Casey's General Stores Inc. filed SEC Form 8-K: Entry into a Material Definitive Agreement, Results of Operations and Financial Condition, Creation of a Direct Financial Obligation, Regulation FD Disclosure, Financial Statements and Exhibits
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| Item 1.01. | Entry into a Material Definitive Agreement. |
Casey’s General Stores, Inc. (the “Company”) is party to a credit agreement, dated as of April 21, 2023 (the “Existing Credit Agreement”), with Wells Fargo Bank, National Association, as administrative agent, and the lenders from time to time party thereto.
On October 30, 2024 (the “Amendment Effective Date”), the Company entered into an amendment to the Existing Credit Agreement (the “Amendment” and, together with the Existing Credit Agreement, the “Credit Agreement”) , pursuant to which the Company incurred an incremental term loan in an aggregate principal amount of $850 million (the “Incremental Term Loan”). The proceeds of the Incremental Term Loan were used to fund the previously announced acquisition of 100% of the equity of Fikes Wholesale, LLC (f/k/a Fikes Wholesale, Inc.) and Group Petroleum Services, LLC (f/k/a Group Petroleum Services, Inc.), each a Texas limited liability company (the “Fikes Acquisition”), and the payment of fees and expenses in connection therewith.
The maturity date of the Incremental Term Loan is October 30, 2029.
Additionally, pursuant to the Amendment, the limitation on “priority debt” (as defined in the Credit Agreement) was amended to exclude certain obligations under leases from the definition thereof.
Other than as described above, the Incremental Term Loan has the same terms as the term loan outstanding under the Existing Credit Agreement immediately prior to the Amendment Effective Date, and there are no material changes to the covenants, events of default or other terms in the Credit Agreement as a result of the Amendment.
The foregoing description of the Amendment is qualified in its entirety by reference to the Amendment, a copy of which is attached as Exhibit 10.1, and is incorporated herein by reference.
| Item 2.02. | Results of Operations and Financial Condition. |
On November 5, 2024, the Company issued a press release including a business update with respect to the fuel margin for the second quarter ended, October 31, 2024, a copy of which is attached hereto as Exhibit 99.1, and is incorporated herein by reference.
| Item 2.03. | Creation of a Direct Financial Obligation or an Obligation Under an Off-Balance Sheet Arrangement of a Registrant. |
The information set forth in Item 1.01 of this Current Report on Form 8-K is incorporated herein by reference.
| Item 7.01. | Regulation FD Disclosure. |
On November 5, 2024, the Company issued a press release announcing the closing of the Fikes Acquisition, a copy which is attached hereto as Exhibit 99.1, and is incorporated herein by reference.
The information contained in this Item, including the press release attached as Exhibit 99.1, is being furnished and shall not be deemed “filed” for purposes of Section 18 of the Securities Exchange Act of 1934, as amended, or otherwise subject to the liabilities of that Section, and shall not be incorporated by reference into any registration statement or other document filed under the Securities Act of 1933, as amended, or the Securities Exchange Act of 1934, as amended, except as shall be expressly set forth by specific reference in such filing.
| Item 9.01. | Financial Statements and Exhibits. |
(d) Exhibits.
| Exhibit No. | Description |
| 10.1* | First Amendment to Credit Agreement and Incremental Amendment, dated as of October 30, 2024, among Casey’s General Stores, Inc., the lenders party thereto and Wells Fargo Bank, National Association, as administrative agent |
| 99.1 | Press Release issued by Casey’s General Stores, Inc., dated November 5, 2024 |
| 104 | Cover Page Interactive Data File (embedded within the Inline XBRL document) |
*Certain schedules and exhibits have been omitted pursuant to Item 601(a)(5) of Regulation S-K because such schedules and exhibits do not contain information that is material to an investment decision or that is not otherwise disclosed in the filed agreement. The Company will furnish the omitted schedules and exhibits to the SEC on a confidential basis upon request.
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. | |||
| Dated: November 5, 2024 | By: | /s/ Stephen P. Bramlage, Jr. | |
| Stephen P. Bramlage, Jr. | |||
| Chief Financial Officer | |||