Document and Entity Information
v2.2.0.25
Document and Entity Information (USD $)
12 Months Ended
Apr. 30, 2011
Jun. 22, 2011
Oct. 29, 2010
Document and Entity Information   
Document Type10-K  
Amendment Flagfalse  
Document Period End DateApr. 30, 2011
Document Fiscal Period FocusFY  
Document Fiscal Year Focus2011  
Entity Registrant NameCASEYS GENERAL STORES INC  
Entity Central Index Key0000726958  
Current Fiscal Year End Date--04-30  
Entity Filer CategoryLarge Accelerated Filer  
Entity Well-known Seasoned IssuerYes  
Entity Voluntary FilersNo  
Entity Current Reporting StatusYes  
Entity Public Float  $ 1,506,049,881
Entity Common Stock, Shares Outstanding 38,033,709 

Consolidated Balance Sheets
v2.2.0.25
Consolidated Balance Sheets (USD $)
In Thousands
12 Months Ended
Apr. 30, 2011
Apr. 30, 2010
Assets  
Cash and cash equivalents$ 59,572$ 151,676
Receivables20,15412,111
Inventories159,200124,951
Prepaid expenses1,1801,129
Deferred income taxes10,4059,417
Income taxes receivable43,37610,801
Total current assets293,887310,085
Property and equipment, at cost  
Land348,456297,833
Buildings and leasehold improvements724,170621,882
Machinery and equipment907,483784,341
Leasehold interest in property and equipment14,53813,849
Gross property and equipment1,994,6471,717,905
Less accumulated depreciation and amortization777,342706,994
Net property and equipment1,217,3051,010,911
Other assets, net of amortization11,72110,232
Goodwill88,04257,547
Total assets1,610,9551,388,775
Liabilities and Shareholders' Equity  
Notes payable to bank600 
Current maturities of long-term debt1,16724,577
Accounts payable215,675145,334
Accrued expenses  
Wages and related taxes13,01411,981
Property taxes17,28315,267
Insurance22,12920,713
Other24,63223,014
Total current liabilities294,500240,886
Long-term debt, net of current maturities678,680154,754
Deferred income taxes203,078141,229
Deferred compensation13,85812,788
Other long-term liabilities16,94314,799
Total liabilities1,207,059564,456
Commitments and contingencies  
Shareholders' equity  
Preferred stock, no par value, none issued  
Common stock, no par value, 37,966,709 and 50,926,162 shares issued and outstanding at April 30, 2011 and 2010, respectively3,99664,439
Retained earnings399,900759,880
Total shareholders' equity403,896824,319
Total liabilities and shareholders' equity$ 1,610,955$ 1,388,775

Consolidated Balance Sheets (Parenthetical)
v2.2.0.25
Consolidated Balance Sheets (Parenthetical) (USD $)
Apr. 30, 2011
Apr. 30, 2010
Consolidated Balance Sheets  
Preferred stock, no par value  
Preferred stock, none issued00
Common stock, no par value  
Common stock, shares issued37,966,70950,926,162
Common stock, shares outstanding37,966,70950,926,162

Consolidated Statements of Earnings
v2.2.0.25
Consolidated Statements of Earnings (USD $)
In Thousands, except Per Share data
12 Months Ended
Apr. 30, 2011
Apr. 30, 2010
Apr. 30, 2009
Consolidated Statements of Earnings   
Total revenue$ 5,635,240$ 4,637,087$ 4,690,525
Cost of goods sold (exclusive of depreciation, shown separately below)4,754,1733,844,7353,966,919
Gross profit881,067792,352723,606
Operating expenses607,628526,291504,449
Depreciation and amortization82,35573,54669,451
Interest, net28,49710,93310,626
Loss on early retirement of debt11,350  
Earnings before income taxes151,237181,582139,080
Federal and state income taxes56,61464,62053,390
Net earnings$ 94,623$ 116,962$ 85,690
Earnings per common share   
Basic$ 2.24$ 2.30$ 1.69
Diluted$ 2.22$ 2.29$ 1.68

Consolidated Statements of Shareholders' Equity
v2.2.0.25
Consolidated Statements of Shareholders' Equity (USD $)
In Thousands
Common Stock [Member]
Retained Earnings [Member]
Total
Balance at Apr. 30, 2008$ 57,690$ 589,782$ 647,472
Net earnings 85,69085,690
Payments of cash dividends (15,246)(15,246)
Proceeds from exercise of stock options1,346 1,346
Tax benefits related to nonqualified stock options512 512
Stock based compensation1,256 1,256
Balance at Apr. 30, 200960,804660,226721,030
Net earnings 116,962116,962
Payments of cash dividends (17,308)(17,308)
Proceeds from exercise of stock options1,239 1,239
Tax benefits related to nonqualified stock options365 365
Stock based compensation2,031 2,031
Balance at Apr. 30, 201064,439759,880824,319
Net earnings 94,62394,623
Payments of cash dividends (20,467)(20,467)
Repurchase of common stock (13,157,894 shares)(66,890)(434,136)(501,026)
Proceeds from exercise of stock options3,733 3,733
Tax benefits related to nonqualified stock options648 648
Stock based compensation2,066 2,066
Balance at Apr. 30, 2011$ 3,996$ 399,900$ 403,896

Consolidated Statements of Shareholders' Equity (Parenthetical)
v2.2.0.25
Consolidated Statements of Shareholders' Equity (Parenthetical) (USD $)
12 Months Ended
Apr. 30, 2011
Apr. 30, 2010
Apr. 30, 2009
Consolidated Statements of Shareholders' Equity   
Payment of dividends per share$ 0.505$ 0.34$ 0.3
Repurchase of common stock, shares13,157,894  
Exercise of stock options, shares184,44183,45093,550

