CASEYS GENERAL STORES INC

Previous wording

As of January 31, 2024, 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", "Bucky's", "Minit Mart", or "Lone Star Food Store", referred to as "Casey's" or the "Company") throughout 17 states, over half of which are located in Iowa, Missouri and Illinois. Approximately 48% of all Casey's were opened in areas with populations of fewer than 5,000 persons, while approximately 28% of all stores were opened in communities with populations exceeding 20,000 persons. As of January 31, 2024, there were a total of 2,639 stores in operation.

Current wording

As of July 31, 2024, 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", "Bucky's", "Minit Mart", or "Lone Star Food Store", referred to as "Casey's" or the "Company") throughout 17 states, over half of which are located in Iowa, Missouri and Illinois.

Previous wording

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 January 31, 2024, 233 store locations offered car washes. In addition, all but eight store locations offer fuel for sale on a self-service basis.

Current wording

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 July 31, 2024, 233 store locations offered car washes. In addition, all but seven store locations offer fuel for sale on a self-service basis.

Previous wording

The Company had 47 stores operating under the "GoodStop (by Casey’s)" brand and 13 stores operating under the "Lone Star Food Store" brand as of January 31, 2024. Similar to most of our store footprint, the "GoodStop" and "Lone Star Food Store" locations offer fuel for sale on a self-serve basis, and a broad selection of snacks, beverages, tobacco products, and other essentials. However, some of these locations do not have a kitchen and have limited prepared food offerings.

Current wording

The Company had 67 stores operating under the "GoodStop (by Casey’s)" brand and 12 stores operating under the "Lone Star Food Store" brand as of July 31, 2024. Similar to most of our store footprint, the "GoodStop" and "Lone Star Food Store" locations offer fuel for sale on a self-serve basis, and a broad selection of snacks, beverages, tobacco products, and other essentials. However, some of these locations do not have a kitchen and have limited prepared food offerings.

Previous wording

The Company has 73 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. Approximately 1% of total revenue for the nine-months ended January 31, 2024 relates to this dealer network.

Current wording

The Company has 71 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. Approximately 1% of total revenue for the three-months ended July 31, 2024 relates to this dealer network.

Previous wording

The Company reported diluted earnings per common share of $2.33 for the third quarter of fiscal 2024. For the same quarter a year-ago, diluted earnings per common share was $2.67.

Current wording

The Company reported diluted earnings per common share of $4.83 for the first quarter of fiscal 2025. For the same quarter a year-ago, diluted earnings per common share was $4.52.

Previous wording

The following table represents the roll forward of store growth through the third quarter of fiscal 2024:

Current wording

The following table represents the roll forward of store growth through the first quarter of fiscal 2025:

Previous wording

Since early calendar 2020, the price of crude oil, and in turn the wholesale cost of fuel, has been volatile compared to historical averages. Initially, at the outset of the pandemic, oil and fuel prices fell dramatically; however, as the economy in general began to emerge from the COVID-19 pandemic, prices began to modestly increase over time. More recently, during the end of the Company’s 2022 fiscal year, oil and fuel prices saw a quick and dramatic increase, in part, as a result of the conflict in Ukraine, as well as other macroeconomic conditions. Generally, oil and fuel prices have decreased from levels seen throughout the past two years, but they remain elevated compared to historical levels. The Company expects these comparatively higher prices to remain throughout the 2024 fiscal year.

Current wording

Since early calendar 2020, the price of crude oil, and in turn the wholesale cost of fuel, has been volatile compared to historical averages. Initially, at the outset of the COVID-19 pandemic, oil and fuel prices fell dramatically; however, as the economy in general began to emerge from the pandemic, prices began to modestly increase over time. Oil and fuel prices continued to be impacted throughout fiscal 2024 and the first quarter of fiscal 2025 as the result of geopolitical issues and supply disruptions.

