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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 5, 2024

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 2.02. Results of Operations and Financial Condition.

On December 9, 2024, Casey's General Stores, Inc. (the "Company") issued a press release announcing its financial results for the second quarter ended October 31, 2024 (the "Press Release"). A copy of the Press Release is attached as Exhibit 99.1 and is incorporated herein by reference.

Item 5.02. Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers.

(e) Compensatory Arrangements of Certain Officers.

On December 5, 2024, the Compensation Committee (the “Committee”) of the Board of Directors of the Company and Darren M. Rebelez, the Company’s President and Chief Executive Officer, entered into an amendment (the “Amendment”) to Mr. Rebelez’s existing employment agreement dated July 25, 2022, with the Company.

Pursuant to the Amendment: (a) the term of the Agreement was extended to June 24, 2028, unless further extended pursuant to the terms therein; (b) Mr. Rebelez’s annual base salary will be increased to $1,350,000 for the Company’s 2026 fiscal year; (c) beginning with the Company’s 2026 fiscal year, Mr. Rebelez will be eligible to earn a target annual long term incentive award of $9,275,000; and (d) Mr. Rebelez will have the opportunity to use the Company’s aircraft for up to 50 hours of flight time per year, subject to the Company’s policies regarding airplane usage.

This summary is qualified in its entirety by the Amendment, a copy of which is included as Exhibit 10.1 to this Current Report on Form 8-K and incorporated by reference herein.

Item 9.01. Financial Statements and Exhibits.

(d) Exhibits.

Exhibit No. Description
10.1
99.1
104 Cover Page Interactive Data File (embedded within the Inline XBRL document)


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: December 9, 2024 By: /s/ Stephen P. Bramlage Jr.
Stephen P. Bramlage Jr.
Chief Financial Officer








EX-10.1 2 caseys-ceoemploymentagreem.htm EX-10.1 Document
EXHIBIT 10.1
Amendment to Employment Agreement
This Amendment to Employment Agreement (“Amendment”) is entered into by and between Casey’s General Stores, Inc., an Iowa corporation (the “Company”), and Darren M. Rebelez (“Executive”), as of this 5th day of December, 2024.
WHEREAS, the Company and Executive are parties to an Employment Agreement dated as of July 25, 2022 (the “Original Agreement”), providing for the terms of Executive’s employment by the Company as its President and Chief Executive Officer; and
WHEREAS, the Company and Executive have agreed to continue the term of employment beyond the date specified in the Original Agreement and to amend the Original Agreement as set forth herein.
NOW, THEREFORE, in consideration of the premises and the mutual covenants contained herein, and for other good and valuable consideration, the receipt of which is hereby acknowledged, the parties hereto agree as follows:
Section 1. Amendment to Section 2. The second sentence of Section 2 of the Original Agreement, entitled “Term”, is hereby amended and restated as follows:
“Subject to the terms of this Agreement (including any earlier termination in accordance with this Agreement), Executive’s term of employment shall extend for one three-year period, beginning on June 24, 2025 and concluding three years thereafter and shall automatically renew for subsequent one-year periods unless either Party provides written notice of intent not to extend the Term of this Agreement by January 1, 2028; provided, however, that if either Party provides such notice or, if the Company terminates the Agreement without Cause on or after June 24, 2027, the Company will engage Executive, and Executive agrees to serve, in a transition role as an employee of or consultant to the Company for a minimum of one year in order to ensure a successful transition to a new Chief Executive Officer. For the avoidance of doubt, Executive’s transition to, and service in, such transition role shall constitute “continued employment” for purposes of vesting under any equity compensation program in which Executive participates.”
Section 2. Amendment to Section 3. As of the 2026 fiscal year, the defined term (i) “Base Salary” shall be redefined as “an annual rate of One Million Three-Hundred and Fifty Thousand Dollars ($1,350,000)” and (ii) “Annual LTI Award” shall be redefined as “an annual equity award with a target grant date value equal to Nine Million Two-Hundred and Seventy-Five Thousand Dollars ($9,275,000) in respect of each fiscal year of the Company.”
Section 3. Amendment to Section 4. Section 4 of the Original Agreement, entitled “Employee Benefits”, is hereby amended to include the following as a new Section 4.3:
“4.3 Company Air Travel Allowance. With effect as of the date of the Amendment, for each Company fiscal year during the Term, Executive shall be permitted to use, for personal purposes, the Company’s airplanes and pilot(s) for up to 50 hours of flight time per year subject to the Company’s policies regarding airplane usage requirements as may be applicable and in effect from time to time.”



