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 13, 2021
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) | | (I.R.S. Employer Identification Number) |
One SE Convenience Blvd., Ankeny, Iowa
(Address of principal executive offices)
50021
(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 CFR 240.14d-2(b)) |
| ☐ | Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c)) |
Securities registered pursuant to Section 12(b) of the Exchange Act:
| Title of each class | Trading Symbol(s) | Name of each exchange on which registered |
Common Stock, no par value per share
| CASY
| The NASDAQ Global Select Market
|
Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter). ☐
If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act ☐
| Item 1.01. | Entry into a Material Definitive Agreement. |
Casey’s General Stores, Inc. (the “Company”) is party to a credit agreement dated January 11, 2019, as amended by that certain Amendment No. 1 to Credit Agreement dated as of June 30, 2020, that certain Amendment No. 2 to Credit Agreement dated as of December 23, 2020, and that certain Amendment No. 3 to Credit Agreement dated as of March 12, 2021 (collectively, the “Existing Credit Agreement”), with Royal Bank of Canada, as administrative agent, and the lenders and issuing banks from time-to-time party thereto.
On December 13, 2021 (the “Effective Date”), the Company entered into a fourth amendment (“the Amendment”) to the Existing Credit Agreement (together with the Amendment, the “Credit Agreement”) to: (a) enable the Company to incur new term loans in an aggregate principal amount of up to $150 million; and (b) decrease the minimum index rate for LIBOR-based loans.
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 2.03. 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 December 16, 2021, the Company issued a press release announcing the closing of the previously announced acquisition from Pilot Corporation of 40 convenience stores located in the Knoxville, Tennessee, and surrounding areas. A copy of the press release 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 Exchange Act, 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 |
| | | |
| | | Amendment No. 4 to Credit Agreement |
| | | |
| | | Press Release issued by Casey’s General Stores, Inc. dated December 16, 2021 |
| | | |
| | 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 upon request by the SEC.
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.
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| CASEY'S GENERAL STORES, INC. | |
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| Dated: December 16, 2021 | By: | /s/Stephen P. Bramlage, Jr. | |
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| Stephen P. Bramlage, Jr. Chief Financial Officer | |
