Exhibit 99.1
StoneMor Partners L.P. Announces Third Quarter 2013 Financial Results
LEVITTOWN, PA., November 7, 2013—StoneMor Partners L.P. (NYSE: STON) (“StoneMor”) announced its results of operations for the three months ended September 30, 2013. Investors are encouraged to read the Company’s quarterly report on Form 10-Q to be filed with the SEC, which contains additional details, as well as financial tables, and can be found atwww.stonemor.com.
Financial Highlights
| • | | Revenues (GAAP) for the three months ended September 30, 2013 were $61.5 million compared to $62.2 million for the three months ended September 30, 2012, a 1.1% decline. |
| • | | Production-based revenue (non-GAAP) for the three months ended September 30, 2013 increased by $5.5 million, or 7.3%, to $80.6 million from $75.1 million during the prior-year period. |
| • | | Operating profits (GAAP) decreased by $4.4 million, or 85.5%, to $0.7 million for the three months ended September 30, 2013, as compared to $5.1 million in the prior-year period. |
| • | | Adjusted operating profits (non-GAAP) increased by $0.6 million, or 4.2%, to $15.2 million for the three-month period ended September 30, 2013 from $14.6 million in the same period last year. |
| • | | Operating cash flows (GAAP) increased by $3.8 million, or 23.0%, to $20.4 million in the three months ended September 30, 2013, as compared to $16.6 million in the prior-year period. |
| • | | Distributable free cash flow (non-GAAP) for the three-month period ended September 30, 2013 decreased to $14.5 million from $15.3 million for the same period last year, a 5.3% decline. |
| • | | Net loss (GAAP) for the three months ended September 30, 2013 was $1.5 million, as compared to net income of $1.1 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
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operating performance of the Company. Please see the section of this press release “Non-GAAP Financial Measures” to view the reconciliation tables. 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.
Larry Miller, StoneMor’s President and CEO commented, “We are pleased with our third quarter results. The 2012 third quarter results included a land sale of $2.2 million to a private estate and that item impacted quarterly comparisons. Absent this sale, our GAAP revenues would have increased by $1.5 million compared to the third quarter of last year, and our GAAP operating loss would have narrowed considerably. The quarterly comparison of our distributable free cash flow was similarly impacted by this sale.
“We are very happy that production-based revenue and adjusted operating profits both reflected solid gains due to increases in the value of pre-need cemetery contracts written, gains in investment income from trusts and strong funeral home revenues. We believe that production-based revenues and adjusted operating profits are meaningful measures for evaluating our performance because, among other items, they make adjustments for timing related items we referred to previously. They are the measures by which management conducts the company’s business and evaluates its performance.
“The funeral home segment in particular continues to perform well. The segment recorded a 17.5% growth in revenues which is the result of acquisitions made during and after the third quarter of 2012. All in all, we view this as a solid quarter, and a very good one from the standpoint of positioning ourselves for future performance.
“With respect to future positioning, the notable element of the quarter was the previously announced operating arrangement with the Archdiocese of Philadelphia. As we have discussed, subject to the satisfaction of closing conditions, this arrangement represents an exciting opportunity for us not only in the cemeteries we will now be managing, but also for the potential that exists for this agreement to become a model for future arrangements with other church owned cemeteries around the nation.”
Investor Conference Call and Webcast
StoneMor will conduct a conference call to discuss 2013 third quarter results today, Thursday, November 7, 2013 at 11:00 a.m. EST. The conference call can be accessed by calling (877) 242-2259. An audio replay of the conference call will be available by calling (800) 633-8284 through 1:00 p.m. ET on November 21, 2013. The reservation number for the audio replay is 21682545. 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 277 cemeteries and 90 funeral homes in 28 states and Puerto Rico. StoneMor is the only publicly traded death care company structured as a partnership. StoneMor’s cemetery products and services, which are sold on both a pre-need
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(before death) and at-need (at death) basis, include: burial lots, lawn and mausoleum crypts, burial vaults, caskets, memorials, and all services that 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, at http://www.stonemor.com.
Forward-Looking Statements
Certain statements contained in this press release, including, but not limited to, information regarding the status and progress of StoneMor’s operating activities, the plans and objectives of its management, assumptions regarding its future performance and plans, and any financial guidance provided, as well as certain information in other filings with the Securities and Exchange Commission 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 StoneMor’s actual results to differ materially from those stated or implied by forward-looking statements, 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 StoneMor’s significant leverage on its operating plans; StoneMor’s ability to service its debt and pay distributions; the decline in the fair value of certain equity and debt securities held in its trusts; StoneMor’s 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; StoneMor’s ability to successfully implement a strategic plan relating to achieving operating improvement, strong cash flows and further deleveraging; StoneMor’s ability to successfully compete in the cemetery and funeral home industry; uncertainties associated with the integration or the anticipated benefits of StoneMor’s recent acquisitions and any future acquisitions; StoneMor’s ability to complete and fund additional acquisitions; StoneMor’s ability to complete and fund the transaction with the Archdiocese of Philadelphia; litigation or legal proceedings that could expose StoneMor to significant liabilities and damage its reputation; StoneMor’s ability to maintain effective disclosure controls and procedures and internal control over financial reporting; the effects of cyber security attacks due to StoneMor’s significant reliance on information technology; uncertainties relating to the financial condition of third-party insurance companies that fund StoneMor’s pre-need funeral contracts; and various other uncertainties associated with the death care industry and StoneMor’s operations in particular.
