Exhibit 99.1
StoneMor Partners L.P. Announces Fourth Quarter and 2012 Year End Results
Levittown, PA, March 15, 2013 – StoneMor Partners L.P. (NYSE: STON) announced its results of operations for the three months and year ended December 31, 2012. Investors are encouraged to read the Company’s annual report on Form 10-K to be filed with the SEC which contains additional details as well as financial tables and can be found atwww.stonemor.com.
Yearly Financial Highlights
| • | | Revenues (GAAP) improved from $228.4 million in 2011 to $242.6 million in 2012, a 6% increase. |
| • | | Production based revenue (non-GAAP) increased from $280.6 million in 2011 to $296.3 million in 2012, a 6% increase. |
| • | | Operating profits (GAAP) increased 41% to $13.8 million in 2012 as compared to $9.8 million in the 2011 year. |
| • | | Adjusted operating profits (non-GAAP) increased 11% to $53.8 million in 2012 from $48.6 million in 2011. |
| • | | Operating cash flows (GAAP) provided in the 12 months ended December 31, 2012 increased to $31.9 million from $5.5 million provided by operations in 2011, a 480% increase. |
| • | | Distributable free cash flow (non-GAAP) for 2012 was $53.3 million compared to $49.3 million for the same period last year, an 8% increase. |
| • | | Distributable cash available during the period (non-GAAP) exceeded distributions by $17.9 million for the year ended December 31, 2012, versus $12.2 million in 2011, a 47% increase. |
| • | | Net loss (GAAP) narrowed 69% to $3.0 million from a net loss of $9.7 million in the prior year period. |
The Company reports its financial results in accordance with U.S. GAAP. However, management believes that certain non-GAAP financial measures used in managing the business may provide investors with additional information regarding underlying trends and ongoing results on a comparable basis. Specifically, management believes that production based revenues and adjusted operating profit allow the investor to gain insight into the current operating performance of the Company. Please see the section of this press release “Non-GAAP Financial Measures” to view the reconciliation tables previously presented in the body of the press release. Non-GAAP financial measures used by the Company should not be considered as alternatives to GAAP financial measures, and you should not consider such non-GAAP financial measures in isolation or as a substitute for an analysis of the Company’s results as reported under U.S. GAAP.
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“This was another very good year for StoneMor,” said Lawrence Miller, President and Chief Executive Officer. “On a year over year basis, we showed positive returns on virtually every financial metric we use to measure the health and growth of the business.
“When looking at our quarterly comparisons, I’d like to discuss one element that we believe is important to consider. Our merchandise trust and perpetual care investment funds are managed by professional investment advisors. These advisors will realize gains when appropriate in accordance with pre-established portfolio management guidelines. In December 2012, our advisors realized $5 million less in gains than in 2011, and 100% of this $5 million directly impacted both production based revenues and adjusted operating profit. It was not a portfolio performance or an operating issue – it was a timing issue.”
Quarterly Financial Highlights
| • | | Revenues (GAAP) for the three month period ended December 31, 2012 were $59.3 million as compared to $58.7 million for the prior year period, a 1% increase. |
| • | | Production based revenue (non-GAAP) for the three month period ended December 31, 2012 declined 3% to $73.4 million from $75.9 million in the prior year period. |
| • | | For the three month period ended December 31, 2012, operating profit (GAAP) increased 86% to $1.6 million, versus $0.8 million in the prior year period. |
| • | | For the three month period ended December 31, 2012, adjusted operating profits (non-GAAP) declined 16% to $11.9 million as compared to $14.2 million in the prior year period. |
| • | | For the three month period ended December 31, 2012, cash flows provided by operations (GAAP) were 1.1 million, versus $5.6 million used in operations in same period last year. |
| • | | For the three months ending December 31, 2012 distributable free cash flow (non-GAAP) declined 26% to $10.8 million from $14.6 million in the prior year period. |
| • | | For the three months ended December 31, 2012, net loss of $3.9 million increased 26% from the loss of $3.1 million reported in the same three month period of 2011. |
“I would like to reiterate that we performed well during yet another year in which the economic background was uncertain. Our quarterly comparisons were impacted mostly by the time period when we recognized investment income. Had we taken the same amount of gains in the fourth quarter of 2012 as we did in 2011, all these quarterly comparisons would have been positive.
“We raised our distribution earlier in the year. We have strengthened our balance sheet while continuing to make high quality acquisitions. Our entry into the strategically important Florida market was one of our great successes this year and we will continue to evaluate opportunities as they present themselves.
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“We are very excited about our prospects based on our actions to date and the nature of our business. I would like to thank our employees for all their hard work in making this possible, and our unitholders for their support.”
Investor Conference Call and Webcast
StoneMor will conduct a conference call to discuss the 2012 results today, Friday, March 15, 2013 at 11:00 a.m. Eastern Time. The conference call can be accessed by calling (800) 630-4153. An audio replay of the conference call will be available by calling (800) 633-8284 through 1:00 p.m. Eastern Time on March 29, 2013. The reservation number for the audio replay is as follows: 21650516. A live webcast of the conference call will also be available to investors who may access the call through the investor relations section ofwww.stonemor.com. An audio replay of the conference call will also be archived on StoneMor’s website atwww.stonemor.com.
About StoneMor Partners L.P.
StoneMor Partners L.P., headquartered in Levittown, Pennsylvania, is an owner and operator of cemeteries and funeral homes in the United States, with 276 cemeteries and 92 funeral homes in 28 states and Puerto Rico. StoneMor is the only publicly traded deathcare company structured as a partnership. StoneMor’s cemetery products and services, which are sold on both a pre-need (before death) and at-need (at death) basis, include: burial lots, lawn and mausoleum crypts, burial vaults, caskets, memorials, and all services which provide for the installation of this merchandise.
For additional information about StoneMor Partners L.P., please visit StoneMor’s website, and the Investor Relations section, atwww.stonemor.com. Information on StoneMor’s website is not incorporated by reference into this press release and does not constitute a part of this press release.
