Document and Entity Information
Document and Entity Information - shares | 6 Months Ended | |
Jun. 30, 2020 | Aug. 11, 2020 | |
Cover [Abstract] | ||
Document Type | 10-Q | |
Amendment Flag | false | |
Document Period End Date | Jun. 30, 2020 | |
Entity Registrant Name | STONEMOR INC. | |
Entity Central Index Key | 0001753886 | |
Trading Symbol | STON | |
Current Fiscal Year End Date | --12-31 | |
Document Fiscal Year Focus | 2020 | |
Document Fiscal Period Focus | Q2 | |
Entity Filer Category | Non-accelerated Filer | |
Entity Small Business | true | |
Entity Emerging Growth Company | false | |
Entity Common Stock, Shares Outstanding | 117,824,266 | |
Entity Current Reporting Status | Yes | |
Entity Shell Company | false | |
Entity File Number | 001-39172 | |
Entity Tax Identification Number | 80-0103152 | |
Entity Address, Address Line One | 3600 Horizon Boulevard | |
Entity Address, City or Town | Trevose | |
Entity Address, State or Province | PA | |
Entity Address, Postal Zip Code | 19053 | |
City Area Code | 215 | |
Local Phone Number | 826-2800 | |
Entity Interactive Data Current | Yes | |
Title of 12(b) Security | Common Stock, $0.01 par value per share | |
Security Exchange Name | NYSE | |
Entity Incorporation, State or Country Code | DE | |
Document Quarterly Report | true | |
Document Transition Report | false |
CONDENSED CONSOLIDATED BALANCE
CONDENSED CONSOLIDATED BALANCE SHEETS (UNAUDITED) - USD ($) $ in Thousands | Jun. 30, 2020 | Dec. 31, 2019 |
Current assets: | ||
Cash and cash equivalents, excluding restricted cash | $ 42,862 | $ 34,867 |
Restricted cash | 20,698 | 21,900 |
Accounts receivable, net of allowance | 55,963 | 55,794 |
Prepaid expenses | 4,630 | 4,778 |
Assets held for sale | 31,751 | 23,858 |
Other current assets | 13,877 | 17,142 |
Total current assets | 169,781 | 158,339 |
Long-term accounts receivable, net of allowance | 73,106 | 75,549 |
Cemetery property | 303,502 | 320,605 |
Property and equipment, net of accumulated depreciation | 91,892 | 103,400 |
Merchandise trusts, restricted, at fair value | 472,500 | 517,192 |
Perpetual care trusts, restricted, at fair value | 298,221 | 343,619 |
Deferred selling and obtaining costs | 115,401 | 114,944 |
Deferred tax assets | 29 | 81 |
Intangible assets | 55,652 | 56,246 |
Other assets | 25,966 | 29,393 |
Total assets | 1,606,050 | 1,719,368 |
Current liabilities: | ||
Accounts payable and accrued liabilities | 49,624 | 55,134 |
Liabilities held for sale | 24,274 | 20,668 |
Accrued interest | 111 | 125 |
Current portion, long-term debt | 1,291 | 374 |
Total current liabilities | 75,300 | 76,301 |
Long-term debt, net of deferred financing costs | 322,038 | 367,963 |
Deferred revenues | 910,870 | 949,375 |
Deferred tax liabilities | 32,220 | 34,613 |
Perpetual care trust corpus | 298,221 | 343,619 |
Other long-term liabilities | 47,110 | 49,987 |
Total liabilities | 1,685,759 | 1,821,858 |
Commitments and contingencies | ||
Owners' equity: | ||
Common stock, par value $0.01 per share, 200,000,000 shares authorized, 117,794,520 and 94,447,356 shares issued and outstanding, respectively | 1,177 | 944 |
Paid-in capital in excess of par value | (85,975) | (103,434) |
Retained earnings | 5,089 | |
Total owners' equity | (79,709) | (102,490) |
Total liabilities and owners' equity | $ 1,606,050 | $ 1,719,368 |
CONDENSED CONSOLIDATED BALANC_2
CONDENSED CONSOLIDATED BALANCE SHEETS (UNAUDITED) (Parenthetical) - $ / shares | Jun. 30, 2020 | Dec. 31, 2019 |
Statement Of Financial Position [Abstract] | ||
Common stock, par value | $ 0.01 | $ 0.01 |
Common stock, shares authorized | 200,000,000 | 200,000,000 |
Common stock, shares issued | 117,794,520 | 94,447,356 |
Common stock, shares outstanding | 117,794,520 | 94,447,356 |
CONDENSED CONSOLIDATED STATEMEN
CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS (UNAUDITED) - USD ($) shares in Thousands, $ in Thousands | 3 Months Ended | 6 Months Ended | |||
Jun. 30, 2020 | Jun. 30, 2019 | Jun. 30, 2020 | Jun. 30, 2019 | ||
Revenues: | |||||
Revenues | $ 70,707 | $ 78,495 | $ 141,952 | $ 149,964 | |
Costs and Expenses: | |||||
Cost of goods sold | 9,562 | 10,843 | 19,487 | 20,586 | |
Cemetery expense | 17,907 | 21,636 | 35,755 | 38,883 | |
Selling expense | 12,609 | 15,497 | 25,658 | 30,230 | |
General and administrative expense | 9,795 | 10,958 | 20,111 | 22,397 | |
Corporate overhead | 8,756 | 13,137 | 17,257 | 26,550 | |
Depreciation and amortization | 2,334 | 2,716 | 4,793 | 5,473 | |
Total costs and expenses | 70,883 | 85,254 | 143,639 | 166,086 | |
Gain on sale of businesses | 7,034 | 31,120 | |||
Other losses | (2,169) | (3,429) | (2,169) | (3,429) | |
Operating income (loss) | 4,689 | (10,188) | 27,264 | (19,551) | |
Interest expense | (12,095) | (9,346) | (24,379) | (22,517) | |
Loss on debt extinguishment | (8,478) | (8,478) | |||
(Loss) income from operations before income taxes | (7,406) | (28,012) | 2,885 | (50,546) | |
Income tax benefit (expense) | 3,492 | (6,386) | 2,204 | (6,386) | |
Net (loss) income | $ (3,914) | $ (34,398) | $ 5,089 | $ (56,932) | |
Net (loss) income per common share (basic) | [1] | $ (0.04) | $ (0.87) | $ 0.05 | $ (1.46) |
Net (loss) income per common share (diluted) | [1] | $ (0.04) | $ (0.87) | $ 0.05 | $ (1.46) |
Weighted average number of common shares outstanding - basic | [2] | 97,572 | 39,329 | 96,022 | 39,115 |
Weighted average number of common shares outstanding - diluted | [2] | 97,572 | 39,329 | 96,022 | 39,115 |
Cemetery | |||||
Revenues: | |||||
Revenues | $ 58,932 | $ 65,628 | $ 116,998 | $ 123,538 | |
Costs and Expenses: | |||||
Depreciation and amortization | 1,619 | 1,920 | 3,323 | 3,882 | |
Operating costs and expenses | 49,873 | 58,934 | 101,011 | 112,096 | |
Cemetery | Interments | |||||
Revenues: | |||||
Revenues | 17,392 | 20,995 | 33,346 | 36,939 | |
Cemetery | Merchandise | |||||
Revenues: | |||||
Revenues | 15,073 | 17,315 | 30,239 | 33,856 | |
Cemetery | Services | |||||
Revenues: | |||||
Revenues | 16,928 | 17,365 | 32,488 | 33,332 | |
Cemetery | Investment and other | |||||
Revenues: | |||||
Revenues | 9,539 | 9,953 | 20,925 | 19,411 | |
Funeral Home | |||||
Revenues: | |||||
Revenues | 11,775 | 12,867 | 24,954 | 26,426 | |
Costs and Expenses: | |||||
Depreciation and amortization | 489 | 598 | 1,028 | 1,186 | |
Operating costs and expenses | 9,920 | 10,467 | 20,578 | 21,967 | |
Funeral Home | Merchandise | |||||
Revenues: | |||||
Revenues | 5,609 | 6,073 | 12,177 | 12,348 | |
Costs and Expenses: | |||||
Operating costs and expenses | 1,538 | 1,014 | 3,314 | 3,331 | |
Funeral Home | Services | |||||
Revenues: | |||||
Revenues | 6,166 | 6,794 | 12,777 | 14,078 | |
Costs and Expenses: | |||||
Operating costs and expenses | 5,297 | 5,459 | 10,694 | 11,012 | |
Funeral Home | Investment and other | |||||
Costs and Expenses: | |||||
Operating costs and expenses | $ 3,085 | $ 3,994 | $ 6,570 | $ 7,624 | |
[1] | For the three and six months ended June 30, 2020, represents net (loss) income divided by weighted average number of common shares outstanding and for the three and six months ended June 30, 2019, represents net loss divided by weighted average number of common limited partner units outstanding. | ||||
[2] | For the three and six months ended June 30, 2020, represents weighted average number of common shares outstanding and for the three and six months ended June 30, 2019, represents weighted average number of common limited partner units outstanding. |
CONDENSED CONSOLIDATED STATEM_2
CONDENSED CONSOLIDATED STATEMENTS OF PREFERRED UNITS AND PARTNERS EARNINGS (DEFICIT) (UNAUDITED) - USD ($) $ in Thousands | 3 Months Ended | 6 Months Ended | ||||
Jun. 30, 2020 | Mar. 31, 2020 | Jun. 30, 2019 | Mar. 31, 2019 | Jun. 30, 2020 | Jun. 30, 2019 | |
Beginning Balance | $ (93,112) | $ (102,490) | $ (102,490) | |||
Beginning Balance | $ (28,835) | $ (6,578) | $ (6,578) | |||
Issuance of Series A Preferred Stock/Units | 8,800 | 57,500 | ||||
Issuance of Common Stock | 8,200 | |||||
Common stock awards under incentive plans | 317 | 375 | ||||
Common unit awards under incentive plans | 2,289 | 277 | ||||
Net income (loss) | (3,914) | 9,003 | (34,398) | (22,534) | 5,089 | (56,932) |
Ending Balance | $ (79,709) | (93,112) | (79,709) | |||
Ending Balance | (3,444) | $ (28,835) | (3,444) | |||
Redeemable Convertible Preferred Unit | ||||||
Issuance of Series A Preferred Stock/Units | $ 57,500 | |||||
Issuance of Series A Preferred Stock\units (in shares\units) | 52,083,333 | |||||
Ending Balance | $ 57,500 | $ 57,500 | ||||
Ending Balance (in units) | 52,083,333 | 52,083,333 | ||||
Outstanding Common Units | ||||||
Beginning Balance (in units) | 38,260,471 | 37,958,645 | 37,958,645 | |||
Common unit awards under incentive plans (in units) | 1,273,376 | 301,826 | ||||
Ending Balance (in units) | 39,533,847 | 38,260,471 | 39,533,847 | |||
Common Limited Partners | ||||||
Beginning Balance | $ (24,593) | $ (2,570) | $ (2,570) | |||
Common unit awards under incentive plans | 2,287 | 277 | ||||
Net income (loss) | (34,041) | (22,300) | ||||
Ending Balance | (56,347) | (24,593) | (56,347) | |||
General Partner | ||||||
Beginning Balance | (4,242) | (4,008) | (4,008) | |||
Common unit awards under incentive plans | 2 | |||||
Net income (loss) | (357) | (234) | ||||
Ending Balance | $ (4,597) | $ (4,242) | $ (4,597) | |||
Series A Preferred Stock | ||||||
Issuance of Series A Preferred Stock\units (in shares\units) | 176 | |||||
Exchange of Series A Preferred Stock for Common Stock (in shares) | (176) | |||||
Common Stock | ||||||
Beginning Balance | $ 944 | $ 944 | $ 944 | |||
Beginning Balance (in shares) | 94,477,102 | 94,447,356 | 94,447,356 | |||
Exchange of Series A Preferred Stock for Common Stock | $ 121 | |||||
Exchange of Series A Preferred Stock for Common Stock (in shares) | 12,054,795 | |||||
Issuance of Common Stock | $ 112 | |||||
Issuance of Common Stock (in shares) | 11,232,877 | |||||
Common stock awards under incentive plans (in shares) | 29,746 | 29,746 | ||||
Ending Balance | $ 1,177 | $ 944 | $ 1,177 | |||
Ending Balance (in shares) | 117,794,520 | 94,477,102 | 117,794,520 | |||
Paid-in Capital in Excess of Par Value | ||||||
Beginning Balance | $ (103,059) | $ (103,434) | $ (103,434) | |||
Issuance of Series A Preferred Stock/Units | 8,800 | |||||
Exchange of Series A Preferred Stock for Common Stock | (121) | |||||
Issuance of Common Stock | 8,088 | |||||
Common stock awards under incentive plans | 317 | 375 | ||||
Ending Balance | (85,975) | (103,059) | (85,975) | |||
Retained Earnings | ||||||
Beginning Balance | 9,003 | |||||
Net income (loss) | (3,914) | 9,003 | ||||
Ending Balance | $ 5,089 | $ 9,003 | $ 5,089 |
CONDENSED CONSOLIDATED STATEM_3
CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS (UNAUDITED) - USD ($) $ in Thousands | 6 Months Ended | |
Jun. 30, 2020 | Jun. 30, 2019 | |
Cash Flows From Operating Activities: | ||
Net income (loss) | $ 5,089 | $ (56,932) |
Adjustments to reconcile net income (loss) to net cash used in operating activities: | ||
Cost of lots sold | 2,843 | 3,718 |
Depreciation and amortization | 4,793 | 5,473 |
Provision for bad debt | 3,807 | 4,219 |
Non-cash compensation expense | 727 | 2,566 |
Loss on debt extinguishment | 8,478 | |
Non-cash interest expense | 10,506 | 6,684 |
Gain on sale of businesses | (31,120) | |
Other losses, net | 2,169 | 3,433 |
Changes in assets and liabilities: | ||
Accounts receivable, net of allowance | (8,234) | (8,611) |
Merchandise trust fund | (2,242) | (9,482) |
Other assets | 4,746 | (4,522) |
Deferred selling and obtaining costs | (2,968) | (1,165) |
Deferred revenues | 19,663 | 15,126 |
Deferred taxes, net | (2,340) | 6,227 |
Payables and other liabilities | (6,238) | (6,784) |
Net cash provided by (used in) operating activities | 1,201 | (31,572) |
Cash Flows From Investing Activities: | ||
Cash paid for capital expenditures | (3,791) | (4,838) |
Proceeds from divestitures | 48,336 | 1,250 |
Net cash provided by (used in) investing activities | 44,545 | (3,588) |
Cash Flows From Financing Activities: | ||
Proceeds from issuance of Series A Preferred Stock | 8,800 | |
Proceeds from issuance of Common Stock | 8,200 | |
Proceeds from issuance of redeemable convertible preferred units, net | 57,500 | |
Proceeds from borrowings | 2,639 | 406,087 |
Repayments of debt | (53,572) | (366,470) |
Principal payment on finance leases | (749) | (713) |
Cost of financing activities | (4,236) | (17,437) |
Shares repurchased related to share-based compensation | (35) | |
Net cash (used in) provided by financing activities | (38,953) | 78,967 |
Net increase in cash, cash equivalents and restricted cash | 6,793 | 43,807 |
Cash, cash equivalents and restricted cash—Beginning of period | 56,767 | 18,147 |
Cash, cash equivalents and restricted cash—End of period | 63,560 | 61,954 |
Supplemental disclosure of cash flow information: | ||
Cash paid during the period for interest | 13,675 | 16,981 |
Cash paid during the period for income taxes | 1,402 | |
Cash paid for amounts included in the measurement of lease liabilities: | ||
Operating cash flows from operating leases | 1,611 | 1,858 |
Operating cash flows from finance leases | 225 | 238 |
Financing cash flows from finance leases | 749 | 713 |
Non-cash investing and financing activities: | ||
Acquisition of assets by financing | 1,731 | |
Net transfers within assets held for sale | 80,781 | $ (408) |
Accrued paid-in-kind interest on Senior Secured Notes | $ 7,077 |
GENERAL
GENERAL | 6 Months Ended |
Jun. 30, 2020 | |
Organization Consolidation And Presentation Of Financial Statements [Abstract] | |
GENERAL | 1. GENERAL Effective as of December 31, 2019, pursuant to that certain Merger and Reorganization Agreement (as amended, the “Merger Agreement”) by and among StoneMor GP LLC (“StoneMor GP”), a Delaware limited liability company and the general partner of StoneMor Partners L.P. (the “Partnership”), the Partnership, StoneMor GP Holdings LLC, a Delaware limited liability company and formerly the sole member of GP (“GP Holdings”) and Hans Merger Sub, LLC, a Delaware limited liability company and wholly-owned subsidiary of GP (“Merger Sub”), GP converted from a Delaware limited liability company into a Delaware corporation named StoneMor Inc. (the “Company”) and Merger Sub was merged with and into the Partnership (the “Merger”). The Company is the successor registrant to the Partnership pursuant to Rule 405 under the Securities Act of 1933, as amended (the “Securities Act”) and Rule 12g-3 under the Securities Exchange Act of 1934, as amended (the “Exchange Act”). As used in this Quarterly Report on Form 10-Q (the “Quarterly Report”), unless the context otherwise requires, references to the terms the “Company,” “StoneMor,” “we,” “us,” and “our” refer to StoneMor Inc. and its consolidated subsidiaries for all periods from and after the Merger and to StoneMor Partners L.P. and its consolidated subsidiaries for all periods prior to the Merger. Nature of Operations The Company is a provider of funeral and cemetery products and services in the death care industry in the United States. As of June 30, 2020, the Company operated 318 cemeteries in 27 states and Puerto Rico, of which 288 were owned and 30 were operated under lease, management or operating agreements. The Company also owned and operated 87 funeral homes, including 40 located on the grounds of cemetery properties that the Company owned, in 17 states and Puerto Rico. The Company’s cemeteries provide cemetery property interment rights, such as burial lots, lawn and mausoleum crypts, and cremation niches. Cemetery merchandise is comprised of burial vaults, caskets, grave markers and memorials. Cemetery services include the installation of this merchandise and other service items. The Company sells these products and services both at the time of death, which is referred to as at-need, and prior to the time of death, which is referred to as pre-need. The Company’s funeral home services include family consultation, the removal and preparation of remains, insurance products and the use of funeral home facilities for visitation and memorial services. C-Corporation Conversion On December 31, 2019, pursuant to the terms of the Merger Agreement, the Company completed the following series of reorganization transactions (which the Company sometimes refer to collectively as the “C-Corporation Conversion”): • GP Holdings contributed its entire equity interest in the Partnership to StoneMor GP and, in exchange, ultimately received an aggregate of 5,099,969 shares of the Company’s common stock; • StoneMor GP contributed the common units in the Partnership it received from GP Holdings to StoneMor LP Holdings, LLC (“LP Sub”), a Delaware limited liability company and wholly-owned subsidiary of StoneMor GP; • Merger Sub merged with and into the Partnership, with the Partnership surviving as a Delaware limited partnership, and pursuant to which each outstanding Series A Convertible Preferred Unit (defined within) and Common Unit (defined within) (other than the common units held by LP Sub) was converted into the right to receive one share of the Company’s common stock; and • StoneMor GP converted from a Delaware limited liability company to a Delaware corporation called StoneMor Inc. As a result of the C-Corporation Conversion, the Company remains the general partner of the Partnership and LP Sub is the sole limited partner of the Partnership such that, directly or indirectly, the Company owns 100% of the interests in the Partnership. The C-Corporation Conversion represented a transaction between entities under common control and was accounted for similarly to pooling of interests in a business combination. The common stock of the Company issued to the holders of the common units and preferred units of the Partnership and to GP Holdings for its general partner interest in the Partnership was recognized by the Company at the carrying value of the equity interests in the Partnership. In addition, the Company became the successor and the Partnership the predecessor for the purposes of financial reporting. Basis of Presentation and Principles of Consolidation The accompanying condensed consolidated financial statements, which are unaudited, have been prepared in accordance with the requirements of the Quarterly Report on Form 10-Q and Generally Accepted Accounting Principles (“GAAP”) for interim reporting. They do not include all disclosures normally made in financial statements contained in Annual Reports on Form 10-K. In management’s opinion, all adjustments necessary for a fair presentation of the Company’s financial position, results of operations and cash flows for the periods disclosed have been made. The balance sheet at December 31, 2019 has been derived from the audited consolidated financial statement as of December 31, 2019, as presented in the Company’s Annual Report on Form 10-K for the year ended December 31, 2019, which was filed with The unaudited condensed consolidated financial statements include the accounts of each of the Company’s 100% owned subsidiaries. These statements also include the accounts of the merchandise and perpetual care trusts in which the Company has a variable interest and is the primary beneficiary. The Company operates 30 cemeteries under long-term leases, operating agreements and management agreements. The operations of 16 of these managed cemeteries have been consolidated. The Company operates 14 cemeteries under long-term leases and other agreements that do not qualify as acquisitions for accounting purposes. As a result, the Company did not consolidate all of the existing assets and liabilities related to these cemeteries. The Company has consolidated the existing assets and liabilities of the merchandise and perpetual care trusts associated with these cemeteries as variable interest entities, since the Company controls and receives the benefits and absorbs any losses from operating these trusts. Under the long-term leases, and other agreements associated with these properties, which are subject to certain termination provisions, the Company is the exclusive operator of these cemeteries and earns revenues related to sales of merchandise, services and interment rights and incurs expenses related to such sales, including the maintenance and upkeep of these cemeteries. Upon termination of these agreements, the Company will retain all of the benefits and related contractual obligations incurred from sales generated during the agreement period. The Company has also recognized the existing customer contract-related performance obligations that it assumed as part of these agreements. COVID-19 and Business Interruption The outbreak of COVID-19, which has reached pandemic proportions (“COVID-19 Pandemic”), poses a significant threat to the health and economic wellbeing of the Company’s employees, customers and vendors. The Company’s operations have been deemed essential by the state and local governments in which it operates, with the exception of Puerto Rico, and the Company is actively working with federal, state and local government officials to ensure that it continues to satisfy their requirements for offering the Company’s essential services. The operation of all of the Company’s facilities is critically dependent on the Company’s employees who staff these locations. To ensure the wellbeing of the Company’s employees and their families, the Company provided every employee of the Company with detailed health and safety literature on COVID-19, such as the Centers for Disease Control and Prevention (the “CDC”)’s industry-specific guidelines for working with the deceased who were or may have been infected with COVID-19. In addition, the Company’s procurement and safety teams have updated and developed new safety-oriented guidelines to support daily field operations and continue to provide personal protection equipment to those employees whose positions necessitate it. The Company implemented work from home policies at the Company’s corporate office consistent with the CDC’s guidance to reduce the risks of exposure to COVID-19 while still supporting the families that we serve. The Company has not experienced any significant disruptions to its business as a result of the work from home policies in its corporate office. The Company’s marketing and sales team quickly responded to the sales challenges presented by the COVID-19 Pandemic by implementing virtual meeting options using a variety of web-based tools to ensure that the Company’s sales personnel can continue to connect with and meet the needs of the Company’s customers in a safe, effective and productive manner. Some of the Company’s locations are providing live video streaming of their funeral and burial services to customers or providing other alternatives that respect social distancing, so that family and friends can connect during their time of grief. Like most businesses world-wide, the COVID-19 Pandemic has impacted the Company financially. During the last two weeks of the first quarter and into beginning of the second quarter, the Company saw its pre-need sales and at-need sales activity decline as Americans practiced social distancing and crowd size restrictions were put in place. However, during the last two months of the second quarter, the Company experienced at-need sales growth. While the Company expects that its pre-need sales could continue to be challenged during the continued COVID-19 Pandemic, the Company believes the implementation of its virtual meeting tools is one of several key steps to mitigate this disruption. In addition, throughout this disruption the Company’s cemeteries and funeral homes have largely remained open and available to serve its families in all the locations in which it operates to the extent permitted by local authorities, with the exception of Puerto Rico, and the Company expects that this will continue. The Company expects the COVID-19 Pandemic could have an adverse effect on its future results of operations and cash flows, however the Company cannot presently predict, with certainty, the scope and severity of that impact. On May 5, 2020, the Company’s Board of Directors, at the recommendation of its Compensation, Nominating and Governance Committee (the “CNG Committee”), approved certain voluntary temporary reductions in base salaries implemented by the Company’s senior management as part of measures being taken to reduce expenses given the uncertainty regarding the extent and potential duration of the COVID-19 pandemic and its impact on the Company’s financial condition. These voluntary base salary reductions, which began on April 20, 2020 and continued for ten weeks, did not modify other rights under any agreements or employee benefits that are determined by reference to base salary and did not give rise to any “good reason” resignation rights or any breach under the affected employees’ applicable arrangements with the Company. At the CNG Committee’s recommendation, the Board also approved reductions of 50% of the quarterly retainer fee and additional Board committee chair fees payable to non-employee directors for a ten-week period of the third quarter of 2020. Axar Proposal On May 27, 2020, the Company announced that it had received an unsolicited proposal letter (the “Proposal”), dated May 24, 2020, from proposing to acquire all of the outstanding shares of common stock of the Company not owned by Axar or its affiliates for $0.67 per share in cash, subject to certain conditions. Axar currently owns approximately 62% of the Company’s outstanding common stock. According to the Proposal, the proposed transaction would not be contingent on any financing and would be funded with equity from Axar and its affiliates. The Proposal states that the proposed transaction would be conditioned upon, among other things, the negotiation and execution of mutually satisfactory definitive agreements, which Axar proposed would contain terms customary for a transaction of this type, in addition to a closing condition that the approval of holders of a majority of the outstanding shares not owned by Axar or its affiliates be obtained. On May 26, 2020, the Company’s Board of Directors formed a special committee (the “Special Committee”) consisting of independent directors to consider and evaluate the transaction contemplated by the Proposal. The Special Committee has retained independent legal and financial advisors to assist in its review and evaluation of the proposed transaction and has been authorized by the Board to reject the proposed transaction or to recommend that the Board of Directors approve the terms of the proposed