Section 3. Ratification. All other provisions of the Original Agreement are hereby ratified, confirmed and accepted and shall continue in full force and effect. Section 10 of the Original Agreement shall apply mutatis mutandis to this Amendment.
IN WITNESS WHEREOF, the parties hereto have executed this Amendment as of the date first above written.
CASEY’S GENERAL STORES, INC.
ATTEST:
By:    /s/ Scott Faber    
By:    /s/ Judy Schmeling    
Scott Faber
Corporate Secretary
Judy Schmeling
Lead Independent Director




By:    /s/ Darren M. Rebelez    

Darren M. Rebelez
President and Chief Executive Officer



2
EX-99.1 3 q2fy2025earningspressrelea.htm EX-99.1 Document

Exhibit 99.1
logoa.jpg
FOR IMMEDIATE RELEASE
Casey’s General Stores, Inc.
One SE Convenience Blvd
Ankeny, IA 50021
Casey's Announces Second Quarter Results
Ankeny, IA, December 9, 2024 - Casey’s General Stores, Inc. ("Casey's" or the "Company") (Nasdaq: CASY) one of the leading convenience store chains in the United States, today announced financial results for the three and six months ended October 31, 2024.

Second Quarter Key Highlights

•Diluted EPS of $4.85, up 14% from the same period a year ago. Net income was $181 million, up 14%, and EBITDA1 was $349 million, up 14%, from the same period a year ago.
•Inside same-store sales increased 4.0% compared to prior year, and 7.1% on a two-year stack basis, with an inside margin of 42.2%. Total inside gross profit increased 12.0% to $619.7 million compared to the prior year.
•Same-store fuel gallons were down 0.6% compared to prior year with a fuel margin of 40.2 cents per gallon. Total fuel gross profit increased 1.1% to $312.3 million compared to the prior year.
•Same-store operating expenses excluding credit card fees were up 2.3%, favorably impacted by a 1% reduction in same-store labor hours.
•Subsequent to quarter end, on November 1, 2024, Casey's closed the previously announced Fikes Wholesale ("Fikes") transaction, acquiring 198 CEFCO Convenience Stores.

"Casey's delivered a strong second quarter highlighted by robust inside gross profit growth,” said Darren Rebelez, Board Chair, President and CEO. “Inside same-store sales were driven by the prepared food and dispensed beverage category, with hot sandwiches and cold dispensed beverage performing exceptionally well. Our fuel team continues to balance volume and margin as they achieved over 40 cents per gallon fuel margin while outpacing the relevant geographic market in same-store fuel gallons. The operations team continues to focus on efficiency while serving our guests, as we reduced same-store labor hours for the tenth consecutive quarter. Finally, we are excited to have closed on the Fikes acquisition and we want to welcome the team to the Casey’s family."

Earnings
Three Months Ended October 31, Six Months Ended October 31,
2024 2023 2024 2023
Net income (in thousands) $ 180,918  $ 158,782  $ 361,116  $ 328,019 
Diluted earnings per share $ 4.85  $ 4.24  $ 9.68  $ 8.76 
EBITDA (in thousands) $ 348,880  $ 305,858  $ 694,662  $ 622,757 

For the quarter, net income, diluted EPS, and EBITDA were up compared to the same period a year ago primarily due to higher inside and fuel gross profit, partially offset by higher operating expenses primarily due to operating 93 additional stores.