Forward-Looking Statements
Certain statements contained in this press release, including, but not limited to, information regarding the status and progress of our operating activities, the plans and objectives of our management, assumptions regarding our future performance and plans, and any financial guidance provided, as well as certain information in our other filings with the SEC and elsewhere are forward-looking statements. The words “believe,” “may,” “will,” “estimate,” “continue,” “anticipate,” “intend,” “project,” “expect,” “predict” and similar expressions identify these forward-looking statements. These forward-looking statements are made subject to certain risks and uncertainties that could cause actual results to differ materially from those stated or implied, including, but not limited to, the following: uncertainties associated with future revenue and revenue growth; the effect of the current economic downturn; the impact of our significant leverage on our operating plans; our ability to service our debt and pay distributions; the decline in the fair value of certain equity and debt securities held in our trusts; our ability to attract, train and retain an adequate number of sales people; uncertainties associated with the volume and timing of pre-need sales of cemetery services and products; increased use of cremation; changes in the death rate; changes in the political or regulatory environments, including potential changes in tax accounting and trusting policies; our ability to successfully implement a strategic plan relating to achieving operating improvements,
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strong cash flows and further deleveraging; our ability to successfully compete in the cemetery and funeral home industry; uncertainties associated with the integration or anticipated benefits of our recent acquisitions or any future acquisitions; our ability to complete and fund additional acquisitions; our ability to maintain effective disclosure controls and procedures and internal control over financial reporting; the effect of cybersecurity attacks due to our significant reliance on information technology; uncertainties relating to the financial condition of third-party insurance companies that fund our pre-need funeral contracts; and various other uncertainties associated with the death care industry and our operations in particular.
When considering forward-looking statements, you should keep in mind the risk factors and other cautionary statements set forth in our Annual Report on Form 10-K and our Quarterly Reports on Form 10-Q filed with the SEC. Except as required by federal and state securities laws, we assume no obligation to publicly update or revise any forward-looking statements made herein or any other forward-looking statements made by us, whether as a result of new information, future events, or otherwise.
Contact: John McNamara
(215) 826-2800
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Non-GAAP Financial Measures
Production Based Revenue
We present production based revenue because management believes it provides for a useful measure of both the value of contracts written and investment and other income generated during a given period and is a critical component of adjusted operating profit.
Production based revenue is a non-GAAP financial measure that may not be consistent with other similar non-GAAP financial measures presented by other publicly traded companies.
Adjusted Operating Profit
We present Adjusted Operating Profit because management believes it provides for a useful measure of economic value added by presenting an effective matching of the value of current and future revenue sources generated within a given period to the cost of producing such revenue and managing our day to day operations within that same period. It is a significant measure that we believe is an indicator of eventual profit generated within a given period of time.
Adjusted Operating Profit is a non-GAAP financial measure that may not be consistent with other similar non-GAAP financial measures presented by other publicly traded companies.
Adjusted Operating Cash Generated
We present adjusted operating cash generated revenue because management believes it provides for a useful measure of the amount of cash generated that is available to make capital expenditures and partner distributions once all cash flow timing issues have been settled.
Adjusted operating cash generated is a non-GAAP financial measure that may not be consistent with other similar non-GAAP financial measures presented by other publicly traded companies.
Distributable Free Cash Flow
We present Distributable Free Cash Flow because management believes this information is a useful adjunct to Net Cash Provided by (Used in) Operating Activities under GAAP. Distributable Free Cash Flow is a significant liquidity metric that we believe is an indicator of our ability to generate cash flow during any period at a level sufficient to pay the quarterly cash distribution to the holders of our common units and for other purposes, such as repaying debt and expanding through strategic investments.
Distributable Free Cash Flow is similar to quantitative standards of free cash flow used throughout the deathcare industry and to quantitative standards of distributable cash flow used throughout the investment community with respect to publicly traded partnerships, but is not intended to be a prediction of the future. However, our calculation of distributable free cash flow may not be consistent with calculations of free cash flow, distributable cash flow or other similarly titled measures of other companies. Distributable Free Cash Flow should not be used as a substitute for the GAAP measure of cash flows from operating, investing, or financing activities.
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Production Based Partners’ Capital
We present production based partners’ capital as a means to provide better insight into the value that our activities contribute to the enterprise. Because a portion of our revenues and direct selling expenses are captured on our balance sheet until we deliver the underlying goods or services, we believe that by including these items in our view of partners’ capital, we gain better insight into the value creation.