When considering forward-looking statements, the reader should keep in mind the risk factors and other cautionary statements set forth in StoneMor’s Annual Report on Form 10-K and Quarterly Reports on Form 10-Q filed with the Securities and Exchange Commission. Except as required under applicable law, StoneMor assumes no obligation to update or revise any forward-looking statements made herein or any other forward-looking statements made by StoneMor, 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 quarter 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 not 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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Reconciliation of Production Based Revenue (non-GAAP) and Adjusted Operating Profit (non-GAAP) to Revenue (GAAP) and Operating Profit (GAAP)
| | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | |
| | | Three months ended
September 30, 2013 | | | Three months ended
September 30, 2012 | | | | | | | |
| | | (in thousands) | | | (in thousands) | | | | | | | |
| | | Segment
Results
(non-GAAP) | | | GAAP
Adjustments | | | GAAP
Results | | | Segment
Results
(non-GAAP) | | | GAAP
Adjustments | | | GAAP
Results | | | Change in
GAAP results
($) | | | Change in
GAAP results
(%) | |
Revenues | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | |
Pre-need cemetery revenues | | $ | 34,642 | | | $ | (10,124 | ) | | $ | 24,518 | | | $ | 32,976 | | | $ | (7,211 | ) | | $ | 25,765 | | | $ | (1,247 | ) | | | -4.8 | % |
At-need cemetery revenues | | | 19,052 | | | | (1,325 | ) | | | 17,727 | | | | 19,256 | | | | (1,218 | ) | | | 18,038 | | | | (311 | ) | | | -1.7 | % |
Investment income from trusts | | | 12,411 | | | | (6,015 | ) | | | 6,396 | | | | 9,809 | | | | (4,023 | ) | | | 5,786 | | | | 610 | | | | 10.5 | % |
Interest income | | | 1,484 | | | | — | | | | 1,484 | | | | 1,238 | | | | — | | | | 1,238 | | | | 246 | | | | 19.9 | % |
Funeral home revenues | | | 12,094 | | | | (1,721 | ) | | | 10,373 | | | | 9,603 | | | | (777 | ) | | | 8,826 | | | | 1,547 | | | | 17.5 | % |
Other cemetery revenues | | | 890 | | | | 151 | | | | 1,041 | | | | 2,188 | | | | 356 | | | | 2,544 | | | | (1,503 | ) | | | -59.1 | % |
| | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | |
| | | | | | | | |
Total revenues | | | 80,573 | | | | (19,034 | ) | | | 61,539 | | | | 75,070 | | | | (12,873 | ) | | | 62,197 | | | | (658 | ) | | | -1.1 | % |
| | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | |
| | | | | | | | |
Costs and expenses | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | |
| | | | | | | | |
Cost of goods sold | | | 8,942 | | | | (1,840 | ) | | | 7,102 | | | | 9,044 | | | | (1,398 | ) | | | 7,646 | | | | (544 | ) | | | -7.1 | % |
Cemetery expense | | | 14,507 | | | | — | | | | 14,507 | | | | 14,252 | | | | — | | | | 14,252 | | | | 255 | | | | 1.8 | % |
Selling expense | | | 14,217 | | | | (2,525 | ) | | | 11,692 | | | | 13,156 | | | | (1,866 | ) | | | 11,290 | | | | 402 | | | | 3.6 | % |
General and administrative expense | | | 7,902 | | | | — | | | | 7,902 | | | | 7,015 | | | | — | | | | 7,015 | | | | 887 | | | | 12.6 | % |
Corporate overhead | | | 7,997 | | | | — | | | | 7,997 | | | | 6,546 | | | | — | | | | 6,546 | | | | 1,451 | | | | 22.2 | % |
Depreciation and amortization | | | 2,378 | | | | — | | | | 2,378 | | | | 2,199 | | | | — | | | | 2,199 | | | | 179 | | | | 8.1 | % |
Funeral home expense | | | 9,161 | | | | (180 | ) | | | 8,981 | | | | 7,161 | | | | (65 | ) | | | 7,096 | | | | 1,885 | | | | 26.6 | % |
Acquisition related costs, net of recoveries | | | 243 | | | | — | | | | 243 | | | | 1,085 | | | | — | | | | 1,085 | | | | (842 | ) | | | -77.6 | % |
| | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | |
| | | | | | | | |
Total costs and expenses | | | 65,347 | | | | (4,545 | ) | | | 60,802 | | | | 60,458 | | | | (3,329 | ) | | | 57,129 | | | | 3,673 | | | | 6.4 | % |
| | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | |
| | | | | | | | |
Operating profit | | $ | 15,226 | | | $ | (14,489 | ) | | $ | 737 | | | $ | 14,612 | | | $ | (9,544 | ) | | $ | 5,068 | | | $ | (4,331 | ) | | | -85.5 | % |
| | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | |
| | | | |
| | | Nine months ended
September 30, 2013 | | | Nine months ended
September 30, 2012 | | | | | | | |
| | | (in thousands) | | | (in thousands) | | | | | | | |
| | | Segment
Results
(non-GAAP) | | | GAAP
Adjustments | | | GAAP
Results | | | Segment
Results
(non-GAAP) | | | GAAP
Adjustments | | | GAAP
Results | | | Change in
GAAP results
($) | | | Change in
GAAP results
(%) | |
Revenues | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | |
Pre-need cemetery revenues | | $ | 102,383 | | | $ | (32,513 | ) | | $ | 69,870 | | | $ | 96,595 | | | $ | (22,936 | ) | | $ | 73,659 | | | $ | (3,789 | ) | | | -5.1 | % |
At-need cemetery revenues | | | 60,387 | | | | (4,259 | ) | | | 56,128 | | | | 60,113 | | | | (3,198 | ) | | | 56,915 | | | | (787 | ) | | | -1.4 | % |
Investment income from trusts | | | 32,916 | | | | (15,892 | ) | | | 17,024 | | | | 30,214 | | | | (12,931 | ) | | | 17,283 | | | | (259 | ) | | | -1.5 | % |
Interest income | | | 5,209 | | | | — | | | | 5,209 | | | | 4,972 | | | | — | | | | 4,972 | | | | 237 | | | | 4.8 | % |
Funeral home revenues | | | 36,904 | | | | (4,437 | ) | | | 32,467 | | | | 27,065 | | | | (1,447 | ) | | | 25,618 | | | | 6,849 | | | | 26.7 | % |
Other cemetery revenues | | | 2,592 | | | | 283 | | | | 2,875 | | | | 3,981 | | | | 864 | | | | 4,845 | | | | (1,970 | ) | | | -40.7 | % |
| | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | |
| | | | | | | | |
Total revenues | | | 240,391 | | | | (56,818 | ) | | | 183,573 | | | | 222,940 | | | | (39,648 | ) | | | 183,292 | | | | 281 | | | | 0.2 | % |
| | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | |
| | | | | | | | |
Costs and expenses | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | |
| | | | | | | | |
Cost of goods sold | | | 26,841 | | | | (5,737 | ) | | | 21,104 | | | | 25,463 | | | | (4,161 | ) | | | 21,302 | | | | (198 | ) | | | -0.9 | % |
Cemetery expense | | | 42,700 | | | | — | | | | 42,700 | | | | 41,819 | | | | — | | | | 41,819 | | | | 881 | | | | 2.1 | % |
Selling expense | | | 43,549 | | | | (8,415 | ) | | | 35,134 | | | | 41,769 | | | | (5,569 | ) | | | 36,200 | | | | (1,066 | ) | | | -2.9 | % |
General and administrative expense | | | 23,382 | | | | — | | | | 23,382 | | | | 21,403 | | | | — | | | | 21,403 | | | | 1,979 | | | | 9.2 | % |
Corporate overhead | | | 21,657 | | | | — | | | | 21,657 | | | | 20,905 | | | | — | | | | 20,905 | | | | 752 | | | | 3.6 | % |
Depreciation and amortization | | | 7,159 | | | | — | | | | 7,159 | | | | 6,759 | | | | — | | | | 6,759 | | | | 400 | | | | 5.9 | % |
Funeral home expense | | | 27,582 | | | | (501 | ) | | | 27,081 | | | | 20,648 | | | | (181 | ) | | | 20,467 | | | | 6,614 | | | | 32.3 | % |
Acquisition related costs, net of recoveries | | | 901 | | | | — | | | | 901 | | | | 2,198 | | | | — | | | | 2,198 | | | | (1,297 | ) | | | -59.0 | % |
| | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | |
| | | | | | | | |
Total costs and expenses | | | 193,771 | | | | (14,653 | ) | | | 179,118 | | | | 180,964 | | | | (9,911 | ) | | | 171,053 | | | | 8,065 | | | | 4.7 | % |
| | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | |
| | | | | | | | |
Operating profit | | $ | 46,620 | | | $ | (42,165 | ) | | $ | 4,455 | | | $ | 41,976 | | | $ | (29,737 | ) | | $ | 12,239 | | | $ | (7,784 | ) | | | -63.6 | % |
| | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | |
The tables above analyze our results of operations and the changes therein for the three months and nine months ended September 30, 2013, 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 the periods and/ or changes in the timing when merchandise and services were delivered.