Previous wording

In addition, during the past three calendar years, the Company, and the retail fuel industry as a whole, has experienced historically high average revenue less cost of goods sold per gallon (excluding depreciation and amortization). Although this has remained relatively consistent since that time, on a longer-term basis, this metric can fluctuate significantly, and sometimes unpredictably, in the short-term. While the Company believes that its average revenue less cost of goods sold per gallon (excluding depreciation and amortization) will remain elevated from historical levels for the foreseeable future, it is possible that increased oil and fuel prices, higher interest rates, macroeconomic conditions and/or continuing conflicts or disruptions involving oil producing countries may materially impact the performance of this metric.

Current wording

In addition, during the past four calendar years, the Company, and the retail fuel industry, has experienced historically high average revenue less cost of goods sold per gallon (excluding depreciation and amortization). Although this has remained relatively consistent since that time, on a longer-term basis, this metric can fluctuate significantly, and sometimes unpredictably, in the short-term. While the Company believes that its average revenue less cost of goods sold per gallon (excluding depreciation and amortization) will remain elevated from historical levels for the foreseeable future, it is possible that increased oil and fuel prices, higher interest rates, macroeconomic conditions and/or continuing conflicts or disruptions involving oil producing countries may materially impact the performance of this metric.

Previous wording

Casey's continues its process of developing a robust electric vehicle ("EV") strategy and our management team remains committed to understanding if and how the increased demand for, and usage of, EVs impacts consumer behavior across our store footprint and beyond. As consumer demand for alternative fuel options continues to grow, Casey’s has continued to add EV charging stations across our 17-state footprint. As of January 31, 2024, the Company has installed 170 charging stations at 37 stores, across 12 states. Our installation strategy is currently designed to selectively increase our charging stations at locations within our region where we see higher levels of consumer EV buying trends and demand for EV charging. To date, consumer EV demand within our Midwest footprint has been comparatively lower than the levels along the coasts. As EV demand from our guests increases, we are prepared to strategically integrate charging station options at select stores.

Current wording

Casey's continues its process of implementing an electric vehicle ("EV") strategy and our management team remains committed to understanding if and how the increased demand for, and usage of, EVs impacts consumer behavior across our store footprint and beyond. As consumer demand for alternative fuel options continues to grow, Casey’s has continued to add EV charging stations across our 17-state footprint. As of July 31, 2024, the Company has 178 charging stations at 41 stores, across 13 states. Our EV growth strategy is currently designed to selectively increase our charging stations at locations within our region where we see higher levels of consumer EV buying trends and demand for EV charging. To date, consumer EV demand within our Midwest footprint has been comparatively lower than the levels along the coasts. As EV demand from our guests increases, we are prepared to strategically integrate charging station options at select stores.

Previous wording

The Company also remains committed to offering renewable fuel options at our stores and continues to expand its alternative fuel options in response to evolving guest needs and as part of its environmental stewardship efforts. Currently, almost all of our stores offer fuel with at least 10% of blended ethanol and 43% of our stores offer biodiesel. Every newly built store has the capability to sell higher blended ethanol, and we aim to continue growing sales of renewable fuels throughout our footprint.

Current wording

The Company also remains committed to offering renewable fuel options at our stores and continues to expand its alternative fuel options in response to evolving guest needs and as part of its environmental stewardship efforts. Currently, almost all of our stores offer fuel with at least 10% of blended ethanol and 43% of our stores offer biodiesel. Every newly built store has the capability to sell renewable fuels, and we aim to continue growing sales of renewable fuels throughout our footprint.

Previous wording

The third quarter results reflected a 0.4% decrease in same-store fuel gallons sold. Same-store sales of grocery and general merchandise increased 2.8% and prepared food and dispensed beverage increased 7.5% during the quarter. The increase in grocery and general merchandise same-store sales was primarily due to strong sales of non-alcoholic and alcoholic beverages. The increase in prepared food and dispensed beverage same-store sales was attributable to improved sales of whole pies and hot sandwiches.

Current wording

The first quarter results reflected a 0.7% increase in same-store fuel gallons sold. Same-store sales of grocery and general merchandise increased 1.6% and prepared food and dispensed beverage increased 4.4% during the quarter. The increase in grocery and general merchandise same-store sales was primarily due to sales of non-alcoholic and alcoholic beverages. The increase in prepared food and dispensed beverage same-store sales was attributable to strong sales of hot sandwiches and bakery.