1 EBITDA is reconciled to net income below.


Inside
Three Months Ended October 31, Six Months Ended October 31,
2024 2023 2024 2023
Inside sales (in thousands) $ 1,467,524  $ 1,346,911  $ 2,941,631  $ 2,716,660 
Inside same-store sales 4.0  % 2.9  % 3.1  % 4.2  %
Grocery and general merchandise same-store sales 3.6  % 1.7  % 2.5  % 3.5  %
Prepared food and dispensed beverage same-store sales 5.2  % 6.1  % 4.7  % 5.9  %
Inside gross profit (in thousands) $ 619,651  $ 553,264  $ 1,233,973  $ 1,109,698 
Inside margin 42.2  % 41.1  % 41.9  % 40.8  %
Grocery and general merchandise margin 35.6  % 34.0  % 35.5  % 34.0  %
Prepared food and dispensed beverage margin 58.7  % 59.0  % 58.5  % 58.6  %

Total inside sales were up 9.0% for the quarter driven by strong performance in the prepared food and dispensed beverage category, including hot sandwiches and dispensed beverage as well as non-alcoholic and alcoholic beverages in the grocery and general merchandise category. Inside margin was up 110 basis points compared to the same quarter a year ago, driven primarily by product mix and asset protection initiatives.

Fuel2
Three Months Ended October 31, Six Months Ended October 31,
2024 2023 2024 2023
Fuel gallons sold (in thousands) 775,914  730,439  1,548,450  1,444,429 
Same-store gallons sold (0.6) % —  % (0.1) % 0.2  %
Fuel gross profit (in thousands) $ 312,252  $ 308,835  $ 626,800  $ 605,813 
Fuel margin (cents per gallon, excluding credit card fees) 40.2  ¢ 42.3  ¢ 40.5  ¢ 41.9  ¢

For the quarter, total fuel gallons sold increased 6.2% compared to the prior year primarily due to the store count increase, while same-store gallons were down 0.6% versus the prior year. The Company’s total fuel gross profit was up 1.1% versus the prior year. The Company sold $4.9 million in renewable fuel credits (RINs) in the second quarter, a decrease of $3.5 million from the same quarter in the prior year.

Operating Expenses
Three Months Ended October 31, Six Months Ended October 31,
2024 2023 2024 2023
Operating expenses (in thousands) $ 609,679  $ 579,703  $ 1,219,153  $ 1,140,558 
Credit card fees (in thousands) $ 62,275  $ 62,917  $ 126,084  $ 123,902 
Same-store operating expenses excluding credit card fees 2.3  % 2.1  % 1.5  % 2.6  %

Operating expenses increased approximately 5% during the second quarter. Operating 93 more stores than prior year accounted for approximately 4% of the increase. 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.

Expansion
Store Count
April 30, 2024 2,658 
New store construction 18 
Acquisitions 18
Closed (9)
October 31, 2024 2,685 


2 Fuel category does not include wholesale fuel activity, which is included in Other.



Liquidity
At October 31, 2024, the Company had approximately $1.25 billion in available liquidity, consisting of approximately $352 million in cash and cash equivalents on hand and approximately $900 million in available borrowing capacity on existing lines of credit. The liquidity calculation excludes the impact of the restricted cash included within long-term assets as of October 31, 2024. The restricted cash relates to cash held in a funding account for the acquisition of Fikes, which closed on November 1, 2024, subsequent to quarter end.

Share Repurchase
During the second quarter, the Company did not repurchase any shares. The Company has approximately $295 million remaining under its existing share repurchase authorization.

Dividend
At its December meeting, the Board of Directors approved a quarterly dividend of $0.50 per share. The dividend is payable February 17, 2025, to shareholders of record on February 3, 2025.

Fiscal 2025 Outlook
Casey’s is updating the 2025 outlook primarily due to the acquisition of Fikes, which closed on November 1, 2024.

For the second half of fiscal 2025 specifically related to the Fikes transaction: Casey’s expects to incur an additional $15 to $20 million in one-time deal and integration costs, primarily in the third quarter. EBITDA contribution from Fikes is expected to be modestly dilutive in the third quarter, primarily due to the transaction and integration costs previously mentioned. EBITDA contribution from Fikes is expected to be modestly accretive in the fourth quarter. Interest expense will be approximately $35 million higher than the original outlook due to the financing of the transaction.

