Significant increase in net earnings for the fourth quarter and record year for Couche-Tard

Significant increase in net earnings for the fourth quarter and record year
for Couche-Tard

-------------------------------------------------------------------------
Fiscal year:
- Fiscal year 2009 net earnings of $253.9 million, or $1.29 per share on
a diluted basis compared to $189.3 million, or $0.92 per share on a
diluted basis last year, an increase of 34.1%
Quarter:
- Fourth quarter net earnings of $38.0 million, or $0.20 per share on a
diluted basis compared to $15.5 million, or $0.08 per share on a
diluted basis last year
- Same-store merchandise sales increase 3.3% in the United States and
2.8% in Canada
- Slight decrease of 0.1% in the consolidated merchandise and service
gross margin; increase of 0.4% in the United States
- A 2.2% same-store fuel volume increase in Canada but a 4.1% decrease in
the United States; the trend is improving in the United States
- 11.38 cents per gallon motor fuel gross margin in the United-States and
Cdn5.62 cents per litre in Canada
- Excluding the impact related to the exchange rate, acquisitions and
electronic payment fees, operating, selling, administrative and
general expenses are down 3.3%
-------------------------------------------------------------------------
TSX: ATD.A, ATD.B

LAVAL, QC, July 14 /PRNewswire-FirstCall/ - Alimentation Couche-Tard announces
today that its net earnings for the 12-week period ended April 26, 2009,
reached $38.0 million, or $0.20 per share on a diluted basis, a $22.5 million
jump compared to $15.5 million, or $0.08 per share on a diluted basis, last
year. Fourth quarter net earnings were positively affected by earnings
stemming from acquisitions, higher motor fuel gross margins, an increase in
same-store merchandise revenues, growth in same-store motor fuel volume in
Canada, sound management by Couche-Tard of its operating expenses as well as a
decrease in financial expenses. These positive items were partially offset by
a decrease in same-store motor fuel volume in the United States, a weakening
Canadian dollar, a slight decrease in merchandise and service consolidated
gross margin as well as a higher income tax expense compared to the income tax
recovery recorded in the fourth quarter of fiscal 2008. As for fiscal year
2009, net earnings reached $253.9 million or $1.29 per share on a diluted
basis - a record high for Alimentation Couche-Tard - compared to $189.3
million for the previous year.
"Given the economic conditions, we are satisfied with the quarterly and annual
results while remaining level-headed and prudent about the coming year",
indicates Alain Bouchard, President and Chief Executive Officer. "Our
performance most certainly reflects the interesting margins on motor fuel
sales over a portion of the last fiscal year. However, we keep ourselves in
check and understand that such a windfall may not present itself during the
coming year", he continues. "On the other hand, with the sacrifices made by
all over the past months and the informed decisions we made with our people,
we are poised to tackle the challenges that will arise over the coming years
and maintain the Company's results despite normal motor fuel margins. With
this being said, I want to say thank you to our employees for their great work
and constant support", he concludes.
Raymond Pare, Vice-President and Chief Financial Officer adds: "Although the
economic situation is quite difficult in the United States, we are observing
encouraging signs. Indeed, although it is still negative, the United States
same-store motor fuel trend is improving. The U.S. merchandise and service
gross margin, is also increasing" he says. "In addition, excluding the impact
related to the foreign exchange variations, to the electronic payment modes
expense and to acquisitions, Operating, selling, administrative and general
expenses decreased by 3.3% during the last quarter" he continues. "We have
nonetheless generated an average return on investment of 18.3% during the
challenging last three fiscal years, 19.4% for fiscal 2009. We are therefore
in good position and will be working hard to maintain and even improve our
situation as well as that of our partners'", concludes Mr. Pare.

Highlights of the Fourth Quarter of Fiscal 2009

Growth of the Store Network

12-week period ended 52-week period ended
April 26, 2009 April 26, 2009
-------------------------------------------------------------
Company- Affi- Company- Affi-
operated liated operated liated
stores stores Total stores stores Total
-------------------------------------------------------------
Number of
stores,
beginning
of period 4,370 1,074 5,444 4,068 1,051 5,119

Acquisi-
tions 21 - 21 107 - 107

Openings/
construc-
tions/
addi-
tions(1) 32 18 50 311 78 389

Closures/
withdrawals (28) (44) (72) (91) (81) (172)
-------------------------------------------------------------------------
Number of
stores, end
of period 4,395 1,048 5,443 4,395 1,048 5,443
-------------------------------------------------------------------------
-------------------------------------------------------------------------
(1) Includes stores added to Couche-Tard's network through the
partnership agreement with Irving Oil.

IMPACT Program During the quarter, Couche-Tard also implemented its IMPACT
program in 81 company-operated stores (211 for fiscal 2009). As a result,
61.0% of its company-operated stores have now been converted to the IMPACT
program.

Partnership In connection with its commercial partnership with Irving Oil
which was put in place during the first quarter of fiscal 2009, the Company
has integrated 15 Irving stores in Canada during the fourth quarter of fiscal
2009, bringing the total number of integrated stores to 249 (125 in Canada
including seven affiliated stores and 124, in the United States all
company-operated). In addition, pursuant to this commercial partnership,
another 23 Irving stores located in the United States were added. These 23
stores were integrated with Couche-Tard's network during the second, third and
fourth quarters of fiscal 2009.

Business acquisitions During the fourth quarter of fiscal 2009, Couche-Tard
made the following acquisitions:

- Effective February 5, 2009, the Company acquired 13 company-operated
stores located in the Province of Quebec, Canada from Exploitation
Quali-T inc., a subsidiary of Groupe Therrien.

- Effective February 10, 2009, the Company acquired seven company-
operated stores from Gate Petroleum Company. These stores operate under
the Gate banner in the Greensboro and Raleigh regions of North
Carolina, United States.

Dividends On July 14, 2009, the Board of Directors declared a quarterly
dividend of Cdn$0.035 per share for the fourth quarter of fiscal 2009 to
shareholders on record as at July 23, 2009, and approved its payment for July
30, 2009. This is an eligible dividend within the meaning of the Income Tax
Act of Canada.

Share repurchase program The Company has a share repurchase plan, which was
implemented on August 8, 2008 and which will expire at the latest on August 7,
2009. During the fourth quarter of fiscal 2009, Couche-Tard has repurchased
under this program 12,300 Class A multiple voting shares at an average cost of
Cdn$13.11 and a total of 5,338,400 Class B subordinate voting shares at an
average cost of Cdn$12.84. On a cumulative basis since the implementation of
the program, Couche-Tard has repurchased a total of 15,300 Class A multiple
voting shares at an average cost of Cdn$13.17 and 7,483,400 Class B
subordinate voting shares at an average cost of Cdn$13.02. Security holders
may obtain a copy of the notice filed with the Toronto Stock Exchange, without
charge, by contacting the Corporate Secretary of Alimentation Couche-Tard Inc.
at 1600, St-Martin Blvd. East, Tower B, 2nd Floor, Laval, Quebec, H7G 4S7.

New credit agreement On March 24, 2009, Couche-Tard entered into a new credit
agreement consisting of a revolving unsecured credit facility of a maximum
amount of $40.0 million with terms and conditions similar to those of the
other facility the Company already had as at April 27, 2008. However, this
credit agreement is only available in the form of a term revolving unsecured
operating credit, in US dollars. Thus, Couche-tard has $1.0 billion available
under its credit facilities of which approximately $600.0 million are unused
as at April 26, 2009. Amounts under the facilities will come to maturity only
in September 2012.

Subsequent event On May 28, 2009, Couche-Tard closed the acquisition of 43
company-operated stores in Phoenix, Arizona, United States from ExxonMobil
Corporation (ExxonMobil). The land and buildings of ten of these sites will be
leased. As per the agreement, ExxonMobil also transferred to Couche-Tard the
"On the Run" trademark rights in the United Sates as well as 450 franchised
stores operating under this trademark in the United States.