Previous wording

Total revenue for the first nine months of fiscal 2024 decreased by $502,876 (4.3%) over the comparable period in fiscal 2023. Prepared food and dispensed beverage revenue increased by $96,367 (9.6%) due to an increase in same-store sales of 6.2% driven by improved sales of hot sandwiches, whole pies, bakery, and dispensed beverages, as well as an increase of approximately 3.4% related to store growth. Grocery and general merchandise revenue increased by $190,975 (7.2%) due to an increase of approximately 3.9% related to store growth, as well as an increase in same-store sales of 3.3% driven by strong sales of non-alcoholic and alcoholic beverages, snacks, and candy. During this same period, retail fuel revenue decreased by $764,010 (9.7%) as the average retail price per gallon decreased 13.8%, partially offset by an increase in the number of gallons sold by 97,230 (4.8%).

Current wording

Total revenue for the first quarter of fiscal 2025 increased by $228,486 (5.9%) over the comparable period in fiscal 2024. Prepared food and dispensed beverage revenue increased by $32,316 (8.7%), due to an increase in same-store sales of 4.4% driven by strong sales of hot sandwiches and bakery, as well as an increase of approximately 4.3% due to operating 138 more stores than a year ago. Grocery and general merchandise revenue increased by $72,042 (7.2%), due to an increase in same-store sales of 1.6% driven by sales of non-alcoholic and alcoholic beverages, as well as an increase of approximately 5.6% due to operating 138 more stores than a year ago. Retail fuel revenue increased by $128,309 (5.3%) due to an increase in the number of gallons sold by 58,545 (8.2%). This was partially offset by a decrease in the average retail price per gallon by 2.7%.

Previous wording

The other revenue category primarily consists of activity related to car wash revenue and the wholesale fuel revenue from the dealer network, which are both presented gross of applicable costs, as well as lottery, which is presented net of applicable costs. Other revenue decreased $3,485 (5.3%) for the third quarter of fiscal 2024 compared to the prior year, driven primarily by a decrease in total revenue related to the dealer network.

Current wording

The other revenue category primarily consists of activity related to wholesale fuel revenue from the dealer network and car wash revenue, which are both presented gross of applicable costs, as well as lottery, which is presented net of applicable costs. Other revenue decreased $4,181 (5.8%) for the first quarter of fiscal 2025 compared to the prior year, driven primarily by a decrease in total revenue related to the dealer network.

Previous wording

Revenue less cost of goods sold (excluding depreciation and amortization) was 23.6% of revenue for the third quarter of fiscal 2024, compared to 22.1% for the comparable period in the prior year. Prepared food and dispensed beverage revenue less related cost of goods sold (exclusive of depreciation and amortization) increased to 59.6% of revenue, compared to 57.3% of revenue for the comparable period in the prior year, primarily due to softening ingredient costs. Grocery and general merchandise revenue less related cost of goods sold (exclusive of depreciation and amortization) was relatively consistent at 33.9% of revenue for the third quarter of fiscal 2024, compared to 34.0% for the comparable period in the prior year.

Current wording

Total revenue less cost of goods sold (excluding depreciation and amortization) was 23.3% of revenue for the first quarter of fiscal 2025, compared to 22.7% for the comparable period in the prior year. Prepared food and dispensed beverage revenue less related cost of goods sold (exclusive of depreciation and amortization) was relatively consistent at 58.3% of revenue, compared to 58.2% of revenue for the comparable period in the prior year. Grocery and general merchandise revenue less related cost of goods sold (exclusive of depreciation and amortization) increased to 35.4% of revenue for the first quarter of fiscal 2025, compared to 34.1% for the comparable period in the prior year, driven primarily by strong cost of goods management.

Previous wording

Fuel revenue less related cost of goods sold (exclusive of depreciation and amortization) was 12.5% of fuel revenue during the third quarter of fiscal 2024, compared to 12.2% for the comparable period in the prior year. Revenue per gallon less cost of goods sold (exclusive of depreciation and amortization) per gallon decreased to 37.3 cents in the third quarter of fiscal 2024, compared to 40.7 cents for the comparable period in the prior year. The Company sold 4.2 million RINs (renewable identification numbers) for $3,379 during the quarter, compared to the sale of 1.5 million RINs in the third quarter of the prior year, which generated $2,900 (see footnote 3, above, for a further description of RINs and how they are generated).