For Casey’s total fiscal 2025 year outlook including the impact of the Fikes acquisition: EBITDA is expected to increase at least 10%. Total operating expenses are expected to increase 11% to 13% for the fiscal year, including approximately $25 to $30 million in one-time deal and integration costs, while same-store operating expense excluding credit card fees are expected to only increase 2% for the year. Net interest expense is expected to be approximately $90 million for the year. Depreciation and amortization is expected to be approximately $410 million and the purchase of property and equipment is expected to be approximately $550 million. The tax rate is expected to be approximately 23% to 25% for the fiscal year.

Casey’s is not updating its outlook for the following metrics: Casey’s expects to add approximately 270 stores for the fiscal year. The Company expects inside same-store sales to increase 3% to 5% and inside margin comparable to fiscal 2024. The Company expects same-store fuel gallons sold to be between negative 1% to positive 1%.





Casey’s General Stores, Inc. and Subsidiaries
Condensed Consolidated Statements of Income
(Amounts in thousands, except share and per share amounts)
(Unaudited)
  Three Months Ended October 31, Six Months Ended October 31,
  2024 2023 2024 2023
Total revenue $ 3,946,771  $ 4,064,400  $ 8,044,508  $ 7,933,651 
Cost of goods sold (exclusive of depreciation and amortization, shown separately below) 2,988,212  3,178,839  6,130,693  6,170,336 
Operating expenses 609,679  579,703  1,219,153  1,140,558 
Depreciation and amortization 96,592  85,598  191,001  168,503 
Interest, net 12,553  12,306  26,620  24,801 
Income before income taxes 239,735  207,954  477,041  429,453 
Federal and state income taxes 58,817  49,172  115,925  101,434 
Net income $ 180,918  $ 158,782  $ 361,116  $ 328,019 
Net income per common share
Basic $ 4.87  $ 4.27  $ 9.73  $ 8.80 
Diluted $ 4.85  $ 4.24  $ 9.68  $ 8.76 
Basic weighted average shares 37,124,541  37,227,932  37,105,886  37,264,442 
Plus effect of stock compensation 186,938  203,143  202,392  187,811 
Diluted weighted average shares 37,311,479  37,431,075  37,308,278  37,452,253 


Casey’s General Stores, Inc. and Subsidiaries
Condensed Consolidated Balance Sheets
(Dollars in thousands)
(Unaudited)
 
October 31, 2024 April 30, 2024
Assets
Current assets
Cash and cash equivalents $ 351,723  $ 206,482 
Receivables 156,407  151,793 
Inventories 432,268  428,722 
Prepaid and other current assets 38,296  25,791 
Income taxes receivable —  17,066 
Total current assets 978,694  829,854 
Restricted cash 1,160,118  — 
Other assets, net of amortization 192,704  195,559 
Goodwill 657,529  652,663 
Property and equipment, net of accumulated depreciation of $2,981,245 at October 31, 2024 and $2,883,925 at April 30, 2024 4,736,525  4,669,357 
Total assets $ 7,725,570  $ 6,347,433 
Liabilities and Shareholders’ Equity
Current liabilities
Current maturities of long-term debt and finance lease obligations $ 245,558  $ 53,181 
Accounts payable 573,320  569,527 
Accrued expenses 296,374  330,758 
Income taxes payable 1,284  — 
Total current liabilities 1,116,536  953,466 
Long-term debt and finance lease obligations, net of current maturities 2,461,922  1,582,758 
Deferred income taxes 608,904  596,850 
       Insurance accruals, net of current portion 30,227  30,046 
Other long-term liabilities 170,535  168,932 
Total liabilities 4,388,124  3,332,052 
Total shareholders’ equity 3,337,446  3,015,381 
Total liabilities and shareholders’ equity $ 7,725,570  $ 6,347,433 


