Slide 1: Schedule 14A Proxy Statement Cover
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A SCHEDULE 14A INFORMATION Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 Filed by the Registrant [X] Filed by a Party other than the Registrant [ ] Check the appropriate box: [ ] Pre
Slide 2: Delivering Value Now and Into the Future, August 2010
On August 19, 2010, Casey’s General Stores, Inc. delivered the following presentation to certain investors: Casey’s General Store Delivering Value Now and Into the Future August 2010
Slide 3: Forward-Looking Statements
Forward-Looking Statements Casey’s General Store This communication contains various “forward-looking statements” within the meaning of Section 27A of the Securities Act of 1933, as amended, and Section 21E of the Securities Exchange Act of 1934, as amended. Forward-looking statements represent our
Slide 4: Delivering Value Now and Into the Future Summary
Delivering Value Now and Into the Future Summary Casey’s is an industry-leading retailer, with a history of consistent sector outperformance and shareholder value creation Casey’s has a bright future, driven by significant growth opportunities and disciplined gross profit expansion Our recently anno
Slide 5: Agenda
Agenda 1. Strong and Consistent Track Record of Delivering Value 2. Casey’s Business and Strategy – The Platform for Future Growth 3. Couche-Tard’s Inadequate Offer and Attempt to Replace Casey’s Board 4. Conclusion Appendix: Additional Information
Slide 6: 1. Strong and Consistent Track Record of Delivering Value
1. Strong and Consistent Track Record of Delivering Value
Slide 7: Track Record of Delivering Value: Section Outline
1. Strong and Consistent Track Record of Delivering Value A Track Record of Delivering Results B Outlook C The Recapitalization Plan and Its Impact on Casey’s D Casey’s Plan Delivers Superior Value Over Couche-Tard’s Offer
Slide 8: Long Track Record of Strong Top Line Results
A Track Record of Delivering Results Casey’s Long Track Record of Strong Top Line Results… Revenue Profile — Inside Sales (2001-2010) ($ in millions) % Growth: $673 $788 $851 $871 $928 $1,014 $1,143 $1,273 $1,367 $1,460 +8.9% +17.0% +8.0% +2.4% +6.6% +9.2% +12.8% +11.3% +7.4% +6.8% 2001 2002 2003 20
Slide 9: Inside Same Store Sales Outperformance
A Track Record of Delivering Results …and Inside Same Store Sales Outperformance…Inside Same Store Sales Growth (2006-2010) 6.0% 6.0% 7.9% 6.7% 3.5% 2006 2007 2008 2009 2010 Insider Same Store Sales Growth (Past 10 Quarters) 6.1% 5.4% 6.4% 6.0% 6.9% 7.8% 6.5% 2.3% 1.7% 3.7% Q3’08 Q4’08 Q1’09 Q2’09 Q
Slide 10: Consistent, Superior Shareholder Returns
A Track Record of Delivering Results …Has Driven Consistent, Superior Shareholder Returns EPS Growth (2001-2010) % Growth: $0.76 $0.58 $0.80 $0.73 $0.73 $1.19 $1.22 $1.67 $1.68 $2.29 -2.6% -23.7% +37.9% -8.7% 0.0% +63.0% +2.5% +36.9% +0.6% +36.3% 2001 2002 2003 2004 2005 2006 2007 2008 2009 2010 EPS
Slide 11: Stock Has Historically Outperformed Peers and the S&P 500
A Track Record of Delivering Results Casey’s Stock Has Historically Outperformed Peers and the S&P 500 Casey’s Outperformance Prior to Couche-Tard’s Public Offer (Last 3 Years) Indexed Stock Price 140% 120% 100% 80% 60% 40% 20% 24.0% (17.9)% (46.3)% Apr- 2007 Oct-2007 Apr-2008 Oct-2008 Apr-2009 Oct-
Slide 12: Strategic Roadmap for Achieving Continued Growth
B Outlook Strategic Roadmap for Achieving Continued Growth Maintain leadership position in the smaller towns we serve as the destination location for general store and convenience store needs Implement new store design features in our store base, capitalizing on high- margin, high-turning categories
Slide 13: Casey's Projected Growth Throughout 2011
B Outlook Casey’s Projected Growth Throughout 2011 FY2011 Performance Goals Same-store sales growth goals: Gasoline gallons: 1% Grocery and other merchandise: 6% Prepared food and fountain: 8% Margin goals Gasoline margin per gallon: 13.5¢ Grocery and other merchandise: 33.9% Prepared food and fount
Slide 14: Overview of Highly Accretive Recapitalization Plan