Current wording

Fuel revenue less related cost of goods sold (exclusive of depreciation and amortization) was 12.3% of fuel revenue during the first quarter of fiscal 2025, compared to 12.2% for the comparable period in the prior year. Revenue per gallon less cost of goods sold (exclusive of depreciation and amortization) per gallon decreased to 40.7 cents in the first quarter of fiscal 2025, compared to 41.6 cents for the comparable period in the prior year. The Company sold 8.5 million RINs (renewable identification numbers) for $4,834 during the quarter, compared to the sale of 12.8 million RINs in the first quarter of the prior year, which generated $20,197 (see footnote 3, above, for a further description of RINs and how they are generated).

Previous wording

Operating expenses increased $53,173 (10.3%) in the third quarter of fiscal 2024 from the comparable period in the prior year. In the prior fiscal year, a one-time benefit from the resolution of a legal matter of $15,297 reduced operating expenses by approximately 3%. Approximately 6% of the increase is due to operating 167 more stores than the comparable period in the prior year. Total same-store employee expense contributed to approximately 1% of the increase, as the increases in labor rates were partially offset by a reduction in same-store labor hours.

Current wording

Operating expenses increased $48,619 (8.7%) to $609,474 in the first quarter of fiscal 2025. Approximately 5% of the increase is due to operating 138 more stores than the comparable period in the prior year. The impact of one-time deal costs related to pending acquisitions was approximately 1% of the increase. Total same-store employee expense contributed to approximately 1% of the increase, as the increases in labor rates were partially offset by a reduction in same-store labor hours.

Previous wording

Depreciation and amortization expense increased $10,862 (13.9%) to $88,950 in the third quarter of fiscal 2024, primarily due to operating 167 more stores than a year ago.

Current wording

Depreciation and amortization expense increased $11,504 (13.9%) to $94,409 in the first quarter of fiscal 2025, primarily due to operating 138 more stores than a year ago.

Previous wording

The effective tax rate decreased to 23.7% in the first nine months of the fiscal year compared to 24.1% in the same period of the prior fiscal year. The decrease in the effective tax rate was primarily due to one-time benefits from adjusting the Company’s deferred tax assets and liabilities for state law changes enacted during the year.

Current wording

The effective tax rate increased to 24.1% in the first quarter of fiscal 2025 compared to 23.6% in the same period of fiscal 2024. The increase in the effective tax rate was primarily due to a one-time benefit in the prior year from adjusting the Company’s deferred tax assets and liabilities for state law changes enacted during the quarter.

Previous wording

Net income increased by $24,353 (6.2%) to $414,952 from $390,599 in the prior year. The increase in net income was primarily attributable to higher profitability inside the store, which was partially offset by increases in operating expenses and depreciation and amortization. See discussion in the paragraphs above for the primary drivers for each of these changes.

Current wording

Net income increased by $10,961 (6.5%) to $180,198 from $169,237 in the comparable period in the prior year. The increase in net income was primarily attributable tohigher profitability both inside the store and in fuel, partially offset by higher operating expenses and depreciation and amortization. See discussion in the paragraphs above for the primary drivers for each of these changes.

Previous wording

We define EBITDA as net income before net interest expense, income taxes, depreciation and amortization. Adjusted EBITDA further adjusts EBITDA by excluding the gain or loss on disposal of assets as well as impairment charges. Neither EBITDA nor Adjusted EBITDA are considered GAAP measures, and should not be considered as a substitute for net income, cash flows from operating activities or other income or cash flow statement data. These measures have limitations as analytical tools, and should not be considered in isolation or as substitutes for analysis of our results as reported under GAAP. We strongly encourage investors to review our financial statements and publicly filed reports in their entirety and not to rely on any single financial measure.