Casey’s General Stores, Inc. and Subsidiaries
Condensed Consolidated Statements of Cash Flows
(Dollars in thousands)
(Unaudited)
  Six months ended October 31,
  2024 2023
Cash flows from operating activities:
Net income $ 361,116  $ 328,019 
Adjustments to reconcile net income to net cash provided by operating activities:
Depreciation and amortization 191,001  168,503 
Amortization of debt issuance costs 555  555 
Change in excess replacement cost over LIFO inventory valuation 6,398  7,946 
Share-based compensation 23,645  19,485 
Loss (gain) on disposal of assets and impairment charges 4,422  (232)
Deferred income taxes 12,054  39,353 
Changes in assets and liabilities:
Receivables (855) (21,897)
Inventories (8,723) (44,714)
Prepaid and other current assets (12,505) (10,693)
Accounts payable (9,902) (10,400)
Accrued expenses (36,228) (20,925)
Income taxes 20,780  21,992 
Other, net 299  4,788 
Net cash provided by operating activities 552,057  481,780 
Cash flows from investing activities:
Purchase of property and equipment (211,226) (175,955)
Payments for acquisition of businesses, net of cash acquired (46,341) (139,359)
Proceeds from sales of assets 11,720  8,291 
Net cash used in investing activities (245,847) (307,023)
Cash flows from financing activities:
Proceeds from long-term debt 1,100,000  — 
Payments of long-term debt and finance lease obligations (34,637) (35,135)
Payments of debt issuance costs (5,191) — 
Payments of cash dividends (35,179) (30,988)
Repurchase of common stock and payment of related excise taxes (734) (59,491)
Tax withholdings on employee share-based awards (25,110) (18,121)
Net cash provided by (used) in financing activities 999,149  (143,735)
Net increase in cash, cash equivalents and restricted cash 1,305,359  31,022 
Cash and cash equivalents at beginning of the period 206,482  378,869 
Cash, cash equivalents and restricted cash at end of the period $ 1,511,841  $ 409,891 

RECONCILIATION OF CASH, CASH EQUIVALENTS AND RESTRICTED CASH
Six months ended October 31,
2024 2023
Cash and cash equivalents $ 351,723  $ 409,891 
Restricted cash 1,160,118  — 
Total cash, cash equivalents and restricted cash shown in the statement of cash flows $ 1,511,841  $ 409,891 


SUPPLEMENTAL DISCLOSURES OF CASH FLOWS INFORMATION
  Six months ended October 31,
  2024 2023
Cash paid during the period for:
Interest, net of amount capitalized $ 33,516  $ 31,429 
Income taxes, net 82,507  36,037 
Noncash investing and financing activities:
       Purchased property and equipment in accounts payable 59,312  78,684 
       Right-of-use assets obtained in exchange for new finance lease liabilities 11,210  11,216 
       Right-of-use assets obtained in exchange for new operating lease liabilities —  8,273 


Summary by Category (Amounts in thousands)
Three Months Ended October 31, 2024 Prepared Food & Dispensed Beverage Grocery & General
Merchandise		 Fuel Other Total
Revenue $ 417,827  $ 1,049,697  $ 2,414,632  $ 64,615  $ 3,946,771 
Gross profit $ 245,458  $ 374,193  $ 312,252  $ 26,656  $ 958,559 
58.7  % 35.6  % 12.9  % 41.3  % 24.3  %
Fuel gallons sold 775,914 
Three Months Ended October 31, 2023
Revenue $ 382,481  $ 964,430  $ 2,646,478  $ 71,011  $ 4,064,400 
Gross profit $ 225,664  $ 327,600  $ 308,835  $ 23,462  $ 885,561 
59.0  % 34.0  % 11.7  % 33.0  % 21.8  %
Fuel gallons sold 730,439 
Summary by Category (Amounts in thousands)
Six Months Ended October 31, 2024 Prepared Food & Dispensed Beverage Grocery & 
General Merchandise		 Fuel Other Total
Revenue $ 822,956  $ 2,118,675  $ 4,970,274  $ 132,603  $ 8,044,508 
Gross profit $ 481,499  $ 752,474  $ 626,800  $ 53,042  $ 1,913,815 
58.5  % 35.5  % 12.6  % 40.0  % 23.8  %
Fuel gallons sold 1,548,450 
Six Months Ended October 31, 2023
Revenue $ 755,294  $ 1,961,366  $ 5,073,811  $ 143,180  $ 7,933,651 
Gross profit $ 442,525  $ 667,173  $ 605,813  $ 47,804  $ 1,763,315 
58.6  % 34.0  % 11.9  % 33.4  % 22.2  %
Fuel gallons sold 1,444,429 