transaction. On June 16, 2020, the Company announced that the Special Committee sent a letter to Axar informing it that, after reviewing the Proposal, it had rejected the price proposed by Axar as inadequate. The Special Committee also informed Axar that it would be open to engaging in further discussions. See Note 19 Subsequent Events for further details on related events subsequent to June 30, 2020. Strategic Partnership Agreement On April 2, 2020, the Company entered into two multi-year Master Services Agreements (the “MSAs”) with Moon Landscaping, Inc. and its affiliate, Rickert Landscaping, Inc. (collectively “Moon”), which are being implemented in a phased approach. Under the terms of the MSAs, Moon agreed to provide all grounds and maintenance services at most of the funeral homes, cemeteries and other properties the Company owns or manages including, but not limited to, landscaping, openings and closings, burials, installations, routine maintenance and janitorial services. Moon also agreed to hire all of the Company’s grounds and maintenance employees at the serviced locations upon transition and perform all functions handled by those employees. The Company agreed to pay a total of approximately $241.0 million over the term of the contracts, which run through December 31, 2024, based upon an initial annual cost of $49.0 million and annual increases of 2%. The first year cost will be prorated based upon exact implementation and roll-out schedule for each location. As part of the MSAs, the Company agreed to sublease to Moon the landscaping and maintenance equipment that it leases and to lease the landscaping and maintenance equipment to Moon that it owns for the duration of the agreements. The Company agreed to transfer title to any such equipment it owns at the end of the term to Moon, in each case without any additional payment by Moon. As of June 30, 2020, the net book value of the equipment the Company was leasing to Moon was approximately $5.5 million . Each party has the right to terminate the MSAs at any time on six months’ prior written notice, provided that if the Company terminates the MSAs without cause, it will be obligated to pay Moon an equipment credit fee in the amount of $1.0 million for each year remaining in the term, prorated for the portion of the year in which any such termination occurs. Amendments to Indenture and Capital Raise On April 1, 2020, the Partnership and CFS West Virginia (collectively, the “Issuers”) and Wilmington Trust, National Association, as trustee, entered into the Third Supplemental Indenture (the “Supplemental Indenture”) to the Indenture. Pursuant to the terms of the Supplemental Indenture, the following financial covenants were amended: • The Interest Coverage Ratio measurements at March 31, June 30 and September 30, 2020 were eliminated and replaced with a Minimum Operating Cash Flow covenant of $(25.0 million), $(35.0 million) and $(35.0 million), respectively; • The required Interest Coverage Ratios at December 31, 2020, March 31, 2021 and June 30, 2021 were reduced to 0.00x, 0.75x and 1.10x, respectively, from 1.15x, 1.25x and 1.30x; and • The Asset Coverage tests at March 31, June 30, September 30 and December 31, 2020 were reduced to 1.40x from 1.60x. In addition, the premium payable upon voluntary redemption of the 9.875 The Issuers also agreed in the Supplemental Indenture to use their best efforts to cause the Company to effectuate a rights offering on the terms described below as promptly as practicable with an expiration date no later than July 24, 2020 and to receive proceeds of not less than $8.2 million therefrom (in addition to the $8.8 million capital raise described below). Concurrently with the execution of the Supplemental Indenture, the Company entered into a letter agreement (the “Axar Commitment”) with Axar pursuant to which Axar committed to (a) purchase shares of our Series A Preferred Stock with an aggregate purchase price of $8.8 million on April 3, 2020, (b) exercise its basic rights in the rights offering by tendering the shares of Series A Preferred Stock so purchased for shares of Common Stock and (c) purchasing any shares offered in the rights offering for which other stockholders do not exercise their rights, up to a maximum of an additional $8.2 million of such shares. The Company did not pay Axar any commitment, backstop or other fees in connection with the Axar Commitment. On April 3, 2020, as contemplated by the Axar Commitment, the Company and Axar CL SPV LLC, Star V Partners LLC and Blackwell Partners LLC –Series E. (the “2020 Purchasers”) entered into a Series A Preferred Stock Purchase Agreement (the “2020 Preferred Purchase Agreement”) pursuant to which the Company sold 176 shares of its Series A Preferred Stock, par value $0.01 per share (the “Preferred Shares”), for a cash price of $50,000 per share, an aggregate of $8.8 million. The Company offered and sold the Preferred Shares in reliance upon the exemption from the registration requirements of the Securities Act pursuant to Section 4(a)(2) thereof. The Company relied on this exemption from registration based in part on representations made by the 2020 Purchasers in the 2020 Preferred Purchase Agreement. Under the terms of the Supplemental Indenture and the Axar Commitment, the Company agreed to undertake an offering to holders of its Common Stock of transferable rights to purchase their pro rata share of shares of Common Stock with an aggregate exercise price of at least $17.0 million at a price of $0.73 per share. The rights offering period, during which the rights will be transferable, will be no less than 20 calendar days and no more than 45 calendar days. The Company agreed to use its best efforts to complete the rights offering with an expiration date no later than July 24, 2020. On May 27 2020, the Company entered into a Common Stock Purchase Agreement (the “Common Stock Purchase Agreement”) with Axar, the accounts managed by Axar set forth on Schedule B thereto and one or more accounts managed by Axar to be designated by it (collectively, the “Purchasers”) pursuant to which the Company agreed to sell an aggregate of 23,287,672 shares of its Common Stock, par value $0.01 per share to the Purchasers at a price of $0.73 per share, an aggregate of $17.0 million. Because the Company’s common stock had been trading at a price less than the $0.73 subscription price for the rights offering described above, the Company’s Board of Directors determined and Axar agreed in the Common Stock Purchase Agreement to amend the Axar Commitment to provide for a direct purchase of the 23,287,672 shares of common stock and avoid the expense of proceeding with the rights offering while obtaining the same per share and aggregate purchase price contemplated by the Axar Commitment. On June 19, 2020, the Company completed the sale of the aggregate of 23,287,672 shares of its Common Stock (the “New Common Shares”) as contemplated by the Common Stock Purchase Agreement. The Company issued and sold to the Purchasers, and the Purchasers acquired and purchased from the Company, (a) 12,054,795 New Common Shares in exchange for the surrender of 176 shares of Preferred Shares of the Company purchased on April 3, 2020, with a stated value of $8.8 million (an exchange ratio of 68,493.15 New Common Shares for each share of Series A Preferred Stock surrendered), and (b) 11,232,877 New Common Shares for a cash purchase price of $0.73 per share, an aggregate of $8.2 million. The Company offered and sold the New Common Shares in reliance upon the exemption from the registration requirements of the Securities Act pursuant to Section 4(a)(2) thereof. The Company relied on this exemption from registration based in part on representations made by the Purchasers in the Purchase Agreement. Sources and Uses of Liquidity The Company’s primary sources of liquidity are cash generated from operations and proceeds from asset sales. The Company’s primary cash requirements, in addition to normal operating expenses, are for capital expenditures, net contributions to the merchandise and perpetual care trust funds and debt service. In general, as part of its operating strategy, the Company expects to fund: • working capital deficits through available cash, cash generated from operations, proceeds from asset sales and proceeds from equity offerings; • expansion capital expenditures, net contributions to the merchandise and perpetual care trust funds and debt service obligations through available cash, cash generated from operations or proceeds from asset sales. Amounts contributed to the merchandise trust funds will be withdrawn at the time of the delivery of the product or service sold to which the contribution related (see "Summary of Significant Accounting Policies" section below regarding revenue recognition), which will reduce the amount of additional borrowings or asset sales needed; and • any maintenance capital expenditures through available cash and cash flows from operating activities. While the Company relies heavily on its available cash and cash flows from operating activities to execute its operational strategy and meet its financial commitments and other short-term financial needs, the Company cannot be certain that sufficient capital will be generated through operations or be available to the Company to the extent required and on acceptable terms. The Company has experienced negative financial trends, including use of cash in operating activities, which, when considered in the aggregate, could raise substantial doubt about the Company’s ability to continue as a going concern. These negative financial trends include: • the Company has incurred net losses for the past several years and generated negative cash flow from operating activities for the year ended December 31, 2019 and the three months ended March 31, 2020, due to an increased competitive environment and increases in professional fees and compliance costs; and • a decline in billings coupled with the increase in professional, compliance and consulting expenses that tightened the Company's liquidity position and increased reliance on long-term financial obligations. During 2019 and 2020, the Company implemented (and will continue to implement) various actions to improve profitability and cash flows to fund operations. A summary of these actions is as follows: • sold an aggregate of 52,083,333 Preferred Units for an aggregate purchase price of $57.5 million and completed a private placement of $385.0 million of the Senior Secured Notes in June 2019. The net proceeds of both transactions were used to fully repay the then-outstanding 7.875% senior notes due in June 2021 (the “Senior Notes”) and retire the Company’s revolving credit facility that was due in May 2020; • manage recurring operating expenses, seek to limit non-recurring operating expenses and implement cost reduction initiatives to minimize the impact of the COVID-19 Pandemic on the Company; • identify and complete sales of select assets to de-leverage the balance sheet; and • raised $17.0 million in equity capital from the sale of 176 Preferred Shares and the subsequent exchange of such Preferred Shares for 12,054,795 shares of its Common Stock and the sale of an additional 11,232,877 shares of its Common Stock. In addition, there is no certainty that the Company's actual operating performance and cash flows will not be substantially different from forecasted results or that the Company will not need amendments to the Indenture in the future or that any such amendments will be available on terms acceptable to the Company or at all. Factors that could impact the significant assumptions used by the Company in assessing its ability to satisfy its financial covenants include the following: • operating performance not meeting reasonably expected forecasts, including the effects of the COVID-19 Pandemic on the Company’s operations; • failing to generate profitable sales; • investments in the Company's trust funds experiencing significant declines due to factors outside its control; • being unable to compete successfully with other cemeteries and funeral homes in the Company's markets; • the number of deaths in the Company's markets declining; and • an adverse change in the mix of funeral and cemetery revenues between burials and cremations. If the Company's planned, implemented and not yet implemented actions are not successful in generating sustainable cash savings for the Company, or the Company fails to improve its operating performance and cash flows or the Company is not able to comply with the covenants under the Indenture, the Company may be forced to limit its business activities, limit its ability to implement further modifications to its operations or limit the effectiveness of some actions that are included in its forecasts, amend its Indenture and/or seek other sources of capital, and the Company may be unable to continue as a going concern. Additionally, a failure to generate additional liquidity could negatively impact the Company's access to inventory or services that are important to the operation of the Company's business. Any of these events may have a material adverse effect on the Company's results of operations and financial condition, and limit the Company’s ability to continue as a going concern. Based on the Company's forecasted operating performance, planned actions to improve the Company’s profitability and cash flows, the execution of the Supplemental Indenture and the Axar Commitment and the completion of the transactions contemplated thereby, including the receipt of $17.0 million in gross proceeds, together with plans to file its financial statements on a timely basis consistent with the debt covenants and commitment to filing its periodic reports on a timely basis consistent with the debt covenants, the Company does not believe it is probable that it will breach the covenants under the Indenture or be unable to continue as a going concern for the next twelve-month period. As such, the unaudited condensed consolidated financial statements for the three and six months ended June 30, 2020 were prepared on the basis of a going concern, which contemplates that the Company will be able to realize assets and discharge liabilities in the normal course of business. Accordingly, they do not give effect to adjustments, if any, that would be necessary should the Company be required to liquidate its assets. NYSE Delisting Notification On April 14, 2020, the Company received notice from the New York Stock Exchange (the “NYSE”) stating that upon its review of the Company’s financial condition, the NYSE has concluded that the Company is not in compliance with the NYSE’s continued listing requirements (the “NYSE Notification”), since as of April 13, 2020, the 30-trading day average closing price of the Company’s Common Stock had fallen below $1.00 per share over a consecutive 30 trading-day period, which is the minimum average share price for continued listing on the NYSE under Rule 802.01C of the NYSE Listed Company Manual (the “NYSE Listed Manual”). As of April 13, 2020, the Company’s 30 trading-day average closing share price of its security was $0.97. The Company has a period of six months following the receipt of the NYSE Notification to regain compliance with the minimum share price requirement, which was tolled from April 21, 2020 through June 30, 2020. In order to regain compliance, on the last trading day of any calendar month during the cure period, the Common Stock must have (i) a closing price of at least $1.00 per share and (ii) an average closing price of at least $1.00 per share over the 30-trading day period ending on the last trading day of such month. As required, the Company notified the NYSE, within 10 business days of receipt of the NYSE Notification, of its intent to cure this deficiency in order to avoid immediate suspension and delisting procedures. In the event that at the expiration of the six–month cure period, both a $1.00 share price and a $1.00 average share price over the preceding 30 trading days are not attained, the NYSE will commence suspension and delisting procedures. Alternatively, however, the Company can also demonstrate an accelerated cure based on a $1.00 share price on both the last trading day of any calendar month within the six-month cure period and the average share price over the 30 trading days preceding the end of that month. In response, the Company’s Board of Directors is reviewing all available alternatives to return to compliance with the NYSE continued listing standards . Summary of Significant Accounting Policies Refer to Note 1 General Use of Estimates The preparation of the Company’s unaudited condensed consolidated financial statements in conformity with GAAP requires management to make estimates and assumptions as described in its Annual Report. These estimates and assumptions may affect the reported amounts of assets and liabilities and disclosures of contingent assets and liabilities at the date of the unaudited condensed consolidated financial statements and the reported amounts of revenue and expenses during the reporting periods. As a result, actual results could differ from those estimates. Cash and Cash Equivalents The Company considers all highly liquid investments purchased with an original maturity of three months or less from the time they are acquired to be cash equivalents. Cash and Cash Equivalents was $42.9 million and $34.9 million as of June 30, 2020 and December 31, 2019, respectively. Restricted Cash Cash that is restricted from withdrawal or use under the terms of certain contractual agreements is recorded as restricted cash. Restricted cash was $20.7 million and $21.9 million as of June 30, 2020 and December 31, 2019, respectively, which primarily related to cash collateralization of the Company’s letters of credit and surety bonds, and at December 31, 2019 also included a $5.0 million refundable deposit received in connection with the sale of one of the Company’s properties. Revenue The Company's revenues are derived from contracts with customers through sale and delivery of death care products and services. Primary sources of revenue are derived from (1) cemetery and funeral home operations generated both at-need and pre-need, which are classified on the unaudited condensed consolidated statements of operations as Interments, Merchandise and Services, (2) investment income, which includes income earned on assets maintained in perpetual care and merchandise trusts related to pre-need sales of cemetery and funeral home merchandise and services that are required to be maintained in the trust by state law and (3) interest earned on pre-need installment contracts. Investment income is presented within Investment and other for Cemetery revenue and Services for Funeral home revenue. Revenue is measured based on the consideration specified in a contract with a customer and is net of any sales incentives and amounts collected on behalf of third parties. Pre-need contracts are price guaranteed, providing for future merchandise and services at prices prevailing when the agreements are signed. Investment income is earned on certain payments received from customers on pre-need contracts, which are required by law to be deposited into the merchandise and service trusts. Amounts are withdrawn from the merchandise trusts when the Company fulfills the performance obligations. Earnings on these trust funds, which are specifically identifiable for each performance oblig |
DIVESTITURES
DIVESTITURES | 6 Months Ended |
Jun. 30, 2020 | |
Discontinued Operations And Disposal Groups [Abstract] | |
DIVESTITURES | 2. DIVESTITURES On January 3, 2020, the Company sold substantially all of the assets of Oakmont Memorial Park, Oakmont Funeral Home, Redwood Chapel, Inspiration Chapel and Oakmont Crematory located in California pursuant to the terms of an asset sale agreement (the “Oakmont Agreement”) with Carriage Funeral Holdings, Inc. for an aggregate cash purchase price of $33.0 million (the “Oakmont Sale”). The divested assets consisted of one cemetery, one funeral home and certain related assets. The Oakmont Sale resulted in a gain of $24.4 million for the Company, which is included in the accompanying condensed consolidated statement of operations for the six months ended June 30, 2020. Net proceeds from the sale were used to redeem an aggregate $30.3 million principal amount of the Senior Secured Notes. On April 7, 2020 , the Company completed the sale of substantially all of the assets of the cemetery, funeral establishment and crematory commonly known as Olivet Memorial Park, Olivet Funeral and Cremation Services and Olivet Memorial Park & Crematory pursuant to the terms of an asset sale agreement (the “Olivet Agreement”) with Cypress Lawn Cemetery Association for a net cash purchase price of $24.3 million, subject to certain adjustments (the “Olivet Sale”), and the assumption of certain liabilities, including $17.1 million in land purchase obligations . The Olivet Sale resulted in a gain of $7.2 million for the Company, which is included in the accompanying condensed consolidated statements of operations for the three and six months ended June 30, 2020. The Company used net proceeds of $20.5 million to redeem additional Senior Secured Notes as required by the Indenture. In addition, in March 2020, the Company entered into an asset sale agreement (the “California Agreement”) with certain entities owned by John Yeatman and Guy Saxton to sell substantially all of the Company’s remaining California properties, consisting of five cemeteries, six funeral establishments and four crematories (the “Remaining California Assets”) for a cash purchase price of $7.1 million, subject to certain closing adjustments (the “Remaining California Sale” and together with the Olivet Sale, the “Total California Sale”). T he Company anticipates using the first $3.2 million of net proceeds and 80% of the remaining net proceeds from the Remaining California Sale to redeem additional principal portions of the outstanding Senior Secured Notes. During the three and six months ended June 30, 2020, the Company recorded an impairment charge of $2.2 million, which is presented in Other losses in the accompanying unaudited condensed consolidated statement of operations , to reduce the carrying value of the Remaining California Assets to their fair value. The following table summarizes the assets and liabilities that have been classified as Assets held for sale on the Company’s unaudited condensed consolidated balance sheets: June 30, December 31, 2020 2019 Remaining California Other Total Oakmont Other Total Assets Current assets: Accounts receivable, net of allowance $ 566 $ — $ 566 $ 580 $ — $ 580 Prepaid expenses — — — 34 — 34 Other current assets 115 — 115 35 — 35 Total current assets held for sale 681 — 681 649 — 649 Long-term accounts receivable, net of allowance 1,380 — 1,380 3,194 — 3,194 Cemetery property 8,643 350 8,993 5,811 350 6,161 Property and equipment, net of accumulated depreciation 1,894 — 1,894 2,762 150 2,912 Merchandise trusts, restricted, at fair value 11,806 — 11,806 6,673 — 6,673 Perpetual care trusts, restricted, at fair value 6,633 — 6,633 2,470 — 2,470 Deferred selling and obtaining costs 999 — 999 1,388 — 1,388 Other assets 1,534 — 1,534 411 — 411 Less: Impairment of assets held for sale (2,169 ) — (2,169 ) — — — Total assets held for sale $ 31,401 $ 350 $ 31,751 $ 23,358 $ 500 $ 23,858 Liabilities Current liabilities: Accounts payable and accrued liabilities $ 204 $ 179 $ 383 $ 102 $ — $ 102 Current portion, long-term debt — — — 36 — 36 Other current liabilities — — — 5,000 — 5,000 Total current liabilities held for sale 204 179 383 5,138 — 5,138 Deferred revenues 15,925 — 15,925 12,856 — 12,856 Perpetual care trust corpus 6,633 — 6,633 2,470 — 2,470 Other long-term liabilities 1,333 — 1,333 204 — 204 Total liabilities held for sale 24,095 179 24,274 20,668 — 20,668 Net assets held for sale $ 7,306 $ 171 $ 7,477 $ 2,690 $ 500 $ 3,190 |
EXIT AND DISPOSAL ACTIVITIES
EXIT AND DISPOSAL ACTIVITIES | 6 Months Ended |
Jun. 30, 2020 | |
Exit And Disposal Activities [Abstract] | |
EXIT AND DISPOSAL ACTIVITIES | 3. EXIT AND DISPOSAL ACTIVITIES In an effort to minimize the impact of the COVID-19 Pandemic on the Company’s results of operations among other initiatives, the Company implemented certain cost reduction initiatives in April 2020, which included a reduction of 31 positions within its corporate functions at its headquarters located in Trevose, Pennsylvania and its Cemetery Operations segment. In January 2019, the Company announced a profit improvement initiative as part of its ongoing organizational review. This profit improvement initiative was intended to further integrate, streamline and optimize the Company’s operations. As part of this profit improvement initiative, during 2019 the Company undertook certain cost reduction initiatives, which included a reduction of approximately 200 positions of its workforce within its field operations and corporate functions in its headquarters located in Trevose, Pennsylvania. The Company does not expect to incur any additional charges related to this reduction in workforce. The following table summarizes the activity in the severance liability recognized for these reductions in workforce, by reportable segment (in thousands): Cemetery Operations Funeral Home Operations Corporate Consolidated Balance at December 31, 2019 $ 86 $ — $ 64 $ 150 Accruals 157 — 199 356 Cash payments (232 ) — (215 ) (447 ) Balance at June 30, 2020 $ 11 $ — $ 48 $ 59 |
ACCOUNTS RECEIVABLE, NET OF ALL
ACCOUNTS RECEIVABLE, NET OF ALLOWANCE | 6 Months Ended |
Jun. 30, 2020 | |
Receivables [Abstract] | |
ACCOUNTS RECEIVABLE, NET OF ALLOWANCE | 4 . ACCOUNTS RECEIVABLE, NET OF ALLOWANCE Long-term accounts receivable, net, consisted of the following at the dates indicated (in thousands): June 30, 2020 December 31, 2019 Customer receivables $ 151,854 $ 153,530 Unearned finance income (15,787 ) (16,303 ) Allowance for doubtful accounts (6,998 ) (5,884 ) Accounts receivable, net of allowance 129,069 131,343 Less: Current portion, net of allowance 55,963 55,794 Long-term portion, net of allowance $ 73,106 $ 75,549 Activity in the allowance for doubtful accounts was as follows (in thousands): June 30, 2020 December 31, 2019 Balance, beginning of period $ 5,884 $ 4,941 Provision for doubtful accounts 3,807 7,559 Charge-offs, net (2,693 ) (6,616 ) Balance, end of period $ 6,998 $ 5,884 Management evaluates customer receivables for impairment based upon its historical experience, including the age of the receivables and the customers’ payment histories. |
