoodStop" brand.

These locations typically have similar offerings to the “Casey’s” branded stores.

The Company is also temporarily operating certain locations acquired from Buchanan Energy during the prior fiscal year under the name "Bucky's" and certain locations acquired from Minit Mart LLC during the current fiscal year under the name "Minit Mart." The Company is in the process of transitioning all "Bucky's" and "Minit Mart" locations to either the "Casey's" or "GoodStop" brand.

These locations typically have similar offerings to the "Casey’s" or "GoodStop" branded stores.

The Company also operates two stores selling primarily tobacco and nicotine products, one liquor-only store, and one grocery store.

The Company acquired a dealer network from Buchanan Energy during the 2022 fiscal year.

As of April 30, 2022, there were 76 dealer locations where Casey’s manages fuel wholesale supply agreements to these stores.

These locations are not operated by Casey's and are not included in our overall store count in the paragraph below.

On April 30, 2022, there were a total of 2,452 stores in operation.

There were 21 stores newly constructed in fiscal 2022, and we closed 20 stores in fiscal 2022.

We also acquired 207 stores in fiscal 2022;

204 of those stores were opened in fiscal 2022, and 3 will be opened during the 2023 fiscal year.

Finally, we opened 4 stores purchased in the prior year.

The Company has 76 dealer locations, where Casey’s manages fuel wholesale supply agreements to these stores.

These locations are not operated by Casey's and are not included in our overall store count.

Approximately 50% of all stores in the Company were opened in areas with populations of fewer than 5,000 persons, while approximately 26% of our stores were opened in communities with populations of more than 20,000 persons.

The Company competes on the basis of price, as well as on the basis of traditional features of convenience store operations such as location, extended hours, product offerings, and quality of service.

The Company operates three distribution centers - in Ankeny, Iowa adjacent, to our corporate headquarters, which we refer to as our Store Support Center, in Terre Haute, Indiana and in Joplin, Missouri - from which certain grocery and general merchandise items are supplied to our stores, primarily by our Company-operated delivery fleet.

The Company operates three distribution centers - in Ankeny, Iowa adjacent to our corporate headquarters, which we refer to as our Store Support Center, in Terre Haute, Indiana and in Joplin, Missouri - from which certain grocery and general merchandise and prepared food and dispensed beverage items are supplied to our stores by our Company-operated delivery fleet.

The Company also self-distributes the majority of fuel to our stores.

The Company has a fleet of 365 tractors used for grocery and fuel distribution.

Our fiscal year runs from May 1 through April 30 of each year.

The Company has a fleet of 397 tractors used for distribution.

The Company’s internet address is www.caseys.com.

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Additionally, you can go to our website to read our Financial Code of Ethics for the CEO and Senior Financial Officers, Corporate Governance Guidelines, Code of Business Conduct and Ethics, and committee charters.

In the event of a waiver to the Code of Business Conduct and Ethics, any required disclosure will be posted to our website.

In the event of a waiver from, or updates to, the Code of Business Conduct and Ethics, any required disclosure will be posted to our website.

Casey’s, with its principal business office, and Store Support Center, located at One SE Convenience Blvd., Ankeny, Iowa 50021-8045 (telephone 515-965-6100), was incorporated in Iowa in 1967.

Our fiscal year runs from May 1 through April 30 of each year.

Casey's corporate purpose is to make the lives of our guests and communities better every day.

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The Company derives its revenue primarily from the retail sale of fuel and the products offered in our stores.

Our sales historically have been strongest during the first and second fiscal quarters (May through October) relative to the third and fourth fiscal quarters (November through April).

Our sales historically have been strongest during the first and second fiscal quarters (May through October) relative to the third and fourth

fiscal quarters (November through April).

In warmer weather, guests tend to purchase greater quantities of fuel and certain convenience items such as beer, sports drinks, water, soft drinks, and ice.

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CGS Stores, LLC was organized as an Iowa limited liability company in April 2019.

Heartland Property Company, LLC was organized as a Delaware limited liability company in September 2019.

Heartland Property Company, LLC was organized as a Delaware limited liability company in September 2019, for the purposes of acquiring land and real estate.

CMC, CSC, and CRC are wholly-owned subsidiaries of Casey’s, while CGS Stores, LLC and Heartland Property Company, LLC are wholly-owned subsidiaries of CMC.

In addition, the acquisition of Buchanan Energy during the fiscal year (see Note 2 to the consolidated financial statement) resulted in the addition of several subsidiaries to the Company’s corporate structure, including Bucks, LLC, a Nebraska limited liability company, Buchanan Energy (N), LLC and Buchanan Energy (S), LLC, each Delaware limited liability companies, Buck’s, LLC of Collinsville, an Illinois limited liability company, and C.T.