Consolidated Statements of Cash Flows
v2.2.0.25
Consolidated Statements of Cash Flows (USD $)
In Thousands
12 Months Ended
Apr. 30, 2011
Apr. 30, 2010
Apr. 30, 2009
Cash flows from operating activities   
Net earnings$ 94,623$ 116,962$ 85,690
Adjustments to reconcile net earnings to net cash provided by operations   
Depreciation and amortization82,35573,54669,451
Other amortization (accretion)988203(192)
Stock-based compensation2,0662,0311,256
Loss on sale of property and equipment(80)4564,063
Deferred income taxes60,86118,17116,080
Excess tax benefits related to stock option exercises(648)(365)(512)
Loss on early retirement of debt11,350  
Changes in assets and liabilities   
Receivables(8,043)(1,223)5,774
Inventories(26,527)(15,886)18,794
Prepaid expenses(51)8725
Accounts payable70,34129,898(47,907)
Accrued expenses5,516(6,567)15,931
Income taxes receivable(31,266)(3,649)1,005
Other, net(42)4041,166
Net cash provided by operating activities261,443214,068170,624
Cash flows from investing activities   
Purchase of property and equipment(214,573)(129,233)(136,351)
Payments for acquisition of businesses, net of cash acquired(113,567)(45,688)(11,813)
Proceeds from sales of property and equipment2,6271,7693,200
Net cash used in investing activities(325,513)(173,152)(144,964)
Cash flows from financing activities   
Proceeds from long-term debt569,000  
Payments of long-term debt(69,172)(19,231)(21,100)
Net borrowing of short-term debt600  
Proceeds from exercise of stock options3,7331,2391,346
Payments of cash dividends(20,467)(17,308)(15,246)
Repurchase of common stock(501,026)  
Payments of prepayment penalties(11,350)  
Excess tax benefits related to stock option exercises648365512
Net cash used in financing activities(28,034)(34,935)(34,488)
Net (decrease) increase in cash and cash equivalents(92,104)5,981(8,828)
Cash and cash equivalents at beginning of year151,676145,695154,523
Cash and cash equivalents at end of year59,572151,676145,695
Supplemental Disclosures of Cash Flows Information   
Interest, net of amount capitalized34,69111,67713,142
Income taxes26,11348,82534,229
Noncash investing and financing activities   
Property and equipment acquired through notes payable and capitalized lease obligations$ 689$ 2,234$ 1,603

Significant Accounting Policies
v2.2.0.25
Significant Accounting Policies
12 Months Ended
Apr. 30, 2011
Significant Accounting Policies 
Significant Accounting Policies

1.   SIGNIFICANT ACCOUNTING POLICIES

 

            Operations  Casey's General Stores, Inc. and its subsidiaries (the Company/Casey's) operate 1,637 convenience stores in 11 Midwest states. The stores are located primarily in smaller communities, many with populations of less than 5,000. Retail sales in 2011 were distributed as follows: 71% gasoline, 21% grocery & other merchandise, and 8% prepared food & fountain. The Company's materials are readily available, and the Company is not dependent on a single supplier or only a few suppliers.

            Principles of consolidation  The consolidated financial statements include the financial statements of Casey's General Stores, Inc. and its wholly owned subsidiaries. All significant intercompany balances and transactions have been eliminated in consolidation.

            Use of estimates  The preparation of financial statements in conformity with U.S. generally accepted accounting principles requires management to make estimates and assumptions that affect 1) the reported amounts of assets and liabilities and disclosure of contingent assets and liabilities at the date of the financial statements and 2) the reported amounts of revenues and expenses during the reporting period. Actual results could differ from those estimates.

            Cash equivalents  Cash equivalents consist of money market funds. We consider all highly liquid investments with a maturity at purchase of three months or less to be cash equivalents.

            Inventories  Inventories, which consist of merchandise and gasoline, are stated at the lower of cost or market; in-store inventory (excluding cigarettes, beer, beverages, and prepared foods, which are stated at cost) is determined by the retail inventory method (RIM). Cost is determined using the first-in, first-out (FIFO) method for gasoline and the last-in, first-out (LIFO) method for merchandise. Below is a summary of the inventory values at April 30, 2011 and 2010:

 

 

 

Fiscal 2011

 

Fiscal 2010

Gasoline

 

81,964 

 

54,439 

 

Merchandise

 

113,934 

 

102,344 

 

Merchandise LIFO reserve

 

(36,698)

 

(31,832)

 

Total inventory

 

159,200 

 

124,951 

 

 

            Vendor allowances include rebates and other funds received from vendors to promote their products. The Company often receives such allowances on the basis of quantitative contract terms that vary by product and vendor or directly on the basis of purchases made. Vendor rebates in the form of rack display allowances are treated as a reduction in cost of sales and are recognized incrementally over the period covered by the applicable rebate agreement. Vendor rebates in the form of billbacks are treated as a reduction in cost of sales and are recognized at the time the product is sold. Reimbursements of an operating expense (e.g., advertising) are recorded as reductions of the related expense.

            Goodwill  Goodwill and intangible assets with indefinite lives are tested for impairment at least annually. The Company assesses impairment 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. As of April 30, 2011, there was $88,042 of goodwill, and management's analysis of recoverability completed as of the fiscal year-end yielded no evidence of impairment.

            Store closings and asset impairment  The Company writes down property and equipment of stores it is closing to estimated net realizable value at the time management commits to a plan to close such stores and begins active marketing of the stores. The Company bases the estimated net realizable value of property and equipment on its experience in utilizing and/or disposing of similar assets and on estimates provided by its own and/or third-party real estate experts.