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The following tables reconcile Non-GAAP to GAAP Measures:
Reconciliation of Production Based Revenue and Adjusted Operating Profit (non-GAAP) to Revenue and Operating Profit (GAAP)
| | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | |
| | Year ended | | | Year ended | | | | | | | |
| | December 31, 2012 | | | December 31, 2011 | | | | | | | |
| | (In thousands) | | | (In thousands) | | | | | | | |
Revenues | | Segment Results (non-GAAP) | | | GAAP Adjustments | | | GAAP Results | | | Segment Results (non-GAAP) | | | GAAP Adjustments | | | GAAP Results | | | Change in GAAP results ($) | | | Change in GAAP results (%) | |
| | | | | | | | |
Pre-need cemetery revenues | | $ | 128,437 | | | $ | (31,437 | ) | | $ | 97,000 | | | $ | 122,789 | | | $ | (31,735 | ) | | $ | 91,054 | | | $ | 5,946 | | | | 6.5 | % |
At-need cemetery revenues | | | 79,346 | | | | (4,552 | ) | | | 74,794 | | | | 79,501 | | | | (5,141 | ) | | | 74,360 | | | | 434 | | | | 0.6 | % |
Investment income from trusts | | | 38,571 | | | | (14,446 | ) | | | 24,125 | | | | 38,943 | | | | (15,399 | ) | | | 23,544 | | | | 581 | | | | 2.5 | % |
Interest income | | | 6,698 | | | | — | | | | 6,698 | | | | 5,864 | | | | — | | | | 5,864 | | | | 834 | | | | 14.2 | % |
Funeral home revenues | | | 37,988 | | | | (2,309 | ) | | | 35,679 | | | | 31,163 | | | | (759 | ) | | | 30,404 | | | | 5,275 | | | | 17.3 | % |
Other cemetery revenues | | | 5,283 | | | | (973 | ) | | | 4,310 | | | | 2,380 | | | | 782 | | | | 3,162 | | | | 1,148 | | | | 36.3 | % |
| | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | |
| | | | | | | | |
Total revenues | | | 296,323 | | | | (53,717 | ) | | | 242,606 | | | | 280,640 | | | | (52,252 | ) | | | 228,388 | | | | 14,218 | | | | 6.2 | % |
| | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | |
| | | | | | | | |
Costs and expenses | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | |
| | | | | | | | |
Cost of goods sold | | | 33,807 | | | | (5,706 | ) | | | 28,101 | | | | 31,154 | | | | (5,039 | ) | | | 26,115 | | | | 1,986 | | | | 7.6 | % |
Cemetery expense | | | 55,410 | | | | — | | | | 55,410 | | | | 57,145 | | | | — | | | | 57,145 | | | | (1,735 | ) | | | -3.0 | % |
Selling expense | | | 54,641 | | | | (7,763 | ) | | | 46,878 | | | | 53,784 | | | | (8,493 | ) | | | 45,291 | | | | 1,587 | | | | 3.5 | % |
General and administrative expense | | | 28,928 | | | | — | | | | 28,928 | | | | 29,547 | | | | (3 | ) | | | 29,544 | | | | (616 | ) | | | -2.1 | % |
Corporate overhead | | | 28,169 | | | | — | | | | 28,169 | | | | 23,766 | | | | — | | | | 23,766 | | | | 4,403 | | | | 18.5 | % |
Depreciation and amortization | | | 9,431 | | | | — | | | | 9,431 | | | | 8,534 | | | | — | | | | 8,534 | | | | 897 | | | | 10.5 | % |
Funeral home expense | | | 28,977 | | | | (252 | ) | | | 28,725 | | | | 23,554 | | | | — | | | | 23,554 | | | | 5,171 | | | | 22.0 | % |
Acquisition related costs | | | 3,123 | | | | — | | | | 3,123 | | | | 4,604 | | | | — | | | | 4,604 | | | | (1,481 | ) | | | -32.2 | % |
| | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | |
| | | | | | | | |
Total costs and expenses | | | 242,486 | | | | (13,721 | ) | | | 228,765 | | | | 232,088 | | | | (13,535 | ) | | | 218,553 | | | | 10,212 | | | | 4.7 | % |
| | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | |
| | | | | | | | |
Operating profit | | $ | 53,837 | | | $ | (39,996 | ) | | $ | 13,841 | | | $ | 48,552 | | | $ | (38,717 | ) | | $ | 9,835 | | | $ | 4,006 | | | | 40.7 | % |
| | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | |
| | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | |
| | Three months ended | | | Three months ended | | | | | | | |
| | December 31, 2012 | | | December 31, 2011 | | | | | | | |
| | (In thousands) | | | (In thousands) | | | | | | | |
| | Segment | | | | | | | | | Segment | | | | | | | | | Change in | | | Change in | |
| | Results | | | GAAP | | | GAAP | | | Results | | | GAAP | | | GAAP | | | GAAP results | | | GAAP results | |
Revenues | | (non-GAAP) | | | Adjustments | | | Results | | | (non-GAAP) | | | Adjustments | | | Results | | | ($) | | | (%) | |
| | | | | | | | |
Pre-need cemetery revenues | | $ | 31,842 | | | $ | (8,501 | ) | | $ | 23,341 | | | $ | 32,336 | | | $ | (10,422 | ) | | $ | 21,914 | | | $ | 1,427 | | | | 6.5 | % |
At-need cemetery revenues | | | 19,233 | | | | (1,354 | ) | | | 17,879 | | | | 19,731 | | | | (935 | ) | | | 18,796 | | | | (917 | ) | | | -4.9 | % |
Investment income from trusts | | | 8,357 | | | | (1,515 | ) | | | 6,842 | | | | 13,361 | | | | (5,802 | ) | | | 7,559 | | | | (717 | ) | | | -9.5 | % |
Interest income | | | 1,726 | | | | — | | | | 1,726 | | | | 1,284 | | | | — | | | | 1,284 | | | | 442 | | | | 34.4 | % |
Funeral home revenues | | | 10,923 | | | | (862 | ) | | | 10,061 | | | | 8,406 | | | | (196 | ) | | | 8,210 | | | | 1,851 | | | | 22.5 | % |
Other cemetery revenues | | | 1,302 | | | | (1,837 | ) | | | (535 | ) | | | 750 | | | | 212 | | | | 962 | | | | (1,497 | ) | | | -155.6 | % |
| | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | |
| | | | | | | | |
Total revenues | | | 73,383 | | | | (14,069 | ) | | | 59,314 | | | | 75,868 | | | | (17,143 | ) | | | 58,725 | | | | 589 | | | | 1.0 | % |
| | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | |
| | | | | | | | |
Costs and expenses | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | |
| | | | | | | | |
Cost of goods sold | | | 8,344 | | | | (1,545 | ) | | | 6,799 | | | | 8,003 | | | | (1,256 | ) | | | 6,747 | | | | 52 | | | | 0.8 | % |
Cemetery expense | | | 13,591 | | | | — | | | | 13,591 | | | | 14,285 | | | | — | | | | 14,285 | | | | (694 | ) | | | -4.9 | % |
Selling expense | | | 12,872 | | | | (2,194 | ) | | | 10,678 | | | | 13,885 | | | | (2,518 | ) | | | 11,367 | | | | (689 | ) | | | -6.1 | % |
General and administrative expense | | | 7,525 | | | | — | | | | 7,525 | | | | 8,975 | | | | — | | | | 8,975 | | | | (1,450 | ) | | | -16.2 | % |
Corporate overhead | | | 7,264 | | | | — | | | | 7,264 | | | | 6,194 | | | | — | | | | 6,194 | | | | 1,070 | | | | 17.3 | % |
Depreciation and amortization | | | 2,672 | | | | — | | | | 2,672 | | | | 2,160 | | | | — | | | | 2,160 | | | | 512 | | | | 23.7 | % |
Funeral home expense | | | 8,329 | | | | (71 | ) | | | 8,258 | | | | 6,679 | | | | — | | | | 6,679 | | | | 1,579 | | | | 23.6 | % |
Acquisition related costs | | | 925 | | | | — | | | | 925 | | | | 1,457 | | | | — | | | | 1,457 | | | | (532 | ) | | | -36.5 | % |
| | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | |
| | | | | | | | |
Total costs and expenses | | | 61,522 | | | | (3,810 | ) | | | 57,712 | | | | 61,638 | | | | (3,774 | ) | | | 57,864 | | | | (152 | ) | | | -0.3 | % |
| | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | |
| | | | | | | | |
Operating profit | | $ | 11,861 | | | $ | (10,259 | ) | | $ | 1,602 | | | $ | 14,230 | | | $ | (13,369 | ) | | $ | 861 | | | $ | 741 | | | | 86.1 | % |
| | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | |
The tables above analyze our results of operation and the changes therein for the three and twelve months ended December 31, 2012, as compared to the same periods last year. The tables are structured so that our readers can determine whether changes were based upon changes in the level of merchandise and services and other revenues generated during each period and/ or changes in the timing when merchandise and services were delivered.