CEMETERY PROPERTY
CEMETERY PROPERTY | 6 Months Ended |
Jun. 30, 2020 | |
Property Plant And Equipment [Abstract] | |
CEMETERY PROPERTY | 5 . CEMETERY PROPERTY Cemetery property consisted of the following at the dates indicated (in thousands): June 30, 2020 December 31, 2019 Cemetery land $ 235,190 $ 249,260 Mausoleum crypts and lawn crypts 68,312 71,345 Cemetery property $ 303,502 $ 320,605 |
PROPERTY AND EQUIPMENT
PROPERTY AND EQUIPMENT | 6 Months Ended |
Jun. 30, 2020 | |
Property Plant And Equipment [Abstract] | |
PROPERTY AND EQUIPMENT | 6 . PROPERTY AND EQUIPMENT Property and equipment consisted of the following at the dates indicated (in thousands): June 30, 2020 December 31, 2019 Buildings and improvements $ 118,840 $ 125,382 Furniture and equipment 55,890 57,674 Funeral home land 11,285 14,185 Property and equipment, gross 186,015 197,241 Less: Accumulated depreciation (94,123 ) (93,841 ) Property and equipment, net of accumulated depreciation $ 91,892 $ 103,400 Depreciation expense was $2.0 million and $2.4 million for the three months ended June 30, 2020 and 2019 , respectively, and $4.2 million and $4.8 million for the six months ended June 30, 2020 and June 30, 2019, respectively. |
MERCHANDISE TRUSTS
MERCHANDISE TRUSTS | 6 Months Ended |
Jun. 30, 2020 | |
Investments Debt And Equity Securities [Abstract] | |
MERCHANDISE TRUSTS | 7 . MERCHANDISE TRUSTS At June 30, 2020 and December 31, 2019, the Company’s merchandise trusts consisted of investments in debt and equity marketable securities and cash equivalents, both directly and through mutual and investment funds. All of these investments are carried at fair value. All of these investments are subject to the fair value hierarchy and considered either Level 1 or Level 2 assets pursuant to the three-level hierarchy described in Note 14 Fair Value of Financial Instruments The Company included $9.3 million and $9.7 million of investments held in trust as required by law by the West Virginia Funeral Directors Association at June 30, 2020 and December 31, 2019, respectively, in its merchandise trust assets. These trusts are recognized at their account value, which approximates fair value. A reconciliation of the Company’s merchandise trust activities for the six months ended June 30, 2020 and 2019 is presented below (in thousands): Six months ended June 30, 2020 2019 Balance—beginning of period $ 517,192 $ 488,248 Contributions 22,779 27,075 Distributions (37,385 ) (30,938 ) Interest and dividends 11,827 15,479 Capital gain distributions 289 168 Realized gains and losses, net (516 ) 593 Other than temporary impairment (1,655 ) (2,314 ) Taxes 471 (716 ) Fees (4,107 ) (1,978 ) Unrealized change in fair value (24,589 ) 23,765 Total 484,306 519,382 Less: Assets held for sale (11,806 ) — Balance—end of period $ 472,500 $ 519,382 During the six months ended June 30, 2020 and 2019, purchases of available for sale securities were approximately $23.0 million and $29.1 million, respectively. During the six months ended June 30, 2020 and 2019, sales, maturities and paydowns of available for sale securities were approximately $25.5 million and $19.9 million, respectively. Cash flows from pre-need contracts are presented as operating cash flows in the Company’s unaudited condensed consolidated statements of cash flows. The cost and market value associated with the assets held in the merchandise trusts as of June 30, 2020 and December 31, 2019 were as follows (in thousands): June 30, 2020 Fair Value Hierarchy Level Cost Gross Unrealized Gains Gross Unrealized Losses Fair Value Short-term investments 1 $ 104,706 $ — $ — $ 104,706 Fixed maturities: U.S. governmental securities 2 355 18 (72 ) 301 Corporate debt securities 2 13,472 1,346 (126 ) 14,692 Other debt securities 2 23,586 1,826 (9 ) 25,403 Total fixed maturities 37,413 3,190 (207 ) 40,396 Mutual funds—debt securities 1 22,786 458 (820 ) 22,424 Mutual funds—equity securities 1 46,039 2,367 (17,283 ) 31,123 Other investment funds (1) 230,105 19,853 (13,618 ) 236,340 Equity securities 1 45,097 1,519 (11,971 ) 34,645 Other invested assets 2 5,355 26 — 5,381 Total investments 491,501 27,413 (43,899 ) 475,015 West Virginia Trust Receivable 9,514 — (221 ) 9,293 Total $ 501,015 $ 27,413 $ (44,120 ) $ 484,308 Less: Assets held for sale (12,154 ) — 346 (11,808 ) Total $ 488,861 $ 27,413 $ (43,774 ) $ 472,500 (1) Other investment funds are measured at fair value using the net asset value per share practical expedient and have not been categorized in the fair value hierarchy. The fair value amounts presented in this table are intended to permit reconciliation of the fair value hierarchy to the amounts presented in the balance sheet. This asset class is composed of fixed income funds and equity funds, which have redemption periods ranging from 1 to 30 days, and private credit funds, which have lockup periods of zero to six years with three potential one year extensions at the discretion of the funds’ general partners. As of June 30, 2020, there were $45.9 million in unfunded investment commitments to the private credit funds, which are callable at any time. December 31, 2019 Fair Value Hierarchy Level Cost Gross Unrealized Gains Gross Unrealized Losses Fair Value Short-term investments 1 $ 144,610 $ — $ — $ 144,610 Fixed maturities: U.S. governmental securities 2 456 6 (65 ) 397 Corporate debt securities 2 783 14 (133 ) 664 Total fixed maturities 1,239 20 (198 ) 1,061 Mutual funds—debt securities 1 67,801 1,857 (6 ) 69,652 Mutual funds—equity securities 1 46,609 1,744 — 48,353 Other investment funds (1) 213,024 6,366 (2,953 ) 216,437 Equity securities 1 24,386 1,327 (4 ) 25,709 Other invested assets 2 8,360 32 — 8,392 Total investments 506,029 11,346 (3,161 ) 514,214 West Virginia Trust Receivable 9,651 — — 9,651 Total $ 515,680 $ 11,346 $ (3,161 ) $ 523,865 Less: Assets held for sale (6,369 ) (304 ) — (6,673 ) Total $ 509,311 $ 11,042 $ (3,161 ) $ 517,192 (1) Other investment funds are measured at fair value using the net asset value per share practical expedient and have not been categorized in the fair value hierarchy. The fair value amounts presented in this table are intended to permit reconciliation of the fair value hierarchy to the amounts presented in the balance sheet. This asset class is composed of fixed income funds and equity funds, which have redemption periods ranging from 1 to 30 days, and private credit funds, which have lockup periods of one to six years with three potential one year extensions at the discretion of the funds’ general partners. As of December 31, 2019, there were $57.3 million in unfunded investment commitments to the private credit funds, which are callable at any time. The contractual maturities of debt securities as of June 30, 2020 and December 31, 2019 were as follows (in thousands): June 30, 2020 Less than 1 year 1 year through 5 years 6 years through 10 years More than 10 years U.S. governmental securities $ — $ 110 $ 179 $ 12 Corporate debt securities 3,824 6,566 4,302 — Other debt securities 16,034 9,369 — — Total fixed maturities $ 19,858 $ 16,045 $ 4,481 $ 12 December 31, 2019 Less than 1 year 1 year through 5 years 6 years through 10 years More than 10 years U.S. governmental securities $ 112 $ 78 $ 193 $ 13 Corporate debt securities 101 546 16 — Total fixed maturities $ 213 $ 624 $ 209 $ 13 Temporary Declines in Fair Value The Company evaluates declines in fair value below cost for each asset held in the merchandise trusts on a quarterly basis. An aging of unrealized losses on the Company’s investments in debt and equity securities within the merchandise trusts as of June 30, 2020 and December 31, 2019 is presented below (in thousands): Less than 12 months 12 months or more Total June 30, 2020 Fair Value Unrealized Losses Fair Value Unrealized Losses Fair Value Unrealized Losses Fixed maturities: U.S. governmental securities $ 29 $ — $ 300 $ 72 $ 329 $ 72 Corporate debt securities 2,087 6 503 120 2,590 126 Other debt securities 6,774 9 — — 6,774 9 Total fixed maturities 8,890 15 803 192 9,693 207 Mutual funds—debt securities 11,436 472 — 348 11,436 820 Mutual funds—equity securities 25,533 15,900 — 1,383 25,533 17,283 Other investment funds 99,890 13,618 — — 99,890 13,618 Equity securities 29,642 11,971 — — 29,642 11,971 Total $ 175,391 $ 41,976 $ 803 $ 1,923 $ 176,194 $ 43,899 Less than 12 months 12 months or more Total December 31, 2019 Fair Value Unrealized Losses Fair Value Unrealized Losses Fair Value Unrealized Losses Fixed maturities: U.S. governmental securities $ 90 $ 1 $ 397 $ 64 $ 487 $ 65 Corporate debt securities 198 29 424 104 622 133 Total fixed maturities 288 30 821 168 1,109 198 Mutual funds—debt securities 241 6 — — 241 6 Mutual funds—equity securities — — — — — — Other investment funds 54,782 2,953 — — 54,782 2,953 Equity securities 3 4 — — 3 4 Other invested assets — — — — — — Total $ 55,314 $ 2,993 $ 821 $ 168 $ 56,135 $ 3,161 For all securities in an unrealized loss position, the Company evaluated the severity of the impairment and length of time that a security has been in a loss position and concluded the decline in fair value below the asset’s cost was temporary in nature. In addition, the Company is not aware of any circumstances that would prevent the future market value recovery for these securities. Other-Than-Temporary Impairment of Trust Assets The Company assesses its merchandise trust assets for other-than-temporary declines in fair value on a quarterly basis. During the six months ended June 30, 2020, the Company determined, based on its review, that there were 2 securities with an aggregate cost basis of approximately $16.8 million and an aggregate fair value of approximately $15.1 million, resulting in an impairment of $1.7 million, with such impairment considered to be other than temporary due to credit indicators. During the six months ended June 30, 2019, resulting in an impairment of $2.3 million, with such impairment considered to be other-than-temporary due to credit indicators. Accordingly, the Company adjusted the cost basis of these assets to their current value and offset these changes against deferred merchandise trust revenue. |
PERPETUAL CARE TRUSTS
PERPETUAL CARE TRUSTS | 6 Months Ended |
Jun. 30, 2020 | |
Investments Debt And Equity Securities [Abstract] | |
PERPETUAL CARE TRUSTS | 8 . PERPETUAL CARE TRUSTS At June 30, 2020 and December 31, 2019, the Company’s perpetual care trusts consisted of investments in debt and equity marketable securities and cash equivalents, both directly as well as through mutual and investment funds. All of these investments are carried at fair value Fair Value of Financial Instruments A reconciliation of the Company’s perpetual care trust activities for the six months ended June 30, 2020 and 2019 is presented below (in thousands): Six months ended June 30, 2020 2019 Balance—beginning of period $ 343,619 $ 330,562 Contributions 3,616 3,668 Distributions (27,765 ) (12,461 ) Interest and dividends 11,279 10,480 Capital gain distributions 318 250 Realized gains and losses, net (831 ) 1,019 Other than temporary impairment (930 ) (713 ) Taxes (86 ) (555 ) Fees (912 ) (1,574 ) Unrealized change in fair value (23,454 ) 12,632 Total 304,854 343,308 Less: Assets held for sale (6,633 ) — Balance—end of period $ 298,221 $ 343,308 During the six months ended June 30, 2020 and 2019, purchases of available for sale securities were approximately $9.3 million and $37.2 million, respectively. During the six months ended June 30, 2020 and 2019, sales, maturities and paydowns of available for sale securities were approximately $22.0 million and $25.9 million, respectively. Cash flows from perpetual care trust related contracts are presented as operating cash flows in Company’s unaudited condensed consolidated statements of cash flows. The cost and market value associated with the assets held in the perpetual care trusts as of June 30, 2020 and December 31, 2019 were as follows (in thousands): June 30, 2020 Fair Value Hierarchy Level Cost Gross Unrealized Gains Gross Unrealized Losses Fair Value Short-term investments 1 $ 14,279 $ — $ — $ 14,279 Fixed maturities: U.S. governmental securities 2 1,017 70 (50 ) 1,037 Corporate debt securities 2 3,213 213 (137 ) 3,289 Other debt securities 2 1,071 125 — 1,196 Total fixed maturities 5,301 408 (187 ) 5,522 Mutual funds—debt securities 1 17,018 231 (568 ) 16,681 Mutual funds—equity securities 1 16,617 1,500 (4,368 ) 13,749 Other investment funds (1) 230,150 14,067 (14,000 ) 230,217 Equity securities 1 35,794 293 (11,698 ) 24,389 Other invested assets 2 16 1 — 17 Total investments $ 319,175 $ 16,500 $ (30,821 ) $ 304,854 Less: Assets held for sale (7,923 ) — 1,290 (6,633 ) Total $ 311,252 $ 16,500 $ (29,531 ) $ 298,221 (1) Other investment funds are measured at fair value using the net asset value per share practical expedient and have not been categorized in the fair value hierarchy. The fair value amounts presented in this table are intended to permit reconciliation of the fair value hierarchy to the amounts presented in the balance sheet. This asset class is composed of fixed income funds and equity funds, which have a redemption period ranging from 1 to 30 days, and private credit funds, which have lockup periods ranging from zero to six years with three potential one year extensions at the discretion of the funds’ general partners. As of June 30, 2020 there were $53.1 million in unfunded investment commitments to the private credit funds, which are callable at any time. December 31, 2019 Fair Value Hierarchy Level Cost Gross Unrealized Gains Gross Unrealized Losses Fair Value Short-term investments 1 $ 50,358 $ — $ — $ 50,358 Fixed maturities: U.S. governmental securities 2 1,069 32 (52 ) 1,049 Corporate debt securities 2 2,020 22 (142 ) 1,900 Total fixed maturities 3,089 54 (194 ) 2,949 Mutual funds—debt securities 1 49,963 1,439 (38 ) 51,364 Mutual funds—equity securities 1 16,698 1,617 (66 ) 18,249 Other investment funds (1) 186,355 10,526 (5,472 ) 191,409 Equity securities 1 30,423 1,333 (12 ) 31,744 Other invested assets 2 16 — — 16 Total investments $ 336,902 $ 14,969 $ (5,782 ) $ 346,089 Less: Assets held for sale (2,416 ) (54 ) — (2,470 ) Total $ 334,486 $ 14,915 $ (5,782 ) $ 343,619 (1) Other investment funds are measured at fair value using the net asset value per share practical expedient and have not been categorized in the fair value hierarchy. The fair value amounts presented in this table are intended to permit reconciliation of the fair value hierarchy to the amounts presented in the balance sheet. This asset class is composed of fixed income funds and equity funds, which have a redemption period ranging from 1 to 30 days, and private credit funds, which have lockup periods ranging from one to seven years with three potential one year extensions at the discretion of the funds’ general partners. As of December 31, 2019, there were $62.4 million in unfunded investment commitments to the private credit funds, which are callable at any time. The contractual maturities of debt securities as of June 30, 2020 and December 31, 2019 were as follows (in thousands): June 30, 2020 Less than 1 year 1 year through 5 years 6 years through 10 years More than 10 years U.S. governmental securities $ 25 $ 286 $ 660 $ 66 Corporate debt securities 402 1,962 925 — Other debt securities 627 569 — — Total fixed maturities $ 1,054 $ 2,817 $ 1,585 $ 66 December 31, 2019 Less than 1 year 1 year through 5 years 6 years through 10 years More than 10 years U.S. governmental securities $ 60 $ 192 $ 684 $ 114 Corporate debt securities 294 1,522 84 - Total fixed maturities $ 354 $ 1,714 $ 768 $ 114 Temporary Declines in Fair Value The Company evaluates declines in fair value below cost of each individual asset held in the perpetual care trusts on a quarterly basis. An aging of unrealized losses on the Company’s investments in debt and equity securities within the perpetual care trusts as of June 30, 2020 and December 31, 2019 is presented below (in thousands): Less than 12 months 12 months or more Total June 30, 2020 Fair Value Unrealized Losses Fair Value Unrealized Losses Fair Value Unrealized Losses Fixed maturities: U.S. governmental securities $ 122 $ — $ 998 $ 50 $ 1,120 $ 50 Corporate debt securities 411 1 1,836 136 2,247 137 Total fixed maturities 533 1 2,834 186 3,367 187 Mutual funds—debt securities 9,847 423 2 145 9,849 568 Mutual funds—equity securities 7,289 4,164 6 204 7,295 4,368 Other investment funds 106,608 14,000 — — 106,608 14,000 Equity securities 23,552 11,677 10 21 23,562 11,698 Total $ 147,829 $ 30,265 $ 2,852 $ 556 $ 150,681 $ 30,821 Less than 12 months 12 months or more Total December 31, 2019 Fair Value Unrealized Losses Fair Value Unrealized Losses Fair Value Unrealized Losses Fixed maturities: U.S. governmental securities $ 291 $ 4 $ 942 $ 48 $ 1,233 $ 52 Corporate debt securities 463 46 1,887 96 2,350 142 Total fixed maturities 754 50 2,829 144 3,583 194 Mutual funds—debt securities 2,856 38 — — 2,856 38 Mutual funds—equity securities 566 66 — — 566 66 Other investment funds 53,426 5,472 — — 53,426 5,472 Equity securities 121 12 — — 121 12 Total $ 57,723 $ 5,638 $ 2,829 $ 144 $ 60,552 $ 5,782 For all securities in an unrealized loss position, the Company evaluated the severity of the impairment and length of time that a security has been in a loss position and concluded the decline in fair value below the asset’s cost was temporary in nature. In addition, the Company is not aware of any circumstances that would prevent the future market value recovery for these securities. Other-Than-Temporary Impairment of Trust Assets The Company assesses its perpetual care trust assets for other-than-temporary declines in fair value on a quarterly basis. During the six months ended June 30, 2020, Company determined, based on its review, that there were 2 securities with an aggregate cost basis of approximately $9.4 million and an aggregate fair value of approximately $8.5 million, resulting in an impairment of $0.9 million, with such impairment considered to be other than temporary due to credit indicators . During the six months ended June 30, 2019, with an aggregate cost basis of approximately $29.2 million and an aggregate fair value of approximately $28.5 million, resulting in an impairment of $0.7 million, with such impairment considered to be other-than-temporary due to credit indicators. Accordingly, the Company adjusted the cost basis of these assets to their current value with the offset going against the liability for perpetual care trust corpus. |
LONG-TERM DEBT
LONG-TERM DEBT | 6 Months Ended |
Jun. 30, 2020 | |
Debt Disclosure [Abstract] | |
LONG-TERM DEBT | 9 . LONG-TERM DEBT Total debt consisted of the following at the dates indicated (in thousands): June 30, 2020 December 31, 2019 9.875%/11.500% Senior Secured PIK Toggle Notes, due June 2024 $ 338,778 $ 380,619 Insurance and vehicle financing 1,389 574 Less deferred financing costs, net of accumulated amortization (16,838 ) (12,856 ) Total debt 323,329 368,337 Less current maturities (1,291 ) (374 ) Total long-term debt $ 322,038 $ 367,963 Senior Secured Notes On On December 31, 2019, the Company, the subsidiary guarantors party thereto, the Issuers and the Trustee entered into the First Supplemental Indenture (the “First Supplemental Indenture”), on January 30, 2020, the Company, LP Sub, the Issuers and the Trustee entered into the Second Supplemental Indenture (the “Second Supplemental Indenture”) and on April 1, 2020, the Issuers and the Trustee entered into the Third Supplemental Indenture (the “Third Supplemental Indenture” and, collectively with the Original Indenture, the First Supplemental Indenture and the Second Supplemental Indenture, the “Indenture”). Pursuant to the terms of the Indenture, the Initial Purchasers purchased Senior Secured Notes in the aggregate principal amount of $385.0 million in a private placement exempt from the registration requirements of the Securities Act of 1933, as amended (the “Securities Act”) pursuant to Section 4(a)(2) thereof. The gross proceeds from the sale of the Senior Secured Notes was $371.5 million, less advisor fees (including a placement agent fee of approximately $7.0 million), legal fees, mortgage costs and other closing expenses, as well as cash funds for collateralization of existing letters of credit and credit card needs under the former credit facility. The Issuers can elect to pay interest at either a fixed rate of 9.875% per annum in cash or, at their option through January 30, 2022, a fixed rate of 7.50% per annum in cash plus a fixed rate of 4.00% per annum payable in kind by increasing the principal amount of the Senior Secured Notes or by issuing additional Senior Secured Notes. The Senior Secured Notes will require cash interest payments at 9.875% for all interest periods after January 30, 2022. The Company has the right and expects to pay quarterly interest at a fixed rate of 7.50% per annum in cash plus a fixed rate of 4.00% per annum payable in kind through January 30, 2022 . The Senior Secured Notes are senior secured obligations of the Issuers. The Issuers’ joint and several obligations under the Senior Secured Notes and the Indenture are jointly and severally guaranteed (the “Note Guarantees”) by the Company and each subsidiary of the Company (other than the Issuers except at to each other’s obligations under the Senior Secured Notes) that the Company has caused or will cause to become a Guarantor pursuant to the terms of the Indenture. In addition, the Issuers, the Guarantors and the Collateral Agent entered into a Collateral Agreement (the “Collateral Agreement”). Pursuant to the Indenture and the Collateral Agreement, the Issuers’ obligations under the Indenture and the Senior Secured Notes and the Guarantors’ Note Guarantees are secured by a first priority lien and security interest (subject to permitted liens and security interests) in substantially all of the assets of the Issuers and the Guarantors (other than the Company), whether now owned or hereafter acquired, excluding certain assets which include, among others: (a) trust and other fiduciary accounts and amounts required to be deposited or held therein and (b) unless encumbered by a mortgage existing on the date of the Indenture, owned and leased real property that (i) may not be pledged as a matter of law or without governmental approvals, (ii) is not operated or intended to be operated as a cemetery, crematory or funeral home or (iii) is the subject of specified immaterial leases. The Issuers may redeem the Senior Secured Notes at their option, in whole or in part, at any time for a redemption price equal to the principal balance thereof, accrued and unpaid interest thereon and, if applicable, a premium (the “Applicable Premium”) calculated as follows: • If redeemed before June 27, 2021, the sum of 4% of the principal amount so redeemed plus the excess of (i) the interest that would have accrued on the principal amount of the redeemed Senior Secured Notes from the redemption date through June 27, 2021 assuming an interest rate of 11.500% per annum over (ii) the interest that would have accrued on the principal amount of the redeemed Senior Secured Notes from the redemption date through June 27, 2021 at an interest rate equal to the then-applicable rate on United States Treasury securities for the period most nearly equaling that time period plus 0.50%; • If redeemed on or after June 27, 2021 and before June 27, 2022, 5% of the principal amount so redeemed; • If redeemed on or after June 27, 2022 and before June 27, 2023, 3% of the principal amount so redeemed; and • If redeemed on or after June 27, 2023, no premium will be payable. The Issuers are obligated to redeem the Senior Secured Notes with the net cash proceeds of certain dispositions described in the Indenture, tax refunds, insurance or condemnation proceeds and certain other extraordinary receipts. The redemption price for such redemptions is the principal balance of the Senior Secured Notes being redeemed, all accrued and unpaid interest thereon plus, with respect to redemptions from asset dispositions with net proceeds in excess of $55.0 million, an Applicable Premium of 2% of the principal amount so redeemed. As of June 30, 2020, the Issuers had redeemed approximately $51.7 million of the Senior Secured Notes with the net cash proceeds from dispositions. The Issuers are also obligated to use 75% of any Excess Cash Flow, less any amount paid in any voluntary redemption of the Senior Secured Notes during the applicable period or subsequent thereto and prior to the applicable redemption date, to redeem the Senior Secured Notes at a redemption price equal to the principal balance thereof and all accrued and unpaid interest thereon. All interest payable in connection with the redemption of any the Senior Secured Notes is payable in cash. The Indenture requires the Issuers and the Guarantors, as applicable, to comply with various affirmative covenants regarding, among other matters, delivery to the Trustee of financial statements and certain other information or reports filed with the SEC and the maintenance and investment of trust funds and trust accounts into which certain sales proceeds are required by law to be deposited. The Indenture includes financial covenants pursuant to which the Issuers will not permit: • the Minimum Operating Cash Flow Amount to be less than $(35.0) million at June 30, 2020 and September 30, 2020; • the ratio of the sum of the Operating Cash Flow Amount plus Cash Interest Expense to Cash Interest Expense, or the Consolidated Interest Coverage Ratio, for the twelve months ending as of each date set forth below to be less than: December 31, 2020 0.00x March 31, 2021 0.75x June 30, 2021 1.10x September 30, 2021 1.35x December 31, 2021 1.45x March 31, 2022 and each quarter end thereafter 1.50x • the aggregate amount of Capital Expenditures for the prior four fiscal quarters as of the last day of any fiscal quarter beginning with the fiscal quarter ended September 30, 2019 to be more than $20.0 million; • the average daily balance of Unrestricted Cash and unrestricted Permitted Investments of the Company and its subsidiaries as of the end of any day for any 10-business day period to be less than $12.5 million during the quarter ended March 31, 2020 and any subsequent quarter through maturity; or • the ratio of the (a) the sum of Unrestricted Cash, accounts receivable and merchandise trust account balances to (b) the aggregate principal or face amount