            The Company monitors closed and underperforming stores for an indication that the carrying amount of assets may not be recoverable. If the sum of the expected future undiscounted cash flows is less than the carrying amount of the assets, an impairment loss is recognized to the extent carrying value is less than estimated fair value. Fair value is based on management's estimate of the price that would be received to sell an asset in an orderly transaction between market participants. The estimate is derived from offers, actual sale or disposition of assets subsequent to year-end, and other indications of asset value, which are considered Level 3 inputs. In determining whether an asset is impaired, assets are grouped at the lowest level for which there are identifiable cash flows that are largely independent of the cash flows of other groups of assets, which for the Company is generally on a store-by-store basis. The Company incurred impairment charges of $348 in fiscal 2011, $100 in fiscal 2010, and $1,262 in fiscal 2009. Impairment charges are a component of operating expenses.                                

            Depreciation and amortization  Depreciation of property and equipment and amortization of capital lease assets are computed principally by the straight-line method over the following estimated useful lives:

Buildings

25-40 years

Machinery and equipment

5-30 years

Leasehold interest in property and equipment

Lesser of term of lease or life of asset

Leasehold improvements

Lesser of term of lease or life of asset

 

            Excise taxes  Excise taxes approximating $495,000, $454,000, and $439,000 collected from customers on retail gasoline sales are included in net sales for fiscal 2011, 2010, and 2009, respectively.

            Income taxes  Deferred tax assets and liabilities are recognized for the future tax consequences attributable to differences between the financial statement carrying amounts of existing assets and liabilities and their respective tax bases. Deferred tax assets and liabilities are measured using enacted tax rates expected to apply to taxable income in the years in which those temporary differences are expected to be recovered or settled. The effect on deferred tax assets and liabilities of a change in tax rates is recognized in income in the period that includes the enactment date.

            Revenue recognition  The Company recognizes retail sales of gasoline, grocery & other merchandise, prepared food & fountain, and commissions on lottery, prepaid phone cards, and video rentals at the time of the sale to the customer. Sales taxes collected from customers are recorded on a net basis in the financial statements.

            Earnings per common share   Basic earnings per share have been computed by dividing net earnings by the weighted average shares outstanding during each of the years. The calculation of diluted earnings per share treats stock options outstanding as potential common shares to the extent they are dilutive.

            Asset retirement obligations  The Company recognizes the estimated future cost to remove underground storage tanks over the estimated useful life of the storage tank. The Company records a discounted liability for the fair value of an asset retirement obligation with a corresponding increase to the carrying value of the related long-lived asset at the time an underground storage tank is installed. The Company amortizes the amount added to other assets and recognizes accretion expense in connection with the discounted liability over the remaining life of the tank. The estimates of the anticipated future costs for removal of an underground storage tank are based on our prior experience with removal. The cost estimates are compared to the actual removal cost experienced on an annual basis, and when the actual costs exceed our original estimates, an additional liability for estimated future costs to remove the underground storage tanks will be recognized. 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. There were no material changes in our asset retirement obligation estimates during fiscal 2011. The recorded asset for asset retirement obligations was $6,926 and $6,431 at April 30, 2011 and 2010, respectively, and is recorded in other assets, net of amortization. The discounted liability was $10,549 and $9,067 at April 30, 2011 and 2010, respectively, and is recorded in other long-term liabilities.

            Environmental remediation liabilities  The Company accrues for environmental remediation liabilities when it is probable a liability has been incurred and the amount of loss can be reasonably estimated.

            Derivative instruments  The Company occasionally has used derivative instruments such as options and futures to hedge against the volatility of gasoline cost, under which the Company was at risk for possible changes in the market value for these derivative instruments. There were no such options or futures contracts during the years ended April 30, 2011, 2010, or 2009.

            Stock-based compensation  Stock based compensation is recorded based upon the fair value of the award on the grant date. The cost of the award is recognized in the statement of earnings over the vesting period of the award.

            Recent accounting pronouncements  Effective May 1, 2011, we will adopt new guidance regarding the disclosure of supplementary pro forma information for business combinations. We will disclose pro forma revenue and earnings as of the beginning of the comparative prior period presented only and we will add additional disclosure related to the nature and amount of material, nonrecurring pro forma adjustments directly attributable to the business combination included in the reported pro forma revenue and earnings. It is effective for public companies only, for business combinations for which the acquisition date is on or after the beginning of the first annual reporting period beginning on or after December 15, 2010, but early adoption is permitted. This will be applied prospectively to business combinations for which the acquisition date was after May 1, 2011.

Reclassifications  Certain amounts in the prior years' financial statements have been reclassified to conform to the current-year presentation. These changes were not considered material.


Acquisitions
v2.2.0.25
Acquisitions
12 Months Ended
Apr. 30, 2011
Acquisitions 
Acquisitions

2.   ACQUISITIONS

 

            During the year ended April 30, 2011, the Company acquired 89 stores through a variety of single store and multi-store transactions with several unrelated third parties. The acquisitions were recorded by allocating the cost of the assets acquired, including intangible assets and liabilities assumed, based on their estimated fair values at the acquisition date. 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. All of the goodwill associated with these transactions will be deductible for income tax purposes over 15 years.

