SUPPLEMENTAL CONDENSED CONSOLIDATING FINANCIAL INFORMATION | 11. SUPPLEMENTAL CONDENSED CONSOLIDATING FINANCIAL INFORMATION The Partnership’s Senior Notes are guaranteed by StoneMor Operating LLC and its 100% owned subsidiaries, other than the co-issuer, as described below. The guarantees are full, unconditional, joint and several. The Partnership, or the “Parent”, and its 100% owned subsidiary, Cornerstone Family Services of West Virginia Subsidiary Inc., are the co-issuers of the Senior Notes. The Partnership’s unaudited condensed consolidated financial statements as of March 31, 2017 and December 31, 2016 and for the three months ended March 31, 2017 and 2016 include the accounts of cemeteries owned by other entities but which we operate under long-term lease, operating or management agreements. For the purposes of this note, these entities are deemed non-guarantor subsidiaries, as they are not 100% owned by the Partnership. The Partnership’s unaudited condensed consolidated financial statements also contain merchandise and perpetual care trusts that are also non-guarantor subsidiaries for the purposes of this note. The following unaudited supplemental condensed consolidating financial information reflects the Partnership’s standalone accounts, the combined accounts of the subsidiary co-issuer, the combined accounts of the guarantor subsidiaries, the combined accounts of the non-guarantor subsidiaries, the consolidating adjustments and eliminations and the Partnership’s consolidated accounts as of March 31, 2017 and December 31, 2016 and for the three months ended March 31, 2017 and 2016 . For the purpose of the following financial information, the Partnership’s investments in its subsidiaries and the guarantor subsidiaries’ investments in their respective subsidiaries are presented in accordance with the equity method of accounting: CONDENSED CONSOLIDATING BALANCE SHEETS (in thousands) March 31, 2017 Parent Subsidiary Guarantor Non-Guarantor Eliminations Consolidated Assets Current assets: Cash and cash equivalents $ — $ — $ 10,531 $ 3,192 $ — $ 13,723 Other current assets — 3,325 83,711 17,205 — 104,241 Total current assets — 3,325 94,242 20,397 — 117,964 Long-term accounts receivable — 1,886 83,847 13,146 — 98,879 Cemetery property and equipment — 925 417,124 34,147 — 452,196 Merchandise trusts — — — 523,858 — 523,858 Perpetual care trusts — — — 341,479 — 341,479 Deferred selling and obtaining costs — 5,843 93,754 20,516 — 120,113 Goodwill and intangible assets — — 72,665 62,623 — 135,288 Other assets — — 18,665 2,828 — 21,493 Investments in and amounts due from affiliates eliminated upon consolidation 238,255 159,173 577,374 — (974,802 ) — Total assets $ 238,255 $ 171,152 $ 1,357,671 $ 1,018,994 $ (974,802 ) $ 1,811,270 Liabilities and Equity Current liabilities $ — $ 474 $ 45,455 $ 166 $ — $ 46,095 Long-term debt, net of deferred financing costs 68,108 104,630 130,880 — — 303,618 Deferred revenues — 30,182 764,839 96,335 — 891,356 Perpetual care trust corpus — — — 341,479 — 341,479 Other long-term liabilities — — 47,191 11,384 — 58,575 Due to affiliates — — 172,738 598,250 (770,988 ) — Total liabilities 68,108 135,286 1,161,103 1,047,614 (770,988 ) 1,641,123 Partners' capital 170,147 35,866 196,568 (28,620 ) (203,814 ) 170,147 Total liabilities and partners' capital $ 238,255 $ 171,152 $ 1,357,671 $ 1,018,994 $ (974,802 ) $ 1,811,270 December 31, 2016 Parent Subsidiary Guarantor Non-Guarantor Eliminations Consolidated Assets Current assets: Cash and cash equivalents $ — $ — $ 9,145 $ 3,425 $ — $ 12,570 Other current assets — 4,567 83,765 17,919 — 106,251 Total current assets — 4,567 92,910 21,344 — 118,821 Long-term accounts receivable — 1,725 83,993 13,168 — 98,886 Cemetery property and equipment — 930 420,077 34,589 — 455,596 Merchandise trusts — — — 507,079 — 507,079 Perpetual care trusts — — — 333,780 — 333,780 Deferred selling and obtaining costs — 5,668 91,252 19,970 — 116,890 Goodwill and intangible assets — — 72,963 62,911 — 135,874 Other assets — — 17,244 2,843 — 20,087 Investments in and amounts due from affiliates eliminated upon consolidation 258,417 182,060 557,455 — (997,932 ) — Total assets $ 258,417 $ 194,950 $ 1,335,894 $ 995,684 $ (997,932 ) $ 1,787,013 Liabilities and Equity Current liabilities $ — $ 320 $ 38,336 $ 237 $ — $ 38,893 Long-term debt, net of deferred financing costs 68,063 104,560 127,728 — — 300,351 Deferred revenues — 30,321 738,184 98,128 — 866,633 Perpetual care trust corpus — — — 333,780 — 333,780 Other long-term liabilities — — 45,802 11,200 — 57,002 Due to affiliates — — 172,623 581,427 (754,050 ) — Total liabilities 68,063 135,201 1,122,673 1,024,772 (754,050 ) 1,596,659 Partners’ capital 190,354 59,749 213,221 (29,088 ) (243,882 ) 190,354 Total liabilities and partners’ capital $ 258,417 $ 194,950 $ 1,335,894 $ 995,684 $ (997,932 ) $ 1,787,013 CONDENSED CONSOLIDATING STATEMENTS OF OPERATIONS (in thousands) Three Months Ended March 31, 2017 Parent Subsidiary Guarantor Non-Guarantor Eliminations Consolidated Total revenues $ — $ 2,045 $ 68,642 $ 14,942 $ (2,683 ) $ 82,946 Total costs and expenses — (3,404 ) (69,482 ) (13,792 ) 2,683 (83,995 ) Net loss from equity investment in subsidiaries (7,203 ) (8,214 ) — — 15,417 — Interest expense (1,358 ) (2,087 ) (3,036 ) (225 ) — (6,706 ) Net income (loss) before income taxes (8,561 ) (11,660 ) (3,876 ) 925 15,417 (7,755 ) Income tax benefit (expense) — — (806 ) — — (806 ) Net income (loss) $ (8,561 ) $ (11,660 ) $ (4,682 ) $ 925 $ 15,417 $ (8,561 ) Three Months Ended March 31, 2016 Parent Subsidiary Guarantor Non-Guarantor Eliminations Consolidated B B Total revenues $ — $ 1,269 $ 64,346 $ 14,921 $ (2,364 ) $ 78,172 Total costs and expenses — (2,526 ) (65,023 ) (12,448 ) 2,364 (77,633 ) Other income (loss) — — (882 ) — — (882 ) Net loss from equity investment in subsidiaries (5,035 ) (6,252 ) — — 11,287 — Interest expense (1,358 ) (2,087 ) (2,154 ) (191 ) — (5,790 ) Net income (loss) before income taxes (6,393 ) (9,596 ) (3,713 ) 2,282 11,287 (6,133 ) Income tax benefit (expense) — — (260 ) — — (260 ) Net income (loss) $ (6,393 ) $ (9,596 ) $ (3,973 ) $ 2,282 $ 11,287 $ (6,393 ) A. See Note 1 for a summary of those accounting adjustments and the impact on the unaudited condensed consolidated financial statements for the three months ended March 31, 2016. B. The Partnership incorrectly presented the accounts of certain cemeteries owned by other entities but which we operate under long-term lease, operating or management agreements, as guarantor subsidiaries instead of non-guarantor subsidiaries. The adjustments to correctly present these cemeteries as non-guarantor subsidiaries resulted in a $1.0 million increase in non-guarantor revenues and a $0.8 million increase in non-guarantor costs and expenses and corresponding reductions to guarantor revenues and costs and expenses. CONDENSED CONSOLIDATING STATEMENTS OF CASH FLOWS (in thousands) Three Months Ended March 31, 2017 Parent Subsidiary Guarantor Non-Guarantor Eliminations Consolidated Net cash provided by (used in) operating activities $ 11,887 $ 11 $ 15,826 $ (41 ) $ (15,332 ) $ 12,351 Cash Flows From Investing Activities: Cash paid for acquisitions and capital expenditures — (11 ) (1,293 ) (192 ) — (1,496 ) Net cash used in investing activities — (11 ) (1,293 ) (192 ) — (1,496 ) Cash Flows From Financing Activities: Cash distributions (11,887 ) — — — — (11,887 ) Payments to affiliates — — (15,332 ) — 15,332 — Net borrowings and repayments of debt — — 2,928 — — 2,928 Other financing activities — — (743 ) — — (743 ) Net cash provided by (used in) financing activities (11,887 ) — (13,147 ) — 15,332 (9,702 ) Net increase (decrease) in cash and cash equivalents — — 1,386 (233 ) — 1,153 Cash and cash equivalents - Beginning of period — — 9,145 3,425 — 12,570 Cash and cash equivalents - End of period $ — $ — $ 10,531 $ 3,192 $ — $ 13,723 Three Months Ended March 31, 2016 Parent Subsidiary Guarantor Non-Guarantor Eliminations Consolidated B B Net cash provided by (used in) operating activities $ 2,624 $ 5 $ 7,950 $ 724 $ (6,069 ) $ 5,234 Cash Flows From Investing Activities: Cash paid for acquisitions and capital expenditures, net of proceeds from asset sales — (5 ) (3,774 ) (643 ) — (4,422 ) Net cash used in investing activities — (5 ) (3,774 ) (643 ) — (4,422 ) Cash Flows From Financing Activities: Cash distributions (21,387 ) — — — — (21,387 ) Payments to affiliates — — (6,069 ) — 6,069 — Net borrowings and repayments of debt — — 145 — — 145 Proceeds from issuance of common units 18,763 — — — — 18,763 Net cash provided by (used in) financing activities (2,624 ) — (5,924 ) — 6,069 (2,479 ) Net increase (decrease) in cash and cash equivalents — — (1,748 ) 81 — (1,667 ) Cash and cash equivalents - Beginning of period — — 11,809 3,344 — 15,153 Cash and cash equivalents - End of period $ — $ — $ 10,061 $ 3,425 $ — $ 13,486 A. See Note 1 for a summary of those accounting adjustments and the impact on the unaudited condensed consolidated financial statements for the three months ended March 31, 2016. B. The Partnership incorrectly presented the accounts of certain cemeteries owned by other entities but which we operate under long-term lease, operating or management agreements, as guarantor subsidiaries instead of non-guarantor subsidiaries. The adjustments to correctly present these cemeteries as non-guarantor subsidiaries resulted in a $0.2 million decrease in non-guarantor cash provided by operating activities, with a corresponding increase in guarantor cash provided by operating activities. |