C The Recapitalization Plan and Its Impact on Casey’s Overview of Casey’s Highly Accretive Recapitalization Plan The Board believes that Casey’s stock is meaningfully undervalued at recent trading levels and has decided to pursue a significant recapitalization of Casey’s Up to $500MM repurchase of C
Slide 15: Recap Plan Has Been Well-Received By the Market
C The Recapitalization Plan and Its Impact on Casey’s Casey’s Recap Plan Has Been Well-Received By the Market… Research Analyst Commentary “Long-term investors should be pleased with greater ownership in what we view as an attractively valued company which will see upward EPS revisions and ROE follo
Slide 16: Upward Price Target and EPS Revisions
C The Recapitalization Plan and Its Impact on Casey’s …Triggering Upward Price Target and EPS Revisions Equity Analyst Price Targets Couch-Tard’s Offer Price: $36.75 Miller Tabak BofA Merrill Lynch BMO Capital Markets Northcoast Research Morgan Keegan RBC Capital Markets Feltl and Company Sidoti $33
Slide 17: Growth Plan and Financing Will Deliver Significant Returns
C The Recapitalization Plan and Its Impact on Casey’s Casey’s Growth Plan and Advantageous Financing Will Deliver Significant Returns FY2011 EPS Estimates Total Change: + 19.3% - 20.6% $2.26 $2.48 $2.70 - $2.72 Street Consensus 8-Apr-2010%(1) Street Consensus Pre-Recap Consensus Pro Forma for Recap
Slide 18: Consensus EPS Performance Over Time Pro Forma for Recap
C The Recapitalization Plan and Its Impact on Casey’s Casey’s Growth Plan and Advantageous Financing Will Deliver Significant Returns Consensus EPS Performance Over Time Pro-Forma for Recap Up to 20% 2-Year EPS CAGR $2.29 $2.70 - $2.72 $3.26 - $3.31 FY10 FY11 Pro Forma FY12 Pro Forma Source: IBES, C
Slide 19: Pro Forma Financial Information
C The Recapitalization Plan and Its Impact on Casey’s Casey’s Growth Plan and Advantageous Financing Will Deliver Significant Returns Pro Forma Financial Information ($ in millions, except per share figures) IBES EPS Consensus Pre-Recap Anouncement Current Shares Outstanding (mm) Implied Net Income
Slide 20: Board Recommends Shareholders Reject Couche-Tard's Offer
D Casey’s Plan Delivers Superior Value Over Couche-Tard’s Offer Casey’s Board Recommends That Shareholders Reject Couche-Tard’s Inadequate and Opportunistic Offer Casey’s Board underwent a thorough review of Couche-Tard’s initial and revised offer Experienced Board with 7 of 8 independent directors
Slide 21: 2. Casey's Business and Strategy – The Platform for Future Growth
2. Casey’s Business and Strategy – The Platform for Future Growth
Slide 22: Overview of Casey's Business and Strategy
Overview of Casey’s Business and Strategy A Best in Class Retailer with Industry Leading Margins B Differentiated Business Model C Consistent Track Record of Strong Profits and Same Store Sales Growth D Significant Growth Potential E Strong Balance Sheet F Substantial Real Estate Ownership G Highly
Slide 23: Best-in-Class Retailer with Industry Leading Margins
A Best-in-Class Retailer with Industry Leading Margins LTM Non-Fuel Gross Margin 42.1% 36.3% 33.7% 33.1% Casey’s Susser The Pantry Couche-Tard LTM EBITDA Margin 5.9% 3.9% 3.4% 2.8% Casey’s Couche-Tard The Pantry Susser Source: Public filings Note: For Caseys, LTM period as of 30-Apr-10; For Couche-T
Slide 24: Industry Leading, Proprietary Prepared Food Program
A Industry Leading, Proprietary Prepared Food Program Considered an industry leader for its proprietary food program; 8.3% same store sales growth over past five fiscal years Reinforces customer loyalty Continuously introducing new products Casey’s has a proven ability to effectively implement price
Slide 25: Differentiated Business Model Focuses on Smaller Communities
B Casey’s Differentiated Business Model Focuses on Smaller Communities Approximately 61% of stores located in towns with populations of fewer than 5,000 Customer-oriented merchandising approach and food service offerings drive repeat traffic Strong brand awareness in core communities Casey’s thrives
Slide 26: Strategically Complementary Self-Distribution Model