 

            Allocation of the purchase price for the transactions in aggregate is as follows (in thousands):

           

Assets acquired:

 

 

   Inventories

$

7,722

   Property and equipment

 

75,867

Total assets

 

83,589

Liabilities assumed:

 

 

   Accrued expenses

 

567

Total liabilities

 

567

Net tangible assets acquired, net of cash

 

83,022

Goodwill

 

30,545

Total consideration paid, net of cash acquired

$

113,567

 

            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 fiscal year for each of the periods presented (amounts in thousands, except per share data):

 

 

 

Years Ended April 30,

 

 

2011

 

2010

Total revenues

$

5,843,566

 

4,969,192

Net earnings

$

98,911

 

125,027

Earnings per share

 

 

 

 

   Basic

$

2.34

 

2.46

   Diluted

$

2.32

 

2.45

 


Fair Value of Financial Instruments and Long-Term Debt
v2.2.0.25
Fair Value of Financial Instruments and Long-Term Debt
12 Months Ended
Apr. 30, 2011
Fair Value of Financial Instruments and Long-Term Debt 
Fair Value of Financial Instruments and Long-Term Debt

3.   FAIR VALUE OF FINANCIAL INSTRUMENTS AND LONG-TERM DEBT

 

            A summary of the fair value of the Company's financial instruments follows.

            Cash and cash equivalents, receivables, and accounts payable  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.

            Long-term debt  The fair value of the Company's long-term debt excluding capital lease obligations 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 excluding capital lease obligations was approximately $636,000 and $161,000, respectively, at April 30, 2011 and 2010. The Company had a $50,000 line of credit with $600 owed at April 30, 2011 with a weighted average interest rate of 0.85% and no balance owed at April 30, 2010.

            On May 23, 2011 the Company replaced the current line of credit arrangements with two Promissory Notes, each in the principal amount of $50,000 (together, the "Notes"). The Notes evidence a revolving line of credit in the aggregate principal amount of $100,000 and bear interest at variable rates subject to change from time to time based on changes in an independent index referred to in the Notes as the Federal Funds Offered Rate (the "Index"). The interest rate to be applied to the unpaid principal balance of the first Note will be at a rate of 0.750% over the Index, resulting in an initial rate of 0.850% per annum. The interest rate applicable to the second note is 1.000% over the Index, resulting in an initial rate of 1.100% per annum.

            Interest expense is net of interest income of $360, $300, and $2,107 for the years ended April 30, 2011, 2010, and 2009, respectively. Interest expense in the amount of $406, $431, and $367 was capitalized during the years ended April 30, 2011, 2010, and 2009, respectively.

 

            The next table delineates the Company's long-term debt at carrying amount.

 

 

As of April 30,

 

 

 

2011

 

2010

Capitalized lease obligations discounted at 5.22% to 7.09% due in various monthly installments through 2048 (Note 7)

 

$

 

10,344

 

 

 

10,274

 

 

 

 

 

Mortgage notes payable due in various installments through January 2013 with interest at 6%

 

 

503

 

 

10,628

 

 

 

 

 

7.38% senior notes due in 21 semi-annual installments beginning in December 2010—paid August 2010

 

 

--------

 

 

30,000

 

 

 

 

 

Senior notes due in various installments from 2004 through 2019 with interest at 6.18% to 7.23%—paid August 2010

 

 

--------

 

 

17,000

 

 

 

 

 

7.89% senior notes due in 7 annual installments beginning in May 2004

 

--------

 

11,429

 

 

 

 

 

5.72% senior notes due in 14 installments beginning September 30, 2012 and ending March 30, 2020

 

 

100,000

 

 

100,000

 

 

 

 

 

5.22% senior notes due August 9, 2020

 

569,000

 

--------

 

 

679,847

 

179,331

 

 

 

 

 

Less current maturities

 

1,167

 

24,577

 

 

 

 

 

 

$

678,680

 

154,754


 

            Various debt agreements contain certain operating and financial covenants. At April 30, 2011, the Company was in compliance with all covenants. Listed below are the aggregate maturities of long-term debt, including capitalized lease obligations, for the 5 years commencing May 1, 2011 and thereafter:

 

Years ended April 30,

 

 

2012

$

1,167

2013

 

10,707

2014

 

15,728

2015

 

406

2016

 

15,244

Thereafter

 

636,595

 

$

679,847


Preferred and Common Stock
v2.2.0.25
Preferred and Common Stock
12 Months Ended
Apr. 30, 2011
Preferred and Common Stock 
Preferred and Common Stock

4.   Preferred and Common Stock

 

            Preferred stock  The Company has 1,000,000 authorized shares of preferred stock of which 250,000 shares have been designated as Series A Serial Preferred Stock. No shares have been issued.

            Common stock  The Company currently has 120,000,000 authorized shares of common stock. Dividends paid totaled $0.505, $0.34, and $0.30 per share for the years ended April 30, 2011, 2010, and 2009, respectively.

            Preferred share purchase rights  On April 16, 2010, the Board of Directors adopted a Rights Plan, providing for the distribution of one right for each share of common stock outstanding. Each right entitled the holder to purchase one one-thousandth (1/1000th) of a share of Series A Serial Preferred Stock, no par value per share, of the Company at a price of $95.00. Each right also entitled the holder to purchase common shares in the surviving entity at 50% of the market price. The rights generally became exercisable at the discretion of the Board of Directors following a public announcement that 15% or more of the Company's common stock has been acquired or an intent to acquire has become apparent. The rights expired on April 15, 2011.

            Stock option plans  The 2009 Stock Incentive Plan (the "Plan"), was approved by the Board of Directors in June 2009 and approved by the shareholders in September 2009. The Plan replaced the 2000 Option Plan and the Non-employee Director Stock Plan (together, the "Prior Plans"). There are 4,944,000 shares available for grant at April 30, 2011 under the Plan. Awards made under the Plan may take the form of stock options, restricted stock or restricted stock units. Each share issued pursuant to a stock option will be counted as one share, and each share issued pursuant to an award of restricted stock or restricted stock units will reduce the shares available for grant by two.  On June 23, 2010, restricted stock units with respect to a total of 14,000 shares were granted to the non-employee members of the Board. On March 22, 2011, an additional 14,000 shares of restricted stock units were also granted to the non-employee members of the Board. On June 23, 2011, restricted stock units with respect to a total of 15,000 shares were granted to the employee member of the Board. Additional information regarding the Plan is provided in the Company's 2010 Proxy Statement. Under the Company's Prior Plans, options could have been granted to non-employee directors, certain officers, and key employees to purchase an aggregate of 5,260,000 shares of common stock. At April 30, 2011, options for 775,109 shares (which expire between 2011 and 2019) were outstanding. All stock option shares issued are previously unissued authorized shares.