Exchange Rate Data

The Company reports in US dollar given the predominance of its operations in
the United States and its US dollar denominated debt.
The following table presents relevant exchange rates information based upon
the Bank of Canada closing rates expressed as US dollars per Cdn$1.00:

12-week periods ended 52-week periods ended
--------------------------------------------------
April 26, April 27, April 26, April 27,
2009 2008 2009 2008
--------------------------------------------------
Average for period(1) 0.8020 0.9947 0.8760 0.9773
Period end 0.8267 0.9840 0.8267 0.9840

-------------------------------------------------------------------------
(1) Calculated by taking the average of the closing exchange rates of
each day in the applicable period.

As the Company uses the US dollar as its reporting currency, in its
consolidated financial statements and in the present press release, unless
indicated otherwise, results from Canadian and corporate operations are
translated into US dollars using the average rate for the period. Variances
and explanations related to variations in the foreign exchange rate and the
volatility of the Canadian dollar which are discussed in the present press
release are therefore related to the translation in US dollars of Canadian and
corporate operations results and do not have a true economic impact on
Couche-Tard's performance since most of its consolidated revenues and expenses
are received or denominated in the functional currency of the markets in which
it does business. Accordingly, the Company's sensitivity to variations in
foreign exchange rates is economically limited.

Selected Consolidated Financial Information

The following table highlights certain information regarding Couche-Tard's
operations for the 12-week and 52-week periods ended April 26, 2009, and April
27, 2008:

-------------------------------------------------------------
(In millions
of US
dollars,
unless
otherwise 12-week periods 52-week periods
stated) ended ended
-------------------------------------------------------------
April April Varia- April April Varia-
26, 27, tion 26, 27, tion
2009 2008 % 2009 2008 %
-------------------------------------------------------------
Statement of
Operations
Data:
Merchandise
and service
revenues(1):
United
States 880.9 790.8 11.4 3,742.6 3,476.3 7.7
Canada 335.4 373.5 (10.2) 1,673.8 1,724.4 (2.9)
-------------------------------------------------------------
Total
merchandise
and service
revenues 1,216.3 1,164.3 4.5 5,416.4 5,200.7 4.1
-------------------------------------------------------------
Motor fuel
revenues:
United
States 1,504.7 2,229.3 (32.5) 8,865.2 8,891.6 (0.3)
Canada 273.0 312.2 (12.6) 1,499.5 1,277.7 17.4
-------------------------------------------------------------
Total motor
fuel
revenues 1,777.7 2,541.5 (30.1) 10,364.7 10,169.3 1.9
-------------------------------------------------------------
Total
revenues 2,994.0 3,705.8 (19.2) 15,781.1 15,370.0 2.7
-------------------------------------------------------------
-------------------------------------------------------------
Merchandise
and service
gross
profit(1):
United
States 295.8 262.4 12.7 1,226.2 1,146.5 7.0
Canada 113.3 129.5 (12.5) 574.9 601.1 (4.4)
-------------------------------------------------------------
Total
merchandise
and service
gross
profit 409.1 391.9 4.4 1,801.1 1,747.6 3.1
-------------------------------------------------------------
Motor fuel
gross profit:
United
States 85.8 67.7 26.7 545.6 393.9 38.5
Canada 22.6 19.3 17.1 89.9 82.0 9.6
-------------------------------------------------------------
Total motor
fuel gross
profit 108.4 87.0 24.6 635.5 475.9 33.5
-------------------------------------------------------------
Total gross
profit 517.5 478.9 8.1 2,436.6 2,223.5 9.6
Operating,
selling,
administra-
tive and
general
expenses 412.5 415.2 (0.7) 1,848.8 1,738.9 6.3
Depreciation
and
amortization
of property
and equipment
and other
assets 42.6 39.9 6.8 183.0 172.5 6.1
-------------------------------------------------------------
Operating
income 62.4 23.8 162.2 404.8 312.1 29.7
-------------------------------------------------------------
Net earnings 38.0 15.5 145.2 253.9 189.3 34.1
-------------------------------------------------------------
-------------------------------------------------------------
Other
Operating
Data:
Merchandise
and service
gross
margin(1):
Consolidated 33.6% 33.7% (0.1) 33.3% 33.6% (0.3)
United
States 33.6% 33.2% 0.4 32.8% 33.0% (0.2)
Canada 33.8% 34.7% (0.9) 34.3% 34.9% (0.6)
Growth of
same-store
merchandise
revenues(2)(3):
United
States 3.3% 0.1% 0.6% 2.5%
Canada 2.8% 2.2% 2.2% 4.0%
Motor fuel
gross
margin(3):
United
States
(cents per
gallon) 11.38 10.02 13.6 17.55 13.58 29.2
Canada
(Cdn cents
per litre) 5.62 5.25 7.0 4.97 5.08 (2.2)
Volume of
motor fuel
sold(4):
United
States
(millions
of gallons) 781.3 697.3 12.0 3,214.9 3,019.9 6.5
Canada
(millions
of litres) 502.3 370.1 35.7 2,059.0 1,655.0 24.4
(Decrease)
growth of
same-store
motor fuel
volume(3):
United
States (4.1%) 0.9% (6.4%) (0.2%)
Canada 2.2% 5.8% 3.7% 6.3%
-------------------------------------------------------------
Per Share
Data:
Basic net
earnings
per share
(dollars
per action) 0.20 0.08 150.0 1.31 0.94 39.4
Diluted net
earnings
per share
(dollars
per action) 0.20 0.08 150.0 1.29 0.92 40.2
-------------------------------------------------------------
April April Varia-
26, 27, tion
2009 2008 $
-------------------------------------------------------------
Balance Sheet Data:
Total assets 3,255.9 3,320.6 (64.7)
Interest-bearing debt 749.2 842.2 (93.0)
Shareholders' equity 1,326.0 1,253.7 72.3
Ratios:
Net interest-bearing
debt/total capitalization(5) 0.30 : 1 0.33 : 1
Net interest-bearing debt/EBITDA(6) 0.98 : 1 1.29 : 1
-------------------------------------------------------------------------
1. Includes other revenues derived from franchise fees, royalties and
rebates on some purchases by franchisees and licensees.
2. Does not include services and other revenues (as described in
footnote 1 above). Growth in Canada is calculated based on Canadian
dollars.
3. For company-operated stores only.
4. Includes volume of franchisees and dealers.
5. This ratio is presented for information purposes only and represents a
measure of financial condition used especially in financial circles.
It represents the following calculation: long-term interest-bearing
debt, net of cash and cash equivalents and temporary investments,
divided by the addition of shareholders' equity and long-term debt,
net of cash and cash equivalents and temporary investments. It does
not have a standardized meaning prescribed by Canadian GAAP and
therefore may not be comparable to similar measures presented by other
public companies.
6. This ratio is presented for information purposes only and represents a
measure of financial condition used especially in financial circles.
It represents the following calculation: long-term interest-bearing
debt, net of cash and cash equivalents and temporary investments,
divided by EBITDA (Earnings Before Interest, Tax, Depreciation and
Amortization). It does not have a standardized meaning prescribed by
Canadian GAAP and therefore may not be comparable to similar measures
presented by other public companies.

Operating Results

Revenues amounted to $3.0 billion in the fourth quarter of fiscal 2009,
compared to $3.7 billion for the same quarter last fiscal year, a decrease of
19.2% or $711.8 million. Of this amount, $903.0 million is due to a lower
retail price at the pump compared to the fourth quarter of fiscal 2008 and
$145.8 million is due to the depreciation of the Canadian dollar against its
US counterpart. These decreases were partially offset by additional revenues
of $384.0 million generated by acquisitions. Couche-Tard recorded 79.7% of its
revenues in the United States, compared with 81.5% in the fourth quarter last
fiscal year.
Revenues amounted to $15.8 billion in fiscal 2009, up $411.1 million, an
increase of 2.7%, of which $1.6 billion was attributable to acquisitions,
further complemented by the growth of same-store merchandise revenues in the
United States and Canada, as well as the growth in same-store motor fuel
volume in Canada. These positive items were partially offset by a drop in
same-store motor fuel volumes in the United States, a $411.0 million decrease
in revenues related to the drop in motor fuel retail price as compared to last
year, and a $310.6 million decrease related to the weakening Canadian dollar.
More specifically, the growth of merchandise and service revenues for the
fourth quarter of fiscal 2009 was $52.0 million, an increase of 4.5% compared
to the same quarter last fiscal year, of which $100.2 million was generated by
acquisitions, partially offset by a $80.3 million decrease related to the
depreciation of the Canadian dollar against its U.S. counterpart. Growth in
same-store merchandise revenues was 3.3% in the United States, of which 2.7%
is due to the positive effect of the federal tax increase on tobacco products
during the fourth quarter of fiscal 2009 while the remaining increase comes
from the ability of Couche-tard's business units to put forward a product mix
allowing them to maintain revenues as well as gross margin. However, these
growth factors were partially offset by the impact of poor economic conditions
in certain of Couche-Tard's U.S. markets. As for the Canadian market, the 2.8%
increase in same-store merchandise revenues is in great part attributable to
Couche-Tard's merchandising strategy.
As for fiscal 2009, merchandise and services revenues grew by $215.7 million
or 4.1% due to the $335.3 million generated by acquisitions, partially offset
by the $170.5 million decrease related to the depreciation of the Canadian
dollar against its U.S. counterpart. Internal growth, as measured by the
growth in same-store merchandise revenues, was 0.6% in the United States and
2.2% in Canada.
Motor fuel revenues decreased by $763.8 million or 30.1% in the fourth quarter
of fiscal 2009. The lower average retail price at the pump in the
company-operated stores in the United Stated and Canada created a drop in
revenues of $903.0 million, as shown in the following table, beginning with
the first quarter of the year ended April 27, 2008:

Weighted
Quarter 1st 2nd 3rd 4th average
-------------------------------------------------------------------------
52-week period ended
April 26, 2009
United States (US
dollars per
gallon) 3.91 3.67 2.00 1.95 2.78
Canada (Cdn cents
per litre) 122.66 114.37 78.05 78.67 95.63
52-week period ended
April 27, 2008
United States (US
dollars per
gallon) 2.98 2.73 2.96 3.22 2.97
Canada (Cdn cents
per litre) 98.49 92.35 95.92 103.69 97.43
-------------------------------------------------------------------------

Acquisitions contributed an additional 138.5 million gallons in the fourth
quarter, or $283.8 million in revenues, partially offset by the depreciation
of the Canadian dollar against its U.S. counterpart, resulting in a decrease
in revenues of $60.5 million. The same-store motor fuel volume fell 4.1% in
the United States and rose 2.2% in Canada. In the United States, the decrease
is mainly due to the poor economic conditions affecting some of Couche-Tard's
business units. However, the trend is improving compared to the previous
quarters.
During fiscal 2009, motor fuel revenues increased $195.4 million or 1.9%, of
which $1.2 billion or 463.1 million of gallons stems from acquisitions. This
increase was partially offset by a $411.0 million drop in motor fuel revenues
due to a lower average retail price at the pump in Couche-Tard's U.S. and
Canadian company-operated stores. As for the same-store motor fuel volume, it
fell 6.4% in the United States and rose 3.7% in Canada. In the United States,
the decrease is not only due to poor economic conditions affecting some of
Couche-Tard's business units but also to the overall decline in consumer
demand resulting from the sharp increase in retail prices at the pump during
the first half of fiscal 2009. The depreciation of the Canadian dollar against
its U.S. counterpart accounts for a decrease in revenues of $140.1 million.
During the fourth quarter of fiscal 2009, the merchandise and service gross
margin stood at 33.6%, compared with 33.7% in the fourth quarter of fiscal
2008. In the United States, gross margin rose to 33.6% in the fourth quarter
of fiscal 2009, an increase compared with 33.2% in fiscal 2008, due to the
implementation of the Company's Impact conversion program in a growing number
of stores, a more favorable product-mix as well as the Company's merchandising
strategies. In Canada, the margin fell to 33.8%, from 34.7% last fiscal year.
The performance in Canada is mainly the result of a merchandising strategy in
tune with market competitiveness and economic conditions within each market as
well as a less favourable product mix. Finally, some recent acquisitions in
Canada and the United States posted a lower gross margin than the existing
network thereby lowering the overall gross margin. This situation should
improve as Couche-Tard's integration and improved supply terms strategies are
implemented.
The merchandise and service gross margin was 33.3% in fiscal 2009, down 0.3%
compared with 33.6% in fiscal 2008. In the United States, the gross margin was
32.8%, a slight decrease from 33.0% in fiscal 2008. In Canada, the gross
margin fell 0.6% to 34.3%.
During the fourth quarter, the motor fuel gross margin for Couche-Tard's
company-operated stores in the United States increased by 1.36cents per
gallon, from 10.02cents per gallon in the fourth quarter of fiscal 2008 to
11.38cents per gallon this quarter. For the same period, in Canada, the gross
margin rose, reaching Cdn5.62cents per litre compared with Cdn5.25cents per
litre in the fourth quarter of 2008. The motor fuel gross margin of
Couche-Tard's company-operated stores in the United States as well as the
impact of expenses related to electronic payment modes for the last eight
quarters, beginning with the first quarter of the fiscal year ended April 27,
2008 were as follows:

(US cents per gallon)
Weighted
Quarter 1st 2nd 3rd 4th average
-------------------------------------------------------------------------
52-week period ended
April 26, 2009
Before deduction
of expenses related
to electronic
payment modes 15.55 24.88 18.21 11.38 17.55
Expenses related to
electronic payment
modes 5.07 4.94 3.15 3.10 3.96
-----------------------------------------------------------------------
After deduction of
expenses related
to electronic
payment modes 10.48 19.94 15.06 8.28 13.59
-----------------------------------------------------------------------
52-week period ended
April 27, 2008
Before deduction
of expenses
related to
electronic
payment modes 16.73 13.04 14.38 10.02 13.58
Expenses related
to electronic
payment modes 4.15 3.82 3.98 4.02 3.99
-----------------------------------------------------------------------
After deduction
of expenses
related to
electronic
payment modes 12.58 9.22 10.40 6.00 9.59
-----------------------------------------------------------------------
-------------------------------------------------------------------------

As for fiscal 2009, the motor fuel gross margin of company-operated stores in
the United States increased by 3.97cents per gallon, from 13.58cents per
gallon last year to 17.55cents per gallon this year. In Canada, the margin
decreased slightly to 4.97cents per litre compared to 5.08cents per litre in
fiscal 2008.
For the fourth quarter of fiscal 2009, operating, selling, administrative and
general expenses fell by 0.7% compared with fiscal 2008. These expenses
decreased by 5.0% and 1.9%, respectively because the impact of the weakening
Canadian dollar and the decrease in electronic payment modes expenses, while
they rose by 9.5% due to acquisitions. Excluding these factors, the decrease
is 3.3% chiefly due to the Company's sound management of its other
controllable expenses.
For fiscal 2009, operating, selling, administrative and general expenses rose
by 6.3% compared with fiscal 2008. Expenses increased by 8.0% because of
acquisitions while they decreased by 2.9% because of impact of the weakening
Canadian dollar and 0.4% because of the decrease in electronic payment modes
expenses. The remaining variance of 1.6% is mainly due to a normal increase in
operating expenses caused by inflation, partially offset by Couche-Tard's
management of other controllable expenses.
Earnings before interests, taxes, depreciation and amortization (EBITDA)(1)
was $105.0 million for the fourth quarter of fiscal 2009, up 64.8% for the
corresponding period of fiscal 2008. In fiscal 2009, EBITDA was $587.8
million, up 21.3% compared with last fiscal year. Acquisitions account for
$2.6 million and $19.6 million of this amount for the fourth quarter and
fiscal 2009, respectively.
For the fourth quarter and fiscal 2009, the depreciation expense increased
because of the investments made through acquisitions and the ongoing
implementation of Couche-Tard's IMPACT program within its network, partially
offset by the impact of sale and leaseback transactions completed during
fiscal 2008.
For the fourth quarter, financial expenses decreased by $2.3 million compared
with last year while they decreased by $18.4 million during fiscal 2009. These
decreases are due to the combined reduction in average borrowings and interest
rates.
The income tax expense for the fourth quarter of fiscal 2009 was $17.6 million
(31.7% effective rate) compared to a $0.8 million recovery for the same
quarter last fiscal year. This recovery resulted from the adjustment of the
annual effective income tax rate taking into account the actual results of the
fourth quarter of fiscal 2008.
The income tax rate for fiscal year 2009 is 31.1% compared to 26.5% for fiscal
2008 which was positively impacted by the reversal of the unusual income tax
expense related to Bill 15 in the Province of Quebec. Excluding this unusual
item, the income tax rate for fiscal year 2008 would have been 30.3%. As for
the fiscal 2009 income tax rate, it was negatively affected by a non-recurring
income tax expense related to a corporate reorganization undertaken in the
second quarter as well as a less advantageous apportionment of taxable income
among the various jurisdictions that have different income tax rates. As
Couche-Tard previously stated, the benefits of the reorganization should
positively impact the income tax rate during the next quarters.
Couche-Tard closed the fourth quarter of fiscal 2009 with net earnings of
$38.0 million, which equals $0.20 per share (same per share on a diluted
basis), compared to $15.5 million ($0.08 per share on a diluted basis) for the
same quarter last fiscal year, an increase of $22.5 million or 145.2%.
As for fiscal 2009, net earnings stood at $253.9 million, which equals $1.31
per share or $1.29 per share on a diluted basis compared with $189.3 million
last year ($0.94 per share on a diluted basis), an increase of $64.6 million
or 34.1%.

