8-K

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

FORM 8-K

CURRENT REPORT Pursuant

to Section 13 or 15(d) of the

Securities Exchange Act of 1934

Date of Report (Date of earliest event reported): December 6, 2011

CASEY’S GENERAL STORES, INC.

(Exact name of registrant as specified in its charter)

Iowa

(State or other jurisdiction of incorporation)

001-34700	42-0935283
(Commission File Number)	(IRS Employer Identification No.)

One Convenience Blvd., Ankeny, Iowa	50021
(Address of principal executive Offices)	(Zip Code)

515/965-6100

(Registrant’s telephone number, including area code)

NONE

(Former name or former address, if changed since last report)

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions (see General Instruction A.2. below):

¨ Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

¨ Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)

¨ Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CF 240.14d-2(b))

¨ Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

Item 8.01. Results of Operations and Financial Condition.

On December 6, 2011, Casey’s General Stores, Inc. (the “Company”) issued a press release announcing its financial results for the second fiscal quarter ended October 31, 2011. A copy of the Company’s press release is attached as Exhibit 99.1 and is incorporated herein by reference.

Item 9.01. Financial Statements and Exhibits.

(c) Exhibits.

The exhibit accompanying this report is listed in the Exhibit Index attached hereto.

SIGNATURE

Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned, hereunto duly authorized.

	CASEY’S GENERAL STORES, INC.
Date: December 6, 2011	By:	/s/ William J. Walljasper
		William J. Walljasper
		Senior Vice President and Chief Financial Officer

EXHIBIT INDEX

The following exhibit is filed herewith:

Exhibit No.	Description
99.1	Press Release issued by Casey’s General Stores, Inc., dated December 6, 2011

EX-99.1

Exhibit 99.1

NEWS RELEASE FOR IMMEDIATE RELEASE
Casey’s General Stores, Inc. One Convenience Blvd. Ankeny, IA 50021	Nasdaq Symbol CASY CONTACT Bill Walljasper (515) 965-6505

Casey’s Strong Sales Performance Continues through the 2^nd Quarter

Ankeny, IA, December 6, 2011—Casey’s General Stores, Inc. (Nasdaq symbol CASY) today reported $0.99 in basic earnings per share for the second quarter of fiscal 2012 ended October 31, 2011 compared to $0.51 for the same period a year ago. Year to date, basic earnings per share were $2.02 versus $1.27 for the same period last year. After adjusting for costs associated with the hostile takeover attempt by Alimentation Couche-Tard, Inc., basic earnings per share last year would have been $0.81 for the quarter and $1.62 year to date. We are pleased with the second quarter results, despite the continued challenges impacting our industry,” stated President and CEO Robert J. Myers. “We experienced a favorable gas margin and strong inside sales, resulting in a 15.6% increase in total gross profit.”

Gasoline—The Company’s annual goal is to increase same-store gasoline gallons sold 1% with an average margin of 13.5 cents per gallon. For the second quarter, same-store gallons sold were down 2.9%, adversely impacted by a 30.9% increase in retail gas prices from the same period a year ago. The favorable gasoline margin environment continued in the second quarter resulting in an average margin of 16.7 cents per gallon. “The average gasoline margin for the trailing four years is 14.2 cents per gallon,” said Myers. For the year, total gallons sold were up 6.1% to 755.9 million with an average margin of 16.9 cents, while gross profit rose 14.6%. Same-store gallons for the year were down 2.8%.

Grocery & Other Merchandise—Casey’s annual goal is to increase same-store sales 5.8% with an average margin of 32.8%. For the quarter, same-store sales rose 5.8% with an average margin of 32.5%. For the fourth consecutive quarter, the Company experienced double digit sales increases across all major areas of this category. As a result, total sales were up 15.8%. “Competitive cigarette pricing continued to impact the margin in the second quarter compared to the second quarter a year ago,” stated Myers. “However, our cigarette margin began to stabilize in the second quarter as we start to cycle against the more competitive landscape that began about a year ago.” Despite the margin pressure from cigarettes, gross profit dollars increased 14.3% for the quarter. For the six months ended October 31, 2011, same-store sales were up 6.0% with an average margin of 32.5%. Total sales for the year are up 15.5% to $723 million.