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Critical Financial Measures
| | | | | | | | | | | | | | | | |
| | Year ended | | | Three months ended | |
| | December 31, | | | December 31, | |
| | 2012 | | | 2011 | | | 2012 | | | 2011 | |
| | (In thousands) | | | (In thousands) | |
| | | | |
Total revenues (a) | | $ | 242,606 | | | $ | 228,388 | | | $ | 59,314 | | | $ | 58,725 | |
Production based revenue consisting of the total value of cemetery contracts written, funeral home revenues and investment and other income (b) | | | 296,323 | | | | 280,640 | | | | 73,383 | | | | 75,868 | |
| | | | |
Operating profit (a) | | | 13,841 | | | | 9,835 | | | | 1,602 | | | | 861 | |
Adjusted operating profit (b) | | | 53,837 | | | | 48,552 | | | | 11,861 | | | | 14,230 | |
| | | | |
Net income (loss) (a) | | | (3,013 | ) | | | (9,715 | ) | | | (3,935 | ) | | | (3,093 | ) |
| | | | |
Operating cash flows (a) | | | 31,896 | | | | 5,466 | | | | 1,099 | | | | (5,603 | ) |
Adjusted operating cash generated (b) | | | 55,028 | | | | 50,698 | | | | 11,434 | | | | 14,605 | |
Distributable free cash flow generated (b) | | $ | 53,277 | | | $ | 49,262 | | | $ | 10,806 | | | $ | 14,623 | |
| | | | | | | | |
| | As of | | | As of | |
| | December 31, 2012 | | | December 31, 2011 | |
| | |
Distribution coverage quarters (b) | | | 6.57 | | | | 8.63 | |
(a) | This is a GAAP financial measure. |
(b) | This is a non-GAAP financial measure as defined by the Securities and Exchange Commission. Please see the reconciliation to GAAP measures or support calculation within this press release. |
Reconciliation of Adjusted Operating Profit (non-GAAP) to Operating Profit (GAAP)
| | | | | | | | | | | | | | | | |
| | Year ended December 31, | | | Three months ended December 31, | |
| | 2012 | | | 2011 | | | 2012 | | | 2011 | |
| | (In thousands) | | | (In thousands) | |
| | | | |
GAAP operating profit | | $ | 13,841 | | | $ | 9,835 | | | $ | 1,602 | | | $ | 861 | |
| | | | |
Increase in applicable deferred revenues | | | 53,717 | | | | 52,252 | | | | 14,069 | | | | 17,143 | |
Increase in deferred cost of goods sold and selling and obtaining costs | | | (13,721 | ) | | | (13,535 | ) | | | (3,810 | ) | | | (3,774 | ) |
| | | | | | | | | | | | | | | | |
| | | | |
Adjusted operating profit | | $ | 53,837 | | | $ | 48,552 | | | $ | 11,861 | | | $ | 14,230 | |
| | | | | | | | | | | | | | | | |
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Reconciliation of Production Based Revenue (non-GAAP) to Revenues (GAAP)
| | | | | | | | | | | | | | | | |
| | Year ended December 31, | | | Increase (Decrease) ($) | | | Increase (Decrease) (%) | |
| | 2012 | | | 2011 | | | |
| | (In thousands) | |
| | | | |
Value of pre-need cemetery contracts written | | $ | 128,437 | | | $ | 122,789 | | | $ | 5,648 | | | | 4.6 | % |
Value of at-need cemetery contracts written | | | 79,346 | | | | 79,501 | | | | (155 | ) | | | -0.2 | % |
Investment income from trusts | | | 38,571 | | | | 38,943 | | | | (372 | ) | | | -1.0 | % |
Interest income | | | 6,698 | | | | 5,864 | | | | 834 | | | | 14.2 | % |
Funeral home revenues | | | 37,988 | | | | 31,163 | | | | 6,825 | | | | 21.9 | % |
Other cemetery revenues | | | 5,283 | | | | 2,380 | | | | 2,903 | | | | 122.0 | % |
| | | | | | | | | | | | | | | | |
| | | | |
Total production based revenues | | $ | 296,323 | | | $ | 280,640 | | | $ | 15,683 | | | | 5.6 | % |
| | | | | | | | | | | | | | | | |
| | | | |
Less: | | | | | | | | | | | | | | | | |
Increase in deferred sales revenue and investment income | | | (53,717 | ) | | | (52,252 | ) | | | (1,465 | ) | | | 2.8 | % |
| | | | | | | | | | | | | | | | |
| | | | |
Total GAAP revenues | | $ | 242,606 | | | $ | 228,388 | | | $ | 14,218 | | | | 6.2 | % |
| | | | | | | | | | | | | | | | |
| | | |
| | Three months ended December 31, | | | Increase (Decrease) ($) | | | Increase (Decrease) (%) | |
| | 2012 | | | 2011 | | | |
| | (In thousands) | |
| | | | |
Value of pre-need cemetery contracts written | | $ | 31,842 | | | $ | 32,336 | | | $ | (494 | ) | | | -1.5 | % |
Value of at-need cemetery contracts written | | | 19,233 | | | | 19,731 | | | | (498 | ) | | | -2.5 | % |
Investment income from trusts | | | 8,357 | | | | 13,361 | | | | (5,004 | ) | | | -37.5 | % |
Interest income | | | 1,726 | | | | 1,284 | | | | 442 | | | | 34.4 | % |