Liquidity and Capital Resources

The Company's sources of liquidity remain unchanged compared with fiscal year
ended April 27, 2008, with the exception of its two new terms revolving
unsecured operating credits of a maximum amount of $310.0 million and $40.0
million entered into fiscal 2009, for which terms and conditions are similar
to those of the credit facility Couche-Tard already had as of April 27, 2008.
For further information, please refer to the 2008 Annual Report.
Credit facilities have not changed with respect to their terms of use since
April 27, 2008. As at April 26, 2009, $381.3 million of the Company's term
revolving unsecured operating credits were used ($340.0 million for the US
dollars portion and $41.3 million for the Canadian dollars portion). The
weighted average effective interest rate was 1.1% for the US dollar portion
and 1.24% for the Canadian dollars portion. In addition, standby letters of
credit in the amount of Cdn$1.0 million and $18.3 million were outstanding as
at April 26, 2009.
The Company also has a $351.7 million subordinated unsecured debt (nominal
value amounting to $350.0 million, net of attributable financing costs of $0.8
million, adjusted for the fair value of the interest rate swap designated as a
fair value hedge of the debt) bearing interest at an effective rate of 7.56%
(6.72% taking into account the effect of the interest rate swap) and maturing
in 2013.
During the fourth quarter of fiscal 2009, two of the interest rate swap
agreements held by the Company as at April 27, 2008 were terminated by the
counterparties in exchange for the payment of penalties on their part for a
total amount of $9.4 million. Following the termination of these swaps,
Couche-Tard discontinued the related hedge accounting and the fair value of
these swaps on the balance sheet was reversed as at the termination date. The
fair value of the swaps that was allocated to the subordinated unsecured debt
is presented as an integral part of it and is amortized using the effective
rate method.
With respect to capital expenditures, acquisitions and share repurchases
carried out in fiscal 2009, they were financed using available cash flow.
Couche-Tard expects that its cash available from operations together with
borrowings available under its revolving unsecured credit facilities, as well
as potential sale and leaseback transactions, will meet its liquidity needs in
the foreseeable future.

Selected Consolidated Cash Flow Information

(In millions
of US dollars) 12-week periods ended 52-week periods ended
-------------------------------------------------------------
April April Varia- April April Varia-
26, 27, tion 26, 27, tion
2009 2008 $ 2009 2008 $
-------------------------------------------------------------
Operating
activities
Cash
flows(1) 75.7 65.4 10.3 450.1 359.2 90.9
Other 132.2 67.9 64.3 52.7 0.6 52.1
-------------------------------------------------------------
Net cash
provided
by operating
activities 207.9 133.3 74.6 502.8 359.8 143.0
-------------------------------------------------------------
Investing
activities
Purchase of
property
and
equipment,
net of
proceeds
from the
disposal
of property
and
equipment (88.9) (96.9) 8.0 (224.4) (259.3) 36.9
Business
acquisitions (13.8) (0.3) (13.5) (80.8) (70.7) (10.1)
Proceeds from
sale and
leaseback
transactions 7.9 5.7 2.2 19.8 172.4 (152.6)
Other (6.6) (0.1) (6.5) (13.2) (2.8) (10.4)
-------------------------------------------------------------
Net cash
(used in)
from
investing
activities (101.4) (91.6) (9.8) (296.6) (160.4) (136.2)
-------------------------------------------------------------
Financing
activities
Share
repurchase (53.3) (53.0) (0.3) (99.5) (101.3) 1.8
Net
increase
(decrease)
in long-term
debt 18.2 84.8 (66.6) (116.5) (14.3) (102.2)
Interest
rate swap
early
termination
fees
received 9.4 - 9.4 9.4 - 9.4
Cash
dividends
paid (5.3) (6.9) 1.6 (24.1) (25.6) 1.5
Issuance of
shares 1.2 - 1.2 1.8 4.7 (2.9)
-------------------------------------------------------------
Net cash
(used in)
from
financing
activities (29.8) 24.9 (54.7) (228.9) (136.5) (92.4)
-------------------------------------------------------------
-------------------------------------------------------------
Company credit
rating
Standard
and Poor's BB+ BB
Moody's Ba1 Ba1
-------------------------------------------------------------------------
1. These cash flows are presented for information purposes only and
represent a performance measure used especially in financial circles.
They represent cash flows from net earnings, plus depreciation and
amortization, loss on disposal of assets and future income taxes. They
do not have a standardized meaning prescribed by Canadian GAAP and
therefore may not be comparable to similar measures presented by other
public companies.

Operating activities During the fourth quarter of fiscal 2009, net cash from
operating activities reached $207.9 million, up $74.6 million from the fourth
quarter of fiscal 2008. This increase is mainly due to higher net earnings
during the fourth quarter of fiscal 2009 compared to last year and to changes
in non cash working capital for $70.2 million, including a decrease in
accounts receivable and inventories resulting from lower motor fuel retail
prices as well as the impact of the improvement in the inventory turnover
ratio.

Investing activities During the fourth quarter of fiscal 2009, investments
were primarily related to the replacement of equipment in some stores to
enhance the offering of products and services, the addition of new stores as
well as the ongoing implementation of Couche-Tard's IMPACT program throughout
its network.

Financing activities During the fourth quarter of fiscal 2009, the Company
repurchased shares for a total amount of $53.3 million while the increase in
long term debt amounted to $18.2 million. In addition, an amount of $5.3
million in dividends was paid out. Finally, Couche-Tard cashed $9.4 million
from two banks pursuant to their early termination of interest rate swap
agreements.

Financial Position

As shown by the indebtedness ratios included in the "Selected Consolidated
Financial Information" section and the net cash provided by operating
activities, the Company's financial position is excellent.
Couche-Tard's total consolidated assets stood at $3,255.9 million as at April
26, 2009, down $64.7 million compared with the previous fiscal year, chiefly
due to the weakening Canadian dollar against its U.S. counterpart.
Shareholders' equity was $1,326.0 million as at April 26, 2009, up $72.3
million compared to April 27, 2008, resulting mainly from net earnings of
$253.9 million, partially offset by the decrease of $67.7 million in
accumulated other comprehensive income due to exchange rate fluctuations, by
the repurchase and cancellation of shares totalling $94.3 million and by $24.1
million in dividends paid. The net interest-bearing debt to total
capitalization ratio stood at 0.30:1 versus 0.33:1 as at April 27, 2008.