            On June 23, 2011, stock options totaling 441,000 shares were granted to certain officers and key employees. These awards will vest on June 23, 2014, and compensation expense is being recognized ratably over the vesting period.

            On June 23, 2009, stock options totaling 361,000 shares were granted to certain officers and key employees. These awards will vest on June 23, 2012, and compensation expense is being recognized ratably over the vesting period.

            The 2000 Stock Option Plan allowed the grant of options with an exercise price equal to the fair value of the Company's stock on the date of grant that expired ten years after the date of grant. Vesting was generally over a three to five-year service period. The Non-employee Directors' Stock Option Plan allowed the grant of options with an exercise price equal to the average of the last reported sale prices of shares of common stock on the last trading day of each of the twelve months preceding the award of the option. The term of such options was ten years from the date of grant, and each option is exercisable immediately upon grant. The aggregate number of shares of Common Stock that could have been granted pursuant to the Director Stock Plan was 200,000 shares, subject to adjustment to reflect any future stock dividends, stock splits, or other relevant capitalization changes.

            The following table shows the stock option activity during the periods indicated:

 

 

 

 

 

  Number of       shares

 

Weighted average exercise price

Balance at April 30, 2008

783,550 

$

19.74

Granted

12,000 

 

26.51

Exercised

(93,550)

 

14.39

Forfeited

(24,000)

 

23.80

Balance at April 30, 2009

678,000 

$

20.45

Granted

377,000 

 

25.27

Exercised

(83,450)

 

14.85

Forfeited

(12,000)

 

24.41

Balance at April 30, 2010

959,550 

$

22.78

Granted

-------- 

 

--------

Exercised

(184,441)

 

20.24

Forfeited

-------- 

 

--------

Balance at April 30, 2011

775,109

$

23.38

 

            At April 30, 2011, all outstanding options had an aggregate intrinsic value of $12,136 and a weighted average remaining contractual life of 6.2 years. The vested options totaled 432,109 shares with a weighted average exercise price of $21.89 per share and a weighted average remaining contractual life of 4.7 years. The aggregate intrinsic value for the vested options as of April 30, 2011 was $7,406. The aggregate intrinsic value for the total of all options exercised during the year ended April 30, 2011 was $3,681, and the total fair value of shares vested during the year ended April 30, 2011 was $401.

            Total compensation costs recorded for the years ended April 30, 2011, 2010 and 2009 were $2,066, $2,031, and $1,256, respectively, for the stock option and restricted stock awards. As of April 30, 2011, there was $1,250 of total unrecognized compensation costs related to the 2000 Stock Option Plan for stock options that are expected to be recognized ratably through 2013.

            At April 30, 2011, the range of exercise prices was $11.74–$26.92 and the weighted average remaining contractual life of outstanding options was 6.2 years. The number of shares and weighted average remaining contractual life of the options by range of applicable exercise prices at April 30, 2011 were as follows:

 

 

Range of exercise prices

 

Number of shares

 

 

Weighted average exercise price

 

Weighted average remaining contractual life (years)

 

 

 

 

 

 

 

 

 

$

11.74-13.07

 

10,500

 

$

12.02

 

  .6

 

14.08-17.64

 

82,300

 

 

14.46

 

2.3

 

20.68-26.92

 

682,809

 

 

24.63

 

6.8

 

 

 

775,609

 

 

 

 

 


 


Earnings Per Common Share
v2.2.0.25
Earnings Per Common Share
12 Months Ended
Apr. 30, 2011
Earnings Per Common Share 
Earnings Per Common Share

5.   EARNINGS PER COMMON SHARE

 

            Computations for basic and diluted earnings per common share are presented below:

 

 

 

Years ended April 30,

 

 

2011

 

2010

 

2009

Basic

 

 

 

 

 

 

  Net earnings

$

94,623

$

116,962

$

85,690

 

 

 

 

 

 

 

  Weighted average shares outstanding—basic

 

42,284,664

 

50,899,370

 

50,787,309

 

 

 

 

 

 

 

  Basic earnings per common share

$

2.24

$

2.30

$

1.69

 

 

 

 

 

 

 

Diluted

 

 

 

 

 

 

  Net earnings

$

94,623

$

116,962

$

85,690

 

 

 

 

 

 

 

  Weighted-average shares outstanding—basic

 

42,284,664

 

50,899,370

 

50,787,309

  Plus effect of stock options and restricted stock units

 

281,913

 

153,803

 

130,170

  Weighted-average shares outstanding—diluted

 

42,566,577

 

51,053,173

 

50,917,479

 

 

 

 

 

 

 

  Diluted earnings per common share

$

2.22

$

2.29

$

1.68

 

 

            Options to purchase shares of common stock that were not included in the computation of diluted earnings per share, because their inclusion would have been antidilutive, were 356,000 for fiscal 2010 and 224,500 for fiscal 2009. All options were included for fiscal 2011.


