Offer to Purchase for Cash
Casey’s General Stores, Inc.
Up to $500,000,000 in Value of Shares of its Common Stock
(including the Series A Serial Preferred Stock Purchase Rights)
at a Purchase Price not greater than $40.00
nor less than $38.00 per Share
THE OFFER, PRORATION PERIOD AND WITHDRAWAL RIGHTS WILL EXPIRE
AT 12:00 MIDNIGHT, NEW YORK CITY TIME, ON AUGUST 25, 2010,
UNLESS THE OFFER IS EXTENDED (SUCH DATE AND TIME, AS IT MAY BE EXTENDED, THE “EXPIRATION TIME”).
To Our Clients:
Enclosed for your consideration are the Offer to Purchase dated July 29, 2010 (the “ Offer to Purchase ”), and the related
Letter of Transmittal (the “ Letter of Transmittal ” and, together with the Offer to Purchase as they may be amended and
supplemented from time to time, the “ Offer ”), in connection with the offer by Casey’s General Stores, Inc., an Iowa corporation
(the “ Company ”), to purchase for cash up to $500 million in value of shares of common stock, no par value per share, of the
Company (“ Shares ”), together with the associated rights to purchase Series A Serial Preferred Stock, no par value per share, of
the Company issued pursuant to the Rights Agreement dated as of April 16, 2010, between the Company and Computershare
Trust Company, N.A., as Rights Agent, at a price not greater than $40.00 nor less than $38.00 per Share, less any applicable
withholding taxes and without interest, on the terms and subject to the conditions set forth in the Offer to Purchase.
On the terms and subject to the conditions of the Offer, the Company will determine a single purchase price, not greater
than $40.00 nor less than $38.00 per Share, net to the seller in cash, less any applicable withholding taxes and without interest,
that it will pay for Shares properly tendered and not withdrawn in the Offer, taking into account the total number of Shares
tendered and the prices specified by tendering shareholders. After the Offer expires, the Company will look at the prices c