In addition, the acquisition of Buchanan Energy during the prior fiscal year resulted in the addition of several subsidiaries to the Company’s corporate structure, including Bucks, LLC, a Nebraska limited liability company, Buchanan Energy (N), LLC and Buchanan Energy (S), LLC, each Delaware limited liability companies, Buck’s, LLC of Collinsville, an Illinois limited liability company, and C.T.

Jewell Company, Inc., a Nebraska corporation.

However, the Company is in the process of merging these subsidiaries into the applicable Company legacy entities, described above.

CRC owns and/or operates certain stores in Illinois, Kansas, Minnesota, Nebraska, North Dakota, South Dakota and Michigan, holds the rights to the Company's trademarks, service marks, trade names, and other intellectual property, and performs most “corporate” functions of the enterprise.

T he Company is in the process of merging these subsidiaries into the applicable Company legacy entities, described above.

CRC owns and/or operates certain stores in Illinois, Kansas, Michigan, Minnesota, Nebraska, North Dakota, and South Dakota, holds the rights to the Company's trademarks, service marks, trade names, and other intellectual property, and performs most “corporate” functions of the enterprise.

CMC owns and/or operates stores in Arkansas, Indiana, Iowa, Kentucky, Missouri, Ohio, Oklahoma, and Wisconsin, and is responsible for all of our wholesale operations, including all three distribution centers and management of the wholesale fuel network.

CGS Stores, LLC owns and/or operates stores in Tennessee.

Bucks, LLC owns and/or operates certain of the acquired Bucky’s locations in Iowa, Illinois, Missouri and Nebraska, and Buchanan Energy (N), LLC and Buchanan Energy (S), LLC own and/or operate certain of such stores in Illinois.

CSC provides a variety of construction, maintenance and transportation services for all stores.

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It was available in 2,465 stores (98%) as of April 30, 2023.

In addition, we have expanded our prepared food offerings, which currently includes made to order cheesy breadsticks, sandwiches and wraps, chicken wings, chicken tenders, breakfast croissants and biscuits, breakfast pizza, breakfast burritos, hash browns, burgers, and other seasonal items.

Of note, during the fiscal year, the Company launched a new lineup of breakfast items, including new bacon and egg croissants, new loaded breakfast burritos, and a breakfast handheld called the “Toastwich.” The rollout of the new breakfast menu was accompanied by the installation of bean-to-cup coffee machines across the bulk of the Company's footprint.

During the fiscal year, the Company launched new limited time offers to include our “Ultimate Beer Cheese Breakfast Pizza” as well as our “BBQ Brisket Pizza.” Additional stores selling pizza will come on line as newly acquired stores are remodeled and kitchens are added.

Finally, as of April 30, 2023, the Company was selling donuts in 2,449 (97%) of our stores in addition to cookies, brownies, and other bakery items.

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Revenue less cost of goods sold (excluding depreciation and amortization) as a percentage of revenue on prepared food items averaged approximately 59% for the three fiscal years ended April 30, 2023—substantially higher than the impact of retail sales of fuel, which averaged approximately 12%.

Each Casey’s store typically carries over 3,000 food and non-food items.

The selection is a blend of differentiated private label products (which now includes over 250 items and as of April 30, 2022), as well as favored national and regional brands, many of which can be found in larger format stores.

Each Casey’s store typically carries over 3,000 packaged food, beverage and non-food items.

The selection is a blend of differentiated private label products (which now includes over 300 items as of April 30, 2023), as well as favored national and regional brands, many of which can be found in larger format stores.

Our assortment includes product across the following categories:

• non-alcoholic beverages (soft drinks, energy, water, sports drinks, juices, coffee, tea & dairy)

• non-alcoholic beverages (soft drinks, energy, water, sports drinks, juices, coffee, tea and dairy)

• alcoholic beverages (beer, wine and spirits)

• packaged foods (snacks, candy, packaged bakery & other food items)

• tobacco & nicotine products

• frozen foods (ice, ice cream, meals & appetizers)

• non-foods (health & beauty aids, automotive, electronic accessories, housewares and pet supplies)

• services (lotto/lottery & prepaid cards)

All but four stores offer retail motor fuel products for sale on a self-service basis.