of Consolidated Funded Indebtedness, or Asset Coverage Test, for the applicable measurement period as of the last day of June 30, September 30 and December 31, 2020 to be less than 1.40:1.00, and for any subsequent quarter through maturity to be less than 1.60:1.00. The Indenture requires the Issuers and the Guarantors, as applicable, to comply with certain other covenants including, but not limited to, covenants that, subject to certain exceptions, limit the Issuers’ and the Guarantors’ ability to: (i) incur additional indebtedness; (ii) grant liens; (iii) engage in certain sale/leaseback, merger, consolidation or asset sale transactions; (iv) make certain investments; (v) pay dividends or make distributions; (vi) engage in affiliate transactions and (vii) amend its organizational documents. The Indenture provides for certain events of default, the occurrence and continuation of which could, subject to certain conditions, cause all amounts owing under the Senior Secured Notes to become due and payable, including but not limited to the following: • failure by the Issuers to pay any interest on any Senior Secured Note when it becomes due and payable that remains uncured for five business days; • failure by the Issuers to pay the principal on any of the Senior Secured Notes when it becomes due and payable, whether at the due date thereof, at a date fixed for redemption, by acceleration or otherwise; • failure by the Issuers to comply with the agreement and covenants relating to maintenance of its legal existence, providing notice of any default or event of default or use of proceeds from the sale of the Senior Secured Notes or any of the negative covenants in the Indenture; • failure by the Issuers to comply with any other agreement or covenant contained in the Indenture, the Collateral Agreement or any other Note Document that remains uncured for a period of 15 days after the earlier of written notice and request for cure from the Trustee or holders of at least 25% of the aggregate principal amount of the Senior Secured Notes; • the acceleration of or the failure to pay at final maturity indebtedness (other than the Senior Secured Notes) in a principal amount exceeding $5.0 million; • the occurrence of a Change in Control; • certain bankruptcy or insolvency proceedings involving an Issuer or any subsidiary; and • failure by the Company or any subsidiary to maintain one or more licenses, permits or similar approvals for the conduct of its business where the sum of the revenue associated therewith represents the lesser of (i) 15% of the Company and its subsidiaries’ consolidated revenue and (ii) $30.0 million, and such breach is not cured within 30 days. At the option of holders holding a majority of the outstanding principal amount of the Senior Secured Notes (and automatically upon any default for failure to pay principal of the Senior Secured Notes when due and payable or certain bankruptcy or insolvency proceedings involving an Issuer), the interest rate on the Senior Secured Notes will increase to 13.50% per annum, payable in cash. As of June 30, 2020, the Company was in compliance with the covenants of the Indenture. Deferred Financing Costs In connection with the Third Supplemental Indenture, the Company paid a consent fee of $5.0 million, consisting of a cash payment of $3.5 million and $1.5 million paid in kind, that was recorded as deferred financing fees, which have been deferred and are being amortized over the life of the Senior Secured Notes, using the effective interest method. For the three months ended June 30, 2020 and 2019, the Company recognized $1.0 million and $2.0 million, respectively, of amortization of deferred financing fees on its various debt facilities. For the six months ended June 30, 2020 and 2019, the Company recognized $1.8 million and $3.4 million, respectively, of amortization of deferred financing fees on its various debt facilities. During the three and six months ended June 30, 2019, the Company wrote-off unamortized deferred financing fees of $6.9 million, which is presented in loss on debt extinguishment in the accompanying unaudited condensed consolidated statement of operations, in connection with the retirement of its prior revolving credit facilities and its Senior Notes. |
OWNERS' EQUITY
OWNERS' EQUITY | 6 Months Ended |
Jun. 30, 2020 | |
Equity [Abstract] | |
OWNERS' EQUITY | 10 . OWNERS’ EQUITY Capital Stock Effective as of the C-Corporation Conversion, the Company was authorized to issue two classes of capital stock: common stock, $0.01 par value per share (“Common Stock”) and preferred stock, $0.01 par value per share (“Preferred Stock”). At June 30, 2020, 117,794,520 shares of Common Stock were issued and outstanding and no shares of Preferred Stock were issued or outstanding. At June 30, 2020, there were 82,205,480 shares of Common Stock available for issuance, including 2,472,179 shares available for issuance as stock-based incentive compensation under the Company’s long-term incentive plan (the “Plan”), and 10,000,000 shares of Preferred Stock available for issuance. On May 5, 2020, the Company’s Board approved the second amendment (the “Amendment”) to the Plan, which increased the number of shares of the Company’s common stock reserved for delivery under the Plan by 1,375,000 shares, provided that such additional shares may not be delivered pursuant to awards under the Plan unless and until the increase is approved by the stockholders of the Company, and any awards under the Plan with respect to such additional shares will be expressly conditioned upon receipt of such approval. The Company plans to submit the Plan, as so amended, to its stockholders for their approval at the 2020 annual meeting of stockholders. Stock-based Compensation The Plan permits the granting of awards covering a total of 9,875,000 common units of the Company. A “unit” under the Plan is defined as a common unit of the Company and such other securities as may be substituted or resubstituted for common units of the Company, including but not limited to shares of the Company’s common stock. The Plan is intended to promote the interests of the Company by providing to employees, consultants and directors of the Company incentive compensation awards to encourage superior performance and enhance the Company’s ability to attract and retain the services of individuals who are essential for its growth and profitability and to encourage them to devote their best efforts to advancing the Company’s business. Non-qualified Stock Options On December 18, 2019, the Compensation Committee approved the granting of options to employees of the Company, including certain members of senior management, to purchase an aggregate of 5.5 million common shares at an exercise price of $1.20 per share. The option awards vest in three equal annual installments on each December 18 (or first business day thereafter) commencing on December 18, 2020, provided that the recipient remains employed by the Company. The Company measured the option awards at their grant-date fair value utilizing the Black-Scholes model and will recognize stock compensation expense on a straight-line basis over the weighted-average service period, which is expected to be three years. The option awards expire no later than 10 years from the date of grant. A rollforward of stock options as of June 30, 2020 is as follows: Number of Stock Options Weighted Average Grant Date Fair Value Weighted Average Exercise Price Total outstanding at December 31, 2019 5,500,000 $ 0.34 $ 1.20 Options granted — — — Options exercisable — — — Options exercised — — — Options forfeited (225,000 ) 0.34 1.20 Options expired — — — Total outstanding at June 30, 2020 5,275,000 $ 0.34 $ 1.20 For the three and six months ended June 30, 2020, non-cash stock compensation expense related to stock options was $ 0.1 0.3 was $1.5 million 2.5 years Assumptions used in calculating the fair value of the stock options granted are summarized below: 2019 Options Granted Valuation assumptions: Expected dividend yield None Expected volatility 23.41 % Expected term (years) 6.0 Risk-free interest rate 1.78 % Weighted average: Exercise price per stock option $ 1.20 Market price per share $ 1.23 Weighted average fair value per stock option $ 0.34 Phantom Unit and Restricted Unit Awards A rollforward of phantom unit and restricted unit awards as of June 30, 2020 is as follows: Number of Phantom Unit and Restricted Unit Awards Weighted Average Grant Date Fair Value Total non-vested at December 31, 2019 559,218 $ 3.67 Units issued 54,881 0.73 Units vested (93,750 ) 3.88 Units forfeited — — Total non-vested at June 30, 2020 520,349 $ 3.32 For the three months ended June 30, 2020 and 2019, the Company recognized $0.2 million and $2.3 million, respectively, of non-cash stock compensation expense related to phantom unit and restricted unit awards into earnings. For the six months ended June 30, 2020 and 2019, the Company recognized $0.4 million and $2.6 million, respectively, of non-cash stock compensation expense related to phantom unit and restricted unit awards into earnings. As of June 30, 2020, total unamortized compensation cost related to unvested restricted stock awards was $1.4 million, which the Company expects to recognize over the remaining weighted-average period of 2 years. |
DEFERRED REVENUES AND COSTS
DEFERRED REVENUES AND COSTS | 6 Months Ended |
Jun. 30, 2020 | |
Revenue From Contract With Customer [Abstract] | |
DEFERRED REVENUES AND COSTS | 11 . DEFERRED REVENUES AND COSTS The Company defers revenues and all direct costs associated with the sale of pre-need cemetery merchandise and services until the merchandise is delivered or the services are performed. The Company recognizes deferred merchandise and service revenues as customer contract liabilities within long-term liabilities on its consolidated balance sheets. The Company recognizes deferred direct costs associated with pre-need cemetery merchandise and service revenues as deferred selling and obtaining costs within long-term assets on its consolidated balance sheets. The Company also defers the costs to obtain new pre-need cemetery and new prearranged funeral business as well as the investment earnings on the prearranged services and merchandise trusts. Such costs are recognized when the associated performance obligation is fulfilled based upon the net change in the customer contract liabilities. All other selling costs are expensed as incurred. Additionally, the Company has elected the practical expedient of not recognizing incremental costs to obtain a contract as incurred, as the associated amortization period is typically one year or less. Deferred revenues and related costs consisted of the following (in thousands): June 30, 2020 December 31, 2019 Deferred contract revenues $ 829,390 $ 837,190 Deferred merchandise trust revenue 97,841 104,304 Deferred merchandise trust unrealized gains (losses) (16,361 ) 7,881 Deferred revenues $ 910,870 $ 949,375 Deferred selling and obtaining costs $ 115,401 $ 114,944 For the six months ended June 30, 2020 and 2019, the Company recognized $34.7 million and $41.0 million, respectively, The components of the customer contract liabilities, net in the Company’s consolidated balance sheets at June 30, 2020 and December 31, 2019 were as follows (in thousands): June 30, 2020 December 31, 2019 Customer contract liabilities, gross $ 934,044 $ 974,927 Amounts due from customers for unfulfilled performance obligations on cancellable pre-need contracts (23,174 ) (25,552 ) Customer contract liabilities, net $ 910,870 $ 949,375 The Company expects to service approximately 55% of its deferred revenue in the first 4-5 years and approximately 80% of its deferred revenue within 18 years. The Company cannot estimate the period when it expects its remaining performance |
COMMITMENTS AND CONTINGENCIES
COMMITMENTS AND CONTINGENCIES | 6 Months Ended |
Jun. 30, 2020 | |
Commitments And Contingencies Disclosure [Abstract] | |
COMMITMENTS AND CONTINGENCIES | 12. COMMITMENTS AND CONTINGENCIES Legal The Partnership remains subject to state law derivative claims that certain of the Partnership’s officers and directors breached their fiduciary duty to the Partnership and its unitholders. The Company could also become subject to additional claims and legal proceedings relating to the factual allegations made in these actions. While management cannot reasonably estimate the potential exposure in these matters at this time, if we do not prevail in any such proceedings, we could be required to pay substantial damages or settlement costs, subject to certain insurance coverages. Management has determined that, based on the status of the claims and legal proceedings against the Company, the amount of the potential losses cannot be reasonably estimated at this time. These actions are summarized below. • Bunim v. Miller, et al., No. 2:17-cv-519-ER, pending in the United States District Court for the Eastern District of Pennsylvania, and filed on February 6, 2017. The plaintiff in this case brought, derivatively on behalf of the Partnership, claims that the officers and directors of StoneMor GP aided and abetted in breaches of StoneMor GP’s purported fiduciary duties by, among other things and in general, allegedly making misrepresentations through the use of non-GAAP accounting standards in the Partnership’s public filings, by allegedly failing to clearly disclose the use of proceeds from debt and equity offerings, and by allegedly approving unsustainable distributions. The plaintiff also claims that these actions and misrepresentations give rise to causes of action for gross mismanagement, unjust enrichment, and (in connection with a purportedly misleading proxy statement filed in 2014) violations of Section 14(a) of the Securities Exchange Act of 1934. The derivative plaintiff seeks an award of damages, attorneys’ fees and costs in favor of the Partnership as nominal plaintiff, as well as general compliance and governance changes. This case has been stayed, by the agreement of the parties, provided that either party may terminate the stay on 30 days’ notice. • Muth v. StoneMor G.P. LLC, et al., December Term, 2016, No. 1196 and Binder v. StoneMor G.P. LLC, et al., January Term, 2017, No. 4872, both pending in the Court of Common Pleas for Philadelphia County, Pennsylvania, and filed on December 20, 2016 and February 3, 2017, respectively. In these cases, the plaintiffs brought, derivatively on behalf of the Partnership, claims that the officers and directors of StoneMor GP aided and abetted in breaches of the StoneMor GP’s purported fiduciary duties by, among other things and in general, allegedly making misrepresentations through the use of non-GAAP accounting standards in the Partnership’s public filings and by failing to clearly disclose the use of proceeds from debt and equity offerings, as well as approving unsustainable distributions. The plaintiffs also claim that these actions and misrepresentations give rise to a cause of action for unjust enrichment. The derivative plaintiffs seek an award of damages, attorneys’ fees and costs in favor of the Partnership as nominal plaintiff, as well as alterations to the procedures for electing members to the board of the Partnership’s general partner, and other compliance and governance changes. These cases have been consolidated and stayed, by the agreement of the parties, pending final resolution of the motion to dismiss filed in a separate case, which has now been dismissed. In February 2020, the court dismissed these cases for failure to prosecute, and the plaintiffs did not petition the court to restore the cases within the period during which they could do so by right. The Company is party to other legal proceedings in the ordinary course of its business, but does not expect the outcome of any proceedings, individually or in the aggregate, to have a material adverse effect on its financial position, results of operations or cash flows. The Company carries insurance with coverage and coverage limits that it believes to be customary in the cemetery and funeral home industry. Although there can be no assurance that such insurance will be sufficient to protect the Company against all contingencies, Management believes that the insurance protection is reasonable in view of the nature and scope of the Company’s operations. Other In connection with the Company’s 2014 lease and management agreements with the Archdiocese of Philadelphia, it has committed to pay aggregate fixed rent of $36.0 million in the following amounts: Lease Years 1-5 (May 28, 2014-May 31, 2019) None Lease Years 6-20 (June 1, 2019-May 31, 2034) $1,000,000 per Lease Year Lease Years 21-25 (June 1, 2034-May 31, 2039) $1,200,000 per Lease Year Lease Years 26-35 (June 1, 2039-May 31, 2049) $1,500,000 per Lease Year Lease Years 36-60 (June 1, 2049-May 31, 2074) None The fixed rent for lease years six through 11, an aggregate of $6.0 million, is deferred. If prior to May 31, 2025, the Archdiocese terminates the agreements in accordance with their terms during lease year 11 or the Company terminates the agreements as a result of a default by the Archdiocese, the Company is entitled to retain the deferred fixed rent. If the agreements are not terminated, the deferred fixed rent will become due and payable on or before June 30, 2025. |
LEASES
LEASES | 6 Months Ended |
Jun. 30, 2020 | |
Leases [Abstract] | |
LEASES | 13 . LEASES The Company leases a variety of assets throughout its organization, such as office space, funeral homes, warehouses and equipment. In addition the Company has a sale-leaseback related to one of its warehouses. Leases with an initial term of 12 months or less are not recorded on the Company’s consolidated balance sheets, and the Company recognizes lease expense for these leases on a straight-line basis over the lease term. For lease agreements with an initial term of more than 12 months, the Company measures the lease liability at the present value of the sum of the remaining minimum rental payments, which exclude executory costs Certain leases provide the Company with the option to renew for additional periods , with renewal terms that can extend the lease term for periods ranging from 1 to years Certain of the Company’s leases have variable payments with annual escalations based on the proportion by which the consumer price index (“CPI”) for all urban consumers increased over the CPI index for the prior comparative year. The Company has the following balances recorded on its consolidated balance sheets related to leases: June 30, 2020 December 31, 2019 Operating $ 8,289 $ 10,570 Finance 4,873 5,685 Total ROU assets (1) $ 13,162 $ 16,255 Liabilities: Current Operating $ 1,821 $ 2,022 Finance 1,215 1,200 Long-term Operating 9,257 11,495 Finance 3,551 4,302 Total lease liabilities (2) $ 15,844 $ 19,019 (1) (2) The Company’s current lease liabilities and long-term are presented within Accounts payable and accrued liabilities and Other long-term liabilities, respectively, in its consolidated balance sheets. As most of the Company Company Company . The weighted average borrowing rates for operating and finance leases were 10.0% and 8.5%, respectively, as of . The components of lease expense were as follows: Six months ended June 30, 2020 2019 Lease cost Classification Operating lease costs (1) General and administrative expense $ 1,597 $ 1,831 Finance lease costs Amortization of leased assets Depreciation and Amortization 606 640 Interest on lease liabilities Interest expense 225 238 Variable lease costs General and administrative expense — — Short-term lease costs (2) General and administrative expense — — Net lease costs $ 2,428 $ 2,709 (1) The Company includes its variable lease costs under operating lease costs as these variable lease costs are immaterial. (2) The Company does not have any short-term leases with lease terms greater than one month. Maturities of the Company’s lease labilities as of June 30, 2020 were as follows: Year ending December 31, Operating Finance 2020 $ 1,474 $ 828 2021 2,559 1,828 2022 2,144 2,010 2023 1,868 702 2024 1,728 99 Thereafter 5,729 — Total $ 15,502 $ 5,467 Less: Interest (4,424 ) (701 ) Present value of lease liabilities $ 11,078 $ 4,766 Maturities of the Company’s lease labilities as of December 31, 2019 were as follows: Year ending December 31, Operating Finance 2019 $ 3,283 $ 1,759 2020 2,783 1,838 2021 2,455 2,026 2022 2,190 708 2023 2,046 106 Thereafter 6,348 — Total $ 19,105 $ 6,437 Less: Interest (5,588 ) (935 ) Present value of lease liabilities $ 13,517 $ 5,502 Operating and finance lease payments include $2.1 million related to options to extend lease terms that are reasonably certain of being exercised and $1.9 million related to residual value guarantees. The weighted average remaining lease term for operating and finance leases was 6.8 years and 2.4 years, respectively, as of June 30, 2020 As of June 30, 2020, the Company had no additional operating leases that had not yet commenced, and did not have any lease transactions with its related parties. In addition, as of June 30, 2020, the Company had not entered into any new sale-leaseback arrangements. |
FAIR VALUE OF FINANCIAL INSTRUM
FAIR VALUE OF FINANCIAL INSTRUMENTS | 6 Months Ended |
Jun. 30, 2020 | |
Fair Value Disclosures [Abstract] | |
FAIR VALUE OF FINANCIAL INSTRUMENTS | 14 . FAIR VALUE OF FINANCIAL INSTRUMENTS Management has established a hierarchy to classify the inputs used to measure the Company’s financial instruments at fair value, pursuant to which the Company is required to maximize the use of observable inputs and minimize the use of unobservable inputs when measuring fair value. Observable inputs represent market data obtained from independent sources; whereas, unobservable inputs reflect the Company’s own market assumptions, which are used if observable inputs are not reasonably available without undue cost and effort. The hierarchy defines three levels of inputs that may be used to measure fair value: • Level 1 – Unadjusted quoted market prices in active markets for identical, unrestricted assets or liabilities that the reporting entity has the ability to access at the measurement date. • Level 2 – Inputs other than quoted prices included within Level 1 that are observable for the asset and liability or can be corroborated with observable market data for substantially the same contractual term of the asset or liability. • Level 3 – Unobservable inputs based on the entity’s own assumptions about the assumptions market participants would use in the pricing of the asset or liability and are consequently not based on market activity but rather through particular valuation techniques. The carrying value of the Company’s current assets and current liabilities on its consolidated balance sheets approximated or equaled their estimated fair values due to their short-term nature or imputed interest rates. Recurring Fair Value Measurement At June 30, 2020 and December 31, 2019, the two financial instruments measured by the Company at fair value on a recurring basis were its merchandise and perpetual care trusts, which consist of investments in debt and equity marketable securities and cash equivalents that are carried at fair value and are classified as either Level 1 or Level 2 (see Note 7 Merchandise Trusts Perpetual Care Trusts Where quoted prices are available in an active market, securities are classified as Level 1 investments pursuant to the fair value measurement hierarchy. Where quoted market prices are not available for the specific security, fair values are estimated by using either quoted prices of securities with similar characteristics or an income approach fair value model with observable inputs that include a combination of interest rates, yield curves, credit risks, prepayment speeds, rating, and tax-exempt status. These securities are classified as Level 2 investments pursuant to the fair value measurements hierarchy. Certain investments in the merchandise and perpetual care trusts are excluded from the fair value leveling hierarchy in accordance with GAAP. These funds are measured at fair value using the net asset value per share practical expedient and have not been categorized in the fair value hierarchy. Non-Recurring Fair Value Measurement The Company may be required to measure certain assets and liabilities at fair value, such as its indefinite-lived assets and long-lived assets, on a nonrecurring basis in accordance with GAAP from time to time. These adjustments to fair value usually result from impairment charges. Other Financial Instruments The Company’s other financial instruments at June 30, 2020 and December 31, 2019 consisted of its Senior Secured Notes (see Note 9 Long-Term Debt |
SUPPLEMENTAL CONDENSED CONSOLID
SUPPLEMENTAL CONDENSED CONSOLIDATING FINANCIAL INFORMATION | 6 Months Ended |
Jun. 30, 2020 | |
Organization Consolidation And Presentation Of Financial Statements [Abstract] | |