Income Taxes
v2.2.0.25
Income Taxes
12 Months Ended
Apr. 30, 2011
Income Taxes 
Income Taxes

6.   INCOME TAXES

 

            Income tax expense attributable to earnings consisted of the following components:

 

 

Years ended April 30,

 

 

2011

 

2010

 

2009

Current tax expense

 

 

 

 

 

 

   Federal

$

(6,171)

$

41,632 

$

31,771 

   State

 

1,871 

 

4,794 

 

5,475 

 

 

(4,300)

 

46,426 

 

37,246 

Deferred tax expense

 

60,914 

 

18,194 

 

16,144 

Total income tax provision

$

56,614 

$

64,620 

$

53,390 

 

            The tax effects of temporary differences that gave rise to significant portions of the deferred tax assets and deferred tax liabilities were as follows:

 

 

As of April 30,

 

 

  2011

 

  2010

 

  2009

Deferred tax assets

 

 

 

 

 

 

   Accrued liabilities

$

10,405 

$

9,417 

$

11,895 

   Deferred compensation

 

5,325 

 

4,941 

 

4,329 

   Other

 

5,562 

 

3,759 

 

2,849 

     Total gross deferred tax assets

 

21,292 

 

18,117 

 

19,073 

Deferred tax liabilities

 

 

 

 

 

 

   Excess of tax over book

     depreciation

 

 

(211,415)

 

 

(145,433)

 

 

(129,541)

   Other

 

(2,550)

 

(4,496)

 

(3,173)

     Total gross deferred tax

       liabilities

 

 

(213,965)

 

 

(149,929)

 

 

(132,714)

Net deferred tax liability

$

(192,673)

$

(131,812)

$

(113,641)

 

            At April 30, 2011, the Company has net operating loss carryforwards for state income tax purposes of approximately $60,048, which are available to offset future taxable income. These net operating losses expire during the years 2017 through 2020.

            There was no valuation allowance for deferred tax assets as of April 30, 2011 and 2010. There was no net change in the valuation allowance for the years ended April 30, 2011 and 2010. 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. The ultimate realization of deferred tax assets is dependent upon the generation of future taxable income during the periods in which those temporary differences become deductible. Management considers the scheduled reversal of deferred tax liabilities, projected taxable income, and tax planning strategies in making this assessment. A valuation allowance was established for a portion of the amount of net operating loss carryovers—state taxes as of April 30, 2007 due to the uncertainty of future recoverability.


            Total reported tax expense applicable to the Company's continuing operations varies from the tax that would have resulted from applying the statutory U.S. federal income tax rates to income before income taxes.

 

 

Years ended April 30,

 

 

2011

 

2010

 

2009

Income taxes at the statutory rates

      35.0%

 

      35.0%

 

       35.0%

Federal tax credits

       (1.2)

 

       (0.8)

 

        (1.1)

State income taxes, net of federal tax

  benefit

 

        2.9

 

 

        2.1

 

 

         2.9

Other

        0.7

 

       (0.7)

 

         1.6

 

      37.4%

 

      35.6%

 

       38.4%

 

            The Company recognizes the effect of income tax positions only if those positions are more likely than not of being sustained. Recognized income tax positions are measured at the largest amount that is greater than 50% likely of being realized. Changes in recognition or measurement are reflected in the period in which the change in judgment occurs. The Company had a total of $6,148 and $5,482 in gross unrecognized tax benefits at April 30, 2011 and 2010, respectively. Of this amount, $4,013 represents the amount of unrecognized tax benefits that, if recognized, would impact our effective tax rate. Unrecognized tax benefits were a net increase of $666 during the twelve months ended April 30, 2011 due primarily to the expiration of certain statute of limitations offset by a greater increase associated with state income tax filing positions. This had the effect of increasing the effective state tax rate during the fiscal year ending April 30, 2011. These unrecognized tax benefits predominately relate to risks associated with state income tax filing positions and federal tax credits claimed for the Company's subsidiaries.

            A reconciliation of the beginning and ending amount of unrecognized tax benefits is as follows:

 

 

2011

 

2010

Beginning balance

$

5,482 

$

6,621 

Additions based on tax positions related to current year

 

1,982 

 

1,430 

Additions for tax positions of prior years

 

48 

 

184 

Reductions for tax positions of prior years

 

(192)

 

--------- 

Reductions due to lapse of applicable statute of limitations

 

(1,172)

 

(2,753)

Settlements

 

---------

 

--------- 

Ending balance

$

6,148 

$

5,482 

 

            The total net amount of accrued interest and penalties for such unrecognized tax benefits was $250 at April 30, 2010 and is included in income taxes payable. Interest and penalties related to unrecognized tax benefits are classified as income tax expense in our consolidated statements of earnings and was $245 for the year ended April 30, 2011. Net interest and penalties included in income tax expense for the twelve month period ended April 30, 2011 was a decrease in tax expense of $5 and a decrease of $400 for the year ended April 30, 2010. 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 $1,423 during the next twelve months mainly due to the expiration of certain statute of limitations. The federal statute of limitations remains open for the years 2006 and forward. Tax years 2005 and forward are subject to audit by state tax authorities depending on open statute of limitations waivers and the tax code of each state.


Leases
v2.2.0.25
Leases
12 Months Ended
Apr. 30, 2011
Leases 
Leases

7.   LEASES

 

            The Company leases certain property and equipment used in its operations. Generally, the leases are for primary terms of from five to twenty years with options either to renew for additional periods or to purchase the premises and call for payment of property taxes, insurance, and maintenance by the lessee.

The following is an analysis of the leased property under capital leases by major classes:

 

 

 

Asset balances at April 30,

 

 

2011

 

2010

Real estate

$

11,933

$

11,244

Equipment

 

  2,605

 

  2,605

 

 

14,538

 

13,849

Less accumulated amortization

 

  3,918

 

  4,552

 

$

10,620

$

  9,297

 

 

            Future minimum payments under the capital leases and noncancelable operating leases with initial or remaining terms of one year or more consisted of the following at April 30, 2011:

 

 

Years ended April 30,

 

Capital leases

 

Operating leases

2012

$

1,273

$

667

2013

 

1,232

 

448

2014

 

1,227

 

400

2015

 

863

 

204

2016

 

687

 

132

Thereafter

 

13,281

 

613

Total minimum lease payments

 

18,563

$

2,464

     Less amount representing interest

 

8,219

 

 

Present value of net minimum lease payments

$

10,344

 

 

 

            The total rent expense under operating leases was $674 in 2011, $438 in 2010, and $596 in 2009.