• packaged foods (snacks, candy, packaged bakery and other food items)

• tobacco and nicotine products

• frozen foods (ice, ice cream, meals and appetizers)

• non-foods (health and beauty aids, automotive, electronic accessories, housewares and pet supplies)

• services (ATM, lotto/lottery and prepaid cards)

All but seven stores offer retail motor fuel products for sale on a self-service basis.

Gasoline and diesel fuel are sold under the Casey’s name at the majority of our locations.

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As part of this program, guests can earn points from online, in-store, or at the pump purchases.

Points earned can be redeemed for donations to a local school of the guest's choice, fuel discounts, or Casey's Cash, which can be used on most products.

Points earned can be redeemed for donations to a local school of the guest's choice, fuel discounts, or Casey's Cash, which can be used on many products sold in our stores.

The Rewards program is delivered through Casey’s mobile application.

In addition to earning points, guests receive other program benefits such as special offers, bonus points, as well as getting a free large pizza after purchasing 10 large pizzas.

In early May 2022, the Company surpassed 5 million members enrolled in the program.

In addition to earning points, guests may receive other program benefits such as special offers and bonus points.

At the end of the fiscal year, the Company had surpassed 6.4 million members enrolled in the program.

Casey’s constructs stores that are primarily freestanding and, with a few exceptions to accommodate local conditions, conform to standard construction specifications.

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As of April 30, 2023, we operated 526 stores on a 24-hour basis, and another 1,843 have expanded hours.

Store hours have continued to shift back to pre-COVID 19 levels, as we temporarily reduced hours at many locations in response to the pandemic.

Store Locations

The Company historically has located many of its stores in smaller towns not served by national-chain convenience stores.

It believes that a Casey’s store provides a service generally not otherwise available in smaller towns and that a convenience store in an area with limited population can be profitable if it stresses sales volume and competitive prices.

We believe that a Casey’s store provides a service generally not otherwise available in smaller towns and that a convenience store in an area with limited population can be profitable if it stresses sales volume and competitive prices.

Our store-site selection criteria emphasize the population of the immediate area and daily highway traffic volume.

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Percentage of total revenue 66.4 % 64.2 % 55.4 %

Percentage of revenue less cost of goods sold (excluding depreciation and amortization and credit card fees) 11.2 % 15.8 % 11.1 %

Percentage of revenue less cost of goods sold (excluding depreciation and amortization) 10.7 % 11.2 % 15.8 %

Average retail price per gallon $ 3.75 $ 3.22 $ 2.21

Average revenue less cost of goods sold per gallon (excluding depreciation and amortization and credit card fees) 36.01 ¢ 34.91 ¢ 26.81 ¢

Average revenue less cost of goods sold per gallon (excluding depreciation and amortization) 40.22 ¢ 36.01 ¢ 34.91 ¢

Average number of gallons sold per store* 1,092 1,047 981

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Average retail prices of fuel during the year increased 16.5% from prior year.

Fuel prices have recently reached record highs due to overall supply issues, as refiners cut production levels in response to a slowing economy during the COVID-19 pandemic and Russia's invasion of Ukraine resulted in a United States ban of Russian crude oil imports.

Regardless, with the

Company's centralized fuel team and the procurement improvements implemented, we believe we are well positioned to navigate any potential future fuel price volatility.

Fuel prices increased at the end of the prior fiscal year due to overall supply issues, as refiners cut production levels in response to a slowing economy during the COVID-19 pandemic and as Russia's invasion of Ukraine resulted in a United States ban of Russian crude oil imports.

While prices have moderated since the highs seen at the end of the prior fiscal year and the first quarter of fiscal 2023, the higher costs have continued into 2023.

Regardless, with the Company's centralized fuel team and the procurement improvements implemented, we believe we are well positioned to navigate any potential future fuel price volatility.

The total number of gallons sold during this period increased by 3.6%.

Gallons sold were positively impacted by a growing store count as we operate 209 more stores than the prior year and increasing store traffic.

Average revenue less cost of goods sold (excluding depreciation and amortization and credit card fees) per gallon increased by 3.2%.

Our centralized fuel team, coupled with fuel procurement improvements, continues to grow profitability and has been instrumental in sustaining higher than normal average revenue less cost of goods sold per gallon (excluding depreciation and amortization and credit card fees).

Percentage of revenue less cost of goods sold (excluding depreciation and amortization and credit card fees) represents the fuel gross profit divided by the gross fuel sales dollars.

Gallons sold were positively impacted by a growing store count as we operated 69 more stores than the prior year.

Average revenue less cost of goods sold (excluding

depreciation and amortization) per gallon increased by 11.7%.