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Critical Financial Measures
| | | | | | | | | | | | | | | | |
| | | Three months ended
September 30, | | | Nine months ended
September 30, | |
| | | 2013 | | | 2012 | | | 2013 | | | 2012 | |
| | | (in thousands) | | | (in thousands) | |
| | | | |
Total revenues (a) | | $ | 61,539 | | | $ | 62,197 | | | $ | 183,573 | | | $ | 183,292 | |
Production based revenue consisting of the total value of cemetery contracts written, funeral home revenues and investment and other income (b) | | | 80,573 | | | | 75,070 | | | | 240,391 | | | | 222,940 | |
| | | | |
Operating profit (a) | | | 737 | | | | 5,068 | | | | 4,455 | | | | 12,239 | |
Adjusted operating profit (b) | | | 15,226 | | | | 14,612 | | | | 46,620 | | | | 41,976 | |
| | | | |
Net income (loss) (a) | | | (1,484 | ) | | | 1,061 | | | | (15,493 | ) | | | 922 | |
| | | | |
Operating cash flows (a) | | | 20,413 | | | | 16,602 | | | | 36,896 | | | | 30,797 | |
Adjusted operating cash generated (b) | | | 15,719 | | | | 15,728 | | | | 61,502 | | | | 43,594 | |
Distributable free cash flow generated (b) | | $ | 14,516 | | | $ | 15,327 | | | $ | 57,037 | | | $ | 42,471 | |
| | | | | | | | |
| | | As of | | | As of | |
| | | September 30,
2013 | | | December 31,
2012 | |
| | |
Distribution coverage quarters (b) | | | 7.43 | | | | 6.57 | |
| (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)
| | | | | | | | | | | | | | | | |
| | | Three months ended
September 30, | | | Nine months ended
September 30, | |
| | | 2013 | | | 2012 | | | 2013 | | | 2012 | |
| | | (in thousands) | | | (in thousands) | |
| | | | |
GAAP operating profit | | $ | 737 | | | $ | 5,068 | | | $ | 4,455 | | | $ | 12,239 | |
| | | | |
Increase in applicable deferred revenues | | | 19,034 | | | | 12,873 | | | | 56,818 | | | | 39,648 | |
| | | | |
Increase in deferred cost of goods sold and selling and obtaining costs | | | (4,545 | ) | | | (3,329 | ) | | | (14,653 | ) | | | (9,911 | ) |
| | | | | | | | | | | | | | | | |
| | | | |
Adjusted operating profit | | $ | 15,226 | | | $ | 14,612 | | | $ | 46,620 | | | $ | 41,976 | |
| | | | | | | | | | | | | | | | |
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Reconciliation of Production Based Revenues (non-GAAP) to Revenues (GAAP)
| | | | | | | | | | | | | | | | |
| | | Three months ended
September 30, | | | Increase
(Decrease) ($) | | | Increase
(Decrease) (%) | |
| | | 2013 | | | 2012 | | | |
| | | (in thousands) | |
| | | | |
Value of pre-need cemetery contracts written | | $ | 34,642 | | | $ | 32,976 | | | $ | 1,666 | | | | 5.1 | % |
Value of at-need cemetery contracts written | | | 19,052 | | | | 19,256 | | | | (204 | ) | | | -1.1 | % |
Investment income from trusts | | | 12,411 | | | | 9,809 | | | | 2,602 | | | | 26.5 | % |
Interest income | | | 1,484 | | | | 1,238 | | | | 246 | | | | 19.9 | % |
Funeral home revenues | | | 12,094 | | | | 9,603 | | | | 2,491 | | | | 25.9 | % |
Other cemetery revenues | | | 890 | | | | 2,188 | | | | (1,298 | ) | | | -59.3 | % |
| | | | | | | | | | | | | | | | |
| | | | |
Total production based revenues | | $ | 80,573 | | | $ | 75,070 | | | $ | 5,503 | | | | 7.3 | % |
| | | | | | | | | | | | | | | | |
| | | | |
Less: | | | | | | | | | | | | | | | | |
Increase in deferred sales revenue and investment income | | | (19,034 | ) | | | (12,873 | ) | | | (6,161 | ) | | | 47.9 | % |
| | | | | | | | | | | | | | | | |
| | | | |
Total GAAP revenues | | $ | 61,539 | | | $ | 62,197 | | | $ | (658 | ) | | | -1.1 | % |
| | | | | | | | | | | | | | | | |
Reconciliation of Adjusted Operating Cash Flows (non-GAAP) and Distributable Free Cash Flow (Non-GAAP) to Operating Cash Flows (GAAP)
| | | | | | | | | | | | | | | | |
| | | Three months ended
September 30, | | | Nine months ended
September 30, | |
| | | 2013 | | | 2012 | | | 2013 | | | 2012 | |