SUPPLEMENTAL CONDENSED CONSOLIDATING FINANCIAL INFORMATION | 1 5 . SUPPLEMENTAL CONDENSED CONSOLIDATING FINANCIAL INFORMATION The Senior Secured Notes are guaranteed by the Company and its 100% owned subsidiaries, other than the co-issuers (except as to each other’s obligations thereunder), as described in Note 9 Long-Term Debt In accordance with the disclosures made in Note 1 General , StoneMor Inc. is the “Parent” for ” for The financial information presented below reflects the Company’s standalone accounts, the standalone accounts of the co-issuers, the combined accounts of the guarantor subsidiaries, the combined accounts of the non-guarantor subsidiaries, the consolidating adjustments and eliminations and the Company’s consolidated accounts as of June 30, 2020 and December 31, 2019 and for the three and six months ended June 30, 2020 and 2019. For the purpose of the following financial information, the Company’s investments in its subsidiaries and the guarantor subsidiaries’ investments in their respective subsidiaries are presented in accordance with the equity method of accounting (in thousands): UNAUDITED CONDENSED CONSOLIDATING BALANCE SHEETS June 30, 2020 Parent Partnership CFS West Virginia Guarantor Subsidiaries Non- Guarantor Subsidiaries Eliminations Consolidated Assets Current assets: Cash and cash equivalents, excluding restricted cash $ — $ — $ — $ 39,747 $ 3,115 $ — $ 42,862 Restricted cash — — — 20,698 — — 20,698 Assets held for sale — — — 31,751 — — 31,751 Other current assets — — 3,562 58,501 12,407 — 74,470 Total current assets — — 3,562 150,697 15,522 — 169,781 Long-term accounts receivable — — 2,365 60,158 10,583 — 73,106 Cemetery and funeral home property and equipment — — 529 362,525 32,340 — 395,394 Merchandise trusts — — — — 472,500 — 472,500 Perpetual care trusts — — — — 298,221 — 298,221 Deferred selling and obtaining costs — — 5,785 91,102 18,514 — 115,401 Intangible assets — — — 73 55,579 — 55,652 Other assets — — — 23,340 2,655 — 25,995 Investments in and amounts due from affiliates eliminated upon consolidation — 263,960 — 610,236 — (874,196 ) — Total assets $ — $ 263,960 $ 12,241 $ 1,298,131 $ 905,914 $ (874,196 ) $ 1,606,050 Liabilities and Owners' Equity Current liabilities — — 205 73,563 1,532 — 75,300 Long-term debt, net of deferred financing costs — 263,960 55,981 2,097 — — 322,038 Deferred revenues — — 33,092 763,409 114,369 — 910,870 Perpetual care trust corpus — — — — 298,221 — 298,221 Other long-term liabilities — — — 62,590 16,740 — 79,330 Investments in and amounts due to affiliates eliminated upon consolidation 79,709 79,709 170,019 319,941 526,515 (1,175,893 ) — Total liabilities 79,709 343,669 259,297 1,221,600 957,377 (1,175,893 ) 1,685,759 Owners' equity (79,709 ) (79,709 ) (247,056 ) 76,531 (51,463 ) 301,697 (79,709 ) Total liabilities and owners' equity $ — $ 263,960 $ 12,241 $ 1,298,131 $ 905,914 $ (874,196 ) $ 1,606,050 UNAUDITED CONDENSED CONSOLIDATING BALANCE SHEETS (Continued) December 31, 2019 Parent Partnership CFS West Virginia Guarantor Subsidiaries Non- Guarantor Subsidiaries Eliminations Consolidated Assets Current assets: Cash and cash equivalents, excluding restricted cash $ — $ — $ — $ 33,553 $ 1,314 $ — $ 34,867 Restricted cash — — — 21,900 — — 21,900 Assets held for sale — — — 23,858 — — 23,858 Other current assets — — 3,497 62,686 11,531 — 77,714 Total current assets — — 3,497 141,997 12,845 — 158,339 Long-term accounts receivable — — 2,557 63,124 9,868 — 75,549 Cemetery and funeral home property and equipment — — 609 391,626 31,770 — 424,005 Merchandise trusts — — — — 517,192 — 517,192 Perpetual care trusts — — — — 343,619 — 343,619 Deferred selling and obtaining costs — — 5,654 91,243 18,047 — 114,944 Intangible assets — — — 136 56,110 — 56,246 Other assets — — — 26,907 2,567 — 29,474 Investments in and amounts due from affiliates eliminated upon consolidation — 301,531 — 648,359 — (949,890 ) — Total assets $ — $ 301,531 $ 12,317 $ 1,363,392 $ 992,018 $ (949,890 ) $ 1,719,368 Liabilities and Owners' Equity Current liabilities $ — $ — $ 161 $ 74,674 $ 1,466 $ — $ 76,301 Long-term debt, net of deferred financing costs — 301,531 66,239 193 — — 367,963 Deferred revenues — — 33,349 802,528 113,498 — 949,375 Perpetual care trust corpus — — — — 343,619 — 343,619 Liabilities held for sale, net of current portion Other long-term liabilities — — — 68,227 16,373 — 84,600 Investments in and amounts due to affiliates eliminated upon consolidation 102,490 102,490 183,611 367,770 567,666 (1,324,027 ) — Total liabilities 102,490 404,021 283,360 1,313,392 1,042,622 (1,324,027 ) 1,821,858 Owners' equity (102,490 ) (102,490 ) (271,043 ) 50,000 (50,604 ) 374,137 (102,490 ) Total liabilities and owners' equity $ — $ 301,531 $ 12,317 $ 1,363,392 $ 992,018 $ (949,890 ) $ 1,719,368 UNAUDITED CONDENSED CONSOLIDATING STATEMENTS OF OPERATIONS Three Months Ended June 30, 2020 Parent Partnership CFS West Virginia Guarantor Subsidiaries Non- Guarantor Subsidiaries Eliminations Consolidated Total revenues $ — $ — $ 1,197 $ 58,703 $ 13,605 $ (2,798 ) $ 70,707 Total costs and expenses — — (3,803 ) (57,161 ) (12,717 ) 2,798 (70,883 ) Gain on sale of businesses — — — 7,034 — — 7,034 Other losses — — — (2,169 ) — — (2,169 ) Net (loss) income from equity investment in subsidiaries (3,914 ) 4,273 (3,398 ) — — 3,039 — Interest expense — (8,187 ) (1,798 ) (1,814 ) (296 ) — (12,095 ) (Loss) income from operations before income taxes (3,914 ) (3,914 ) (7,802 ) 4,593 592 3,039 (7,406 ) Income tax benefit — — — 3,492 — — 3,492 Net (loss) income $ (3,914 ) $ (3,914 ) $ (7,802 ) $ 8,085 $ 592 $ 3,039 $ (3,914 ) Three Months Ended June 30, 2019 Parent Subsidiary Issuer Guarantor Subsidiaries Non- Guarantor Subsidiaries Eliminations Consolidated Total revenues $ — $ 1,439 $ 65,749 $ 13,068 $ (1,761 ) $ 78,495 Total costs and expenses — (4,038 ) (66,980 ) (15,997 ) 1,761 (85,254 ) Other losses — — (1,346 ) (2,083 ) — Net loss from equity investment in subsidiaries (30,577 ) (22,358 ) — — 52,935 — Interest expense (2,883 ) (3,822 ) (2,369 ) (272 ) — (9,346 ) Loss on debt extinguishment (938 ) (1,441 ) (6,099 ) — — (8,478 ) Loss from operations before income taxes (34,398 ) (30,220 ) (11,045 ) (5,284 ) 52,935 (28,012 ) Income tax expense — — (6,386 ) — — (6,386 ) Net loss $ (34,398 ) $ (30,220 ) $ (17,431 ) $ (5,284 ) $ 52,935 $ (34,398 ) Six Months Ended June 30, 2020 Parent Partnership CFS West Virginia Guarantor Subsidiaries Non- Guarantor Subsidiaries Eliminations Consolidated Total revenues $ — $ — $ 2,391 $ 118,401 $ 26,674 $ (5,514 ) $ 141,952 Total costs and expenses — — (6,972 ) (116,145 ) (26,036 ) 5,514 (143,639 ) Gain on sale of businesses — — — 31,120 — — 31,120 Other losses — — — (2,169 ) — — (2,169 ) Net income from equity investment in subsidiaries 5,089 21,974 9,187 — — (36,250 ) — Interest expense — (16,885 ) (3,709 ) (3,196 ) (589 ) — (24,379 ) Income from operations before income taxes 5,089 5,089 897 28,011 49 (36,250 ) 2,885 Income tax benefit — — — 2,204 — — 2,204 Net income $ 5,089 $ 5,089 $ 897 $ 30,215 $ 49 $ (36,250 ) $ 5,089 Six Months Ended June 30, 2019 Parent Subsidiary Issuer Guarantor Subsidiaries Non- Guarantor Subsidiaries Eliminations Consolidated Total revenues $ — $ 3,003 $ 125,501 $ 24,200 $ (2,740 ) $ 149,964 Total costs and expenses — (8,558 ) (132,915 ) (27,353 ) 2,740 (166,086 ) Other losses — — (1,346 ) (2,083 ) — (3,429 ) Net loss from equity investment in subsidiaries (51,753 ) (41,283 ) — — 93,036 — Interest expense (4,241 ) (5,909 ) (11,825 ) (542 ) — (22,517 ) Loss on debt extinguishment (938 ) (1,441 ) (6,099 ) — — (8,478 ) Loss from operations before income taxes (56,932 ) (54,188 ) (26,684 ) (5,778 ) 93,036 (50,546 ) Income tax expense — — (6,386 ) — — (6,386 ) Net loss $ (56,932 ) $ (54,188 ) $ (33,070 ) $ (5,778 ) $ 93,036 $ (56,932 ) UNAUDITED CONDENSED CONSOLIDATING STATEMENTS OF CASH FLOWS Six Months Ended June 30, 2020 Parent Partnership CFS West Virginia Guarantor Subsidiaries Non- Guarantor Subsidiaries Eliminations Consolidated Net cash provided by operating activities $ — $ — $ 33 $ 18,309 $ 3,453 $ (20,594 ) $ 1,201 Cash Flows From Investing Activities: Cash paid for acquisitions and capital expenditures, net of proceeds from divestitures and asset sales — — (8 ) 46,039 (1,486 ) — 44,545 Payments to affiliates (17,000 ) — — — — 17,000 — Net cash provided by investing activities (17,000 ) — (8 ) 46,039 (1,486 ) 17,000 44,545 Cash Flows From Financing Activities: Proceeds from issuance of Series A Preferred Stock 8,800 — — — — — 8,800 Proceeds from issuance of Common Stock 8,200 — — — — — 8,200 Payments from affiliates — — — (3,594 ) — 3,594 — Net borrowings and repayments of debt — — (25 ) (51,491 ) (166 ) — (51,682 ) Other financing activities — — — (4,271 ) — — (4,271 ) Net cash used in financing activities 17,000 — (25 ) (59,356 ) (166 ) 3,594 (38,953 ) Net increase in cash and cash equivalents and restricted cash — — — 4,992 1,801 — 6,793 Cash and cash equivalents and restricted cash—Beginning of period — — — 55,453 1,314 — 56,767 Cash and cash equivalents and restricted cash—End of period $ — $ — $ — $ 60,445 $ 3,115 $ — $ 63,560 Six Months Ended June 30, 2019 Parent Subsidiary Issuer Guarantor Subsidiaries Non- Guarantor Subsidiaries Eliminations Consolidated Net cash used in (provided by) operating activities $ — $ 197 $ (21,647 ) $ 28 $ (10,150 ) $ (31,572 ) Cash Flows From Investing Activities: Cash paid for acquisitions and capital expenditures, net of proceeds from divestitures and asset sales — (173 ) (3,216 ) (199 ) — (3,588 ) Payments to affiliates (57,500 ) — — — 57,500 — Net cash used investing activities (57,500 ) (173 ) (3,216 ) (199 ) 57,500 (3,588 ) Cash Flows From Financing Activities: Payments from affiliates — — 47,350 — (47,350 ) — Proceeds from issuance of redeemable convertible preferred units, net 57,500 — — — — 57,500 Net borrowings and repayments of debt — (24 ) 39,076 (148 ) — 38,904 Other financing activities — — (17,437 ) — — (17,437 ) Net cash provided (used in) by financing activities 57,500 (24 ) 68,989 (148 ) (47,350 ) 78,967 Net increase (decrease) in cash and cash equivalents and restricted cash — — 44,126 (319 ) — 43,807 Cash and cash equivalents and restricted cash —Beginning of period — — 16,298 1,849 — 18,147 Cash and cash equivalents and restricted cash —End of period $ — $ — $ 60,424 $ 1,530 $ — $ 61,954 |
SEGMENT INFORMATION
SEGMENT INFORMATION | 6 Months Ended |
Jun. 30, 2020 | |
Segment Reporting [Abstract] | |
SEGMENT INFORMATION | 1 6 . SEGMENT INFORMATION Management operates the Company in two reportable operating segments: Cemetery Operations and Funeral Home Operations. These operating segments reflect the way the Company manages its operations and makes business decisions. Management evaluates the performance of these operating segments based on interments performed, interment rights sold, pre-need cemetery and at-need cemetery contracts written, revenue and segment profit (loss). As a percentage of revenue and assets, the Company’s major operations consist of its cemetery operations. The following tables present financial information with respect to the Company’s segments (in thousands). Corporate costs represent those not directly associated with an operating segment, such as corporate overhead, interest expense and income taxes. Corporate assets primarily consist of cash and cash equivalents and restricted cash. Three Months Ended June 30, Six Months Ended June 30, 2020 2019 2020 2019 STATEMENT OF OPERATIONS DATA: Cemetery Operations: Revenues $ 58,932 $ 65,628 $ 116,998 $ 123,538 Operating costs and expenses (49,873 ) (58,934 ) (101,011 ) (112,096 ) Depreciation and amortization (1,619 ) (1,920 ) (3,323 ) (3,882 ) Segment operating profit $ 7,440 $ 4,774 $ 12,664 $ 7,560 Funeral Home Operations: Revenues $ 11,775 $ 12,867 $ 24,954 $ 26,426 Operating costs and expenses (9,920 ) (10,467 ) (20,578 ) (21,967 ) Depreciation and amortization (489 ) (598 ) (1,028 ) (1,186 ) Segment operating profit $ 1,366 $ 1,802 $ 3,348 $ 3,273 Reconciliation of segment operating profit to net income (loss): Cemetery Operations 7,440 4,774 $ 12,664 $ 7,560 Funeral Home Operations 1,366 1,802 3,348 3,273 Total segment profit 8,806 6,576 16,012 10,833 Corporate overhead (8,756 ) (13,137 ) (17,257 ) (26,550 ) Corporate depreciation and amortization (226 ) (198 ) (442 ) (405 ) Gain on sale of businesses 7,034 — 31,120 — Other losses (2,169 ) (3,429 ) (2,169 ) (3,429 ) Interest expense (12,095 ) (9,346 ) (24,379 ) (22,517 ) Loss on debt extinguishment — (8,478 ) — (8,478 ) Income tax benefit (expense) 3,492 (6,386 ) 2,204 (6,386 ) Net (loss) income $ (3,914 ) $ (34,398 ) $ 5,089 $ (56,932 ) CASH FLOW DATA: Capital expenditures: Cemetery Operations $ 1,357 $ 2,921 $ 2,545 $ 3,811 Funeral Home Operations 7 6 17 982 Corporate 354 8 1,229 45 Total capital expenditures $ 1,718 $ 2,935 $ 3,791 $ 4,838 June 30, 2020 December 31, 2019 BALANCE SHEET DATA: Assets: Cemetery Operations $ 1,406,081 $ 1,504,463 Funeral Home Operations 132,842 148,310 Corporate 67,127 66,595 Total assets $ 1,606,050 $ 1,719,368 Assets held for sale: Cemetery Operations $ 26,091 $ 20,819 Funeral Home Operations 5,660 3,039 Total assets held for sale $ 31,751 $ 23,858 Disposed assets: Cemetery Operations $ 20,445 $ — Funeral Home Operations 3,032 110 Total disposed assets $ 23,477 $ 110 |
SUPPLEMENTAL CONSOLIDATED CASH
SUPPLEMENTAL CONSOLIDATED CASH FLOW INFORMATION | 6 Months Ended |
Jun. 30, 2020 | |
Supplemental Cash Flow Elements [Abstract] | |
SUPPLEMENTAL CONSOLIDATED CASH FLOW INFORMATION | 17. SUPPLEMENTAL CONSOLIDATED CASH FLOW INFORMATION The tables presented below provide supplemental information to the unaudited condensed consolidated statements of cash flows regarding contract origination and maturity activity included in the pertinent captions on the Company’s unaudited condensed consolidated statements of cash flows (in thousands): Six months ended June 30, 2020 2019 Accounts Receivable Pre-need/at-need contract originations (sales on credit) $ (56,337 ) $ (51,323 ) Cash receipts from sales on credit (post-origination) 48,103 42,712 Changes in accounts receivable, net of allowance $ (8,234 ) $ (8,611 ) Customer Contract Liabilities Deferrals: Cash receipts from customer deposits at origination, net of refunds $ 74,613 $ 72,283 Withdrawals of realized income from merchandise trusts during the period 5,163 4,596 Pre-need/at-need contract originations (sales on credit) 56,337 51,323 Undistributed merchandise trust investment earnings, net (999 ) 7,924 Recognition: Merchandise trust investment income, net withdrawn as of end of period (3,456 ) (4,405 ) Recognized maturities of customer contracts collected as of end of period (97,751 ) (93,466 ) Recognized maturities of customer contracts uncollected as of end of period (14,244 ) (23,129 ) Changes in customer contract liabilities $ 19,663 $ 15,126 |
RELATED PARTIES
RELATED PARTIES | 6 Months Ended |
Jun. 30, 2020 | |
Related Party Transactions [Abstract] | |
RELATED PARTIES | 18. RELATED PARTIES In December 2019, the Company purchased a $30 million participation in a $70 million new debt facility issued by Payless Holdings LLC (“Payless”). Funds and accounts affiliated with Axar also invested $20 million in this facility. The investment was initially proposed by the Company’s Chairman of the Board, Mr. Axelrod, and subsequently approved by the Board. The Axar funds controlled by Mr. Axelrod own approximately 30% of the equity of Payless, and Mr. Axelrod serves on Payless’ board of directors. The Company’s investment in Payless represented approximately 4% of the total fair market value of all of the Company’s trusts as of June 30, 2020 and December, 31, 2019. As of June 30, 2020, Axar beneficially owned 61.8 % of the Company’s outstanding common stock, which constituted a majority of the Company’s outstanding common stock. As a result, the Company is a “controlled company” within the meaning of NYSE corporate governance standards. For discussion of certain risks and uncertainties attributable to the Company being a controlled company, see Part I, Item 1A. Risk Factors of the Company’s Annual Report, and for discussion on the security ownership of certain beneficial owners, directors and executives of the Company, see Part III, Item 12. Security Ownership of Certain Beneficial Owners and Management and Related Stockholder Matters of the Annual Report. On April 1, 2020 and April 3, 2020, the Company entered into the Axar Commitment and the 2020 Preferred Purchase Agreement, respectively, with Axar and funds or accounts under its management, respectively. On May 27, 2020, the Company entered into the Common Stock Purchase Agreement with Axar and in June 2020 sold an aggregate of 23,287,672 received the Proposal, dated May 24, 2020, from proposing to acquire all of the outstanding shares of common stock of the Company not owned by Axar or its affiliates. For further details on all of these events, see Note 1 General of this Report. |
SUBSEQUENT EVENTS
SUBSEQUENT EVENTS | 6 Months Ended |
Jun. 30, 2020 | |
Subsequent Events [Abstract] | |
SUBSEQUENT EVENTS | 19. SUBSEQUENT EVENTS On July 31, 2020, the Company announced that the Special Committee of the board of directors had received an amended proposal (the “Amended Proposal”) from Axar proposing to acquire all of the outstanding shares of common stock of the Company not owned by Axar or its affiliates for $0.80 per share in cash, subject to certain conditions. The key terms of the Amended Proposal were set forth in a letter dated July 28, 2020. The Special Committee and its advisors remain engaged on matters pertaining to the proposed transaction. |
GENERAL (Policies)
GENERAL (Policies) | 6 Months Ended |
Jun. 30, 2020 | |
Organization Consolidation And Presentation Of Financial Statements [Abstract] | |
Nature of Operations | Nature of Operations The Company is a provider of funeral and cemetery products and services in the death care industry in the United States. As of June 30, 2020, the Company operated 318 cemeteries in 27 states and Puerto Rico, of which 288 were owned and 30 were operated under lease, management or operating agreements. The Company also owned and operated 87 funeral homes, including 40 located on the grounds of cemetery properties that the Company owned, in 17 states and Puerto Rico. The Company’s cemeteries provide cemetery property interment rights, such as burial lots, lawn and mausoleum crypts, and cremation niches. Cemetery merchandise is comprised of burial vaults, caskets, grave markers and memorials. Cemetery services include the installation of this merchandise and other service items. The Company sells these products and services both at the time of death, which is referred to as at-need, and prior to the time of death, which is referred to as pre-need. The Company’s funeral home services include family consultation, the removal and preparation of remains, insurance products and the use of funeral home facilities for visitation and memorial services. |
C-Corporation Conversion | C-Corporation Conversion On December 31, 2019, pursuant to the terms of the Merger Agreement, the Company completed the following series of reorganization transactions (which the Company sometimes refer to collectively as the “C-Corporation Conversion”): • GP Holdings contributed its entire equity interest in the Partnership to StoneMor GP and, in exchange, ultimately received an aggregate of 5,099,969 shares of the Company’s common stock; • StoneMor GP contributed the common units in the Partnership it received from GP Holdings to StoneMor LP Holdings, LLC (“LP Sub”), a Delaware limited liability company and wholly-owned subsidiary of StoneMor GP; • Merger Sub merged with and into the Partnership, with the Partnership surviving as a Delaware limited partnership, and pursuant to which each outstanding Series A Convertible Preferred Unit (defined within) and Common Unit (defined within) (other than the common units held by LP Sub) was converted into the right to receive one share of the Company’s common stock; and • StoneMor GP converted from a Delaware limited liability company to a Delaware corporation called StoneMor Inc. As a result of the C-Corporation Conversion, the Company remains the general partner of the Partnership and LP Sub is the sole limited partner of the Partnership such that, directly or indirectly, the Company owns 100% of the interests in the Partnership. The C-Corporation Conversion represented a transaction between entities under common control and was accounted for similarly to pooling of interests in a business combination. The common stock of the Company issued to the holders of the common units and preferred units of the Partnership and to GP Holdings for its general partner interest in the Partnership was recognized by the Company at the carrying value of the equity interests in the Partnership. In addition, the Company became the successor and the Partnership the predecessor for the purposes of financial reporting. |
Basis of Presentation and Principles of Consolidation | Basis of Presentation and Principles of Consolidation The accompanying condensed consolidated financial statements, which are unaudited, have been prepared in accordance with the requirements of the Quarterly Report on Form 10-Q and Generally Accepted Accounting Principles (“GAAP”) for interim reporting. They do not include all disclosures normally made in financial statements contained in Annual Reports on Form 10-K. In management’s opinion, all adjustments necessary for a fair presentation of the Company’s financial position, results of operations and cash flows for the periods disclosed have been made. The balance sheet at December 31, 2019 has been derived from the audited consolidated financial statement as of December 31, 2019, as presented in the Company’s Annual Report on Form 10-K for the year ended December 31, 2019, which was filed with The unaudited condensed consolidated financial statements include the accounts of each of the Company’s 100% owned subsidiaries. These statements also include the accounts of the merchandise and perpetual care trusts in which the Company has a variable interest and is the primary beneficiary. The Company operates 30 cemeteries under long-term leases, operating agreements and management agreements. The operations of 16 of these managed cemeteries have been consolidated. The Company operates 14 cemeteries under long-term leases and other agreements that do not qualify as acquisitions for accounting purposes. As a result, the Company did not consolidate all of the existing assets and liabilities related to these cemeteries. The Company has consolidated the existing assets and liabilities of the merchandise and perpetual care trusts associated with these cemeteries as variable interest entities, since the Company controls and receives the benefits and absorbs any losses from operating these trusts. Under the long-term leases, and other agreements associated with these properties, which are subject to certain termination provisions, the Company is the exclusive operator of these cemeteries and earns revenues related to sales of merchandise, services and interment rights and incurs expenses related to such sales, including the maintenance and upkeep of these cemeteries. Upon termination of these agreements, the Company will retain all of the benefits and related contractual obligations incurred from sales generated during the agreement period. The Company has also recognized the existing customer contract-related performance obligations that it assumed as part of these agreements. |
COVID-19 and Business Interruption | COVID-19 and Business Interruption The outbreak of COVID-19, which has reached pandemic proportions (“COVID-19 Pandemic”), poses a significant threat to the health and economic wellbeing of the Company’s employees, customers and vendors. The Company’s operations have been deemed essential by the state and local governments in which it operates, with the exception of Puerto Rico, and the Company is actively working with federal, state and local government officials to ensure that it continues to satisfy their requirements for offering the Company’s essential services. The operation of all of the Company’s facilities is critically dependent on the Company’s employees who staff these locations. To ensure the wellbeing of the Company’s employees and their families, the Company provided every employee of the Company with detailed health and safety literature on COVID-19, such as the Centers for Disease Control and Prevention (the “CDC”)’s industry-specific guidelines for working with the deceased who were or may have been infected with COVID-19. In addition, the Company’s procurement and safety teams have updated and developed new safety-oriented guidelines to support daily field operations and continue to provide personal protection equipment to those employees whose positions necessitate it. The Company implemented work from home policies at the Company’s corporate office consistent with the CDC’s guidance to reduce the risks of exposure to COVID-19 while still supporting the families that we serve. The Company has not experienced any significant disruptions to its business as a result of the work from home policies in its corporate office. The Company’s marketing and sales team quickly responded to the sales challenges presented by the COVID-19 Pandemic by implementing virtual meeting options using a variety of web-based tools to ensure that the Company’s sales personnel can continue to connect with and meet the needs of the Company’s customers in a safe, effective and productive manner. Some of the Company’s locations are providing live video streaming of their funeral and burial services to customers or providing other alternatives that respect social distancing, so that family and friends can connect during their time of grief. Like most businesses world-wide, the COVID-19 Pandemic has impacted the Company financially. During the last two weeks of the first quarter and into beginning of the second quarter, the Company saw its pre-need sales and at-need sales activity decline as Americans practiced social distancing and crowd size restrictions were put in place. However, during the last two months of the second quarter, the Company experienced at-need sales growth. While the Company expects that its pre-need sales could continue to be challenged during the continued COVID-19 Pandemic, the Company believes the implementation of its virtual meeting tools is one of several key steps to mitigate this disruption. In addition, throughout this disruption the Company’s cemeteries and funeral homes have largely remained open and available to serve its families in all the locations in which it operates to the extent permitted by local authorities, with the exception of Puerto Rico, and the Company expects that this will continue. The Company expects the COVID-19 Pandemic could have an adverse effect on its future results of operations and cash flows, however the Company cannot presently predict, with certainty, the scope and severity of that impact. On May 5, 2020, the Company’s Board of Directors, at the recommendation of its Compensation, Nominating and Governance Committee (the “CNG Committee”), approved certain voluntary temporary reductions in base salaries implemented by the Company’s senior management as part of measures being taken to reduce expenses given the uncertainty regarding the extent and potential duration of the COVID-19 pandemic and its impact on the Company’s financial condition. These voluntary base salary reductions, which began on April 20, 2020 and continued for ten weeks, did not modify other rights under any agreements or employee benefits that are determined by reference to base salary and did not give rise to any “good reason” resignation rights or any breach under the affected employees’ applicable arrangements with the Company. At the CNG Committee’s recommendation, the Board also approved reductions of 50% of the quarterly retainer fee and additional Board committee chair fees payable to non-employee directors for a ten-week period of the third quarter of 2020. |