Prepared Food & Fountain—The goal for fiscal 2012 is to increase same-store sales 7.7% with an average margin of 61.8%. Same-store sales were up 14.2% for the quarter and 14.8% year to date. The average margin for the quarter was 59.5%, down from the same period a year ago, primarily due to a rise in commodity prices. “It is essential to have high quality prepared food offerings at competitive prices to meet the needs of our value oriented customer base,” said Myers. “This focus on our customers enabled us to increase sales by 20.2% and

gross profit by 14.1% for the quarter, despite a decline in the margin,” said Myers. Year to date, total sales were up 20.6% to $252.7 million compared to the first six months last year, with an average margin of 60.4%.

Operating Expenses—Year to date, operating expenses increased 12.3% to $343.2 million. For the quarter, operating expenses were up 12.1%. After adjusting for the expenses associated with the unsolicited offer by Couche-Tard in the prior year, expenses increased 18.4% in the quarter and 17.8% at the six month mark. “The increase was driven primarily by operating 128 more stores this quarter and a $5.2 million increase in credit card fees compared to the same period a year ago,” stated Myers.

Expansion—The annual goal is to increase the total number of stores 4-6%. At the mid-year point, the Company had acquired 33 stores and completed 8 new-store constructions. “We are on pace to build approximately 30 stores by the end of the fiscal year,” said Myers. “The acquisition environment continues to be active, and we remain optimistic about our long-term opportunities.”

Dividend—At its December meeting, the Board of Directors declared a quarterly dividend of $0.15 per share. The dividend is payable February15, 2012 to shareholders of record on February1, 2012.

****

                     Casey’s General Stores, Inc. Condensed Consolidated Statements of Earnings (Dollars in thousands, except share and per share amounts) (Unaudited)

	Three months ended October 31,				Six months ended October 31,
	2011		2010		2011		2010
Total revenue	$	1,782,518		1,349,519	$	3,656,350		2,711,546
Cost of goods sold (exclusive of depreciation and amortization, shown separately below)		1,519,600		1,122,142		3,126,650		2,250,198
Gross profit		262,918		227,377		529,700		461,348
Operating expenses		171,832		153,263		343,248		305,649
Depreciation and amortization		23,432		20,041		46,327		39,604
Interest, net		8,777		8,195		17,711		10,722
Loss on early retirement of debt		—		11,350		—		11,350
Earnings before income taxes		58,877		34,528		122,414		94,023
Federal and state income taxes		21,245		12,836		45,391		35,045
Net earnings	$	37,632		21,692	$	77,023		58,978
Earnings per common share
Basic	$	.99		.51	$	2.02		1.27
Diluted	$	.98		.51	$	2.01		1.26
Basic weighted average shares outstanding		38,055,909		42,283,525		38,040,142		46,622,176
Plus effect of stock options		342,934		287,678		328,239		263,899
Diluted weighted average shares outstanding		38,398,843		42,571,203		38,368,381		46,886,075

Casey’s General Stores, Inc.

Condensed Consolidated Balance Sheets

(Dollars in thousands)

(Unaudited)