| | | (in thousands) | | | (in thousands) | |
| | | | |
GAAP operating cash flows | | $ | 20,413 | | | $ | 16,602 | | | $ | 36,896 | | | $ | 30,797 | |
| | | | | | | | | | | | | | | | |
| | | | |
Add: net cash inflows into the merchandise trust | | | 1,100 | | | | 6,260 | | | | 23,711 | | | | 8,177 | |
Add net increase (decrease) in accounts receivable | | | (5,051 | ) | | | (5,847 | ) | | | 2,148 | | | | 2,333 | |
Add: net decrease (increase) in merchandise liabilities | | | (1,075 | ) | | | 1,198 | | | | 537 | | | | 5,649 | |
| | | | |
Deduct: net decrease in accounts payable and accrued expenses | | | (4,663 | ) | | | (1,859 | ) | | | (8,340 | ) | | | (2,207 | ) |
Other float related changes | | | 4,995 | | | | (626 | ) | | | 6,550 | | | | (1,155 | ) |
| | | | | | | | | | | | | | | | |
| | | | |
Adjusted operating cash flow generated | | | 15,719 | | | | 15,728 | | | | 61,502 | | | | 43,594 | |
| | | | | | | | | | | | | | | | |
| | | | |
Less: maintenance capital expenditures | | | (1,446 | ) | | | (1,486 | ) | | | (5,366 | ) | | | (3,321 | ) |
Plus: growth capital expenditures reclassified as operating expenses and deducted from adjusted operating cash generated (a) | | | 243 | | | | 1,085 | | | | 901 | | | | 2,198 | |
| | | | | | | | | | | | | | | | |
| | | | |
Distributable free cash flow generated | | | 14,516 | | | | 15,327 | | | | 57,037 | | | | 42,471 | |
| | | | | | | | | | | | | | | | |
Cash on hand - beginning of the period | | | 14,075 | | | | 7,787 | | | | 7,946 | | | | 12,058 | |
| | | | |
Distributable cash available for the period | | | 28,591 | | | | 23,114 | | | | 64,983 | | | | 54,529 | |
| | | | | | | | | | | | | | | | |
| | | | |
Partner distributions made | | $ | 13,386 | | | $ | 11,884 | | | $ | 38,653 | | | $ | 35,447 | |
| | | | | | | | | | | | | | | | |
| (a) | We maintain a credit facility 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. |
8
Production Based Partners’ Capital
| | | | | | | | |
| | | As of | | | As of | |
| | | September 30,
2013 | | | December 31,
2012 | |
| | | (in thousands) | |
Partners’ Capital | | $ | 124,127 | | | $ | 135,182 | |
| | |
Deferred selling and obtaining costs | | | (85,201 | ) | | | (76,317 | ) |
Deferred cemetery revenues, net | | | 557,973 | | | | 497,861 | |
| | | | | | | | |
| | |
Production based partners’ capital | | $ | 596,899 | | | $ | 556,726 | |
| | | | | | | | |
Selected Net Assets
| | | | | | | | |
| | | As of | | | As of | |
| | | September 30,
2013 | | | December 31,
2012 | |
| | | (in thousands) | |
| | |
Selected assets: | | | | | | | | |
| | |
Cash and cash equivalents | | $ | 19,984 | | | $ | 7,946 | |
Accounts receivable, net of allowance | | | 52,202 | | | | 51,895 | |
Long-term accounts receivable, net of allowance | | | 76,045 | | | | 71,521 | |
Merchandise trusts, restricted, at fair value | | | 415,355 | | | | 375,973 | |
| | | | | | | | |
| | |
Total selected assets | | | 563,586 | | | | 507,335 | |
| | | | | | | | |
| | |
Selected liabilities: | | | | | | | | |
| | |
Accounts payable and accrued liabilities | | | 34,191 | | | | 28,973 | |
Accrued interest | | | 5,134 | | | | 1,833 | |
Current portion, long-term debt | | | 6,550 | | | | 2,175 | |
Other long-term liabilities | | | 1,571 | | | | 1,835 | |
Long-term debt | | | 274,542 | | | | 252,774 | |
Deferred tax liabilities | | | 12,039 | | | | 14,910 | |
Merchandise liability | | | 129,922 | | | | 125,869 | |
| | | | | | | | |
| | |
Total selected liabilities | | | 463,949 | | | | 428,369 | |
| | | | | | | | |
| | |
Total selected net assets | | $ | 99,637 | | | $ | 78,966 | |
| | | | | | | | |
| | |
Distribution coverage quarters (a) | | | 7.43 | | | | 6.57 | |
| (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 (21,352,335 at September 30, 2013 and 19,568,448 at December 31, 2012, 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. |
9
StoneMor Partners L.P.