Funeral home revenues | | | 10,923 | | | | 8,406 | | | | 2,517 | | | | 29.9 | % |
Other cemetery revenues | | | 1,302 | | | | 750 | | | | 552 | | | | 73.6 | % |
| | | | | | | | | | | | | | | | |
| | | | |
Total production based revenues | | $ | 73,383 | | | $ | 75,868 | | | $ | (2,485 | ) | | | -3.3 | % |
| | | | | | | | | | | | | | | | |
| | | | |
Less: | | | | | | | | | | | | | | | | |
Increase in deferred sales revenue and investment income | | | (14,069 | ) | | | (17,143 | ) | | | 3,074 | | | | -17.9 | % |
| | | | | | | | | | | | | | | | |
| | | | |
Total GAAP revenues | | $ | 59,314 | | | $ | 58,725 | | | $ | 589 | | | | 1.0 | % |
| | | | | | | | | | | | | | | | |
9
Reconciliation of Adjusted Operating Cash Flows (non-GAAP) and Distributable Free Cash Flow (Non-GAAP) to Operating Cash Flows (GAAP)
| | | | | | | | |
| | Year ended December 31, | |
| | 2012 | | | 2011 | |
| | (In thousands) | |
| | |
GAAP operating cash flows | | $ | 31,896 | | | $ | 5,466 | |
| | | | | | | | |
| | |
Add: net cash inflows into the merchandise trust | | | 11,806 | | | | 23,889 | |
Add: net increase in accounts receivable | | | 5,475 | | | | 9,241 | |
Add: net decrease in merchandise liabilities | | | 7,260 | | | | 5,669 | |
Deduct: net (increase) decrease in accounts payable and accrued expenses | | | (4,330 | ) | | | (868 | ) |
Other float related changes | | | 2,921 | | | | 7,301 | |
| | | | | | | | |
| | |
Adjusted operating cash flow generated | | | 55,028 | | | | 50,698 | |
| | | | | | | | |
| | |
Less: maintenance capital expenditures | | | (4,874 | ) | | | (6,040 | ) |
Plus: growth capital expenditures reclassified as operating expenses and deducted from adjusted operating cash generated (a) | | | 3,123 | | | | 4,604 | |
| | | | | | | | |
| | |
Distributable free cash flow generated | | | 53,277 | | | | 49,262 | |
| | | | | | | | |
Cash on hand - beginning of the period | | | 12,058 | | | | 7,535 | |
| | |
Distributable cash available for the period | | | 65,335 | | | | 56,797 | |
| | | | | | | | |
| | |
Partner distributions made | | $ | 47,454 | | | $ | 44,605 | |
| | | | | | | | |
(a) | We maintain a line of credit from which to make acquisitions and pay acquisition related costs. We utilize this line for these costs. Accordingly, distributable free cash flow is not negatively impacted by amounts spent on acquisitions that are recorded as expenses. |
| | | | | | | | |
| | Three months ended December 31, | |
| | 2012 | | | 2011 | |
| | (In thousands) | |
| | |
GAAP operating cash flows | | $ | 1,099 | | | $ | (5,603 | ) |
| | | | | | | | |
| | |
Add: net cash inflows into the merchandise trust | | | 3,629 | | | | 12,208 | |
Deduct: net decrease in accounts receivable | | | 3,142 | | | | 3,732 | |
Add: net decrease in merchandise liabilities | | | 1,611 | | | | 3,384 | |
| | |
Deduct: net (increase) decrease in accounts payable and accrued expenses | | | (2,123 | ) | | | (2,158 | ) |
Other float related changes | | | 4,076 | | | | 3,042 | |
| | | | | | | | |
| | |
Adjusted operating cash flow generated | | | 11,434 | | | | 14,605 | |
| | | | | | | | |
| | |
Less: maintenance capital expenditures | | | (1,553 | ) | | | (1,439 | ) |
Plus: growth capital expenditures reclassified as operating expenses and deducted from adjusted operating cash generated (a) | | | 925 | | | | 1,457 | |
| | | | | | | | |
| | |
Distributable free cash flow generated | | | 10,806 | | | | 14,623 | |
| | | | | | | | |
Cash on hand - beginning of the period | | | 8,128 | | | | 20,135 | |
| | |
Distributable cash available for the period | | | 18,934 | | | | 34,758 | |
| | | | | | | | |
| | |
Partner distributions made | | $ | 12,007 | | | $ | 11,778 | |
| | | | | | | | |
(a) | We maintain a line of credit from which to make acquisitions and pay acquisition related costs. We utilize this line for these costs. Accordingly, distributable free cash flow is not negatively impacted by amounts spent on acquisitions that are recorded as expenses. |
10
Production Based Partners’ Capital
| | | | | | | | |
| | As of December 31, | |
| | 2012 | | | 2011 | |
| | |
Partners’ Capital | | $ | 135,182 | | | $ | 180,279 | |
| | |
Deferred selling and obtaining costs | | | (76,317 | ) | | | (68,542 | ) |
Deferred cemetery revenues, net | | | 497,861 | | | | 441,678 | |
| | | | | | | | |
| | |
Production based partners’ capital | | $ | 556,726 | | | $ | 553,415 | |
| | | | | | | | |