	October 31,		April 30,
	2011		2011
Assets
Current assets
Cash and cash equivalents	$	86,200	$	59,572
Receivables		19,752		20,154
Inventories		159,868		159,200
Prepaid expenses		2,007		1,180
Deferred income taxes		11,393		10,405
Income taxes receivable		—		43,376
Total current assets		279,220		293,887
Other assets, net of amortization		11,801		11,721
Goodwill		104,386		88,042
Property and equipment, net of accumulated depreciation of $818,012 at October 31, 2011, and of $777,342 at April 30, 2011		1,302,983		1,217,305
Total assets	$	1,698,390	$	1,610,955
Liabilities and Shareholders’ Equity
Current liabilities
Notes payable to bank	$	—	$	600
Current maturities of long-term debt		5,845		1,167
Accounts payable		203,185		215,675
Accrued expenses		78,523		77,058
Income taxes payable		1,236		—
Total current liabilities		288,789		294,500
Long-term debt, net of current maturities		673,466		678,680
Deferred income taxes		230,206		203,078
Deferred compensation		13,715		13,858
Other long-term liabilities		19,156		16,943
Total liabilities		1,225,332		1,207,059
Total shareholders’ equity		473,058		403,896
Total liabilities and shareholders’ equity	$	1,698,390	$	1,610,955

Certain statements in this news release, including any discussion of management expectations for future periods, constitute “forward-looking statements” within the meaning of the Private Securities Litigation Reform Act of 1995. Such forward-looking statements involve known and unknown risks, uncertainties, and other factors that may cause actual results to differ materially from future results expressed or implied by those statements. Casey’s disclaims any intention or obligation to update or revise forward-looking statements, whether as a result of new information, future events, or otherwise.

Sales and Gross Profit by Product

(Amounts in thousands)

Six months ended 10/31/11	Gasoline			Grocery & Other Merchandise			Prepared Food & Fountain			Other			Total
Sales	$	2,666,412		$	722,987		$	252,681		$	14,270		$	3,656,350
Gross profit	$	128,009		$	234,950		$	152,501		$	14,240		$	529,700
Margin		4.8	%		32.5	%		60.4	%		99.8	%		14.5	%
Gasoline gallons		755,911
Six months ended 10/31/10
Sales	$	1,864,270		$	626,106		$	209,565		$	11,605		$	2,711,546
Gross profit	$	111,661		$	205,680		$	132,431		$	11,576		$	461,348
Margin		6.0	%		32.9	%		63.2	%		99.8	%		17.0	%
Gasoline gallons		712,117

Gasoline Gallons																Gasoline Margin
Same-store Sales Growth																(Cents per gallon, excluding credit card fees)
													Fiscal																Fiscal
	Q1			Q2			Q3			Q4			Year				Q1			Q2			Q3			Q4			Year
F2012		-2.7	%		-2.9	%										F2012		17.2	¢		16.7	¢
F2011		1.5			3.6			3.5	%		-1.9	%		1.6	%	F2011		16.4			14.9			13.9	¢		15.6	¢		15.2	¢
F2010		3.2			-0.7			-2.9			0.2			0.1		F2010		15.7			14.3			12.4			13.1			13.9
Grocery & Other Merchandise																Grocery & Other Merchandise
Same-store Sales Growth																Margin
													Fiscal																Fiscal
	Q1			Q2			Q3			Q4			Year				Q1			Q2			Q3			Q4			Year
F2012		6.2	%		5.8	%										F2012		32.5	%		32.5	%
F2011		2.0			6.9			5.8	%		4.8	%		4.6	%	F2011		32.8			32.9			30.9	%		32.1	%		32.2	%
F2010		6.4			1.9			1.7			3.1			3.3		F2010		34.3			34.1			32.7			33.1			33.6
Prepared Food & Fountain																Prepared Food & Fountain
Same-store Sales Growth																Margin
													Fiscal																Fiscal
	Q1			Q2			Q3			Q4			Year				Q1			Q2			Q3			Q4			Year
F2012		15.3	%		14.2	%										F2012		61.2	%		59.5	%
F2011		2.4			7.2			10.5	%		11.8	%		7.7	%	F2011		63.8			62.7			62.1	%		60.2	%		62.2	%
F2010		6.6			3.4			1.4			5.3			4.2		F2010		63.8			64.6			62.8			64.1			63.8

Corporate information is available at this Web site: http://www.caseys.com. Earnings will be reported during

a conference call on December 7, 2011. The call will be broadcast live over the Internet at 9:30 a.m. CST via the

Investor Relations section of our Web site and will be available in an archived format.