Condensed Consolidated Balance Sheet
(in thousands)
(unaudited)
| | | | | | | | |
| | | September 30,
2013 | | | December 31,
2012 | |
Assets | | | | | | | | |
Current assets: | | | | | | | | |
Cash and cash equivalents | | $ | 19,984 | | | $ | 7,946 | |
Accounts receivable, net of allowance | | | 52,202 | | | | 51,895 | |
Prepaid expenses | | | 5,758 | | | | 3,832 | |
Other current assets | | | 21,387 | | | | 17,418 | |
| | | | | | | | |
Total current assets | | | 99,331 | | | | 81,091 | |
| | |
Long-term accounts receivable, net of allowance | | | 76,045 | | | | 71,521 | |
Cemetery property | | | 316,522 | | | | 309,980 | |
Property and equipment, net of accumulated depreciation | | | 85,282 | | | | 79,740 | |
Merchandise trusts, restricted, at fair value | | | 415,355 | | | | 375,973 | |
Perpetual care trusts, restricted, at fair value | | | 302,766 | | | | 282,313 | |
Deferred financing costs, net of accumulated amortization | | | 8,764 | | | | 9,238 | |
Deferred selling and obtaining costs | | | 85,201 | | | | 76,317 | |
Deferred tax assets | | | 69 | | | | 381 | |
Goodwill | | | 47,570 | | | | 42,392 | |
Other assets | | | 11,910 | | | | 14,779 | |
| | | | | | | | |
Total assets | | $ | 1,448,815 | | | $ | 1,343,725 | |
| | | | | | | | |
| | |
Liabilities and partners’ capital | | | | | | | | |
Current liabilities: | | | | | | | | |
Accounts payable and accrued liabilities | | $ | 34,191 | | | $ | 28,973 | |
Accrued interest | | | 5,134 | | | | 1,833 | |
Current portion, long-term debt | | | 6,550 | | | | 2,175 | |
| | | | | | | | |
Total current liabilities | | | 45,875 | | | | 32,981 | |
| | |
Other long-term liabilities | | | 1,571 | | | | 1,835 | |
Long-term debt | | | 274,542 | | | | 252,774 | |
Deferred cemetery revenues, net | | | 557,973 | | | | 497,861 | |
Deferred tax liabilities | | | 12,039 | | | | 14,910 | |
Merchandise liability | | | 129,922 | | | | 125,869 | |
Perpetual care trust corpus | | | 302,766 | | | | 282,313 | |
| | | | | | | | |
Total liabilities | | | 1,324,688 | | | | 1,208,543 | |
| | | | | | | | |
| | |
Commitments and contingencies | | | | | | | | |
Partners’ capital | | | | | | | | |
General partner | | | (1,495 | ) | | | 386 | |
Common partners | | | 125,622 | | | | 134,796 | |
| | | | | | | | |
Total partners’ capital | | | 124,127 | | | | 135,182 | |
| | | | | | | | |
| | |
Total liabilities and partners’ capital | | $ | 1,448,815 | | | $ | 1,343,725 | |
| | | | | | | | |
See accompanying notes to the Unaudited Condensed Consolidated Financial Statements on the Quarterly Report to be filed on Form 10-Q for the quarter ended September 30, 2013.
10
StoneMor Partners L.P.
Condensed Consolidated Statement of Operations
(in thousands, except per unit data)
(unaudited)
| | | | | | | | | | | | | | | | |
| | | Three months ended
September 30, | | | Nine months ended
September 30, | |
| | | 2013 | | | 2012 | | | 2013 | | | 2012 | |
Revenues: | | | | | | | | | | | | | | | | |
Cemetery | | | | | | | | | | | | | | | | |
Merchandise | | $ | 28,265 | | | $ | 29,943 | | | $ | 83,586 | | | $ | 87,424 | |
Services | | | 11,051 | | | | 11,134 | | | | 33,422 | | | | 34,481 | |
Investment and other | | | 11,850 | | | | 12,294 | | | | 34,098 | | | | 35,769 | |
Funeral home | | | | | | | | | | | | | | | | |
Merchandise | | | 4,266 | | | | 3,548 | | | | 13,736 | | | | 11,135 | |
Services | | | 6,107 | | | | 5,278 | | | | 18,731 | | | | 14,483 | |
| | | | | | | | | | | | | | | | |
Total revenues | | | 61,539 | | | | 62,197 | | | | 183,573 | | | | 183,292 | |
| | | | | | | | | | | | | | | | |
| | | | |
Costs and Expenses: | | | | | | | | | | | | | | | | |
Cost of goods sold (exclusive of depreciation shown separately below): | | | | | | | | | | | | | | | | |
Perpetual care | | | 1,418 | | | | 1,616 | | | | 4,199 | | | | 4,398 | |
Merchandise | | | 5,684 | | | | 6,030 | | | | 16,905 | | | | 16,904 | |
Cemetery expense | | | 14,507 | | | | 14,252 | | | | 42,700 | | | | 41,819 | |
Selling expense | | | 11,692 | | | | 11,290 | | | | 35,134 | | | | 36,200 | |