Our centralized fuel team, coupled with fuel procurement improvements, has grown fuel profitability and has been instrumental in sustaining higher than historically typical average revenue less cost of goods sold per gallon (excluding depreciation and amortization).

Percentage of revenue less cost of goods sold (excluding depreciation and amortization) represents the fuel gross profit divided by the gross fuel sales dollars.

As retail fuel prices fluctuate in a period of consistent gross margin per gallon, the percentage will also fluctuate in an inverse relationship to fuel price.

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We believe the practice enables us to respond to changing market conditions with minimal impact on margins.

In addition to the products discussed above, CMC supplies the majority of fuel to our stores.

In addition to the products discussed above, CMC supplies all fuel to our stores, and supplies fuel on a wholesale basis as part of a dealer network to 76 locations.

We have entered into various purchase agreements related to our fuel supply, which include varying volume commitments.

Prices included in the purchase agreements are indexed to market prices.

Additionally, during the fiscal year we acquired a fuel wholesale network from Buchanan Energy.

As part of the dealer network, the Company procures and provides fuel on a wholesale basis to 76 locations.

Human Capital

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As of April 30, 2023, we had 20,292 full-time, and 22,690 part-time, Team Members.

Approximately 40,032 are store Team Members, approximately 263 are field management and related Team Members, approximately 555 work in and support our three distribution centers, approximately 470 are fuel or grocery drivers and approximately 1,161 work out of the Store Support Center, or perform Store Support Center functions which support the organization.

During the 2022 fiscal year, the Company held two large-scale hiring events to support its store footprint, each of which was designed to hire up to 5,000 Team Members.

These events led to a significant addition of talent to our store Team Member base in an ever-challenging and competitive labor environment.

Approximately 94% are store Team Members, 1% are field management and related Team Members, 1% work in and support our three distribution centers, 1% are fuel or grocery drivers and 3% work out of the Store Support Center, or perform Store Support Center functions.

We are not a party to any collective bargaining agreements with our Team Members and believe the working relationship with our Team Members is good.

During the 2022 fiscal year, the Company unveiled its new core values to its Team Members, as part of its evolution to build a culture of commitment – Casey’s CARES:

During the prior fiscal year, the Company unveiled its new core values to its Team Members, as part of its evolution to build a culture of commitment – Casey’s CARES:

C – Commitment:

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We believe these core values serve as a solid foundation for how we treat our Team Members, how they treat one another and how we operate our business as a whole.

In the 2023 fiscal year, Casey’s became “Great Places to Work” certified.

This certification is administered by an independent third party and is based largely on team member survey results.

Total Rewards

We believe that the future success of the Company depends in large part on our ability to attract, train, retain, and motivate qualified Team Members.

As such, we are committed to providing market-competitive pay and benefits for all positions and offer performance-based compensation opportunities to a large portion of our full-time Team Member base.

As such, we are committed to providing market-competitive pay and benefits for all positions and offer performance-based compensation opportunities to certain of our full-time Team Member base.

In addition, the Company offers a 401(k) plan to eligible Team Members, with a generous 6% match made in the form of Company stock, and all full-time and part-time associates are eligible for competitive health and welfare benefits, including medical, dental, vision, disability, life insurance and other benefits.

In addition, during the 2022 fiscal year, we enhanced our already competitive benefits offerings to include paid bonding leave, a new college tuition discount program with certain higher-education partners, and launched the Casey's Team Support Fund, which is designed to help team members facing financial hardships due to catastrophic circumstances.

In addition, during the 2023 fiscal year, we enhanced our offerings to include a military pay differential benefit for team members in the armed forces during periods of military service, introduced a free care management service for those suffering from back and joint pain/injury to expedite improved pain management and/or healing, and increased the contributions to, and number of visits allowed, in our Employee Assistance Program (EAP), which allows our team members and their families additional support for mental health at no cost.

We also increased participation and

utilization of Casey's Team Member Support Fund, which is designed to help team members facing financial hardships due to catastrophic circumstances.

Diversity and Inclusion

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In addition, we have a strict Anti Harassment and Discrimination Policy of which all Team Members are trained and expected to follow and we have several mechanisms, including an Ethics and Compliance Hotline, under which Team Members and guests can report incidents confidentially or anonymously and without fear of retaliation.

During the 2022 fiscal year, the Company also established a formal Diversity, Equity and Inclusion Committee to enhance its already strong culture of belonging and empowerment for all Team Members.

We have four team member resource groups which further enhance the diversity, equity and inclusion culture at Casey's:

Women in Leadership, Veterans, Faith and LGBTQ.