Benefit Plans
v2.2.0.25
Benefit Plans
12 Months Ended
Apr. 30, 2011
Benefit Plans 
Benefit Plans

8.   Benefit plans

            401(k) plan  The Company provides employees with a defined contribution 401(k) plan. The 401(k) plan covers all employees who meet minimum age and service requirements. The Company contributions consist of matching amounts and are allocated based on employee contributions. Expense for the 401(k) plan was $3,049, $2,964, and $2,819 for the years ended April 30, 2011, 2010, and 2009, respectively.

            On April 30, 2011, the Company had 9,013 full-time employees and 13,144 part-time employees; 2,978 were active participants in the 401(k) plan. As of that same date, 1,521,860 shares of common stock were held by the trustee of the 401(k) plan in trust for distribution to eligible participants upon death, disability, retirement, or termination of employment. Shares held by the 401(k) plan are treated as outstanding in the computation of earnings per common share.


            Supplemental executive retirement plan  The Company has a nonqualified supplemental executive retirement plan (SERP) for 2 of its executive officers, 1 of whom retired April 30, 2003 and the other on April 30, 2008. The SERP provides for the Company to pay annual retirement benefits, depending on retirement dates, up to 50% of base compensation until death of the officer. If death occurs within twenty years of retirement, the benefits become payable to the officer's spouse until the spouse's death or twenty years from the date of the officer's retirement, whichever comes first. The Company has accrued the deferred compensation over the term of employment. The amounts accrued at April 30, 2011 and 2010, respectively, were $6,574 and $6,955. The discount rates used were 5.5% and 5.8%, respectively, at April 30, 2011 and 2010. The Company expects to pay $625 per year for each of the next five years. There was no expense incurred in fiscal 2011 or 2010. The amount expensed in fiscal 2009 was $488.


Commitments
v2.2.0.25
Commitments
12 Months Ended
Apr. 30, 2011
Commitments 
Commitments

9.   commitments

            The Company has entered into an employment agreement with its chief executive officer. The agreement provides that the officer will receive aggregate base compensation of not less than $660 per year exclusive of bonuses. The agreement also provides for certain payments in the case of death or disability of the officer. The Company also has entered into employment agreements with eleven other key employees, providing for certain payments in the event of termination following a change of control of the Company.

Contingencies
v2.2.0.25
Contingencies
12 Months Ended
Apr. 30, 2011
Contingencies 
Contingencies

10. CONTINGENCIES

            Environmental compliance  The United States Environmental Protection Agency and several states have adopted laws and regulations relating to underground storage tanks used for petroleum products. Several states in which the Company does business have trust fund programs with provisions for sharing or reimbursing corrective action or remediation costs.

            Management currently believes that substantially all capital expenditures for electronic monitoring, cathodic protection, and overfill/spill protection to comply with existing regulations have been completed. The Company has an accrued liability at April 30, 2011 and 2010 of approximately $231 and $187, respectively, for estimated expenses related to anticipated corrective actions or remediation efforts, including relevant legal and consulting costs. Management believes the Company has no material joint and several environmental liability with other parties. Additional regulations or amendments to the existing regulations could result in future revisions to such estimated expenditures.

Legal matters  The Company is named as a defendant in four lawsuits ("hot fuel" cases) brought in the federal courts in Kansas and Missouri against a variety of gasoline retailers.  The complaints generally allege that the Company, along with numerous other retailers, has misrepresented gasoline volumes dispensed at its pumps by failing to compensate for expansion that occurs when fuel is sold at temperatures above 60°F.  Fuel is measured at 60°F in wholesale purchase transactions and computation of motor fuel taxes in Kansas and Missouri.  The complaints all seek certification as class actions on behalf of gasoline consumers within those two states, and one of the complaints also seeks certification for a class consisting of gasoline consumers in all states.  The actions generally seek recovery for alleged violations of state consumer protection or unfair merchandising practices statutes, negligent and fraudulent misrepresentation, unjust enrichment, civil conspiracy, and violation of the duty of good faith and fair dealing; several seek injunctive relief and punitive damages. The amounts sought are not quantified.

            These actions are among a total of 45 similar lawsuits that have been filed since November 2006 in 27 jurisdictions, including 25 states, the District of Columbia, and Guam against a wide range of defendants that produce, refine, distribute and/or market gasoline products in the United States.  On June 18, 2007, the Federal Judicial Panel on Multidistrict Litigation ordered that all of the pending hot fuel cases (officially, the "Motor Fuel Temperature Sales Practices Litigation") be transferred to the U.S. District Court for the District of Kansas in Kansas City, Kansas, for coordinated or consolidated pretrial proceedings, including rulings on discovery matters, various pretrial motions, and class certification.  Discovery efforts by both sides were substantially completed during the ensuing months, and the plaintiffs filed motions for class certification in each of the pending lawsuits.