Axar Proposal | Axar Proposal On May 27, 2020, the Company announced that it had received an unsolicited proposal letter (the “Proposal”), dated May 24, 2020, from proposing to acquire all of the outstanding shares of common stock of the Company not owned by Axar or its affiliates for $0.67 per share in cash, subject to certain conditions. Axar currently owns approximately 62% of the Company’s outstanding common stock. According to the Proposal, the proposed transaction would not be contingent on any financing and would be funded with equity from Axar and its affiliates. The Proposal states that the proposed transaction would be conditioned upon, among other things, the negotiation and execution of mutually satisfactory definitive agreements, which Axar proposed would contain terms customary for a transaction of this type, in addition to a closing condition that the approval of holders of a majority of the outstanding shares not owned by Axar or its affiliates be obtained. On May 26, 2020, the Company’s Board of Directors formed a special committee (the “Special Committee”) consisting of independent directors to consider and evaluate the transaction contemplated by the Proposal. The Special Committee has retained independent legal and financial advisors to assist in its review and evaluation of the proposed transaction and has been authorized by the Board to reject the proposed transaction or to recommend that the Board of Directors approve the terms of the proposed transaction. On June 16, 2020, the Company announced that the Special Committee sent a letter to Axar informing it that, after reviewing the Proposal, it had rejected the price proposed by Axar as inadequate. The Special Committee also informed Axar that it would be open to engaging in further discussions. See Note 19 Subsequent Events for further details on related events subsequent to June 30, 2020. |
Strategic Partnership Agreement | Strategic Partnership Agreement On April 2, 2020, the Company entered into two multi-year Master Services Agreements (the “MSAs”) with Moon Landscaping, Inc. and its affiliate, Rickert Landscaping, Inc. (collectively “Moon”), which are being implemented in a phased approach. Under the terms of the MSAs, Moon agreed to provide all grounds and maintenance services at most of the funeral homes, cemeteries and other properties the Company owns or manages including, but not limited to, landscaping, openings and closings, burials, installations, routine maintenance and janitorial services. Moon also agreed to hire all of the Company’s grounds and maintenance employees at the serviced locations upon transition and perform all functions handled by those employees. The Company agreed to pay a total of approximately $241.0 million over the term of the contracts, which run through December 31, 2024, based upon an initial annual cost of $49.0 million and annual increases of 2%. The first year cost will be prorated based upon exact implementation and roll-out schedule for each location. As part of the MSAs, the Company agreed to sublease to Moon the landscaping and maintenance equipment that it leases and to lease the landscaping and maintenance equipment to Moon that it owns for the duration of the agreements. The Company agreed to transfer title to any such equipment it owns at the end of the term to Moon, in each case without any additional payment by Moon. As of June 30, 2020, the net book value of the equipment the Company was leasing to Moon was approximately $5.5 million . Each party has the right to terminate the MSAs at any time on six months’ prior written notice, provided that if the Company terminates the MSAs without cause, it will be obligated to pay Moon an equipment credit fee in the amount of $1.0 million for each year remaining in the term, prorated for the portion of the year in which any such termination occurs. |
Amendments to Indenture and Capital Raise | Amendments to Indenture and Capital Raise On April 1, 2020, the Partnership and CFS West Virginia (collectively, the “Issuers”) and Wilmington Trust, National Association, as trustee, entered into the Third Supplemental Indenture (the “Supplemental Indenture”) to the Indenture. Pursuant to the terms of the Supplemental Indenture, the following financial covenants were amended: • The Interest Coverage Ratio measurements at March 31, June 30 and September 30, 2020 were eliminated and replaced with a Minimum Operating Cash Flow covenant of $(25.0 million), $(35.0 million) and $(35.0 million), respectively; • The required Interest Coverage Ratios at December 31, 2020, March 31, 2021 and June 30, 2021 were reduced to 0.00x, 0.75x and 1.10x, respectively, from 1.15x, 1.25x and 1.30x; and • The Asset Coverage tests at March 31, June 30, September 30 and December 31, 2020 were reduced to 1.40x from 1.60x. In addition, the premium payable upon voluntary redemption of the 9.875 The Issuers also agreed in the Supplemental Indenture to use their best efforts to cause the Company to effectuate a rights offering on the terms described below as promptly as practicable with an expiration date no later than July 24, 2020 and to receive proceeds of not less than $8.2 million therefrom (in addition to the $8.8 million capital raise described below). Concurrently with the execution of the Supplemental Indenture, the Company entered into a letter agreement (the “Axar Commitment”) with Axar pursuant to which Axar committed to (a) purchase shares of our Series A Preferred Stock with an aggregate purchase price of $8.8 million on April 3, 2020, (b) exercise its basic rights in the rights offering by tendering the shares of Series A Preferred Stock so purchased for shares of Common Stock and (c) purchasing any shares offered in the rights offering for which other stockholders do not exercise their rights, up to a maximum of an additional $8.2 million of such shares. The Company did not pay Axar any commitment, backstop or other fees in connection with the Axar Commitment. On April 3, 2020, as contemplated by the Axar Commitment, the Company and Axar CL SPV LLC, Star V Partners LLC and Blackwell Partners LLC –Series E. (the “2020 Purchasers”) entered into a Series A Preferred Stock Purchase Agreement (the “2020 Preferred Purchase Agreement”) pursuant to which the Company sold 176 shares of its Series A Preferred Stock, par value $0.01 per share (the “Preferred Shares”), for a cash price of $50,000 per share, an aggregate of $8.8 million. The Company offered and sold the Preferred Shares in reliance upon the exemption from the registration requirements of the Securities Act pursuant to Section 4(a)(2) thereof. The Company relied on this exemption from registration based in part on representations made by the 2020 Purchasers in the 2020 Preferred Purchase Agreement. Under the terms of the Supplemental Indenture and the Axar Commitment, the Company agreed to undertake an offering to holders of its Common Stock of transferable rights to purchase their pro rata share of shares of Common Stock with an aggregate exercise price of at least $17.0 million at a price of $0.73 per share. The rights offering period, during which the rights will be transferable, will be no less than 20 calendar days and no more than 45 calendar days. The Company agreed to use its best efforts to complete the rights offering with an expiration date no later than July 24, 2020. On May 27 2020, the Company entered into a Common Stock Purchase Agreement (the “Common Stock Purchase Agreement”) with Axar, the accounts managed by Axar set forth on Schedule B thereto and one or more accounts managed by Axar to be designated by it (collectively, the “Purchasers”) pursuant to which the Company agreed to sell an aggregate of 23,287,672 shares of its Common Stock, par value $0.01 per share to the Purchasers at a price of $0.73 per share, an aggregate of $17.0 million. Because the Company’s common stock had been trading at a price less than the $0.73 subscription price for the rights offering described above, the Company’s Board of Directors determined and Axar agreed in the Common Stock Purchase Agreement to amend the Axar Commitment to provide for a direct purchase of the 23,287,672 shares of common stock and avoid the expense of proceeding with the rights offering while obtaining the same per share and aggregate purchase price contemplated by the Axar Commitment. On June 19, 2020, the Company completed the sale of the aggregate of 23,287,672 shares of its Common Stock (the “New Common Shares”) as contemplated by the Common Stock Purchase Agreement. The Company issued and sold to the Purchasers, and the Purchasers acquired and purchased from the Company, (a) 12,054,795 New Common Shares in exchange for the surrender of 176 shares of Preferred Shares of the Company purchased on April 3, 2020, with a stated value of $8.8 million (an exchange ratio of 68,493.15 New Common Shares for each share of Series A Preferred Stock surrendered), and (b) 11,232,877 New Common Shares for a cash purchase price of $0.73 per share, an aggregate of $8.2 million. The Company offered and sold the New Common Shares in reliance upon the exemption from the registration requirements of the Securities Act pursuant to Section 4(a)(2) thereof. The Company relied on this exemption from registration based in part on representations made by the Purchasers in the Purchase Agreement. |
Sources and Uses of Liquidity | Sources and Uses of Liquidity The Company’s primary sources of liquidity are cash generated from operations and proceeds from asset sales. The Company’s primary cash requirements, in addition to normal operating expenses, are for capital expenditures, net contributions to the merchandise and perpetual care trust funds and debt service. In general, as part of its operating strategy, the Company expects to fund: • working capital deficits through available cash, cash generated from operations, proceeds from asset sales and proceeds from equity offerings; • expansion capital expenditures, net contributions to the merchandise and perpetual care trust funds and debt service obligations through available cash, cash generated from operations or proceeds from asset sales. Amounts contributed to the merchandise trust funds will be withdrawn at the time of the delivery of the product or service sold to which the contribution related (see "Summary of Significant Accounting Policies" section below regarding revenue recognition), which will reduce the amount of additional borrowings or asset sales needed; and • any maintenance capital expenditures through available cash and cash flows from operating activities. While the Company relies heavily on its available cash and cash flows from operating activities to execute its operational strategy and meet its financial commitments and other short-term financial needs, the Company cannot be certain that sufficient capital will be generated through operations or be available to the Company to the extent required and on acceptable terms. The Company has experienced negative financial trends, including use of cash in operating activities, which, when considered in the aggregate, could raise substantial doubt about the Company’s ability to continue as a going concern. These negative financial trends include: • the Company has incurred net losses for the past several years and generated negative cash flow from operating activities for the year ended December 31, 2019 and the three months ended March 31, 2020, due to an increased competitive environment and increases in professional fees and compliance costs; and • a decline in billings coupled with the increase in professional, compliance and consulting expenses that tightened the Company's liquidity position and increased reliance on long-term financial obligations. During 2019 and 2020, the Company implemented (and will continue to implement) various actions to improve profitability and cash flows to fund operations. A summary of these actions is as follows: • sold an aggregate of 52,083,333 Preferred Units for an aggregate purchase price of $57.5 million and completed a private placement of $385.0 million of the Senior Secured Notes in June 2019. The net proceeds of both transactions were used to fully repay the then-outstanding 7.875% senior notes due in June 2021 (the “Senior Notes”) and retire the Company’s revolving credit facility that was due in May 2020; • manage recurring operating expenses, seek to limit non-recurring operating expenses and implement cost reduction initiatives to minimize the impact of the COVID-19 Pandemic on the Company; • identify and complete sales of select assets to de-leverage the balance sheet; and • raised $17.0 million in equity capital from the sale of 176 Preferred Shares and the subsequent exchange of such Preferred Shares for 12,054,795 shares of its Common Stock and the sale of an additional 11,232,877 shares of its Common Stock. In addition, there is no certainty that the Company's actual operating performance and cash flows will not be substantially different from forecasted results or that the Company will not need amendments to the Indenture in the future or that any such amendments will be available on terms acceptable to the Company or at all. Factors that could impact the significant assumptions used by the Company in assessing its ability to satisfy its financial covenants include the following: • operating performance not meeting reasonably expected forecasts, including the effects of the COVID-19 Pandemic on the Company’s operations; • failing to generate profitable sales; • investments in the Company's trust funds experiencing significant declines due to factors outside its control; • being unable to compete successfully with other cemeteries and funeral homes in the Company's markets; • the number of deaths in the Company's markets declining; and • an adverse change in the mix of funeral and cemetery revenues between burials and cremations. If the Company's planned, implemented and not yet implemented actions are not successful in generating sustainable cash savings for the Company, or the Company fails to improve its operating performance and cash flows or the Company is not able to comply with the covenants under the Indenture, the Company may be forced to limit its business activities, limit its ability to implement further modifications to its operations or limit the effectiveness of some actions that are included in its forecasts, amend its Indenture and/or seek other sources of capital, and the Company may be unable to continue as a going concern. Additionally, a failure to generate additional liquidity could negatively impact the Company's access to inventory or services that are important to the operation of the Company's business. Any of these events may have a material adverse effect on the Company's results of operations and financial condition, and limit the Company’s ability to continue as a going concern. Based on the Company's forecasted operating performance, planned actions to improve the Company’s profitability and cash flows, the execution of the Supplemental Indenture and the Axar Commitment and the completion of the transactions contemplated thereby, including the receipt of $17.0 million in gross proceeds, together with plans to file its financial statements on a timely basis consistent with the debt covenants and commitment to filing its periodic reports on a timely basis consistent with the debt covenants, the Company does not believe it is probable that it will breach the covenants under the Indenture or be unable to continue as a going concern for the next twelve-month period. As such, the unaudited condensed consolidated financial statements for the three and six months ended June 30, 2020 were prepared on the basis of a going concern, which contemplates that the Company will be able to realize assets and discharge liabilities in the normal course of business. Accordingly, they do not give effect to adjustments, if any, that would be necessary should the Company be required to liquidate its assets. |
NYSE Delisting Notification | NYSE Delisting Notification On April 14, 2020, the Company received notice from the New York Stock Exchange (the “NYSE”) stating that upon its review of the Company’s financial condition, the NYSE has concluded that the Company is not in compliance with the NYSE’s continued listing requirements (the “NYSE Notification”), since as of April 13, 2020, the 30-trading day average closing price of the Company’s Common Stock had fallen below $1.00 per share over a consecutive 30 trading-day period, which is the minimum average share price for continued listing on the NYSE under Rule 802.01C of the NYSE Listed Company Manual (the “NYSE Listed Manual”). As of April 13, 2020, the Company’s 30 trading-day average closing share price of its security was $0.97. The Company has a period of six months following the receipt of the NYSE Notification to regain compliance with the minimum share price requirement, which was tolled from April 21, 2020 through June 30, 2020. In order to regain compliance, on the last trading day of any calendar month during the cure period, the Common Stock must have (i) a closing price of at least $1.00 per share and (ii) an average closing price of at least $1.00 per share over the 30-trading day period ending on the last trading day of such month. As required, the Company notified the NYSE, within 10 business days of receipt of the NYSE Notification, of its intent to cure this deficiency in order to avoid immediate suspension and delisting procedures. In the event that at the expiration of the six–month cure period, both a $1.00 share price and a $1.00 average share price over the preceding 30 trading days are not attained, the NYSE will commence suspension and delisting procedures. Alternatively, however, the Company can also demonstrate an accelerated cure based on a $1.00 share price on both the last trading day of any calendar month within the six-month cure period and the average share price over the 30 trading days preceding the end of that month. In response, the Company’s Board of Directors is reviewing all available alternatives to return to compliance with the NYSE continued listing standards . |
Use of Estimates | Use of Estimates The preparation of the Company’s unaudited condensed consolidated financial statements in conformity with GAAP requires management to make estimates and assumptions as described in its Annual Report. These estimates and assumptions may affect the reported amounts of assets and liabilities and disclosures of contingent assets and liabilities at the date of the unaudited condensed consolidated financial statements and the reported amounts of revenue and expenses during the reporting periods. As a result, actual results could differ from those estimates. |
Cash and Cash Equivalents | Cash and Cash Equivalents The Company considers all highly liquid investments purchased with an original maturity of three months or less from the time they are acquired to be cash equivalents. Cash and Cash Equivalents was $42.9 million and $34.9 million as of June 30, 2020 and December 31, 2019, respectively. |
Restricted Cash | Restricted Cash Cash that is restricted from withdrawal or use under the terms of certain contractual agreements is recorded as restricted cash. Restricted cash was $20.7 million and $21.9 million as of June 30, 2020 and December 31, 2019, respectively, which primarily related to cash collateralization of the Company’s letters of credit and surety bonds, and at December 31, 2019 also included a $5.0 million refundable deposit received in connection with the sale of one of the Company’s properties. |
Revenues and Deferred Revenues | Revenue The Company's revenues are derived from contracts with customers through sale and delivery of death care products and services. Primary sources of revenue are derived from (1) cemetery and funeral home operations generated both at-need and pre-need, which are classified on the unaudited condensed consolidated statements of operations as Interments, Merchandise and Services, (2) investment income, which includes income earned on assets maintained in perpetual care and merchandise trusts related to pre-need sales of cemetery and funeral home merchandise and services that are required to be maintained in the trust by state law and (3) interest earned on pre-need installment contracts. Investment income is presented within Investment and other for Cemetery revenue and Services for Funeral home revenue. Revenue is measured based on the consideration specified in a contract with a customer and is net of any sales incentives and amounts collected on behalf of third parties. Pre-need contracts are price guaranteed, providing for future merchandise and services at prices prevailing when the agreements are signed. Investment income is earned on certain payments received from customers on pre-need contracts, which are required by law to be deposited into the merchandise and service trusts. Amounts are withdrawn from the merchandise trusts when the Company fulfills the performance obligations. Earnings on these trust funds, which are specifically identifiable for each performance obligation, are also included in total transaction price. Pre-need contracts are generally subject to financing arrangements on an installment basis, with a contractual term not to exceed 60 months. Interest income is recognized utilizing the effective interest method. For those contracts that do not bear a market rate of interest, the Company imputes such interest based upon the prime rate at the time of origination plus 375 basis points in order to segregate the principal and interest component of the total contract value. The Company has elected to not adjust the transaction price for the effects of a significant financing component for contracts that have payment terms under one year. At the time of a non-cancellable pre-need sale, the Company records an account receivable in an amount equal to the total contract value less unearned finance income and any cash deposit paid. The revenue from both the sales and interest income from trusted funds are deferred until the merchandise is delivered or the services are performed. For a sale in a cancellable state, an account receivable is only recorded to the extent control has transferred to the customer for interment rights, merchandise or services for which the Company has not collected cash. The amounts collected from customers in states in which pre-need contracts are cancellable may be subject to refund provisions. The Company estimates the fair value of its refund obligation under such contracts on a quarterly basis and records such obligations within other long-term liabilities line item on its consolidated balance sheets. In accordance with Accounting Standards Codification (“ASC”) 606, Revenue from Contracts with Customers In addition, the Company maintains a reserve representing the fair value of the refund obligation that may arise due to state law provisions that include a guarantee of customer funds collected on unfulfilled performance obligations and maintained in trust to the extent that the funds are refundable upon a customer’s exercise of any cancellation rights. Sales taxes assessed by governmental authorities are excluded from revenue. Any shipping and handling costs that are incurred after control over a product has transferred to a customer are accounted for as a fulfillment cost and are included in cost of goods sold. Nature of Goods and Services The following is a description of the principal activities within the Company’s two reportable segments from which the Company generates its revenue. Cemetery Operations The Company generates revenues in its Cemetery Operations segment principally from (1) providing rights to inter remains in a specific cemetery property inventory space such as burial lots and constructed mausoleum crypts (“Interments”), (2) sales of cemetery merchandise which includes markers (i.e., method of identifying a deceased person in a burial space, crypt or niche), base (i.e., the substrate upon which a marker is placed), vault (i.e., a container installed in the burial lot in which the casket is placed), caskets, cremation niches and other cemetery related items and (3) service revenues, including opening and closing, a service of digging and refilling burial spaces to install the burial vault and place the casket into the vault, cremation services and fees for installation of cemetery merchandise. Products and services may be sold separately or in packages. For packages, the Company accounts for individual products and services separately as they are distinct (i.e., the product or service is separately identifiable from other items in the package and the customer can benefit from it on its own or with other resources that are readily available to the customer). The consideration (including any discounts) is allocated among separate products and services in a package based on their relative stand-alone selling prices. The stand-alone selling price is determined by management based upon local market conditions and reasonable ranges for both merchandise and services which is the best estimate of the stand-alone price. For items that are not sold separately (e.g., second interment rights), the Company estimates stand-alone selling prices using the best estimate of market value, using inputs such as average selling price and list price broken down by each geographic location. Additionally, the Company considers typical sales promotions that could have impacted the stand-alone selling price estimates. Interments revenue is recognized when control transfers, which is when the property is available for use by the customer. For pre-construction mausoleum contracts, the Company only recognizes revenue once the property is constructed and the customer has obtained substantially all of the remaining benefits of the property. Merchandise revenue and deferred investment earnings on merchandise trusts are recognized when a customer obtains control of the product. This usually occurs when the customer takes possession of the product (title has transferred to the customer and the merchandise is either installed or stored, at the direction of the customer, at the vendor’s warehouse or a third-party warehouse at no additional cost to the Company). The amount of revenue recognized is adjusted for expected refunds, which are estimated based on applicable law, general business practices and historical experience observed specific to the respective performance obligation. The estimate of the refund obligation is reevaluated on a