The Company has also established a formal Diversity, Equity and Inclusion Committee to further promote the already strong culture of belonging and empowerment for all Team Members.

In addition, the company has expanded its learning related to unconscious bias and critical conversations through formal training.

Education and Training

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These opportunities are provided through a mix of formal onboarding training, safety training, in-person classes, virtual modules and “on-the-job” learning.

For example, through its virtual modules, the Company offers over 200 hours of educational opportunities through over 400 classes, for which there were over 1.5 million enrollments during the 2022 fiscal year.

In addition, the Company has a formal leadership development program – our Leadership Excellence Certification – which seeks to provide Team Members across the organization with skills necessary for leading their teams and advancing in their careers at the Company.

To date, the Company has had nearly 200 Team Members certified through this program.

For example, through its virtual modules, the Company offers over 500 hours of educational opportunities through over 600 classes, for which there were almost 1 million enrollments during the 2023 fiscal year.

In addition, the Company has a formal leadership development program with core curriculum consisting of Development programs for Kitchen Managers, Store Managers, District Managers, a Leadership Excellence Certification, and an Individualized Development Program for all Officers based on their review.

Our business is highly competitive.

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We believe our stores located in smaller towns compete principally with other local grocery and convenience stores, similar retail outlets, and, to a lesser extent, prepared food outlets, restaurants, and expanded fuel stations offering a more limited selection of grocery and food items for sale.

Stores located in more heavily populated communities may compete with local and national grocery and drug store chains, quick serve restaurants, expanded fuel stations, supermarkets, discount food stores, and traditional convenience stores.

Stores located in more heavily populated communities may compete with local and national grocery and drug store chains, quick service restaurants, expanded fuel stations, supermarkets, discount food stores, and traditional convenience stores.

In addition to our inside store products, the fuel business is also highly competitive.

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Similar to inside, stores compete with larger store chains with expanded fuel offerings and increased buying power in more heavily populated communities.

Examples of convenience store chains competing in the larger towns served by Casey’s include Quik Trip, Kwik Trip, Kum & Go, and other regional chains.

Examples of convenience store chains competing in the larger towns served by Casey’s include Quik Trip, Kwik Trip/Star, Kum & Go, and other regional chains.

These competitive factors are discussed further in Item 7 of this Form 10-K.

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The Company regularly evaluates its portfolio of intellectual property and takes steps to review potential new trademarks and service marks and to renew existing marks.

The names "Casey’s", “Casey’s General Store”, and "GoodStop (by Casey's)", the marks consisting of the Casey’s design logos (with the words “Casey’s” and “Casey’s General Store”), the weather vane, and certain of our private label product names, are registered trademarks and service marks under federal law.

The names "Casey’s", “Casey’s General Store”, and "GoodStop (by Casey's)", the marks consisting of the Casey’s design logos (with the words “Casey’s” and “Casey’s General Store”), the weathervane, and certain of our private label product names, are registered trademarks and service marks under federal law.

We believe these marks are of material importance in promoting and advertising the Company’s business.

In addition, the Company has a number of other registered and unregistered trademarks and service marks that are significant to the Company from an operational and branding perspective (e.g.

"Casey’s Pizza", "Casey's Here for Good", “Casey’s Rewards”, “Casey’s Cash”, "GoodStop (by Casey's)" etc.).

"Casey’s Pizza", "Casey's Here for Good", “Casey’s Rewards”, “Casey’s Cash”, etc.).

Government Regulation (dollars in thousands)

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(ii) upgrade of existing tanks;

(iii) actions required in the event of a detected leak;

(iii) actions required in the event of a detected

(iv) prevention of leakage through tank closings;

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None of the reimbursements received are currently expected to be repaid by the Company to the trust fund programs.

At April 30, 2022, we had an accrued liability of $274 for estimated expenses related to anticipated corrective actions or remediation efforts, including relevant legal and consulting costs.

At April 30, 2023 and 2022 we had an accrued liability of $268 and $274, respectively, for estimated expenses related to anticipated corrective actions or remediation efforts, including relevant legal and consulting costs.

We believe we have no material joint and several environmental liability with other parties.

Age-Restricted Products

Almost all of our stores sell a variety age-restricted products, which may include beer, liquor, tobacco and other nicotine products.

Almost all of our stores sell a variety of age-restricted products, which may include beer, liquor, tobacco and other nicotine products.

The sale of these products are subject to significant regulations and require the Company to procure special sales licenses from local and/or state agencies, which govern their sale.

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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.

What changed 10-K

Item 1. Business