B Strategically Complementary Self-Distribution Model Owns distribution center and corporate headquarters in Ankeny, Iowa Company-owned delivery trucks supply stores weekly All stores within highly efficient radius of ~500 miles One of few convenience operators to self- distribute Able to deal direc
Slide 27: Industry Leading Inside Same Store Sales Growth
C Industry Leading Inside Same Store Sales Growth Inside Same Store Sales 7.4% 4.5% 6.3% 5.0% 5.1% 5.8% 7.9% 7.6% 9.2% 11.0% 6.1% 5.4% 6.4% 6.0% 6.9% 7.8% 6.5% 2.8% 2.3% 3.7% 4.9% 3.4% 5.5% 5.0% 3.8% 4.5% 3.4% 3.7% 3.9% 5.0% 5.0% 1.6% 2.0% 1.1% 1.4% 3.5% 2.4% 2.3% 1.7% 3.1% Q1’06 Q2’06 Q3’06 Q4’06 Q
Slide 28: Consistent Track Record of Strong Profitability
Consistent Track Record of Strong Profitability Sales and Growth ($ in mm) Gross Profit and Margin ($ in mm) EBITDA and EBITDA Margin ($ in mm) Total Gallons Sold (in mm): 1,094 1,194 1,219 1,242 1,283 Inside Sales Total Sales $1,014 $3,492 $1,143 $4,025 $1,273 $4,843 $1,367 $4,691 $1,460 $4,637 200
Slide 29: Opportunity to Expand Through Acquisitions and New Stores
Significant Opportunity to Expand Business and Footprint Through Strategic Acquisitions and New Store Operations Plan to continue growth strategy with new store construction and acquisitions financed through cash flow from operations Publicly stated FY2011 goal of 4-6% store growth Disciplined appro
Slide 30: Store Investment Plan Drives Organic Growth
Store Investment Plan Drives Organic Growth New store design program based on increasing returns on investment Larger store design capitalizes on high-margin, high-turning categories Expanded food preparation space and prepared food offerings (cooler capacity, coffee and fountain offerings, made to
Slide 31: New Store Design Features
New Store Design Features New Store Interior Expanded Coffee Bar Made-to-Order Sub Sandwiches
Slide 32: Strong Balance Sheet
Strong Balance Sheet… Focused on maintaining strong balance sheet to provide operational and strategic flexibility Significant pro forma cash balance of $161.8mm Modest rent expense – $0.4mm in FY2010A – does not meaningfully increase leverage on an adjusted basis Debt / EBITDA (2001-2010) 1.8 x FY2
Slide 33: Lowest Adjusted Debt / LTM EBITDAR in the C-Store Sector
…with the Lowest Adjusted Debt / LTM EBITDAR Level in the C-Store Sector LTM Debt / EBITDA 5.1x 4.0x 2.5x 1.1x The Pantry Susser PF Casey’s Couche-Tard Rating: B+ / B2 B+ / B2 NA / NA BB+ / Ba1 Adjusted Debt / LTM EBITDAR1 5.8x 5.1x 2.9x 2.5x The Pantry Susser Couche-Tard PF Casey’s Rating: B+ / B2
Slide 34: Substantial Real Estate Ownership
Substantial Real Estate Ownership 37 104 109 97 436 296 10 377 65 Coming Soon 1,531 Stores Operates 1,531 stores Owns the land and buildings at ~98% of its store locations Land owned at 1,497 store locations Buildings owned at 1,505 store locations Source: Public filings Note: Casey’s store count as
Slide 35: Highly Experienced Management Team
Highly Experienced Management Team Name Position Years with Casey’s Robert J. Myers President & CEO 21 Terry W. Handley Senior VP & COO 29 William J. Walljasper Senior VP & CFO 20 Sam J. Billmeyer Senior VP – Logistics & Acquisitions 19 Julia L. Jackowski Senior VP – Corporate General Counsel & Huma
Slide 36: 3. Couche-Tard's Inadequate Offer and Attempt to Replace Casey's Board
3. Couche-Tard’s Inadequate Offer and Attempt to Replace Casey’s Board
Slide 37: Timeline of Couche-Tard's Unsolicited Proposal
Timeline of Couche-Tard’s Unsolicited Proposal March 9, 2010 – Casey’s received a private unsolicited proposal from Couche-Tard to acquire the Company for $36.00 per share in cash March 29, 2010 – The proposal was rejected by the Company’s Board of Directors April 9, 2010 – Couche-Tard made public i
Slide 38: Couche-Tard's Offer is Inadequate and Opportunistic
Couche-Tard’s Offer is Inadequate and Opportunistic Substantially undervalues Casey’s Industry-leading positive same store sales growth and stock price performance Significant opportunities to further expand business/geographic footprint Significant margin expansion potential New store design and re
Slide 39: Couche-Tard's Offer is Inadequate and Opportunistic (Cont'd)