Current wording

We define EBITDA as net income before net interest expense, income taxes, depreciation and amortization. EBITDA is not considered to be a GAAP measure, and should not be considered as a substitute for net income, cash flows from operating activities or other income or cash flow statement data. This measure has limitations as an analytical tool, and should not be considered in isolation or as a substitute for analysis of our results as reported under GAAP. We strongly encourage investors to review our financial statements and publicly filed reports in their entirety and not to rely on any single financial measure.

Previous wording

We believe EBITDA and Adjusted EBITDA are useful to investors in evaluating our operating performance because securities analysts and other interested parties use such calculations as a measure of financial performance and debt service capabilities, and they are regularly used by management for internal purposes including our capital budgeting process, evaluating acquisition targets, assessing performance, and awarding incentive compensation.

Current wording

We believe EBITDA is useful to investors in evaluating our operating performance because securities analysts and other interested parties use this calculation as a measure of financial performance and debt service capabilities, and it is regularly used by management for internal purposes including our capital budgeting process, evaluating acquisition targets, assessing performance, and awarding incentive compensation.

Previous wording

Because non-GAAP financial measures are not standardized, EBITDA and Adjusted EBITDA, as defined by us, may not be comparable to similarly titled measures reported by other companies. It therefore may not be possible to compare our use of these non-GAAP financial measures with those used by other companies.

Current wording

Because non-GAAP financial measures are not standardized, EBITDA, as defined by us, may not be comparable to similarly titled measures reported by other companies. It therefore may not be possible to compare our use of this non-GAAP financial measure with those used by other companies.

Previous wording

The following table contains a reconciliation of net income to EBITDA and Adjusted EBITDA for the three and nine months ended January 31, 2024 and 2023:

Current wording

The following table contains a reconciliation of net income to EBITDA for the three months ended July 31, 2024 and 2023:

Previous wording

For the nine months ended January 31, 2024, EBITDA and Adjusted EBITDA increased 6.9% and 6.2%, respectively, when compared to the same period a year ago. The increase in EBITDA and Adjusted EBITDA was primarily attributable to higher profitability inside the store, which was partially offset by higher operating expenses.

Current wording

For the three months ended July 31, 2024, EBITDA increased by 9.1% when compared to the same period a year ago. The increase was primarily attributable tohigher profitability both inside the store and in fuel, partially offset by higher operating expenses. See discussion in the preceding sections for the primary drivers for each of these individual changes.

Previous wording

Critical accounting policies are those accounting policies that management believes are important to the portrayal of the Company’s financial condition and results of operations. The Company's critical accounting policies are described in the Form 10-K for the year ended April 30, 2023, and such discussion is incorporated herein by reference. There have been no changes to these policies in the nine months ended January 31, 2024.

Current wording

Critical accounting policies are those accounting policies that management believes are important to the portrayal of the Company’s financial condition and results of operations. The Company's critical accounting policies are described in the Form 10-K for the year ended April 30, 2024, and such discussion is incorporated herein by reference. There have been no changes to these policies in the three months ended July 31, 2024.

Previous wording

Due to the nature of the Company’s business, cash provided by operations is the Company’s primary source of liquidity. The Company finances its inventory purchases primarily from normal trade credit aided by the relatively rapid turnover of inventory. This turnover allows the Company to conduct its operations without large amounts of cash and working capital. As of January 31, 2024, the Company’s ratio of current assets to current liabilities was 0.89 to 1. The ratio at January 31, 2023 and April 30, 2023 was 1.10 to 1 and 0.99 to 1, respectively. The decrease in the ratio from January 31, 2023 and April 30, 2023, is primarily attributable to a decrease in cash and cash equivalents as a result of increased acquisition related activity, as well as share repurchases during the first nine months of fiscal 2024.