Summary of Quarterly Results

-------------------------------------------------------------------------
52 weeks ended April 26, 2009
-------------------------------------------------------------------------
Quarter 4th 3rd 2nd 1st
Weeks 12 weeks 16 weeks 12 weeks 12 weeks
--------------------------------------------------
Revenues 2,994.0 3,911.7 4,556.4 4,319.0
--------------------------------------------------
Income before
depreciation and
amortization of
property and equipment
and other assets,
financial expenses and
income taxes 105.0 168.1 179.7 135.0
Depreciation and
amortization of
property and equipment
and other assets 42.6 56.4 41.1 42.9
--------------------------------------------------
Operating income 62.4 111.7 138.6 92.1
--------------------------------------------------
Financial expenses 6.8 10.3 9.3 9.8
--------------------------------------------------
Net earnings 38.0 71.1 97.6 47.2
--------------------------------------------------
--------------------------------------------------
Net earnings per share
Basic $0.20 $0.37 $0.50 $0.24
Diluted $0.20 $0.36 $0.49 $0.24
--------------------------------------------------

-------------------------------------------------------------------------
52 weeks ended April 27, 2008
-------------------------------------------------------------------------
Quarter 4th 3rd 2nd 1st
Weeks 12 weeks 16 weeks 12 weeks 12 weeks
--------------------------------------------------
Revenues 3,705.8 4,590.9 3,499.8 3,573.5
--------------------------------------------------
Income before
depreciation and
amortization of
property and equipment
and other assets,
financial expenses and
income taxes 63.7 130.6 135.2 155.1
Depreciation and
amortization of
property and equipment
and other assets 39.9 53.8 41.1 37.7
--------------------------------------------------
Operating income 23.8 76.8 94.1 117.4
--------------------------------------------------
Financial expenses 9.1 16.7 13.8 15.0
--------------------------------------------------
Net earnings 15.5 50.5 54.2 69.1
--------------------------------------------------
--------------------------------------------------
Net earnings per share
Basic $0.08 $0.25 $0.27 $0.34
Diluted $0.08 $0.24 $0.26 $0.33
-------------------------------------------------------------------------

Outlook

In the course of fiscal year 2010, Couche-Tard expects to pursue its
investments with caution in order to, amongst other things, deploy its IMPACT
program. The Company believes to be able to realize acquisitions by seizing
opportunities arising from the economic climate and from the attractive access
to its credit facilities. In view of current accessibility conditions to
capital market and debt, Couche-Tard believes to be in good position to create
value. However, the Company will continue to exercise patience in order to
benefit from a fair price in view of current market conditions. Couche-Tard
also intends to keep an ongoing focus on its supply terms and operating
expenses.
Finally, in line with its business model, Couche-tard intends to continue to
focus its resources on the sale of fresh products and on innovation, including
the introduction of new products and services, in order to satisfy the needs
of its large clientele.

July 14, 2009

Profile

Alimentation Couche-Tard Inc. is the leader in the Canadian convenience store
industry. In North America, Couche-Tard is the second largest independent
convenience store operator (whether integrated with a petroleum company or
not) in terms of number of stores. Couche-Tard currently has a network of
5,443 convenience stores, 3,646 of which include motor fuel dispensing,
located in 11 large geographic markets, including eight in the United States
covering 34 states and three in Canada covering ten provinces. More than
48,000 people are employed throughout Couche-Tard's retail convenience network
and service centers.

The statements set forth in this press release, which describes Couche-Tard's
objectives, projections, estimates, expectations or forecasts, may constitute
forward-looking statements within the meaning of securities legislation.
Positive or negative verbs such as "plan", "evaluate", "estimate", "believe"
and other related expressions are used to identify such statements.
Couche-Tard would like to point out that, by their very nature,
forward-looking statements involve risks and uncertainties such that its
results, or the measures it adopts, could differ materially from those
indicated or underlying these statements, or could have an impact on the
degree of realization of a particular projection. Major factors that may lead
to a material difference between Couche-Tard's actual results and the
projections or expectations set forth in the forward-looking statements
include the effects of the integration of acquired businesses and the ability
to achieve projected synergies, fluctuations in margins on motor fuel sales,
competition in the convenience store and retail motor fuel industries,
exchange rate variations, and such other risks as described in detail from
time to time in the reports filed by Couche-Tard with securities authorities
in Canada and the United States. Unless otherwise required by applicable
securities laws, Couche-Tard disclaims any intention or obligation to update
or revise any forward-looking statements, whether as a result of new
information, future events or otherwise. The forward-looking information in
this release is based on information available as of the date of the release.

-----------------------------
(1) Earnings before interests, taxes, depreciation and amortization is
not a performance measure defined by Canadian GAAP, but management,
investors and analysts use this measure to evaluate operating and
financial performance. Note that the Company's definition of this
measure may differ from the ones used by other public companies.

Webcast on July 14, 2009 at 3:30 P.M. (EST)
-------------------------------------------------------------------------

Following the positive reception of its new communication procedure via
webcast, Couche-Tard believes appropriate to reiterate this approach with
respect to its commentary on its fourth quarter results of fiscal 2009.
Therefore, Couche-Tard invites analysts known to the Company to send their two
questions in advance to its management, before 1:30 P.M. (EST) on July 14,
2009.
Financial analysts and investors who wish to listen to the Webcast on
Couche-Tard's results which will take place online on July 14, 2009 at 3:30
P.M. (EST) can do so by accessing the Company's website at www.couche-tard.com
and by clicking on the corporate presentations link of the investor relations
section. For those who will not be able to listen to the live presentation,
the recording of the webcast will be available on the Company's website for a
period of 90 days.

CONSOLIDATED STATEMENTS OF EARNINGS
(in millions of US dollars, except per share amounts, unaudited)

12 weeks 52 weeks
For the periods ended April 26, April 27, April 26, April 27,
2009 2008 2009 2008
-------------------------------------------------------------------------
$ $ $ $

Revenues 2,994.0 3,705.8 15,781.1 15,370.0
Cost of sales (excluding
depreciation and
amortization of
property and equipment
and other assets as
shown separately below) 2,476.5 3,226.9 13,344.5 13,146.5
-------------------------------------------------------------------------
Gross profit 517.5 478.9 2,436.6 2,223.5
-------------------------------------------------------------------------

Operating, selling,
administrative and
general expenses 412.5 415.2 1,848.8 1,738.9
Depreciation and
amortization of property
and equipment and other
assets 42.6 39.9 183.0 172.5
-------------------------------------------------------------------------
455.1 455.1 2,031.8 1,911.4
-------------------------------------------------------------------------
Operating income 62.4 23.8 404.8 312.1
Financial expenses 6.8 9.1 36.2 54.6
-------------------------------------------------------------------------
Earnings before income
taxes 55.6 14.7 368.6 257.5
Income taxes (Note 10) 17.6 (0.8) 114.7 68.2
-------------------------------------------------------------------------
Net earnings 38.0 15.5 253.9 189.3
-------------------------------------------------------------------------
-------------------------------------------------------------------------

Net earnings per share
(Note 6)
Basic 0.20 0.08 1.31 0.94
Diluted 0.20 0.08 1.29 0.92
Weighted average number
of shares (in thousands) 190,433 198,549 193,596 201,486
Weighted average number
of shares - diluted
(in thousands) 194,108 202,981 197,468 206,478
Number of shares
outstanding at end of
period (in thousands) 187,628 196,727 187,628 196,727
-------------------------------------------------------------------------
-------------------------------------------------------------------------

CONSOLIDATED STATEMENTS OF COMPREHENSIVE INCOME
(in millions of US dollars, unaudited)

For the periods ended 12 weeks 52 weeks
April 26, April 27, April 26, April 27,
2009 2008 2009 2008
-------------------------------------------------------------------------
$ $ $ $
Net earnings 38.0 15.5 253.9 189.3
Other comprehensive income
Changes in cumulative
translation
adjustments(1) 21.3 (19.5) (67.7) 16.1
-------------------------------------------------------------------------
Other comprehensive income 21.3 (19.5) (67.7) 16.1
-------------------------------------------------------------------------
Comprehensive income 16.7 (4.0) 186.2 205.4
-------------------------------------------------------------------------
-------------------------------------------------------------------------

(1) For the 12 and 52-week periods ended April 26, 2009, these amounts
include a gain of $7.0 (net of income taxes of $3.2) and a loss of
$89.6 (net of income taxes of $40.5), respectively. For the 12 and
52-week periods ended April 27, 2008 these amounts include a loss of
$10.4 (net of income taxes of $4.8) and gain of $61.6 (net of income
taxes of $22.2), respectively. These gains and losses arise from the
translation of US dollar denominated long-term debt designated as a
foreign exchange hedge of the Company's net investment in its U.S.
self-sustaining operations.

The accompanying notes are an integral part of the consolidated financial
statements.