Couche-Tard’s Offer is Inadequate and Opportunistic (Cont’d) Low valuation Does not reflect recent market performance Low premium relative to precedent transactions Low EBITDA multiple relative to historical trading multiples of the peer group Does not compensate Casey’s shareholders for synergy pot
Slide 40: Couche-Tard's Offer Does Not Reflect Recent Sector Performance
Couche-Tard’s Offer Does Not Reflect Recent Sector Performance Price Performance Since Couche-Tard Bid Couche-Tard initial bid: $36.00 14.0% premium to undisturbed Couche-Tard revised bid: $36.75 16.3% premium to undisturbed 29.6% 19.2% (7.9)% Indexed Price 140% 130% 120% 110% 100% 90% 80% 8-Apr 4-M
Slide 41: Offer Low Relative to Precedent Transactions and Trading Multiples
Couche-Tard’s Offer Is Low Relative to Precedent Transactions and Historical Trading Multiples Premium vs. Precedent Transactions LTM EBITDA Multiple vs. Historical Trading Multiple (Contains No Control Premium) 16% 29% 66% 7.0 x 7.6 x Couche-Tard’s Offer Premium to Casey’s Undisturbed Price Median
Slide 42: Perspectives on Couche-Tard's Inadequate and Opportunistic Offer
Perspectives on Couche-Tard’s Inadequate and Opportunistic Offer Research Analysts “I think [Couche-Tard’s revised offer from $36.00 per share to $36.75 per share] is a very small gesture, in my opinion…I’ve never seen anything like this. ... I’ve never seen anyone go that incrementally to get that
Slide 43: 4. Conclusion
4. Conclusion 41
Slide 44: Casey's - Delivering Value Now and Into The Future
Casey’s - Delivering Value Now and Into The Future Casey’s has a strong and consistent track record of delivering value to shareholders Casey’s strategic roadmap will generate significant top-line growth and enhance profitability The highly-accretive recapitalization plan is expected to further enha
Slide 45: Appendix: Additional Information
Appendix: Additional Information
Slide 46: Casey's Overview
Casey’s Overview Casey’s General Stores is the 4th largest independent convenience store operator in North America 1,531 Company – owned stores in 9 Midwest states, primarily Iowa, Missouri, and Illinois LTM sales of $4.6bn and EBITDA of $273mm Approximately 61% of all Casey’s General Stores are loc
Slide 47: Gasoline Category
Gasoline Category ($ in millions, except gallons sold and margin per gallon amounts) Gasoline available at all stores on a self-service basis and generally sold under the Casey’s name Each store typically includes 4 to 8 islands of gasoline dispensers Movements in wholesale petroleum costs create vo
Slide 48: Grocery and Other Merchandise Category
Grocery and Other Merchandise Category ($ in millions) Products offered include tobacco, ice, beer, soda, sports and energy drinks, salty snacks, candy, dairy, health and beauty aids, school supplies, housewares, pet supplies, photo supplies, automotive products From FY2006- FY2010, sales grew at a
Slide 49: Prepared Food & Fountain Category
Prepared Food & Fountain Category ($ in millions) Anchored by a proprietary food service program with made-from-scratch pizza and donuts, complemented by a coffee program, fountain drinks, sandwiches and other snacks Pizza is the most popular item offered, complemented by sub-sandwich program Contin
Slide 50: Historic Sales and Gross Profit by Category
Historic Sales and Gross Profit by Category ($ in millions) Sales by Category $3,492 $18 $229 $767 $2,479 2006A $4,025 $23 $267 $853 $2,882 2007A $4,843 $25 $302 $946 $3,570 2008A $4,691 $21 $336 $1,010 $3,324 2009A $4637 $20 $366 $1,074 $3,177 2010A 2006- 2010 CAGR Gasoline Grocery & Other Merchand
Slide 51: Disclosure
Disclosure Investors and security holders are urged to read the solicitation/recommendation statement with respect to the tender offer and, when they become available, any other relevant documents filed with the SEC, because they contain important information. Investors and security holders may obta
Slide 52: Important Information
Important Information In response to the tender offer commenced by Alimentation Couche-Tard Inc. (“Couche-Tard”), Casey’s General Stores, Inc. (“Casey’s”) has filed a solicitation/recommendation statement with the Securities and Exchange Commission (the “SEC”). Investors and security holders are urg