Prepared Food & Dispensed Beverage Prepared Food & Dispensed Beverage
Same-store Sales Margin
  Q1 Q2 Q3 Q4 Fiscal
Year		   Q1 Q2 Q3 Q4 Fiscal
Year
F2025 4.4  % 5.2  % F2025 58.3  % 58.7  %
F2024 5.9  6.1  7.5  % 8.8  % 6.8  % F2024 58.2  59.0  59.6  % 58.1  % 58.7  %
F2023 8.4  10.5  5.0  4.9  7.1  F2023 55.6  56.7  57.3  56.8  56.6 
Grocery & General Merchandise Grocery & General Merchandise
Same-store Sales Margin
  Q1 Q2 Q3 Q4 Fiscal
Year		   Q1 Q2 Q3 Q4 Fiscal
Year
F2025 1.6  % 3.6  % F2025 35.4  % 35.6  %
F2024 5.2  1.7  2.8  % 4.3  % 3.5  % F2024 34.1  34.0  33.9  % 34.4  % 34.1  %
F2023 5.5  6.9  5.8  7.1  6.3  F2023 33.9  33.3  34.0  33.0  33.6 
Fuel Gallons Fuel Margin
Same-store Sales (Cents per gallon, excluding credit card fees)
  Q1 Q2 Q3 Q4 Fiscal
Year		   Q1 Q2 Q3 Q4 Fiscal
Year
F2025 0.7  % (0.6) % F2025 40.7  ¢ 40.2  ¢
F2024 0.4  —  (0.4) % 0.9  % 0.1  % F2024 41.6  42.3  37.3  ¢ 36.5  ¢ 39.5  ¢
F2023 (2.3) 0.3  (0.5) —  (0.8) F2023 44.7  40.5  40.7  34.6  40.2 




RECONCILIATION OF NET INCOME TO EBITDA
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.
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.
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.
The following table contains a reconciliation of net income to EBITDA for the three and six months ended October 31, 2024 and 2023:
(in thousands) Three Months Ended October 31, Six Months Ended October 31,
2024 2023 2024 2023
Net income $ 180,918  $ 158,782  $ 361,116  $ 328,019 
Interest, net 12,553  12,306  26,620  24,801 
Federal and state income taxes 58,817  49,172  115,925  101,434 
Depreciation and amortization 96,592  85,598  191,001  168,503 
EBITDA $ 348,880  $ 305,858  $ 694,662  $ 622,757 
NOTES:
•Gross Profit is defined as revenue less cost of goods sold (exclusive of depreciation and amortization)
•Inside is defined as the combination of grocery and general merchandise and prepared food and dispensed beverage

This release contains statements that may constitute forward-looking statements within the meaning of the Private Securities Litigation Reform Act of 1995, including those related to the potential impact the Fikes transaction, expectations for future periods, possible or assumed future results of operations, financial conditions, liquidity and related sources or needs, business and/or integration strategies, plans and synergies, supply chain, growth opportunities, performance at our stores. There are a number of known and unknown risks, uncertainties, and other factors that may cause our actual results to differ materially from any results expressed or implied by these forward-looking statements, including but not limited to the execution of our strategic plan, the integration and financial performance of acquired stores, wholesale fuel, inventory and ingredient costs, distribution challenges and disruptions, the impact and duration of the conflict in Ukraine or other geopolitical disruptions, as well as other risks, uncertainties and factors which are described in the Company’s most recent annual report on Form 10-K and quarterly reports on Form 10-Q, as filed with the Securities and Exchange Commission and available on our website. Any forward-looking statements contained in this release represent our current views as of the date of this release with respect to future events, and Casey’s disclaims any intention or obligation to update or revise any forward-looking statements in the release whether as a result of new information, future events, or otherwise.

Corporate information is available at this website: https://www.caseys.com. Earnings will be reported during a conference call on December 10, 2024. The call will be broadcast live over the Internet at 7:30 a.m. CDT. To access the call, go to the Events and Presentations section of our website at https://investor.caseys.com/events-and-presentations/default.aspx.  No access code is required. A webcast replay of the call will remain available in an archived format on the Events and Presentations section of our website at https://investor.caseys.com/events-and-presentations/default.aspx for one year after the call.


Investor Relations Contact: Media Relations Contact:
Brian Johnson (515) 446-6587 Katie Petru (515) 446-6772