Selected Net Assets
| | | | | | | | |
| | As of | | | As of | |
| | December 31, 2012 | | | December 31, 2011 | |
| | (In thousands) | |
| | |
Selected assets: | | | | | | | | |
| | |
Cash and cash equivalents | | $ | 7,946 | | | $ | 12,058 | |
Accounts receivable, net of allowance | | | 51,895 | | | | 48,837 | |
Long-term accounts receivable, net of allowance | | | 71,521 | | | | 68,419 | |
Merchandise trusts, restricted, at fair value | | | 375,973 | | | | 344,515 | |
| | | | | | | | |
| | |
Total selected assets | | | 507,335 | | | | 473,829 | |
| | | | | | | | |
| | |
Selected liabilities: | | | | | | | | |
| | |
Accounts payable and accrued liabilities | | | 28,973 | | | | 26,428 | |
Accrued interest | | | 1,833 | | | | 1,632 | |
Current portion, long-term debt | | | 2,175 | | | | 1,487 | |
Other long-term liabilities | | | 1,835 | | | | 2,830 | |
Long-term debt | | | 252,774 | | | | 193,835 | |
Deferred tax liabilities | | | 14,910 | | | | 16,968 | |
Merchandise liability | | | 125,869 | | | | 128,942 | |
| | | | | | | | |
| | |
Total selected liabilities | | | 428,369 | | | | 372,122 | |
| | | | | | | | |
| | |
Total selected net assets | | $ | 78,966 | | | $ | 101,707 | |
| | | | | | | | |
| | |
Distribution coverage quarters (a) | | | 6.57 | | | | 8.63 | |
(a) | This is a measure of the ratio of selected net assets to a quarterly distribution amount. The quarterly distribution amount is calculated by taking the end of the period outstanding common units (19,568,448 at December 31, 2012 and 19,368,261 at December 31, 2011, respectively) and multiplying these units by the declared distribution. This total is then added to the distribution due to the General Partner based upon the same variables. |
11
StoneMor Partners L.P.
Consolidated Balance Sheet
(In thousands)
| | | | | | | | |
| | December 31, 2012 | | | December 31, 2011 | |
Assets | | | | | | | | |
Current assets: | | | | | | | | |
Cash and cash equivalents | | $ | 7,946 | | | $ | 12,058 | |
Accounts receivable, net of allowance | | | 51,895 | | | | 48,837 | |
Prepaid expenses | | | 3,832 | | | | 4,266 | |
Other current assets | | | 17,418 | | | | 16,670 | |
| | | | | | | | |
Total current assets | | | 81,091 | | | | 81,831 | |
| | |
Long-term accounts receivable, net of allowance | | | 71,521 | | | | 68,419 | |
Cemetery property | | | 309,980 | | | | 298,938 | |
Property and equipment, net of accumulated depreciation | | | 79,740 | | | | 73,777 | |
Merchandise trusts, restricted, at fair value | | | 375,973 | | | | 344,515 | |
Perpetual care trusts, restricted, at fair value | | | 282,313 | | | | 254,679 | |
Deferred financing costs, net of accumulated amortization | | | 9,238 | | | | 8,817 | |
Deferred selling and obtaining costs | | | 76,317 | | | | 68,542 | |
Deferred tax assets | | | 381 | | | | 415 | |
Goodwill | | | 42,392 | | | | 32,145 | |
Other assets | | | 14,779 | | | | 16,680 | |
| | | | | | | | |
Total assets | | $ | 1,343,725 | | | $ | 1,248,758 | |
| | | | | | | | |
| | |
Liabilities and partners’ capital | | | | | | | | |
Current liabilities: | | | | | | | | |
Accounts payable and accrued liabilities | | $ | 28,973 | | | $ | 26,428 | |
Accrued interest | | | 1,833 | | | | 1,632 | |
Current portion, long-term debt | | | 2,175 | | | | 1,487 | |
| | | | | | | | |
Total current liabilities | | | 32,981 | | | | 29,547 | |
| | |
Other long-term liabilities | | | 1,835 | | | | 2,830 | |
Long-term debt | | | 252,774 | | | | 193,835 | |
Deferred cemetery revenues, net | | | 497,861 | | | | 441,678 | |
Deferred tax liabilities | | | 14,910 | | | | 16,968 | |
Merchandise liability | | | 125,869 | | | | 128,942 | |
Perpetual care trust corpus | | | 282,313 | | | | 254,679 | |
| | | | | | | | |
Total liabilities | | | 1,208,543 | | | | 1,068,479 | |
| | | | | | | | |
| | |
Commitments and contingencies | | | | | | | | |
| | |
Partners’ capital | | | | | | | | |
General partner | | | 386 | | | | 2,192 | |
Common partners | | | 134,796 | | | | 178,087 | |
| | | | | | | | |
Total partners’ capital | | | 135,182 | | | | 180,279 | |
| | | | | | | | |
| | |
Total liabilities and partners’ capital | | $ | 1,343,725 | | | $ | 1,248,758 | |
| | | | | | | | |
See accompanying notes to the Consolidated Financial Statements on the Annual Report to be filed on Form 10-K for the year ended December 31, 2012.
12
StoneMor Partners L.P.