CONSOLIDATED STATEMENTS OF CHANGES IN SHAREHOLDERS' EQUITY
(in millions of US dollars, unaudited)

For the 52-week period ended April 26, 2009
-------------------------------------------------------------------------
Accumu-
lated
other
Contri- compre- Share-
Capital buted Retained hensive holders'
stock surplus earnings income equity
-------------------------------------------------------------------------
$ $ $ $ $

Balance, beginning
of period 348.8 15.6 775.0 114.3 1,253.7
Comprehensive income:
Net earnings 253.9 253.9
Change in
cumulative
translation
adjustments (67.7) (67.7)
----------
Comprehensive income
for the year 186.2
----------
Dividends (24.1) (24.1)
Stock-based
compensation expense
(note 8) 2.7 2.7
Fair value of stock
options exercised 0.6 (0.6) -
Cash received upon
exercise of stock-
options 1.8 1.8
Repurchase and
cancellation of
shares (22.1) (22.1)
Excess of acquisition
cost over book value
of Class A multiple
voting shares and
Class B subordinate
voting shares
repurchased and
cancelled (72.2) (72.2)
-------------------------------------------------------------------------
Balance, end of
period 329.1 17.7 932.6 46.6 1,326.0
-------------------------------------------------------------------------
-------------------------------------------------------------------------

For the 52-week period ended April 27, 2008
-------------------------------------------------------------------------
Accumu-
lated
other
Contri- compre- Share-
Capital buted Retained hensive holders'
stock surplus earnings income equity
-------------------------------------------------------------------------
$ $ $ $ $

Balance, beginning
of period 352.3 13.4 681.9 97.8 1,145.4
Cumulative impact
of the adoption
of new accounting
policies 0.9 0.4 1.3
-------------------------------------------------------------------------
Balance, beginning
of the period, as
restated 352.3 13.4 682.8 98.2 1,146.7
Comprehensive income:
Net earnings 189.3 189.3
Change in
cumulative
translation
adjustments 16.1 16.1
----------
Comprehensive income
for the year 205.4
----------
Dividends (25.6) (25.6)
Stock-based
compensation
expense (note 8) 4.0 4.0
Fair value of stock
options exercised 1.8 (1.8) -
Cash received upon
exercise of stock-
options 4.7 4.7
Repurchase and
cancellation of
shares (10.0) (10.0)
Excess of
acquisition cost
over book value
of Class A multiple
voting shares and
Class B subordinate
voting shares
repurchased and
cancelled (71.5) (71.5)
-------------------------------------------------------------------------
Balance, end of
period 348.8 15.6 775.0 114.3 1,253.7
-------------------------------------------------------------------------
-------------------------------------------------------------------------

The accompanying notes are an integral part of the consolidated financial
statements.

CONSOLIDATED STATEMENTS OF CASH FLOWS
(in millions of US dollars, unaudited)

For the periods ended 12 weeks 52 weeks
April 26, April 27, April 26, April 27,
2009 2008 2009 2008
-------------------------------------------------------------------------
$ $ $ $
Operating activities
Net earnings 38.0 15.5 253.9 189.3
Adjustments to reconcile
net earnings to net cash
provided by operating
activities
Depreciation and
amortization of
property and equipment
and other assets, net
of amortization of
deferred credits 38.7 35.1 161.4 151.8
Future income taxes (1.5) 12.7 32.0 19.0
Loss (gain) on disposal
of property and
equipment and other
assets 0.5 2.1 2.8 (0.9)
Deferred credits 0.4 1.6 9.4 13.3
Other (0.3) 4.4 13.3 24.2
Changes in non-cash
working capital 132.1 61.9 30.0 (36.9)
-------------------------------------------------------------------------
Net cash provided by
operating activities 207.9 133.3 502.8 359.8
- - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - -

Investing activities
Purchase of property and
equipment (93.6) (103.6) (238.2) (280.3)
Business acquisitions
(Note 5) (13.8) (0.3) (80.8) (70.7)
Proceeds from sale and
leaseback transactions 7.9 5.7 19.8 172.4
Increase in other assets (6.6) (0.4) (13.2) (3.3)
Proceeds from disposal
of property and
equipment and other
assets 4.7 6.7 15.8 21.0
Deposit reimbursement
on business acquisition - 0.3 - 0.5
-------------------------------------------------------------------------
Net cash used in
investing activities (101.4) (91.6) (296.6) (160.4)
- - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - -

Financing activities
Repurchase of Class A
multiple voting shares
and Class B
subordinated voting
shares (53.3) (53.0) (99.5) (101.3)
Net increase (decrease)
in long-term debt 18.2 84.8 (116.5) (14.3)
Swap early termination
fees received (note 4) 9.4 - 9.4 -
Dividends paid in cash (5.3) (6.9) (24.1) (25.6)
Issuance of shares 1.2 - 1.8 4.7
-------------------------------------------------------------------------
Net cash (used in)
provided by financing
activities (29.8) 24.9 (228.9) (136.5)
- - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - -
Effect of exchange
rate fluctuations on
cash and cash
equivalents (7.6) 0.3 (20.0) 11.4
-------------------------------------------------------------------------
Net increase (decrease)
in cash and cash
equivalents 69.1 66.9 (42.7) 74.3
Cash and cash
equivalents, beginning
of period 104.2 149.1 216.0 141.7
-------------------------------------------------------------------------
Cash and cash
equivalents, end of
period 173.3 216.0 173.3 216.0
-------------------------------------------------------------------------
-------------------------------------------------------------------------

Supplemental information:
Interest paid 0.3 4.6 34.2 59.5
Income taxes paid 13.1 38.6 66.1 89.0
-------------------------------------------------------------------------
-------------------------------------------------------------------------

The accompanying notes are an integral part of the consolidated financial
statements.

CONSOLIDATED BALANCE SHEETS
(in millions of US dollars)

As at As at
April 26, April 27,
2009 2008
(unaudited)
-------------------------------------------------------------------------
$ $
Assets
Current assets
Cash and cash equivalents 173.3 216.0
Accounts receivable 225.4 251.7
Inventories 400.3 444.5
Prepaid expenses 8.5 8.3
Future income taxes 37.0 24.7
-------------------------------------------------------------------------
844.5 945.2
Property and equipment 1,789.4 1,748.3
Goodwill 384.8 402.6
Trademarks and licenses 172.0 170.3
Deferred charges 10.9 13.8
Other assets 49.8 39.5
Future income taxes 4.5 0.9
-------------------------------------------------------------------------
3,255.9 3,320.6
-------------------------------------------------------------------------
-------------------------------------------------------------------------

Liabilities
Current liabilities
Accounts payable and accrued liabilities 758.1 842.7
Income taxes payable 26.3 18.6
Future income taxes 0.7 -
Current portion of long-term debt 3.9 1.2
-------------------------------------------------------------------------
789.0 862.5
Long-term debt 745.3 841.0
Deferred credits and other liabilities 259.0 253.8
Future income taxes 136.6 109.6
-------------------------------------------------------------------------
1,929.9 2,066.9
- - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - -

Shareholders' equity
Capital stock 329.1 348.8
Contributed surplus 17.7 15.6
Retained earnings 932.6 775.0
Accumulated other comprehensive income 46.6 114.3
-------------------------------------------------------------------------
1,326.0 1,253.7
-------------------------------------------------------------------------
3,255.9 3,320.6
-------------------------------------------------------------------------
-------------------------------------------------------------------------

The accompanying notes are an integral part of the consolidated financial
statements.

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
(in millions of US dollars, except per share and stock option data,
unaudited)

1. CONSOLIDATED FINANCIAL STATEMENTS PRESENTATION

The unaudited interim consolidated financial statements have been prepared by
the Company in accordance with Canadian generally accepted accounting
principles (Canadian GAAP) and have not been subject to a review engagement by
the Company's external auditors. These consolidated financial statements were
prepared in accordance with the same accounting policies and methods as the
audited annual consolidated financial statements for the year ended April 27,
2008, with the exception of the accounting changes described in Note 2 below.
The unaudited interim consolidated financial statements do not include all the
information for complete financial statements and should be read in
conjunction with the audited annual consolidated financial statements and
notes thereto in the Company's 2008 Annual Report (the 2008 Annual Report).
The results of operations for the interim periods presented do not necessarily
reflect results expected for the full year. The Company's business follows a
seasonal pattern. The busiest period is the first half-year of each fiscal
year, which includes summer's sales.