            In a Memorandum and Order entered on May 28, 2010, the Court ruled on the Plaintiffs' Motion for Class Certification in two cases originally filed in the U.S. District Court for the District of Kansas, American Fiber & Cabling, LLC v. BP West Coast Products, LLC, et. al., Case No. 07-2053, and Wilson v. Ampride, Inc., et. al., Case No. 06-2582, in which the Company is a named Defendant.  The Court determined that it could not certify a class as to claims against the Company in the American Fiber & Cabling case, having decided that the named Plaintiff had no standing to assert such claims.  However, in the Wilson case the Court certified a class as to the liability and injunctive aspects of the Plaintiff's claims for unjust enrichment and violation of the Kansas Consumer Protection Act (KCPA) against the Company and several other Defendants.  With respect to claims for unjust enrichment, the class certified consists of all individuals and entities (except employees or affiliates of the Defendants) that, at any time between January 1, 2001 and the present, purchased motor fuel at retail at a temperature greater than 60°F, in the state of Kansas, from a gas station owned, operated, or controlled by one or more of the Defendants.  As to claims for violation of the KCPA, the class certified is limited to all individuals, sole proprietors and family partnerships (excluding employees or affiliates of Defendants) that made such purchases.

            The Court also ordered the parties to show cause in writing why the Wilson case and the American Fiber & Cabling case should not be consolidated for all purposes.  The matter is now under consideration by the Court.  The court has scheduled the trial to commence on May 17, 2012. Management cannot estimate or quantify the relief sought nor the amount of possible loss or potential range of loss related to these actions. Management does not believe the Company is liable to the Plaintiffs for the conduct complained of, and intends to contest the matter vigorously.

            From time to time we may be involved in other legal and administrative proceedings or investigations arising from the conduct of our business operations, including contractual disputes; employment or personnel matters; personal injury and property damage claims; and claims by federal, state, and local regulatory authorities relating to the sale of products pursuant to licenses and permits issued by those authorities.  Claims for compensatory or exemplary damages in those actions may be substantial.  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 adverse effect on our consolidated financial position and results of operation.

Other  At April 30, 2011, the Company was partially self-insured for workers' compensation claims in all eleven states of its marketing territory and 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 approximately $1,000. To facilitate this agreement, letters of credit approximating $12,000 and $11,000 respectively, were issued and outstanding at April 30, 2011 and 2010, on the insurance company's behalf. The Company also has investments of approximately $223 in escrow as required by one state for partial self-insurance of workers' compensation claims. Additionally, the Company is self-insured for its portion of employee medical expenses. At April 30, 2011 and 2010, the Company had $22,129 and $20,713, respectively, in accrued expenses for estimated claims relating to self-insurance, the majority of which has been actuarially determined.


Subsequent Events
v2.2.0.25
Subsequent Events
12 Months Ended
Apr. 30, 2011
Subsequent Events 
Subsequent Events

11. SUBSEQUENT EVENTS

Events that have occurred subsequent to April 30, 2011 have been evaluated through the filing date of this Annual Report on Form 10-K with the Securities and Exchange Commission.

On June 3, 2011, the Company announced that they signed a definitive purchase agreement to acquire 22 convenience stores from Kum & Go. The acquisition is subject to certain regulatory approvals and other customary closing conditions. The transaction is expected to close in July 2011.


Quarterly Financial Data
v2.2.0.25
Quarterly Financial Data
12 Months Ended
Apr. 30, 2011
Quarterly Financial Data 
Quarterly Financial Data

12. Quarterly Financial Data  (Dollars in thousands) (Unaudited)

 

 

 

 

 

Year ended April 30, 2011

Total revenue

 

Q1

Q2

Q3

Q4

Year Total

  Gasoline

$

936,654

927,617

991,143

1,143,288

3,998,702

  Grocery & other merchandise

 

317,206

308,900

276,075

293,432

1,195,613

  Prepared food & fountain

 

102,382

107,183

100,189

105,486

415,240

  Other

 

5,785

5,819

6,792

7,289

25,685

 

$

1,362,027

1,349,519

1,374,199

1,549,495

5,635,240

Gross profit*

 

 

 

 

 

 

  Gasoline

$

58,906

52,755

48,101

52,276

212,038

  Grocery & other merchandise

 

104,025

101,655

85,385

94,185

385,250

  Prepared food & fountain

 

65,270

67,161

62,266

63,454

258,151

  Other

 

5,770

5,806

6,779

7,273

25,628

 

$

233,971

227,377

202,531

217,188

881,067

 

 

 

 

 

 

 

Net earnings

$

37,286

21,692

12,875

22,770

94,623

Earnings per common share

 

 

 

 

 

 

  Basic

$

.73

.51

.34

.60

2.24

  Diluted

$

.73

.51

.34

.60

2.22

 

 

 

 

 

 

 

Year ended April 30, 2010

Total revenue

 

Q1

Q2

Q3

Q4

Year Total

  Gasoline

$

790,629

779,120

780,793

826,948

3,177,490

  Grocery & other merchandise

 

297,395

276,135

242,544

257,434

1,073,508

  Prepared food & fountain

 

95,177

94,860

86,004

89,752

365,793

  Other

 

4,739

4,849

5,036

5,672

20,296

 

$

1,187,940

1,154,964

1,114,377

1,179,806

4,637,087

Gross profit*

 

 

 

 

 

 

  Gasoline

$

52,726

46,146

38,304

41,000

178,176

  Grocery & other merchandise

 

101,980

94,121

79,255

85,076

360,432

  Prepared food & fountain

 

60,697

61,261

54,018

57,531

233,507

  Other

 

4,722

4,836

5,023

5,656

20,237

 

$

220,125

206,364

176,600

189,263

792,352

 

 

 

 

 

 

 

Net earnings

$

44,193

33,592

17,242

21,935

116,962

Earnings per common share

 

 

 

 

 

 

  Basic

$

0.87

0.66

0.34

0.43

2.30

  Diluted

$

0.87

0.66

0.34

0.43

2.29

 

 

 

*Gross profit is given before charge for depreciation and amortization and credit card fees.