quarterly basis. In addition, the Company is entitled to retain, in certain jurisdictions, a portion of collected customer payments when a customer cancels a pre-need contract; these amounts are also recognized in revenue at the time the contract is cancelled. Service revenue is recognized when the services are performed, and the performance obligation is thereby satisfied. The cost of goods sold related to merchandise and services reflects the actual cost of purchasing products and performing services and the value of cemetery property depleted through the recognized sales of interment rights. The costs related to the sales of lots and crypts are determined systematically using a specific identification method under which the total value of the underlying cemetery property and the lots available to be sold at the location are used to determine the cost per lot. Funeral Home Operations The Company generates revenues in its Funeral Home Operations segment principally from (1) sales of funeral home merchandise which includes caskets and other funeral related items and (2) service revenues, which includes services such as family consultation, the removal of and preparation of remains and the use of funeral home facilities for visitation and services of remembrance. The Funeral Home Operations segment also include revenues related to the sale of term and whole life insurance on an agency basis, in which the Company earns a commission from the sales of these policies. Insurance commission revenue is reported within service revenues. Products and services may be sold separately or in packages. For packages, the Company accounts for individual products and services separately as they are distinct (i.e., the product or service is separately identifiable from other items in the package and the customer can benefit from it on its own or with other resources that are readily available to the customer). The consideration (including any discounts) is allocated among separate products and services based on their relative stand-alone selling prices. The relative stand-alone selling price is determined by management's best estimate of the stand-alone price based upon the list price at each location. The revenue generated by the Company through its Funeral Home Operations segment is principally derived from at-need sales. Merchandise revenue is recognized when a customer obtains control of the product. This usually occurs when the customer takes possession of the product (title has transferred to the customer and the merchandise is either installed or stored, at the direction of the customer, at the vendor’s warehouse or a third-party warehouse). The amount of revenue recognized is adjusted for expected refunds, which are estimated based on applicable law, general business practices and historical experience observed specific to the respective performance obligations. The estimate of the refund obligation is reevaluated on a quarterly basis. Service revenue is recognized when the services are performed and the performance obligation is thereby satisfied. Costs related to the delivery or performance of merchandise and services are charged to expense when merchandise is delivered or services are performed. Deferred Revenues Revenues from the sale of services and merchandise as well as any investment income from the merchandise trusts is deferred until such time that the services are performed or the merchandise is delivered. In addition, for amounts deferred on new contracts and investment income and unrealized gains on our merchandise trusts, deferred revenues include deferred revenues from pre-need sales that were entered into by entities prior to the Company’s acquisition of those entities or the assets of those entities. The Company provides for a profit margin for these deferred revenues to account for the projected future costs of delivering products and providing services on pre-need contracts that the Company acquired through acquisition. These revenues and their associated costs are recognized when the related merchandise is delivered or services are performed and are presented on a gross basis on the unaudited condensed consolidated statements of operations. |
Accounts Receivable, Net of Allowance | Accounts Receivable, Net of Allowance The Company sells pre-need cemetery contracts whereby the customer enters into arrangements for future pre-need merchandise and services. These sales are usually made using interest-bearing installment contracts not to exceed 60 months. The interest income is recorded as revenue when the interest amount is considered realizable and collectible, which typically coincides with cash payment. Interest income is not recognized until payments are collected in accordance with the contract. At the time of a pre-need sale, the Company records an account receivable in an amount equal to the total contract value less unearned finance income, unfulfilled performance obligations on cancellable contracts and any cash deposit paid. The Company recognizes an allowance for doubtful accounts by applying a cancellation rate to amounts included in accounts receivable, which is recorded as a reduction in accounts receivable and a corresponding offset to deferred revenues. The cancellation rate is based on a five year average rate by each specific location. Management evaluates customer receivables for impairment based upon historical experience, including the age of the receivables and customers’ payment histories. |
Leases | Leases The Company leases a variety of assets throughout its organization, such as office space, funeral homes, warehouses and equipment. The Company has both operating and finance leases. The Company’s operating leases primarily include office space, funeral homes and equipment. The Company’s finance leases primarily consist of vehicles and certain IT equipment. The Company determines whether an arrangement is or contains a lease at the inception of the arrangement based on the facts and circumstances in each contract. Leases with an initial term of 12 months or less are not recorded on the balance sheet, and the Company recognizes lease expense for these leases on a straight-line basis over the lease term. For lease agreements with an initial term in excess of 12 months, the Company records the lease liability and Right of Use (“ROU”) asset at commencement date based upon the present value of the sum of the remaining minimum rental payments, which exclude executory costs. Certain adjustments to the ROU asset may be required for items such as initial direct costs paid or incentives received. Certain leases provide the Company with the option to renew for additional periods , with renewal terms that can extend the lease term for periods ranging from 1 to 30 years. The exercise of lease renewal options is at the Company’s sole discretion, and the Company is only including the renewal option in the lease term when the Company can be reasonably certain that the Company will exercise the additional options. As most of the Company’s leases do not provide an implicit rate, the Company uses its incremental borrowing rate based on the information available at the commencement date in determining the present value of lease payments. The Company evaluates the term of the lease, type of asset and its weighted average cost of capital to determine its incremental borrowing rate used to measure the ROU asset and lease liability . The Company calculates operating lease expense ratably over the lease term plus any reasonably assured renewal periods. The Company considers reasonably assured renewal options, fixed escalation provisions and residual value guarantees in its calculation. Leasehold improvements are amortized over the shorter of the lease term or asset life, which may include renewal periods where the renewal is reasonably assured, and are included in the determination of straight-line rent expense. The depreciable life of assets and leasehold improvements are generally limited by the expected lease term. The Company’s leases also typically have lease and non-lease components, which are generally accounted for separately and not included in the measurement of the ROU asset and lease liability. |
Stock-Based Compensation | Stock-Based Compensation The Company has a long-term incentive plan under which it is authorized to grant stock-based compensation awards, such as restricted stock or restricted units to be settled in common stock and non-qualified stock options (“stock options”). The Company recognizes compensation expense in an amount equal to the fair value of the stock-based awards on the date of grant over the requisite service period. The fair value of restricted stock awards and restricted stock unit awards is determined based on the number of restricted stock or restricted stock units granted and the closing price of the Company’s common stock on the date of grant. The fair value of stock options is determined by applying the Black-Scholes model to the grant-date market value of the underlying common stock of the Company. The Company has elected to recognize forfeiture credits for these stock-based compensation awards as they are incurred, as this method best reflects actual stock-based compensation expense. Tax deductions on the stock-based compensation awards are not realized until the stock-based compensation awards are vested or exercised. The Company recognizes deferred tax assets for stock-based compensation awards that will result in future deductions on its income tax returns, based on the amount of stock-based compensation recognized at the statutory tax rate in the jurisdiction in which the Company will receive a tax deduction. If the tax deduction for a stock-based compensation award is greater than the cumulative GAAP compensation expense for that stock-based compensation award upon realization of a tax deduction, an excess tax benefit will be recognized and recorded as a favorable impact on the effective tax rate. If the tax deduction for a stock-based compensation award is less than the cumulative GAAP compensation expense for that stock-based compensation award upon realization of the tax deduction, a tax shortfall will be recognized and recorded as an unfavorable impact on the effective tax rate. Any excess tax benefits or shortfalls will be recorded discretely in the period in which they occur. The cash flows resulting from any excess tax benefit will be classified as financing cash flows in the Company’s consolidated statements of cash flows. The Company provides its employees with the election to settle the income tax obligations arising from the vesting of their restricted stock-based compensation awards by the Company withholding stock equal to such income tax obligations. However, employees who are subject to Section 16 of the Exchange Act are required to have stock withheld to satisfy such income tax obligations unless the Company’s Compensation, Nominating and Governance Committee provides that the employee must pay cash in lieu of having stock withheld. Shares of stock acquired from employees in connection with the settlement of the employees’ income tax obligations on these stock-based compensation awards are accounted for as treasury shares that are subsequently retired. Restricted stock awards, restricted stock units and stock options are not considered issued and outstanding for purposes of earnings per share calculations until vested. |
Net Income (Loss) per Common Share (Basic and Diluted) | Net Income (Loss) per Common Share (Basic and Diluted) Basic net income (loss) per common share is computed by dividing net income (loss) attributable to common stockholders by the weighted average number of common shares outstanding during the period. Diluted net income (loss) per common share is calculated by dividing net income (loss) attributable to common shares by the sum of the weighted-average number of outstanding common shares and the dilutive effect of share-based awards, as calculated by the treasury stock or if converted methods, as applicable. These awards consist of common shares that are contingently issuable upon the satisfaction of certain vesting conditions for stock awards granted under the Company’s long-term incentive plan. The following table sets forth the reconciliation of the Company’s weighted-average number of outstanding common shares for the three and six months ended June 30, 2020 and common limited partner units for the three and six months ended June 30, 2019 used to compute basic net income (loss) attributable to common shares and common limited partners per unit, respectively, to those used to compute diluted net loss per common share and per common limited partners unit, respectively, (in thousands): Three Months Ended June 30, Six Months Ended June 30, 2020 2019 2020 2019 Weighted average number of outstanding common shares—basic (1) 97,572 39,329 96,022 39,115 Plus effect of dilutive incentive awards (2) Restricted shares — — — — Stock options — — — — Weighted average number of outstanding common shares—diluted (1) 97,572 39,329 96,022 39,115 (1) For the three and six months ended June 30, 2020, represents common shares (basic and diluted), and for the three and six months ended June 30, 2019, represents limited partner units (basic and diluted). (2) For the three and six months ended June 30, 2020, the diluted weighted-average number of outstanding common shares does not include 5,275,000 and 3,364,392 shares issuable upon the exercise of outstanding options, respectively, and 421,875 restricted common shares, as their effects would have been anti-dilutive. For the three and six months ended June 30, 2019, the diluted weighted-average number of outstanding common limited partner units does not include 201,995 and 203,433 units, respectively, as their effects would have been anti-dilutive. |
Recently Issued Accounting Standard Updates | Recently Adopted Accounting Standards Variable Interest Entities In October 2018, FASB issued ASU No. 2018-17, Consolidation (Topic 810): Targeted Improvements to Related Party Guidance for Variable Interest Entities Fair Value Measurement In August 2018, FASB issued ASU No. 2018-13, Fair Value Measurement (Topic 820): Disclosure Framework - Changes to the Disclosure Requirements for Fair Value Measurement Fair Value Measurements Internal-Use Software In August 2018, FASB issued ASU No. 2018-15, Intangibles - Goodwill and Other - Internal-Use Software: Customer's Accounting for Implementation Costs Incurred in a Cloud Computing Arrangement that is a Service Contract Recently Issued Accounting Standard Updates - Not Yet Effective Credit Losses In June 2016, FASB issued ASU No. 2016-13, Credit Losses (Topic 326) Codification Improvements to Topic 326, Financial Instruments-Credit Losses , Financial Instruments-Credit Losses-Measured at Amortized Cost Leases Codification Improvements to Topic 326, Financial Instruments-Credit Losses, Topic 815, Derivatives and Hedging, and Topic 825, Financial Financial Instruments-Credit Losses (Topic 326), Financial Instruments Financial Instruments-Credit Losses (Topic 326), Derivatives and Hedging (Topic 815), and Leases (Topic 842) . In November 2019, FASB issued ASU No. 2019-11, Codification Improvements to Topic 326, Financial Instruments-Credit Losses (“ASU 2019-11”) Financial Instruments-Credit Losses (Topic 326) and Leases (Topic 842) Codification Improvements to Financial Instruments The Company plans to adopt the requirements of these amendments upon their effective date of January 1, 2023, using the modified-retrospective method and is evaluating the potential impact of the adoption on its financial position, results of operations and related disclosures. Taxes In December 2019, FASB issued ASU No. 2019-12, Income Taxes (Topic 340) Reference Rate Reform In March 2020, FASB issued ASU No. 2020-04, Reference Rate Reform (Topic 848): Facilitation of the Effects of Reference Rate Reform on Financial Reporting |
GENERAL (Tables)
GENERAL (Tables) | 6 Months Ended |
Jun. 30, 2020 | |
Organization Consolidation And Presentation Of Financial Statements [Abstract] | |
Reconciliation of Partnership's Weighted Average Number of Common Limited Partner Units | The following table sets forth the reconciliation of the Company’s weighted-average number of outstanding common shares for the three and six months ended June 30, 2020 and common limited partner units for the three and six months ended June 30, 2019 used to compute basic net income (loss) attributable to common shares and common limited partners per unit, respectively, to those used to compute diluted net loss per common share and per common limited partners unit, respectively, (in thousands): Three Months Ended June 30, Six Months Ended June 30, 2020 2019 2020 2019 Weighted average number of outstanding common shares—basic (1) 97,572 39,329 96,022 39,115 Plus effect of dilutive incentive awards (2) Restricted shares — — — — Stock options — — — — Weighted average number of outstanding common shares—diluted (1) 97,572 39,329 96,022 39,115 (1) For the three and six months ended June 30, 2020, represents common shares (basic and diluted), and for the three and six months ended June 30, 2019, represents limited partner units (basic and diluted). (2) For the three and six months ended June 30, 2020, the diluted weighted-average number of outstanding common shares does not include 5,275,000 and 3,364,392 shares issuable upon the exercise of outstanding options, respectively, and 421,875 restricted common shares, as their effects would have been anti-dilutive. For the three and six months ended June 30, 2019, the diluted weighted-average number of outstanding common limited partner units does not include 201,995 and 203,433 units, respectively, as their effects would have been anti-dilutive. |
DIVESTITURES (Tables)
DIVESTITURES (Tables) | 6 Months Ended |
Jun. 30, 2020 | |
Discontinued Operations And Disposal Groups [Abstract] | |
Schedule of Assets and Liabilities Classified as Assets Held for Sale | The following table summarizes the assets and liabilities that have been classified as Assets held for sale on the Company’s unaudited condensed consolidated balance sheets: June 30, December 31, 2020 2019 Remaining California Other Total Oakmont Other Total Assets Current assets: Accounts receivable, net of allowance $ 566 $ — $ 566 $ 580 $ — $ 580 Prepaid expenses — — — 34 — 34 Other current assets 115 — 115 35 — 35 Total current assets held for sale 681 — 681 649 — 649 Long-term accounts receivable, net of allowance 1,380 — 1,380 3,194 — 3,194 Cemetery property 8,643 350 8,993 5,811 350 6,161 Property and equipment, net of accumulated depreciation 1,894 — 1,894 2,762 150 2,912 Merchandise trusts, restricted, at fair value 11,806 — 11,806 6,673 — 6,673 Perpetual care trusts, restricted, at fair value 6,633 — 6,633 2,470 — 2,470 Deferred selling and obtaining costs 999 — 999 1,388 — 1,388 Other assets 1,534 — 1,534 411 — 411 Less: Impairment of assets held for sale (2,169 ) — (2,169 ) — — — Total assets held for sale $ 31,401 $ 350 $ 31,751 $ 23,358 $ 500 $ 23,858 Liabilities Current liabilities: Accounts payable and accrued liabilities $ 204 $ 179 $ 383 $ 102 $ — $ 102 Current portion, long-term debt — — — 36 — 36 Other current liabilities — — — 5,000 — 5,000 Total current liabilities held for sale 204 179 383 5,138 — 5,138 Deferred revenues 15,925 — 15,925 12,856 — 12,856 Perpetual care trust corpus 6,633 — 6,633 2,470 — 2,470 Other long-term liabilities 1,333 — 1,333 204 — 204 Total liabilities held for sale 24,095 179 24,274 20,668 — 20,668 Net assets held for sale $ 7,306 $ 171 $ 7,477 $ 2,690 $ 500 $ 3,190 |
EXIT AND DISPOSAL ACTIVITIES (T
EXIT AND DISPOSAL ACTIVITIES (Tables) | 6 Months Ended |
Jun. 30, 2020 | |
Exit And Disposal Activities [Abstract] | |
Summary of Severance Liability Recognized for Reductions in Workforce | The following table summarizes the activity in the severance liability recognized for these reductions in workforce, by reportable segment (in thousands): Cemetery Operations Funeral Home Operations Corporate Consolidated Balance at December 31, 2019 $ 86 $ — $ 64 $ 150 Accruals 157 — 199 356 Cash payments (232 ) — (215 ) (447 ) Balance at June 30, 2020 $ 11 $ — $ 48 $ 59 |
ACCOUNTS RECEIVABLE, NET OF A_2
ACCOUNTS RECEIVABLE, NET OF ALLOWANCE (Tables) | 6 Months Ended |
Jun. 30, 2020 | |
Receivables [Abstract] | |
Long Term Accounts Receivable, Net of Allowance | Long-term accounts receivable, net, consisted of the following at the dates indicated (in thousands): June 30, 2020 December 31, 2019 Customer receivables $ 151,854 $ 153,530 Unearned finance income (15,787 ) (16,303 ) Allowance for doubtful accounts (6,998 ) (5,884 ) Accounts receivable, net of allowance 129,069 131,343 Less: Current portion, net of allowance 55,963 55,794 Long-term portion, net of allowance $ 73,106 $ 75,549 |
Activity in Allowance for Doubtful Accounts | Activity in the allowance for doubtful accounts was as follows (in thousands): June 30, 2020 December 31, 2019 Balance, beginning of period $ 5,884 $ 4,941 Provision for doubtful accounts 3,807 7,559 Charge-offs, net (2,693 ) (6,616 ) Balance, end of period $ 6,998 $ 5,884 |
CEMETERY PROPERTY (Tables)
CEMETERY PROPERTY (Tables) | 6 Months Ended |
Jun. 30, 2020 | |
Property Plant And Equipment [Abstract] | |
Schedule of Cemetery Property | Cemetery property consisted of the following at the dates indicated (in thousands): June 30, 2020 December 31, 2019 Cemetery land $ 235,190 $ 249,260 Mausoleum crypts and lawn crypts 68,312 71,345 Cemetery property $ 303,502 $ 320,605 |
PROPERTY AND EQUIPMENT (Tables)
PROPERTY AND EQUIPMENT (Tables) | 6 Months Ended |
Jun. 30, 2020 | |
Property Plant And Equipment [Abstract] | |
Schedule of Property and Equipment | Property and equipment consisted of the following at the dates indicated (in thousands): June 30, 2020 December 31, 2019 Buildings and improvements $ 118,840 $ 125,382 Furniture and equipment 55,890 57,674 Funeral home land 11,285 14,185 Property and equipment, gross 186,015 197,241 Less: Accumulated depreciation (94,123 ) (93,841 ) Property and equipment, net of accumulated depreciation $ 91,892 $ 103,400 |
MERCHANDISE TRUSTS (Tables)
MERCHANDISE TRUSTS (Tables) | 6 Months Ended |
Jun. 30, 2020 | |
Text Block [Abstract] | |
Reconciliation of Trust Activities | A reconciliation of the Company’s merchandise trust activities for the six months ended June 30, 2020 and 2019 is presented below (in thousands): Six months ended June 30, 2020 2019 Balance—beginning of period $ 517,192 $ 488,248 Contributions 22,779 27,075 Distributions (37,385 ) (30,938 ) Interest and dividends 11,827 15,479 Capital gain distributions 289 168 Realized gains and losses, net (516 ) 593 Other than temporary impairment (1,655 ) (2,314 ) Taxes 471 (716 ) Fees (4,107 ) (1,978 ) Unrealized change in fair value (24,589 ) 23,765 Total 484,306 519,382 Less: Assets held for sale (11,806 ) — Balance—end of period $ 472,500 $ 519,382 |
Cost and Market Value Associated with Assets Held in Trusts | The cost and market value associated with the assets held in the merchandise trusts as of June 30, 2020 and December 31, 2019 were as follows (in thousands): June 30, 2020 Fair Value Hierarchy Level Cost Gross Unrealized Gains Gross Unrealized Losses Fair Value Short-term investments 1 $ 104,706 $ — $ — $ 104,706 Fixed maturities: U.S. governmental securities 2 355 18 (72 ) 301 Corporate debt securities 2 13,472 1,346 (126 ) 14,692 Other debt securities 2 23,586 1,826 (9 ) 25,403 Total fixed maturities 37,413 3,190 (207 ) 40,396 Mutual funds—debt securities 1 22,786 458 (820 ) 22,424 Mutual funds—equity securities 1 46,039 2,367 (17,283 ) 31,123 Other investment funds (1) 230,105 19,853 (13,618 ) 236,340 Equity securities 1 45,097 1,519 (11,971 ) 34,645 Other invested assets 2 5,355 26 — 5,381 Total investments 491,501 27,413 (43,899 ) 475,015 West Virginia Trust Receivable 9,514 — (221 ) 9,293 Total $ 501,015 $ 27,413 $ (44,120 ) $ 484,308 Less: Assets held for sale (12,154 ) — 346 (11,808 ) Total $ 488,861 $ 27,413 $ (43,774 ) $ 472,500 (1) Other investment funds are measured at fair value using the net asset value per share practical expedient and have not been categorized in the fair value hierarchy. The fair value amounts presented in this table are intended to permit reconciliation of the fair value hierarchy to the amounts presented in the balance sheet. This asset class is composed of fixed income funds and equity funds, which have redemption periods ranging from 1 to 30 days, and private credit funds, which have lockup periods of zero to six years with three potential one year extensions at the discretion of the funds’ general partners. As of June 30, 2020, there were $45.9 million in unfunded investment commitments to the private credit funds, which are callable at any time. December 31, 2019 Fair Value Hierarchy Level Cost Gross Unrealized Gains Gross Unrealized Losses Fair Value Short-term investments 1 $ 144,610 $ — $ — $ 144,610 Fixed maturities: U.S. governmental securities 2 456 6 (65 ) 397 Corporate debt securities 2 783 14 (133 ) 664 Total fixed maturities 1,239 20 (198 ) 1,061 Mutual funds—debt securities 1 67,801 1,857 (6 ) 69,652 Mutual funds—equity securities 1 46,609 1,744 — 48,353 Other investment funds (1) 213,024 6,366 (2,953 ) 216,437 Equity securities 1 24,386 1,327 (4 ) 25,709 Other invested assets 2 8,360 32 — 8,392 Total investments 506,029 11,346 (3,161 ) 514,214 West Virginia Trust Receivable 9,651 — — 9,651 Total $ 515,680 $ 11,346 $ (3,161 ) $ 523,865 Less: Assets held for sale (6,369 ) (304 ) — (6,673 ) Total $ 509,311 $ 11,042 $ (3,161 ) $ 517,192 |
Contractual Maturities of Debt Securities Held in Trusts | The contractual maturities of debt securities as of June 30, 2020 and December 31, 2019 were as follows (in thousands): June 30, 2020 Less than 1 year 1 year through 5 years 6 years through 10 years More than 10 years U.S. governmental securities $ — $ 110 $ 179 $ 12 Corporate debt securities 3,824 6,566 4,302 — Other debt securities 16,034 9,369 — — Total fixed maturities $ 19,858 $ 16,045 $ 4,481 $ 12 December 31, 2019 Less than 1 year 1 year through 5 years 6 years through 10 years More than 10 years U.S. governmental securities $ 112 $ 78 $ 193 $ 13 Corporate debt securities 101 546 16 — Total fixed maturities $ 213 $ 624 $ 209 $ 13 |