Current wording

Due to the nature of the Company’s business, cash provided by operations is the Company’s primary source of liquidity. The Company finances its inventory purchases primarily from normal trade credit aided by the relatively rapid turnover of inventory. This turnover allows the Company to conduct its operations without large amounts of cash and working capital. As of July 31, 2024, the Company’s ratio of current assets to current liabilities was 0.84 to 1. The ratio at July 31, 2023 and April 30, 2024 was 1.09 to 1 and 0.87 to 1, respectively. The decrease in the ratio from July 31, 2023, is primarily attributable to a decrease in cash and cash equivalents as a result of increased acquisition related activity, as well as share repurchases during the prior fiscal year. The modest decrease in the current ratio from April 30, 2024 is primarily attributable to a $155,028 increase in current maturities of long-term debt and finance lease obligations associated with the reclassification of the $150,000 Series E notes from long-term debt and finance lease obligations to current maturities, as the full principal balance is coming due June 13, 2025. The increase in current liabilities was partially offset by an increase in cash and cash equivalents.

Previous wording

Management believes that the net availability under the Bank Line of approximately $49,332 and the Revolving Facility of $850,000, combined with the current cash and cash equivalents and the future cash flow from operations will be sufficient to satisfy the working capital needs of our business.

Current wording

Management believes that the net availability under the Bank Line of approximately $49,692 and the Revolving Facility of $850,000, combined with the current cash and cash equivalents and the future cash flow from operations will be sufficient to satisfy the working capital needs of our business.

Previous wording

Cash used in investing activities increased $301,235. During the first nine months of fiscal 2024, the Company expended $622,535 for purchases of property and equipment and payments for acquisitions compared to $314,500 for the comparable period in the prior year related to these activities. The increase in cash used in investing activities was largely attributable to an increase in acquisition related activity compared to the prior year. Purchases of property and equipment and payments for acquisitions of businesses typically represent the single largest use of excess Company funds. Management believes that by acquiring, building, and reinvesting in stores, the Company will be better able to drive long-term shareholder value.

Current wording

Cash used in investing activities increased $35,573. During the first three months of fiscal 2025, the Company expended $118,677 for purchases of property and equipment and payments for acquisitions compared to $82,200 for the comparable period in the prior year. Purchases of property and equipment and payments for acquisitions of businesses typically represent the single largest use of excess Company funds. Management believes that by acquiring, building, and reinvesting in stores, the Company will be better able to drive long-term shareholder value.

Previous wording

Cash used in financing increased $122,081, primarily due to the repurchase and retirement of common stock under our share repurchase program for a total of $89,768, as well as an increase in debt payments compared to the comparable period in fiscal 2023.

Current wording

Cash used in financing decreased $21,613, primarily due to the repurchase and retirement of common stock under our share repurchase program in the comparable period of the prior year.

Previous wording

This Form 10-Q, including the foregoing Management’s Discussion and Analysis of Financial Condition and Results of Operations, contains “forward-looking statements” within the meaning of Section 27A of the Securities Act of 1933, as amended, Section 21E of the Securities Exchange Act of 1934, as amended, and the Private Securities Litigation Reform Act of 1995. The words “may,” “will,” "should," “believe,” “expect,” “anticipate,” “intend,” “estimate,” “project,” “continue,” and similar expressions are used to identify forward-looking statements. Forward-looking statements represent the Company’s current expectations or beliefs concerning future events and trends that we believe may affect our financial condition, liquidity and related sources and needs, supply chain, results of operations and performance at our stores, business strategy, strategic plans, growth opportunities, integration of acquisitions, acquisition synergies, short-term and long-term business operations and objectives including our long-term strategic plan, wholesale fuel, inventory and ingredient costs and the potential effects of the conflict in Ukraine and COVID-19 on our business. The Company cautions that these statements are further qualified by important factors that could cause actual results to differ materially from those in the forward-looking statements, including, without limitation, the following risk factors described more completely in the Company’s Form 10-K for the fiscal year ended April 30, 2023:

Current wording

This Form 10-Q, including but not limited to the Management’s Discussion and Analysis of Financial Condition and Results of Operations, contains “forward-looking statements” within the meaning of Section 27A of the Securities Act of 1933, as amended, Section 21E of the Securities Exchange Act of 1934, as amended, and the Private Securities Litigation Reform Act of 1995. The words “may,” “will,” "should," “believe,” “expect,” “anticipate,” “intend,” “estimate,” “project,” “continue,” and similar expressions are used to identify forward-looking statements. Forward-looking statements represent the Company’s current expectations or beliefs concerning future events and trends that we believe may affect our financial condition, liquidity and related sources and needs, supply chain, results of operations and performance at our stores, business strategy, strategic plans, growth opportunities, integration of acquisitions, acquisition synergies, short-term and long-term business operations and objectives including our long-term strategic plan, wholesale fuel, inventory and ingredient costs and the potential effects of the conflict in Ukraine on our business. The Company cautions that these statements are further qualified by important factors that could cause actual results to differ materially from those in the forward-looking statements, including, without limitation, the following risk factors described more completely in the Company’s Form 10-K for the fiscal year ended April 30, 2024:

Previous wording

Business Operations; Our business and our reputation could be adversely affected by a cyber or data security incident or the failure to protect sensitive guest, Team Member or supplier data, or the failure to comply with applicable regulations relating to data security and privacy; food-safety issues and foodborne illnesses, whether actual or reported, or the failure to comply with applicable regulations relating to the transportation, storage, preparation or service of food, could adversely affect our business and reputation; we may be adversely impacted by increases in the cost of food ingredients and other related costs; a significant disruption to our distribution network, to the capacity of the distribution centers, or timely receipt of inventory could adversely impact our sales or increase our transaction costs, which could have a material adverse effect on our business; we could be adversely affected if we experience difficulties in, or are unable to recruit, hire or retain, members of our leadership team and other distribution, field and store Team Members; any failure to anticipate and respond to changes in consumer preferences, or to introduce and promote innovative technology for guest interaction, could adversely affect our financial results; we rely on our information technology systems, and a number of third-party software providers, to manage numerous aspects of our business, and a disruption of these systems could adversely affect our business; increased credit card expenses could lead to higher operating expenses and other costs for the Company; our operations present hazards and risks which may not be fully covered by insurance, if insured; the dangers inherent in the storage and transport of fuel could cause disruptions and could expose to us potentially significant losses, costs or liabilities; consumer or other litigation could adversely affect our financial condition and results of operations; pandemics or disease outbreaks, such as COVID-19, responsive actions taken by governments and others to mitigate their spread, and guest behavior in response to these events, have, and may in the future, adversely affect our business operations, supply chain and financial results; and, covenants in our Senior Notes and credit facility agreements require us to comply with certain covenants and meet financial maintenance tests and the failure to comply with these requirements could have a material impact to us.

Current wording

Business Operations; Our business and our reputation could be adversely affected by a cyber or data security incident or the failure to protect sensitive guest, Team Member or supplier data, or the failure to comply with applicable regulations relating to data security and privacy; food-safety issues and foodborne illnesses, whether actual or reported, or the failure to comply with applicable regulations relating to the transportation, storage, preparation or service of food, could adversely affect our business and reputation; we may be adversely impacted by increases in the cost of food ingredients and other related costs; a significant disruption to our distribution network, to the capacity of the distribution centers, or timely receipt of inventory could adversely impact our sales or increase our transaction costs, which could have a material adverse effect on our business; we could be adversely affected if we experience difficulties in, or are unable to recruit, hire or retain, members of our leadership team and other distribution, field and store Team Members; any failure to anticipate and respond to changes in consumer preferences, or to introduce and promote innovative technology for guest interaction, could adversely affect our financial results; we rely on our information technology systems, and a number of third-party software providers, to manage numerous aspects of our business, and a disruption of these systems could adversely affect our business; increased credit card expenses could lead to higher operating expenses and other costs for the Company; our operations present hazards and risks which may not be fully covered by insurance, if insured; the dangers inherent in the storage and transport of fuel could cause disruptions and could expose to us potentially significant losses, costs or liabilities; consumer or other litigation could adversely affect our financial condition and results of operations; pandemics or disease outbreaks, responsive actions taken by governments and others to mitigate their spread, and guest behavior in response to these events, have, and may in the future, adversely affect our business operations, supply chain and financial results; and, covenants in our Senior Notes and credit facility agreements require us to comply with certain covenants and meet financial maintenance tests and the failure to comply with these requirements could have a material impact to us.