2. ACCOUNTING CHANGES

Inventories

On April 28, 2008, the Company adopted the Canadian Institute of Chartered
Accountants (CICA) Handbook Section 3031, "Inventories", which replaces
Section 3030 of the same name. The new section provides guidance on the basis
and method of measurement of inventories and allows for reversal of previous
write-downs. The section also establishes new standards on disclosure of
accounting policies used, carrying amounts, amounts recognized as an expense,
write-downs and the amount of any reversal of any write-downs. The adoption of
this new Section had no impact on the Company's consolidated financial
results.

Credit risk and the fair value of financial assets and financial
liabilities

On January 20, 2009, the Company adopted retrospectively and without
restatement of prior periods the recommendations of the Emerging Issues
Committee (EIC) of the CICA relating to the Abstract 173 (EIC-173), "Credit
risk and the fair value of financial assets and financial liabilities". These
recommendations provide precisions in determining the fair value of financial
assets and financial liabilities, including derivative instruments. EIC-173
stipulates that an entity's own credit risk and the credit risk of the
counterparty should be taken into consideration in determining the fair value
of these items. The adoption of these new recommendations had no material
impact on the Company's consolidated financial results.

3. LONG TERM DEBT

On June 13, 2008 and March 24, 2009, the Company entered into two new credit
agreements consisting of revolving unsecured credit facilities of a maximum
amount of $310.0 and $40.0, respectively, with terms and conditions similar to
those of the other facility the Company already had as at April 27, 2008 as
described in Note 17a) presented in the 2008 Annual Report.

4. INTEREST RATE SWAP EARLY TERMINATION

During the 12 week period ended April 26, 2009, two of the interest rate swap
agreements held by the Company as at April 27, 2008 were terminated by the
counterparties in exchange for the payment of penalties on their part for a
total amount of $9.4. Following the termination of these swaps, the Company
discontinued hedge accounting for these two swaps. The fair value of the
terminated swaps recorded as part of the Subordinated debt unsecured is
amortized using the effective rate method over the original term of the
hedging relationship.

5. BUSINESS ACQUISITIONS

Effective February 10, 2009, the Company purchased seven company-operated
stores from Gate Petroleum Company. The acquired stores operate under the Gate
banner in the Greensboro and Raleigh regions of North Carolina, United States.
The Company leases the lands and buildings related to two sites; it owns the
building and leases the land for one site, while it owns both these assets for
the other sites.
Effective February 5, 2009, the Company purchased 13 company-operated stores
located in the province of Quebec, Canada from Exploitation Quali-T inc., a
subsidiary of Groupe Therrien.
Effective July 8, 2008, the Company purchased 70 company-operated stores from
Spirit Energy. For 11 sites, the Company owns the buildings and the land, it
leases the land for two sites and leases both land and building for the
remaining 57 sites. The acquired stores operate under the Convenient Food Mart
banner in the St. Louis Missouri area and nearby central Illinois area,
United-States.
Effective April 29, 2008, the Company purchased 15 company-operated stores
from Speedway Superamerica LLC. The acquired stores operate under the Speedway
banner in central Illinois, United States. The Company owns the land related
to 14 sites and leases one, while it owns all 15 buildings.
During the fiscal year, the Company purchased two stores through two distinct
transactions. The Company owns land and buildings related to both
transactions.
These acquisitions were settled for a total cash consideration of $80.8,
including direct acquisition costs. The preliminary allocations of the
purchase price of the acquisitions were established based on available
information and on the basis of preliminary evaluations and assumptions
management believes to be reasonable. Since the Company has not completed its
fair value assessment of the net assets acquired for all transactions, the
preliminary allocations of certain acquisitions are subject to adjustments to
the fair value of the assets and liabilities until the process is completed.
The allocations are based on the estimated fair values on the dates of
acquisition:

$
Tangible assets acquired
Inventories 12.4
Property and equipment 59.1
Other assets 1.4
-------------------------------------------------------------------------
Total tangible assets 72.9
-------------------------------------------------------------------------
Liabilities assumed
Accounts payable and accrued liabilities 2.5
Deferred credits and other liabilities 1.8
-------------------------------------------------------------------------
Total liabilities 4.3
-------------------------------------------------------------------------
Net tangible assets acquired 68.6
-------------------------------------------------------------------------
Goodwill 12.2
-------------------------------------------------------------------------
Total consideration paid, including direct acquisition costs 80.8
-------------------------------------------------------------------------
-------------------------------------------------------------------------

The Company expects that approximately $4.7 of the goodwill related to
these transactions will be deductible for tax purposes.

6. NET EARNINGS PER SHARE

12-week period ended 12-week period ended
April 26, 2009 April 27, 2008
-----------------------------------------------------------
Weighted Weighted
average average
number of Net number of Net
shares earnings shares earnings
Net (in thou- per Net (in thou- per
earnings sands) share earnings sands) share
-----------------------------------------------------------
$ $ $ $
Basic net
earnings
attributable
to Class A
and B
shareholders 38.0 190,433 0.20 15.5 198,549 0.08

Dilutive
effect of
stock
options 3,675 - 4,432 -
-----------------------------------------------------------
Diluted net
earnings
available
for Class A
and B
shareholders 38.0 194,108 0.20 15.5 202,981 0.08
-----------------------------------------------------------
-----------------------------------------------------------

52-week period ended 52-week period ended
April 26, 2009 April 27, 2008
-----------------------------------------------------------
Weighted Weighted
average average
number of Net number of Net
shares earnings shares earnings
Net (in thou- per Net (in thou- per
earnings sands) share earnings sands) share
-----------------------------------------------------------
$ $ $ $
Basic net
earnings
attributable
to Class A
and B
shareholders 253.9 193,596 1.31 189.3 201,486 0.94

Dilutive
effect of
stock
options 3,872 (0.02) 4,992 (0.02)
-----------------------------------------------------------
Diluted net
earnings
available
for Class A
and B
shareholders 253.9 197,468 1.29 189.3 206,478 0.92
-----------------------------------------------------------
-----------------------------------------------------------

A total of 1,707,695 stock options are excluded from the calculation of the
diluted net earnings per share due to their antidilutive effect for the 12 and
52-week periods ended April 26, 2009. There are 1,512,515 stocks options
excluded from the calculation for the 12 and 52-week periods ended April 27,
2008.

7. CAPITAL STOCK

As at April 26, 2009, the Company has 53,710,412 (53,881,212 as at April 27,
2008) issued and outstanding Class A multiple voting shares each comprising
ten votes per share and 133,917,208 (142,845,776 as at April 27, 2008)
outstanding Class B subordinate voting shares each comprising one vote per
share.
Effective August 8, 2008, the Company implemented a second share repurchase
program which allows to repurchase up to 2,693,860 Class A multiple voting
shares (representing 5.0% of the 53,877,212 Class A multiple voting shares
issued and outstanding as at July 29, 2008) and up to 14,031,210 Class B
subordinate voting shares (representing 10.0% of the 140,312,108 Class B
subordinate voting shares of the public float, as defined by applicable rules,
as at July 29, 2008). When making such repurchases, the number of issued and
outstanding Class A multiple voting shares and Class B subordinate voting
shares is reduced and the proportionate interest of the shareholders in the
share capital of the Company is increased on a pro rata basis. All shares
repurchased under the share repurchase program are cancelled upon repurchase.
During the 12-week period ended April 26, 2009, the Company has repurchased
under this program a total of 12,300 Class A multiple voting shares at an
average cost of Cdn$13.11 and 5,338,400 Class B subordinate voting shares at
an average cost of Cdn$12.84. During the 52-week period ended April 26, 2009
and on a cumulative basis since the implementation of the program, the Company
has repurchased a total of 15,300 Class A multiple voting shares at an average
cost of Cdn$13.17 and 7,483,400 Class B subordinate voting shares at an
average cost of Cdn$13.02.
Pursuant to the previous share repurchase program described in Note 19 of the
consolidated financial statements presented in the 2008 Annual report and
which expired on August 7, 2008, the Company repurchased 8,800 Class A
multiple voting shares during the 52-week period ended April 26, 2009 at an
average cost of Cdn$10.91 and 1,904,100 Class B subordinate voting shares at
an average cost of Cdn$10.83.