Consolidated Statement of Operations
(In thousands, except unit data)
| | | | | | | | | | | | | | | | |
| | Three months ended December 31, | | | Year ended December 31, | |
| | 2012 | | | 2011 | | | 2012 | | | 2011 | |
| | (Unaudited) | | | | |
Revenues: | | | | | | | | | | | | | | | | |
Cemetery | | | | | | | | | | | | | | | | |
Merchandise | | $ | 26,601 | | | $ | 26,811 | | | $ | 114,025 | | | $ | 108,088 | |
Services | | | 11,613 | | | | 11,298 | | | | 46,094 | | | | 46,995 | |
Investment and other | | | 11,039 | | | | 12,406 | | | | 46,808 | | | | 42,901 | |
Funeral home | | | | | | | | | | | | | | | | |
Merchandise | | | 4,416 | | | | 3,673 | | | | 15,551 | | | | 12,810 | |
Services | | | 5,645 | | | | 4,537 | | | | 20,128 | | | | 17,594 | |
| | | | | | | | | | | | | | | | |
Total revenues | | | 59,314 | | | | 58,725 | | | | 242,606 | | | | 228,388 | |
| | | | | | | | | | | | | | | | |
| | | | |
Costs and Expenses: | | | | | | | | | | | | | | | | |
Cost of goods sold (exclusive of depreciation shown separately below): | | | | | | | | | | | | | | | | |
Perpetual care | | | 1,317 | | | | 1,630 | | | | 5,715 | | | | 5,727 | |
Merchandise | | | 5,482 | | | | 5,116 | | | | 22,386 | | | | 20,388 | |
Cemetery expense | | | 13,591 | | | | 14,285 | | | | 55,410 | | | | 57,145 | |
Selling expense | | | 10,678 | | | | 11,368 | | | | 46,878 | | | | 45,291 | |
General and administrative expense | | | 7,525 | | | | 8,975 | | | | 28,928 | | | | 29,544 | |
Corporate overhead (including $291 and $197 in unit-based compensation for the three months ended December 31, 2012 and 2011, and $916 and $773 for the year ended December 31, 2012 and 2011, respectively) | | | 7,264 | | | | 6,194 | | | | 28,169 | | | | 23,766 | |
Depreciation and amortization | | | 2,672 | | | | 2,160 | | | | 9,431 | | | | 8,534 | |
Funeral home expense | | | | | | | | | | | | | | | | |
Merchandise | | | 1,474 | | | | 1,276 | | | | 5,200 | | | | 4,473 | |
Services | | | 4,128 | | | | 3,261 | | | | 14,574 | | | | 11,717 | |
Other | | | 2,656 | | | | 2,142 | | | | 8,951 | | | | 7,364 | |
Acquisition related costs | | | 925 | | | | 1,457 | | | | 3,123 | | | | 4,604 | |
| | | | | | | | | | | | | | | | |
Total cost and expenses | | | 57,712 | | | | 57,864 | | | | 228,765 | | | | 218,553 | |
| | | | | | | | | | | | | | | | |
| | | | |
Operating profit | | | 1,602 | | | | 861 | | | | 13,841 | | | | 9,835 | |
| | | | |
Expenses related to refinancing | | | — | | | | — | | | | — | | | | 453 | |
Gain on termination of operating agreement | | | — | | | | — | | | | 1,737 | | | | — | |
Gain on acquisition | | | — | | | | — | | | | 122 | | | | — | |
Early extinguishment of debt | | | — | | | | — | | | | — | | | | 4,010 | |
Gain on sale of funeral home | | | — | | | | 92 | | | | — | | | | 92 | |
Interest expense | | | 5,394 | | | | 4,932 | | | | 20,503 | | | | 19,198 | |
| | | | | | | | | | | | | | | | |
| | | | |
Loss before income taxes | | | (3,792 | ) | | | (3,979 | ) | | | (4,803 | ) | | | (13,734 | ) |
| | | | |
Income tax expense (benefit) | | | | | | | | | | | | | | | | |
State | | | 196 | | | | 128 | | | | 420 | | | | (701 | ) |
| | | | |
Federal | | | (53 | ) | | | (1,014 | ) | | | (2,210 | ) | | | (3,318 | ) |
| | | | | | | | | | | | | | | | |
Total income tax expense (benefit) | | | 143 | | | | (886 | ) | | | (1,790 | ) | | | (4,019 | ) |
| | | | | | | | | | | | | | | | |
| | | | |
Net loss | | $ | (3,935 | ) | | $ | (3,093 | ) | | $ | (3,013 | ) | | $ | (9,715 | ) |
| | | | | | | | | | | | | | | | |
| | | | |
General partner’s interest in net loss for the period | | $ | (79 | ) | | $ | (62 | ) | | $ | (60 | ) | | $ | (194 | ) |
Limited partners’ interest in net loss for the period | | $ | (3,856 | ) | | $ | (3,031 | ) | | $ | (2,953 | ) | | $ | (9,521 | ) |
| | | | |
Net loss per limited partner unit (basic and diluted) | | $ | (.20 | ) | | $ | (.16 | ) | | $ | (.15 | ) | | $ | (.50 | ) |
| | | | |
Weighted average number of limited partners’ units outstanding (basic and diluted) | | | 19,544 | | | | 19,364 | | | | 19,445 | | | | 18,947 | |
| | | | |
Distributions declared per unit | | $ | .590 | | | $ | .585 | | | $ | 2.35 | | | $ | 2.34 | |
See accompanying notes to the Consolidated Financial Statements on the Annual Report to be filed on Form 10-K for the year ended December 31, 2012.
13
StoneMor Partners L.P.