General and administrative expense | | | 7,902 | | | | 7,015 | | | | 23,382 | | | | 21,403 | |
Corporate overhead (including $348 and $216 in unit-based compensation for the three months ended September 30, 2013 and 2012, and $1,038 and $625 for the nine months ended September 30, 2013 and 2012, respectively) | | | 7,997 | | | | 6,546 | | | | 21,657 | | | | 20,905 | |
Depreciation and amortization | | | 2,378 | | | | 2,199 | | | | 7,159 | | | | 6,759 | |
Funeral home expense | | | | | | | | | | | | | | | | |
Merchandise | | | 1,573 | | | | 1,196 | | | | 4,798 | | | | 3,726 | |
Services | | | 4,914 | | | | 3,739 | | | | 14,239 | | | | 10,446 | |
Other | | | 2,494 | | | | 2,161 | | | | 8,044 | | | | 6,295 | |
Acquisition related costs, net of recoveries | | | 243 | | | | 1,085 | | | | 901 | | | | 2,198 | |
| | | | | | | | | | | | | | | | |
Total cost and expenses | | | 60,802 | | | | 57,129 | | | | 179,118 | | | | 171,053 | |
| | | | | | | | | | | | | | | | |
| | | | |
Operating profit | | | 737 | | | | 5,068 | | | | 4,455 | | | | 12,239 | |
| | | | |
Gain on acquisitions | | | 2,530 | | | | — | | | | 2,530 | | | | 122 | |
Gain on termination of operating agreement | | | — | | | | — | | | | — | | | | 1,737 | |
Gain on settlement agreement, net | | | — | | | | — | | | | 12,261 | | | | — | |
Gain on sale of other assets | | | — | | | | — | | | | 155 | | | | — | |
Loss on early extinguishment of debt | | | — | | | | — | | | | 21,595 | | | | — | |
Interest expense | | | 5,193 | | | | 5,273 | | | | 15,788 | | | | 15,109 | |
| | | | | | | | | | | | �� | | | | |
| | | | |
Net loss before income taxes | | | (1,926 | ) | | | (205 | ) | | | (17,982 | ) | | | (1,011 | ) |
| | | | |
Income tax benefit | | | (442 | ) | | | (1,266 | ) | | | (2,489 | ) | | | (1,933 | ) |
| | | | | | | | | | | | | | | | |
| | | | |
Net income (loss) | | $ | (1,484 | ) | | $ | 1,061 | | | $ | (15,493 | ) | | $ | 922 | |
| | | | | | | | | | | | | | | | |
| | | | |
General partner’s interest in net income (loss) for the period | | $ | (26 | ) | | $ | 21 | | | $ | (284 | ) | | $ | 18 | |
Limited partners’ interest in net income (loss) for the period | | $ | (1,458 | ) | | $ | 1,040 | | | $ | (15,209 | ) | | $ | 904 | |
| | | | |
Net income (loss) per limited partner unit (basic and diluted) | | $ | (.07 | ) | | $ | .05 | | | $ | (.73 | ) | | $ | .05 | |
| | | | |
Weighted average number of limited partners’ units outstanding - basic | | | 21,351 | | | | 19,491 | | | | 20,814 | | | | 19,412 | |
Weighted average number of limited partners’ units outstanding - diluted | | | 21,351 | | | | 19,743 | | | | 20,814 | | | | 19,672 | |
| | | | |
Distributions declared per unit | | $ | .600 | | | $ | .590 | | | $ | 1.785 | | | $ | 1.760 | |
See accompanying notes to the Unaudited Condensed Consolidated Financial Statements on the Quarterly Report to be filed on Form 10-Q for the quarter ended September 30, 2013.
11
StoneMor Partners L.P.
Condensed Consolidated Statement of Cash Flows
(in thousands)
(unaudited)
| | | | | | | | | | | | | | | | |
| | | Three months ended
September 30, | | | Nine months ended
September 30, | |
| | | 2013 | | | 2012 | | | 2013 | | | 2012 | |
Operating activities: | | | | | | | | | | | | | | | | |
Net income (loss) | | $ | (1,484 | ) | | $ | 1,061 | | | $ | (15,493 | ) | | $ | 922 | |
Adjustments to reconcile net income (loss) to net cash provided by operating activities: | | | | | | | | | | | | | | | | |
Cost of lots sold | | | 1,853 | | | | 2,201 | | | | 6,047 | | | | 6,180 | |
Depreciation and amortization | | | 2,378 | | | | 2,199 | | | | 7,159 | | | | 6,759 | |
Unit-based compensation | | | 348 | | | | 216 | | | | 1,038 | | | | 625 | |
Accretion of debt discounts | | | 665 | | | | 507 | | | | 1,676 | | | | 1,230 | |
Gain on termination of operating agreement | | | — | | | | — | | | | — | | | | (1,737 | ) |
Gain on acquisitions | | | (2,530 | ) | | | — | | | | (2,530 | ) | | | (122 | ) |
Gain on sale of other assets | | | — | | | | — | | | | (155 | ) | | | — | |
Loss on early extinguishment of debt | | | — | | | | — | | | | 21,595 | | | | — | |