8. STOCK-BASED COMPENSATION AND OTHER STOCK-BASED PAYMENTS

As at April 26, 2009, 8,800,623 stock options for the purchase of Class B
subordinate voting shares are outstanding (8,913,915 as at April 27, 2008).
These stock options can be gradually exercised at various dates until April
22, 2019, at an exercise price varying from Cdn$2.38 to Cdn$25.71. Nine series
of stock options totaling 260,800 stock options at exercise prices ranging
from Cdn$12.59 to Cdn$15.44 were granted since the beginning of the fiscal
year.
For the 12 and 52-week periods ended April 26, 2009, the stock-based
compensation costs amount to $0.4 and $2.7, respectively. For the 12 and
52-week periods ended April 27, 2008, the stock-based compensation costs
amount to $0.7 and $4.0, respectively.
The fair value of stock options granted is estimated at the grant date using
the Black Scholes option pricing model on the basis of the following
weighted average assumptions for the stock options granted during the period:

- risk-free interest rate of 3.20%;
- expected life of 8 years;
- expected volatility of 32.2%;
- expected quarterly dividend of Cdn$0.035 per share.

The weighted average fair value of stock options for the 52-week period ended
April 26, 2009 is Cdn$5.32 (Cdn$8.04 as at April 27, 2008). A description of
the Company's stock-based compensation plan is included in Note 20 of the
consolidated financial statements presented in the 2008 Annual Report.

9. EMPLOYEE FUTURE BENEFITS

For the 12 and 52-week periods ended April 26, 2009, the Company's total net
pension expense included in its consolidated statement of earnings amounts to
$2.1 and $6.4, respectively. For the corresponding 12 and 52-week periods
ended April 27, 2008, the expense is $1.5 and $6.1, respectively. The
Company's pension plans are described in Note 21 of the consolidated financial
statements presented in the 2008 Annual Report.

10. INCOME TAXES

On June 9, 2006, the Government of Quebec adopted Bill 15 in the National
Assembly of Quebec, regarding amendments to the Taxation Act and other
legislative provisions. As a result, for the 12-week period ended July 23,
2006, the Company recorded an unusual retroactive income tax expense of $9.9.
During the 16-week period ended February 3, 2008, the Company reversed this
unusual income tax expense following an agreement with the Government of
Quebec.

11. SEGMENTED INFORMATION

The Company operates convenience stores in the United States and in Canada. It
essentially operates in one reportable segment, the sale of goods for
immediate consumption and motor fuel through corporate stores or franchise
operations. It operates a convenience store chain under several banners,
including Couche-Tard, Mac's and Circle K. Revenues from outside sources
mainly fall into two categories: merchandise and services and motor fuel.
The following table provides the information on the principal revenue classes
as well as geographic information:

12-week period ended 12-week period ended
April 26, 2009 April 27, 2008
-----------------------------------------------------------
United United
States Canada Total States Canada Total
-----------------------------------------------------------
$ $ $ $ $ $
External
customer
revenues(a)
Merchandise
and services 880.9 335.4 1,216.3 790.8 373.5 1,164.3
Motor fuel 1,504.7 273.0 1,777.7 2,229.3 312.2 2,541.5
-----------------------------------------------------------
2,385.6 608.4 2,994.0 3,020.1 685.7 3,705.8
-----------------------------------------------------------
-----------------------------------------------------------
Gross Profit
Merchandise
and services 295.8 113.3 409.1 262.4 129.5 391.9
Motor fuel 85.8 22.6 108.4 67.7 19.3 87.0
-----------------------------------------------------------
381.6 135.9 517.5 330.1 148.8 478.9
-----------------------------------------------------------
-----------------------------------------------------------
Property and
equipment
and
goodwill(a) 1,735.3 438.9 2,174.2 1,643.2 507.7 2,150.9
-----------------------------------------------------------
-----------------------------------------------------------

52-week period ended 52-week period ended
April 26, 2009 April 27, 2008
-----------------------------------------------------------
United United
States Canada Total States Canada Total
-----------------------------------------------------------
$ $ $ $ $ $
External
customer
revenues(a)
Merchandise
and services 3,742.6 1,673.8 5,416.4 3,476.3 1,724.4 5,200.7
Motor fuel 8,865.2 1,499.5 10,364.7 8,891.6 1,277.7 10,169.3
-----------------------------------------------------------
12,607.8 3,173.3 15,781.1 12,367.9 3,002.1 15,370.0
-----------------------------------------------------------
-----------------------------------------------------------
Gross Profit
Merchandise
and services 1,226.2 574.9 1,801.1 1,146.5 601.1 1,747.6
Motor fuel 545.6 89.9 635.5 393.9 82.0 475.9
-----------------------------------------------------------
1,771.8 664.8 2,436.6 1,540.4 683.1 2,223.5
-----------------------------------------------------------
-----------------------------------------------------------

(a) Geographic areas are determined according to where the Company
generates operating income (where the sale takes place) and according
to the location of the property and equipment and goodwill.

12. RECENTLY ISSUED ACCOUNTING STANDARDS NOT YET IMPLEMENTED

Goodwill and Intangible Assets

In February 2008, the CICA issued Handbook Section 3064 "Goodwill and
Intangible Assets", replacing Section 3062 "Goodwill and Other Intangible
Assets" and Section 3450 "Research and Development Costs". Various changes
have been made to other sections of the CICA Handbook for consistency
purposes. The new Section establishes standards for the recognition,
measurement, presentation and disclosure of goodwill subsequent to its initial
recognition and of intangible assets by profit-oriented enterprises. Standards
relating to goodwill are unchanged from the standards included in the previous
Section 3062.
This new standard is applicable to fiscal years beginning on or after October
1, 2008. The Company will implement this standard in its first quarter of
fiscal year 2010 but does not believe it will have a material impact on its
consolidated financial statements.

Business combinations, Consolidated Financial Statements and Non-
controlling Interest

In January 2009, the CICA issued Handbook Section 1582 "Business
Combinations", Section 1601 "Consolidations", and Section 1602
"Non-controlling Interests". These sections replace former Section 1581
"Business Combinations" and Section 1600 "Consolidated Financial Statements".
Various changes have been made to other sections of the CICA Handbook for
consistency purposes. Section 1582 establishes standards for the recognition,
measurement, presentation and disclosure of a business combination, and states
that all assets and liabilities of an acquired business will be recorded at
fair value. Obligations for contingent considerations and contingencies will
also be recorded at fair value at the acquisition date. The standard also
states that direct acquisition costs will be expensed as incurred and that
restructuring charges will be expensed in the periods after the acquisition
date. The Section applies prospectively to business combinations for which the
acquisition date is on or after the beginning of the first annual reporting
period beginning on or after January 1, 2011. Earlier application is
permitted. If the Company realizes significant business combinations, this new
Section could have a material impact on its consolidated financial statements,
because direct acquisition costs would then be expensed when incurred. The
Company's actual policy is to include these costs in the purchase price of the
acquired business.
Section 1601 establishes standards for the preparation of consolidated
financial statements. Section 1602 establishes standards for accounting for a
non-controlling interest in a subsidiary in the preparation of consolidated
financial statements subsequent to a business combination. These Sections
apply to interim and annual consolidated financial statements relating to
fiscal years beginning on or after January 1, 2011. Earlier adoption of these
sections is permitted as of the beginning of a fiscal year.
All three sections must be adopted concurrently. The Company will apply these
new sections as of the beginning of the first quarter of its 2012 fiscal year.

13. SUBSEQUENT EVENT

On May 28, 2009, the Company acquired 43 company-operated stores in the
Phoenix, Arizona region, United-States from ExxonMobil Corporation
(ExxonMobil). The land and buildings of ten of these sites are leased. As per
the agreement, ExxonMobil also transferred to Couche-Tard the "On the Run"
trademark rights in the United Sates as well as 450 franchised stores
operating under this trademark in the United States.
SOURCE Alimentation Couche-Tard inc.

Raymond Pare, Vice-President and Chief Financial Officer, (450) 662-6632, ext.
4607, investor.relations@couche-tard.com