Consolidated Statement of Cash Flows
(In thousands)
| | | | | | | | | | | | | | | | |
| | Three months ended December 31, | | | Year ended December 31, | |
| | 2012 | | | 2011 | | | 2012 | | | 2011 | |
| | (Unaudited) | | | | |
Operating activities: | | | | | | | | | | | | | | | | |
Net loss | | $ | (3,935 | ) | | $ | (3,093 | ) | | $ | (3,013 | ) | | $ | (9,715 | ) |
Adjustments to reconcile net loss to net cash provided by operating activities: | | | | | | | | | | | | | | | | |
Cost of lots sold | | | 1,638 | | | | 1,660 | | | | 7,818 | | | | 6,664 | |
Depreciation and amortization | | | 2,672 | | | | 2,160 | | | | 9,431 | | | | 8,534 | |
Unit-based compensation | | | 291 | | | | 197 | | | | 916 | | | | 773 | |
Accretion of debt discount | | | 509 | | | | 404 | | | | 1,739 | | | | 1,354 | |
Write-off of deferred financing fees | | | — | | | | — | | | | — | | | | 453 | |
Gain on sale of funeral home | | | — | | | | (92 | ) | | | — | | | | (92 | ) |
Gain on acquisitions | | | — | | | | — | | | | (122 | ) | | | — | |
Gain on termination of operating agreement | | | — | | | | — | | | �� | (1,737 | ) | | | — | |
Fees paid related to early extinguishment of debt | | | — | | | | — | | | | — | | | | 4,010 | |
Changes in assets and liabilities that provided (used) cash: | | | | | | | | | | | | | | | | |
Accounts receivable | | | (3,142 | ) | | | (3,732 | ) | | | (5,475 | ) | | | (9,241 | ) |
Allowance for doubtful accounts | | | (2,533 | ) | | | (1,380 | ) | | | 1,210 | | | | 2,217 | |
Merchandise trust fund | | | (3,629 | ) | | | (12,208 | ) | | | (11,806 | ) | | | (23,889 | ) |
Prepaid expenses | | | 895 | | | | 687 | | | | 527 | | | | 1,273 | |
Other current assets | | | (1,821 | ) | | | (1,331 | ) | | | (2,165 | ) | | | (7,355 | ) |
Other assets | | | 3 | | | | 47 | | | | 128 | | | | 291 | |
Accounts payable and accrued and other liabilities | | | 2,123 | | | | 2,158 | | | | 4,330 | | | | 868 | |
Deferred selling and obtaining costs | | | (2,412 | ) | | | (2,722 | ) | | | (7,775 | ) | | | (9,120 | ) |
Deferred cemetery revenue | | | 12,108 | | | | 16,038 | | | | 47,548 | | | | 47,598 | |
Deferred taxes (net) | | | (57 | ) | | | (1,012 | ) | | | (2,398 | ) | | | (3,488 | ) |
Merchandise liability | | | (1,611 | ) | | | (3,384 | ) | | | (7,260 | ) | | | (5,669 | ) |
| | | | | | | | | | | | | | | | |
Net cash provided by (used in) operating activities | | | 1,099 | | | | (5,603 | ) | | | 31,896 | | | | 5,466 | |
| | | | | | | | | | | | | | | | |
Investing activities: | | | | | | | | | | | | | | | | |
| | | | |
Cash paid for cemetery property | | | (1,681 | ) | | | (2,868 | ) | | | (7,098 | ) | | | (7,126 | ) |
Purchase of subsidiaries | | | (2,300 | ) | | | (5,842 | ) | | | (27,976 | ) | | | (16,142 | ) |
Proceeds from divestiture of funeral home | | | — | | | | 122 | | | | — | | | | 122 | |
Cash paid for property and equipment | | | (1,553 | ) | | | (1,439 | ) | | | (4,874 | ) | | | (6,040 | ) |
| | | | | | | | | | | | | | | | |
Net cash used in investing activities | | | (5,534 | ) | | | (10,027 | ) | | | (39,948 | ) | | | (29,186 | ) |
| | | | | | | | | | | | | | | | |
Financing activities: | | | | | | | | | | | | | | | | |
Cash distribution | | | (12,007 | ) | | | (11,778 | ) | | | (47,454 | ) | | | (44,605 | ) |
Additional borrowings on long-term debt | | | 20,500 | | | | 20,250 | | | | 84,000 | | | | 48,050 | |
Repayments of long-term debt | | | (4,134 | ) | | | (694 | ) | | | (30,271 | ) | | | (75,184 | ) |
Proceeds from public offering | | | — | | | | — | | | | — | | | | 103,207 | |
Proceeds from general partner contribution | | | — | | | | 16 | | | | 89 | | | | 2,262 | |
Fees paid related to early extinguishment of debt | | | — | | | | — | | | | — | | | | (4,010 | ) |
Cost of financing activities | | | (106 | ) | | | (241 | ) | | | (2,424 | ) | | | (1,477 | ) |
| | | | | | | | | | | | | | | | |
Net cash provided by financing activities | | | 4,253 | | | | 7,553 | | | | 3,940 | | | | 28,243 | |
| | | | | | | | | | | | | | | | |
Net increase (decrease) in cash and cash equivalents | | | (182 | ) | | | (8,077 | ) | | | (4,112 | ) | | | 4,523 | |
Cash and cash equivalents - Beginning of period | | | 8,128 | | | | 20,135 | | | | 12,058 | | | | 7,535 | |
| | | | | | | | | | | | | | | | |
Cash and cash equivalents - End of period | | $ | 7,946 | | | $ | 12,058 | | | $ | 7,946 | | | $ | 12,058 | |
| | | | | | | | | | | | | | | | |
| | | | |
Supplemental disclosure of cash flow information | | | | | | | | | | | | | | | | |
Cash paid during the period for interest | | $ | 8,750 | | | $ | 8,233 | | | $ | 18,481 | | | $ | 18,130 | |
Cash paid during the period for income taxes | | $ | 123 | | | $ | 210 | | | $ | 4,101 | | | $ | 2,452 | |
| | | | |
Non-cash investing and financing activities | | | | | | | | | | | | | | | | |
Acquisition of assets by financing | | $ | 88 | | | $ | 57 | | | $ | 287 | | | $ | 294 | |
Issuance of limited partner units for cemetery acquisition | | $ | 650 | | | $ | — | | | $ | 4,753 | | | $ | 264 | |
Acquisition of assets by assumption of directly related liability | | $ | 421 | | | $ | — | | | $ | 2,469 | | | $ | — | |
See accompanying notes to the Consolidated Financial Statements on the Annual Report to be filed on Form 10-K for the year ended December 31, 2012.
14