Changes in assets and liabilities that provided (used) cash: | | | | | | | | | | | | | | | | |
Accounts receivable | | | 5,051 | | | | 5,847 | | | | (2,148 | ) | | | (2,333 | ) |
Allowance for doubtful accounts | | | (1,080 | ) | | | 450 | | | | (1,163 | ) | | | 3,743 | |
Merchandise trust fund | | | (1,100 | ) | | | (6,260 | ) | | | (23,711 | ) | | | (8,177 | ) |
Prepaid expenses | | | (193 | ) | | | 801 | | | | (1,926 | ) | | | (368 | ) |
Other current assets | | | (2,645 | ) | | | 516 | | | | (3,906 | ) | | | (344 | ) |
Other assets | | | (399 | ) | | | (14 | ) | | | 3,573 | | | | 125 | |
Accounts payable and accrued and other liabilities | | | 4,663 | | | | 1,859 | | | | 8,340 | | | | 2,207 | |
Deferred selling and obtaining costs | | | (2,700 | ) | | | (1,983 | ) | | | (8,884 | ) | | | (5,363 | ) |
Deferred cemetery revenue | | | 17,415 | | | | 11,741 | | | | 51,181 | | | | 35,440 | |
Deferred taxes (net) | | | (904 | ) | | | (1,341 | ) | | | (3,260 | ) | | | (2,341 | ) |
Merchandise liability | | | 1,075 | | | | (1,198 | ) | | | (537 | ) | | | (5,649 | ) |
| | | | | | | | | | | | | | | | |
Net cash provided by operating activities | | | 20,413 | | | | 16,602 | | | | 36,896 | | | | 30,797 | |
| | | | | | | | | | | | | | | | |
Investing activities: | | | | | | | | | | | | | | | | |
| | | | |
Cash paid for cemetery property | | | (1,958 | ) | | | (1,817 | ) | | | (4,210 | ) | | | (5,417 | ) |
Purchase of subsidiaries | | | (5,000 | ) | | | (22,250 | ) | | | (14,100 | ) | | | (25,676 | ) |
Cash paid for property and equipment | | | (1,446 | ) | | | (1,486 | ) | | | (5,366 | ) | | | (3,321 | ) |
Proceeds from sales of other assets | | | — | | | | — | | | | 155 | | | | — | |
| | | | | | | | | | | | | | | | |
Net cash used in investing activities | | | (8,404 | ) | | | (25,553 | ) | | | (23,521 | ) | | | (34,414 | ) |
| | | | | | | | | | | | | | | | |
Financing activities: | | | | | | | | | | | | | | | | |
Cash distributions | | | (13,386 | ) | | | (11,884 | ) | | | (38,653 | ) | | | (35,447 | ) |
Additional borrowings on long-term debt | | | 19,896 | | | | 34,300 | | | | 237,002 | | | | 63,500 | |
Repayments of long-term debt | | | (12,236 | ) | | | (12,715 | ) | | | (218,036 | ) | | | (26,137 | ) |
Proceeds from public offering | | | — | | | | — | | | | 38,377 | | | | — | |
Proceeds from general partner contribution | | | — | | | | 89 | | | | — | | | | 89 | |
Fees paid related to early extinguishment of debt | | | — | | | | — | | | | (14,920 | ) | | | — | |
Cost of financing activities | | | (374 | ) | | | (498 | ) | | | (5,107 | ) | | | (2,318 | ) |
| | | | | | | | | | | | | | | | |
Net cash provided by (used in) financing activities | | | (6,100 | ) | | | 9,292 | | | | (1,337 | ) | | | (313 | ) |
| | | | | | | | | | | | | | | | |
Net increase (decrease) in cash and cash equivalents | | | 5,909 | | | | 341 | | | | 12,038 | | | | (3,930 | ) |
Cash and cash equivalents - Beginning of period | | | 14,075 | | | | 7,787 | | | | 7,946 | | | | 12,058 | |
| | | | | | | | | | | | | | | | |
Cash and cash equivalents - End of period | | $ | 19,984 | | | $ | 8,128 | | | $ | 19,984 | | | $ | 8,128 | |
| | | | | | | | | | | | | | | | |
| | | | |
Supplemental disclosure of cash flow information: | | | | | | | | | | | | | | | | |
Cash paid during the period for interest | | $ | 1,002 | | | $ | 683 | | | $ | 10,756 | | | $ | 9,731 | |
Cash paid during the period for income taxes | | $ | 183 | | | $ | 323 | | | $ | 3,315 | | | $ | 3,978 | |
| | | | |
Non-cash investing and financing activities: | | | | | | | | | | | | | | | | |
Acquisition of assets by financing | | $ | 15 | | | $ | 146 | | | $ | 107 | | | $ | 199 | |
Issuance of limited partner units for cemetery acquisition | | $ | — | | | $ | 3,500 | | | $ | 3,718 | | | $ | 4,103 | |
Acquisition of assets by assumption of directly related liability | | $ | — | | | $ | 1,504 | | | $ | 3,924 | | | $ | 2,048 | |
See accompanying notes to the Unaudited Condensed Consolidated Financial Statements on the Quarterly Report to be filed on Form 10-Q for the quarter ended September 30, 2013.
12