Aging of Unrealized Losses on Investments in Fixed Maturities and Equity Securities Held in Trusts | An aging of unrealized losses on the Company’s investments in debt and equity securities within the merchandise trusts as of June 30, 2020 and December 31, 2019 is presented below (in thousands): Less than 12 months 12 months or more Total June 30, 2020 Fair Value Unrealized Losses Fair Value Unrealized Losses Fair Value Unrealized Losses Fixed maturities: U.S. governmental securities $ 29 $ — $ 300 $ 72 $ 329 $ 72 Corporate debt securities 2,087 6 503 120 2,590 126 Other debt securities 6,774 9 — — 6,774 9 Total fixed maturities 8,890 15 803 192 9,693 207 Mutual funds—debt securities 11,436 472 — 348 11,436 820 Mutual funds—equity securities 25,533 15,900 — 1,383 25,533 17,283 Other investment funds 99,890 13,618 — — 99,890 13,618 Equity securities 29,642 11,971 — — 29,642 11,971 Total $ 175,391 $ 41,976 $ 803 $ 1,923 $ 176,194 $ 43,899 Less than 12 months 12 months or more Total December 31, 2019 Fair Value Unrealized Losses Fair Value Unrealized Losses Fair Value Unrealized Losses Fixed maturities: U.S. governmental securities $ 90 $ 1 $ 397 $ 64 $ 487 $ 65 Corporate debt securities 198 29 424 104 622 133 Total fixed maturities 288 30 821 168 1,109 198 Mutual funds—debt securities 241 6 — — 241 6 Mutual funds—equity securities — — — — — — Other investment funds 54,782 2,953 — — 54,782 2,953 Equity securities 3 4 — — 3 4 Other invested assets — — — — — — Total $ 55,314 $ 2,993 $ 821 $ 168 $ 56,135 $ 3,161 |
PERPETUAL CARE TRUSTS (Tables)
PERPETUAL CARE TRUSTS (Tables) | 6 Months Ended |
Jun. 30, 2020 | |
Schedule Of Available For Sale Securities [Line Items] | |
Reconciliation of Trust Activities | A reconciliation of the Company’s merchandise trust activities for the six months ended June 30, 2020 and 2019 is presented below (in thousands): Six months ended June 30, 2020 2019 Balance—beginning of period $ 517,192 $ 488,248 Contributions 22,779 27,075 Distributions (37,385 ) (30,938 ) Interest and dividends 11,827 15,479 Capital gain distributions 289 168 Realized gains and losses, net (516 ) 593 Other than temporary impairment (1,655 ) (2,314 ) Taxes 471 (716 ) Fees (4,107 ) (1,978 ) Unrealized change in fair value (24,589 ) 23,765 Total 484,306 519,382 Less: Assets held for sale (11,806 ) — Balance—end of period $ 472,500 $ 519,382 |
Cost and Market Value Associated with Assets Held in Trusts | The cost and market value associated with the assets held in the merchandise trusts as of June 30, 2020 and December 31, 2019 were as follows (in thousands): June 30, 2020 Fair Value Hierarchy Level Cost Gross Unrealized Gains Gross Unrealized Losses Fair Value Short-term investments 1 $ 104,706 $ — $ — $ 104,706 Fixed maturities: U.S. governmental securities 2 355 18 (72 ) 301 Corporate debt securities 2 13,472 1,346 (126 ) 14,692 Other debt securities 2 23,586 1,826 (9 ) 25,403 Total fixed maturities 37,413 3,190 (207 ) 40,396 Mutual funds—debt securities 1 22,786 458 (820 ) 22,424 Mutual funds—equity securities 1 46,039 2,367 (17,283 ) 31,123 Other investment funds (1) 230,105 19,853 (13,618 ) 236,340 Equity securities 1 45,097 1,519 (11,971 ) 34,645 Other invested assets 2 5,355 26 — 5,381 Total investments 491,501 27,413 (43,899 ) 475,015 West Virginia Trust Receivable 9,514 — (221 ) 9,293 Total $ 501,015 $ 27,413 $ (44,120 ) $ 484,308 Less: Assets held for sale (12,154 ) — 346 (11,808 ) Total $ 488,861 $ 27,413 $ (43,774 ) $ 472,500 (1) Other investment funds are measured at fair value using the net asset value per share practical expedient and have not been categorized in the fair value hierarchy. The fair value amounts presented in this table are intended to permit reconciliation of the fair value hierarchy to the amounts presented in the balance sheet. This asset class is composed of fixed income funds and equity funds, which have redemption periods ranging from 1 to 30 days, and private credit funds, which have lockup periods of zero to six years with three potential one year extensions at the discretion of the funds’ general partners. As of June 30, 2020, there were $45.9 million in unfunded investment commitments to the private credit funds, which are callable at any time. December 31, 2019 Fair Value Hierarchy Level Cost Gross Unrealized Gains Gross Unrealized Losses Fair Value Short-term investments 1 $ 144,610 $ — $ — $ 144,610 Fixed maturities: U.S. governmental securities 2 456 6 (65 ) 397 Corporate debt securities 2 783 14 (133 ) 664 Total fixed maturities 1,239 20 (198 ) 1,061 Mutual funds—debt securities 1 67,801 1,857 (6 ) 69,652 Mutual funds—equity securities 1 46,609 1,744 — 48,353 Other investment funds (1) 213,024 6,366 (2,953 ) 216,437 Equity securities 1 24,386 1,327 (4 ) 25,709 Other invested assets 2 8,360 32 — 8,392 Total investments 506,029 11,346 (3,161 ) 514,214 West Virginia Trust Receivable 9,651 — — 9,651 Total $ 515,680 $ 11,346 $ (3,161 ) $ 523,865 Less: Assets held for sale (6,369 ) (304 ) — (6,673 ) Total $ 509,311 $ 11,042 $ (3,161 ) $ 517,192 |
Contractual Maturities of Debt Securities Held in Trusts | The contractual maturities of debt securities as of June 30, 2020 and December 31, 2019 were as follows (in thousands): June 30, 2020 Less than 1 year 1 year through 5 years 6 years through 10 years More than 10 years U.S. governmental securities $ — $ 110 $ 179 $ 12 Corporate debt securities 3,824 6,566 4,302 — Other debt securities 16,034 9,369 — — Total fixed maturities $ 19,858 $ 16,045 $ 4,481 $ 12 December 31, 2019 Less than 1 year 1 year through 5 years 6 years through 10 years More than 10 years U.S. governmental securities $ 112 $ 78 $ 193 $ 13 Corporate debt securities 101 546 16 — Total fixed maturities $ 213 $ 624 $ 209 $ 13 |
Aging of Unrealized Losses on Investments in Fixed Maturities and Equity Securities Held in Trusts | An aging of unrealized losses on the Company’s investments in debt and equity securities within the merchandise trusts as of June 30, 2020 and December 31, 2019 is presented below (in thousands): Less than 12 months 12 months or more Total June 30, 2020 Fair Value Unrealized Losses Fair Value Unrealized Losses Fair Value Unrealized Losses Fixed maturities: U.S. governmental securities $ 29 $ — $ 300 $ 72 $ 329 $ 72 Corporate debt securities 2,087 6 503 120 2,590 126 Other debt securities 6,774 9 — — 6,774 9 Total fixed maturities 8,890 15 803 192 9,693 207 Mutual funds—debt securities 11,436 472 — 348 11,436 820 Mutual funds—equity securities 25,533 15,900 — 1,383 25,533 17,283 Other investment funds 99,890 13,618 — — 99,890 13,618 Equity securities 29,642 11,971 — — 29,642 11,971 Total $ 175,391 $ 41,976 $ 803 $ 1,923 $ 176,194 $ 43,899 Less than 12 months 12 months or more Total December 31, 2019 Fair Value Unrealized Losses Fair Value Unrealized Losses Fair Value Unrealized Losses Fixed maturities: U.S. governmental securities $ 90 $ 1 $ 397 $ 64 $ 487 $ 65 Corporate debt securities 198 29 424 104 622 133 Total fixed maturities 288 30 821 168 1,109 198 Mutual funds—debt securities 241 6 — — 241 6 Mutual funds—equity securities — — — — — — Other investment funds 54,782 2,953 — — 54,782 2,953 Equity securities 3 4 — — 3 4 Other invested assets — — — — — — Total $ 55,314 $ 2,993 $ 821 $ 168 $ 56,135 $ 3,161 |
Variable Interest Entity, Primary Beneficiary | Perpetual care trusts | |
Schedule Of Available For Sale Securities [Line Items] | |
Reconciliation of Trust Activities | A reconciliation of the Company’s perpetual care trust activities for the six months ended June 30, 2020 and 2019 is presented below (in thousands): Six months ended June 30, 2020 2019 Balance—beginning of period $ 343,619 $ 330,562 Contributions 3,616 3,668 Distributions (27,765 ) (12,461 ) Interest and dividends 11,279 10,480 Capital gain distributions 318 250 Realized gains and losses, net (831 ) 1,019 Other than temporary impairment (930 ) (713 ) Taxes (86 ) (555 ) Fees (912 ) (1,574 ) Unrealized change in fair value (23,454 ) 12,632 Total 304,854 343,308 Less: Assets held for sale (6,633 ) — Balance—end of period $ 298,221 $ 343,308 |
Cost and Market Value Associated with Assets Held in Trusts | The cost and market value associated with the assets held in the perpetual care trusts as of June 30, 2020 and December 31, 2019 were as follows (in thousands): June 30, 2020 Fair Value Hierarchy Level Cost Gross Unrealized Gains Gross Unrealized Losses Fair Value Short-term investments 1 $ 14,279 $ — $ — $ 14,279 Fixed maturities: U.S. governmental securities 2 1,017 70 (50 ) 1,037 Corporate debt securities 2 3,213 213 (137 ) 3,289 Other debt securities 2 1,071 125 — 1,196 Total fixed maturities 5,301 408 (187 ) 5,522 Mutual funds—debt securities 1 17,018 231 (568 ) 16,681 Mutual funds—equity securities 1 16,617 1,500 (4,368 ) 13,749 Other investment funds (1) 230,150 14,067 (14,000 ) 230,217 Equity securities 1 35,794 293 (11,698 ) 24,389 Other invested assets 2 16 1 — 17 Total investments $ 319,175 $ 16,500 $ (30,821 ) $ 304,854 Less: Assets held for sale (7,923 ) — 1,290 (6,633 ) Total $ 311,252 $ 16,500 $ (29,531 ) $ 298,221 (1) Other investment funds are measured at fair value using the net asset value per share practical expedient and have not been categorized in the fair value hierarchy. The fair value amounts presented in this table are intended to permit reconciliation of the fair value hierarchy to the amounts presented in the balance sheet. This asset class is composed of fixed income funds and equity funds, which have a redemption period ranging from 1 to 30 days, and private credit funds, which have lockup periods ranging from zero to six years with three potential one year extensions at the discretion of the funds’ general partners. As of June 30, 2020 there were $53.1 million in unfunded investment commitments to the private credit funds, which are callable at any time. December 31, 2019 Fair Value Hierarchy Level Cost Gross Unrealized Gains Gross Unrealized Losses Fair Value Short-term investments 1 $ 50,358 $ — $ — $ 50,358 Fixed maturities: U.S. governmental securities 2 1,069 32 (52 ) 1,049 Corporate debt securities 2 2,020 22 (142 ) 1,900 Total fixed maturities 3,089 54 (194 ) 2,949 Mutual funds—debt securities 1 49,963 1,439 (38 ) 51,364 Mutual funds—equity securities 1 16,698 1,617 (66 ) 18,249 Other investment funds (1) 186,355 10,526 (5,472 ) 191,409 Equity securities 1 30,423 1,333 (12 ) 31,744 Other invested assets 2 16 — — 16 Total investments $ 336,902 $ 14,969 $ (5,782 ) $ 346,089 Less: Assets held for sale (2,416 ) (54 ) — (2,470 ) Total $ 334,486 $ 14,915 $ (5,782 ) $ 343,619 (1) Other investment funds are measured at fair value using the net asset value per share practical expedient and have not been categorized in the fair value hierarchy. The fair value amounts presented in this table are intended to permit reconciliation of the fair value hierarchy to the amounts presented in the balance sheet. This asset class is composed of fixed income funds and equity funds, which have a redemption period ranging from 1 to 30 days, and private credit funds, which have lockup periods ranging from one to seven years with three potential one year extensions at the discretion of the funds’ general partners. As of December 31, 2019, there were $62.4 million in unfunded investment commitments to the private credit funds, which are callable at any time. |
Contractual Maturities of Debt Securities Held in Trusts | The contractual maturities of debt securities as of June 30, 2020 and December 31, 2019 were as follows (in thousands): June 30, 2020 Less than 1 year 1 year through 5 years 6 years through 10 years More than 10 years U.S. governmental securities $ 25 $ 286 $ 660 $ 66 Corporate debt securities 402 1,962 925 — Other debt securities 627 569 — — Total fixed maturities $ 1,054 $ 2,817 $ 1,585 $ 66 December 31, 2019 Less than 1 year 1 year through 5 years 6 years through 10 years More than 10 years U.S. governmental securities $ 60 $ 192 $ 684 $ 114 Corporate debt securities 294 1,522 84 - Total fixed maturities $ 354 $ 1,714 $ 768 $ 114 |
Aging of Unrealized Losses on Investments in Fixed Maturities and Equity Securities Held in Trusts | An aging of unrealized losses on the Company’s investments in debt and equity securities within the perpetual care trusts as of June 30, 2020 and December 31, 2019 is presented below (in thousands): Less than 12 months 12 months or more Total June 30, 2020 Fair Value Unrealized Losses Fair Value Unrealized Losses Fair Value Unrealized Losses Fixed maturities: U.S. governmental securities $ 122 $ — $ 998 $ 50 $ 1,120 $ 50 Corporate debt securities 411 1 1,836 136 2,247 137 Total fixed maturities 533 1 2,834 186 3,367 187 Mutual funds—debt securities 9,847 423 2 145 9,849 568 Mutual funds—equity securities 7,289 4,164 6 204 7,295 4,368 Other investment funds 106,608 14,000 — — 106,608 14,000 Equity securities 23,552 11,677 10 21 23,562 11,698 Total $ 147,829 $ 30,265 $ 2,852 $ 556 $ 150,681 $ 30,821 Less than 12 months 12 months or more Total December 31, 2019 Fair Value Unrealized Losses Fair Value Unrealized Losses Fair Value Unrealized Losses Fixed maturities: U.S. governmental securities $ 291 $ 4 $ 942 $ 48 $ 1,233 $ 52 Corporate debt securities 463 46 1,887 96 2,350 142 Total fixed maturities 754 50 2,829 144 3,583 194 Mutual funds—debt securities 2,856 38 — — 2,856 38 Mutual funds—equity securities 566 66 — — 566 66 Other investment funds 53,426 5,472 — — 53,426 5,472 Equity securities 121 12 — — 121 12 Total $ 57,723 $ 5,638 $ 2,829 $ 144 $ 60,552 $ 5,782 |
LONG-TERM DEBT (Tables)
LONG-TERM DEBT (Tables) | 6 Months Ended |
Jun. 30, 2020 | |
Debt Disclosure [Abstract] | |
Outstanding Debt | Total debt consisted of the following at the dates indicated (in thousands): June 30, 2020 December 31, 2019 9.875%/11.500% Senior Secured PIK Toggle Notes, due June 2024 $ 338,778 $ 380,619 Insurance and vehicle financing 1,389 574 Less deferred financing costs, net of accumulated amortization (16,838 ) (12,856 ) Total debt 323,329 368,337 Less current maturities (1,291 ) (374 ) Total long-term debt $ 322,038 $ 367,963 |
Schedule of Consolidated Interest Coverage Ratio | The Indenture includes financial covenants pursuant to which the Issuers will not permit: • the Minimum Operating Cash Flow Amount to be less than $(35.0) million at June 30, 2020 and September 30, 2020; • the ratio of the sum of the Operating Cash Flow Amount plus Cash Interest Expense to Cash Interest Expense, or the Consolidated Interest Coverage Ratio, for the twelve months ending as of each date set forth below to be less than: December 31, 2020 0.00x March 31, 2021 0.75x June 30, 2021 1.10x September 30, 2021 1.35x December 31, 2021 1.45x March 31, 2022 and each quarter end thereafter 1.50x |
OWNERS' EQUITY (Tables)
OWNERS' EQUITY (Tables) | 6 Months Ended |
Jun. 30, 2020 | |
Equity [Abstract] | |
Stock Options Activity | A rollforward of stock options as of June 30, 2020 is as follows: Number of Stock Options Weighted Average Grant Date Fair Value Weighted Average Exercise Price Total outstanding at December 31, 2019 5,500,000 $ 0.34 $ 1.20 Options granted — — — Options exercisable — — — Options exercised — — — Options forfeited (225,000 ) 0.34 1.20 Options expired — — — Total outstanding at June 30, 2020 5,275,000 $ 0.34 $ 1.20 |
Assumptions in Fair Value of Stock Options Granted | Assumptions used in calculating the fair value of the stock options granted are summarized below: 2019 Options Granted Valuation assumptions: Expected dividend yield None Expected volatility 23.41 % Expected term (years) 6.0 Risk-free interest rate 1.78 % Weighted average: Exercise price per stock option $ 1.20 Market price per share $ 1.23 Weighted average fair value per stock option $ 0.34 |
Phantom and Restricted Unit Awards | A rollforward of phantom unit and restricted unit awards as of June 30, 2020 is as follows: Number of Phantom Unit and Restricted Unit Awards Weighted Average Grant Date Fair Value Total non-vested at December 31, 2019 559,218 $ 3.67 Units issued 54,881 0.73 Units vested (93,750 ) 3.88 Units forfeited — — Total non-vested at June 30, 2020 520,349 $ 3.32 |
DEFERRED REVENUES AND COSTS (Ta
DEFERRED REVENUES AND COSTS (Tables) | 6 Months Ended |
Jun. 30, 2020 | |
Revenue From Contract With Customer [Abstract] | |
Schedule of Deferred Revenues and Related Costs | Deferred revenues and related costs consisted of the following (in thousands): June 30, 2020 December 31, 2019 Deferred contract revenues $ 829,390 $ 837,190 Deferred merchandise trust revenue 97,841 104,304 Deferred merchandise trust unrealized gains (losses) (16,361 ) 7,881 Deferred revenues $ 910,870 $ 949,375 Deferred selling and obtaining costs $ 115,401 $ 114,944 |
Schedule of Customer Contract Liabilities, Net | The components of the customer contract liabilities, net in the Company’s consolidated balance sheets at June 30, 2020 and December 31, 2019 were as follows (in thousands): June 30, 2020 December 31, 2019 Customer contract liabilities, gross $ 934,044 $ 974,927 Amounts due from customers for unfulfilled performance obligations on cancellable pre-need contracts (23,174 ) (25,552 ) Customer contract liabilities, net $ 910,870 $ 949,375 |
COMMITMENTS AND CONTINGENCIES (
COMMITMENTS AND CONTINGENCIES (Tables) | 6 Months Ended |
Jun. 30, 2020 | |
Commitments And Contingencies Disclosure [Abstract] | |
Fixed Rent for Cemeteries | In connection with the Company’s 2014 lease and management agreements with the Archdiocese of Philadelphia, it has committed to pay aggregate fixed rent of $36.0 million in the following amounts: Lease Years 1-5 (May 28, 2014-May 31, 2019) None Lease Years 6-20 (June 1, 2019-May 31, 2034) $1,000,000 per Lease Year Lease Years 21-25 (June 1, 2034-May 31, 2039) $1,200,000 per Lease Year Lease Years 26-35 (June 1, 2039-May 31, 2049) $1,500,000 per Lease Year Lease Years 36-60 (June 1, 2049-May 31, 2074) None |
LEASES (Tables)
LEASES (Tables) | 6 Months Ended |
Jun. 30, 2020 | |
Leases [Abstract] | |
Schedule of Components of Leases | The Company has the following balances recorded on its consolidated balance sheets related to leases: June 30, 2020 December 31, 2019 Operating $ 8,289 $ 10,570 Finance 4,873 5,685 Total ROU assets (1) $ 13,162 $ 16,255 Liabilities: Current Operating $ 1,821 $ 2,022 Finance 1,215 1,200 Long-term Operating 9,257 11,495 Finance 3,551 4,302 Total lease liabilities (2) $ 15,844 $ 19,019 (1) (2) The Company’s current lease liabilities and long-term are presented within Accounts payable and accrued liabilities and Other long-term liabilities, respectively, in its consolidated balance sheets. |
Components of Lease Expense | The components of lease expense were as follows: Six months ended June 30, 2020 2019 Lease cost Classification Operating lease costs (1) General and administrative expense $ 1,597 $ 1,831 Finance lease costs Amortization of leased assets Depreciation and Amortization 606 640 Interest on lease liabilities Interest expense 225 238 Variable lease costs General and administrative expense — — Short-term lease costs (2) General and administrative expense — — Net lease costs $ 2,428 $ 2,709 (1) The Company includes its variable lease costs under operating lease costs as these variable lease costs are immaterial. (2) The Company does not have any short-term leases with lease terms greater than one month. |
Maturities of the Company’s Lease Labilities | Maturities of the Company’s lease labilities as of June 30, 2020 were as follows: Year ending December 31, Operating Finance 2020 $ 1,474 $ 828 2021 2,559 1,828 2022 2,144 2,010 2023 1,868 702 2024 1,728 99 Thereafter 5,729 — Total $ 15,502 $ 5,467 Less: Interest (4,424 ) (701 ) Present value of lease liabilities $ 11,078 $ 4,766 Maturities of the Company’s lease labilities as of December 31, 2019 were as follows: Year ending December 31, Operating Finance 2019 $ 3,283 $ 1,759 2020 2,783 1,838 2021 2,455 2,026 2022 2,190 708 2023 2,046 106 Thereafter 6,348 — Total $ 19,105 $ 6,437 Less: Interest (5,588 ) (935 ) Present value of lease liabilities $ 13,517 $ 5,502 |
SUPPLEMENTAL CONDENSED CONSOL_2
SUPPLEMENTAL CONDENSED CONSOLIDATING FINANCIAL INFORMATION (Tables) | 6 Months Ended |
Jun. 30, 2020 | |
Organization Consolidation And Presentation Of Financial Statements [Abstract] | |
Condensed Consolidating Balance Sheets | UNAUDITED CONDENSED CONSOLIDATING BALANCE SHEETS June 30, 2020 Parent Partnership CFS West Virginia Guarantor Subsidiaries Non- Guarantor Subsidiaries Eliminations Consolidated Assets Current assets: Cash and cash equivalents, excluding restricted cash $ — $ — $ — $ 39,747 $ 3,115 $ — $ 42,862 Restricted cash — — — 20,698 — — 20,698 Assets held for sale — — — 31,751 — — 31,751 Other current assets — — 3,562 58,501 12,407 — 74,470 Total current assets — — 3,562 150,697 15,522 — 169,781 Long-term accounts receivable — — 2,365 60,158 10,583 — 73,106 Cemetery and funeral home property and equipment — — 529 362,525 32,340 — 395,394 Merchandise trusts — — — — 472,500 — 472,500 Perpetual care trusts — — — — 298,221 — 298,221 Deferred selling and obtaining costs — — 5,785 91,102 18,514 — 115,401 Intangible assets — — — 73 55,579 — 55,652 Other assets — — — 23,340 2,655 — 25,995 Investments in and amounts due from affiliates eliminated upon consolidation — 263,960 — 610,236 — (874,196 ) — Total assets $ — $ 263,960 $ 12,241 $ 1,298,131 $ 905,914 $ (874,196 ) $ 1,606,050 Liabilities and Owners' Equity Current liabilities — — 205 73,563 1,532 — 75,300 Long-term debt, net of deferred financing costs — 263,960 55,981 2,097 — — 322,038 Deferred revenues — — 33,092 763,409 114,369 — 910,870 Perpetual care trust corpus — — — — 298,221 — 298,221 Other long-term liabilities — — — 62,590 16,740 — 79,330 Investments in and amounts due to affiliates eliminated upon consolidation 79,709 79,709 170,019 319,941 526,515 (1,175,893 ) — Total liabilities 79,709 343,669 259,297 1,221,600 957,377 (1,175,893 ) 1,685,759 Owners' equity (79,709 ) (79,709 ) (247,056 ) 76,531 (51,463 ) 301,697 (79,709 ) Total liabilities and owners' equity $ — $ 263,960 $ 12,241 $ 1,298,131 $ 905,914 $ (874,196 ) $ 1,606,050 UNAUDITED CONDENSED CONSOLIDATING BALANCE SHEETS (Continued) December 31, 2019 Parent Partnership CFS West Virginia Guarantor Subsidiaries Non- Guarantor Subsidiaries Eliminations Consolidated Assets Current assets: Cash and cash equivalents, excluding restricted cash $ — $ — $ — $ 33,553 $ 1,314 $ — $ 34,867 Restricted cash — — — 21,900 — — 21,900 Assets held for sale — — — 23,858 — — 23,858 Other current assets — — 3,497 62,686 11,531 — 77,714 Total current assets — — 3,497 141,997 12,845 — 158,339 Long-term accounts receivable — — 2,557 63,124 9,868 — 75,549 Cemetery and funeral home property and equipment — — 609 391,626 31,770 — 424,005 Merchandise trusts — — — — 517,192 — 517,192 Perpetual care trusts — — — — 343,619 — 343,619 Deferred selling and obtaining costs — — 5,654 91,243 18,047 — 114,944 Intangible assets — — — 136 56,110 — 56,246 Other assets — — — 26,907 2,567 — 29,474 Investments in and amounts due from affiliates eliminated upon consolidation — 301,531 — 648,359 — (949,890 ) — Total assets $ — $ 301,531 $ 12,317 $ 1,363,392 $ 992,018 $ (949,890 ) $ 1,719,368 Liabilities and Owners' Equity Current liabilities $ — $ — $ 161 $ 74,674 $ 1,466 $ — $ 76,301 Long-term debt, net of deferred financing costs — 301,531 66,239 193 — — 367,963 Deferred revenues — — 33,349 802,528 113,498 — 949,375 Perpetual care trust corpus — — — — 343,619 — 343,619 Liabilities held for sale, net of current portion Other long-term liabilities — — — 68,227 16,373 — 84,600 Investments in and amounts due to affiliates eliminated upon consolidation 102,490 102,490 183,611 367,770 567,666 (1,324,027 ) — Total liabilities 102,490 404,021 283,360 1,313,392 1,042,622 (1,324,027 ) 1,821,858 Owners' equity (102,490 ) (102,490 ) (271,043 ) 50,000 (50,604 ) 374,137 (102,490 ) Total liabilities and owners' equity $ — $ 301,531 $ 12,317 $ 1,363,392 $ 992,018 $ (949,890 ) $ 1,719,368 |
Condensed Consolidating Statements of Operations | UNAUDITED CONDENSED CONSOLIDATING STATEMENTS OF OPERATIONS Three Months Ended June 30, 2020 Parent Partnership CFS West Virginia Guarantor Subsidiaries Non- Guarantor Subsidiaries Eliminations Consolidated Total revenues $ — $ — $ 1,197 $ 58,703 $ 13,605 $ (2,798 ) $ 70,707 Total costs and expenses — — (3,803 ) (57,161 ) (12,717 ) 2,798 (70,883 ) Gain on sale of businesses — — — 7,034 — — 7,034 Other losses — — — (2,169 ) — — (2,169 ) Net (loss) income from equity investment in subsidiaries (3,914 ) 4,273 (3,398 ) — — 3,039 — Interest expense — (8,187 ) (1,798 ) (1,814 ) (296 ) — (12,095 ) (Loss) income from operations before income taxes (3,914 ) (3,914 ) (7,802 ) 4,593 592 3,039 (7,406 ) Income tax benefit — — — 3,492 — — 3,492 Net (loss) income $ (3,914 ) $ (3,914 ) $ (7,802 ) $ 8,085 $ 592 $ 3,039 $ (3,914 ) Three Months Ended June 30, 2019 Parent Subsidiary Issuer Guarantor Subsidiaries Non- Guarantor Subsidiaries Eliminations Consolidated Total revenues $ — $ 1,439 $ 65,749 $ 13,068 $ (1,761 ) $ 78,495 Total costs and expenses — (4,038 ) (66,980 ) (15,997 ) 1,761 (85,254 ) Other losses — — (1,346 ) (2,083 ) — Net loss from equity investment in subsidiaries (30,577 ) (22,358 ) — — 52,935 — Interest expense (2,883 ) (3,822 ) (2,369 ) (272 ) — (9,346 ) Loss on debt extinguishment (938 ) (1,441 ) (6,099 ) — — (8,478 ) Loss from operations before income taxes (34,398 ) (30,220 ) (11,045 ) (5,284 ) 52,935 (28,012 ) Income tax expense — — (6,386 ) — — (6,386 ) Net loss $ (34,398 ) $ (30,220 ) $ (17,431 ) $ (5,284 ) $ 52,935 $ (34,398 ) Six Months Ended June 30, 2020 Parent Partnership CFS West Virginia Guarantor Subsidiaries Non- Guarantor Subsidiaries Eliminations Consolidated Total revenues $ — $ — $ 2,391 $ 118,401 $ 26,674 $ (5,514 ) $ 141,952 Total costs and expenses — — (6,972 ) (116,145 ) (26,036 ) 5,514 (143,639 ) Gain on sale of businesses — — — 31,120 — — 31,120 Other losses — — — (2,169 ) — — (2,169 ) Net income from equity investment in subsidiaries 5,089 21,974 9,187 — — (36,250 ) — Interest expense — (16,885 ) (3,709 ) (3,196 ) (589 ) — (24,379 ) Income from operations before income taxes 5,089 5,089 897 28,011 49 (36,250 ) 2,885 Income tax benefit — — — 2,204 — — 2,204 Net income $ 5,089 $ 5,089 $ 897 $ 30,215 $ 49 $ (36,250 ) $ 5,089 Six Months Ended June 30, 2019 Parent Subsidiary Issuer Guarantor Subsidiaries Non- Guarantor Subsidiaries Eliminations Consolidated Total revenues $ — $ 3,003 $ 125,501 $ 24,200 $ (2,740 ) $ 149,964 Total costs and expenses — (8,558 ) (132,915 ) (27,353 ) 2,740 (166,086 ) Other losses — — (1,346 ) (2,083 ) — (3,429 ) Net loss from equity investment in subsidiaries (51,753 ) (41,283 ) — — 93,036 — Interest expense (4,241 ) (5,909 ) (11,825 ) (542 ) — (22,517 ) Loss on debt extinguishment (938 ) (1,441 ) (6,099 ) — — (8,478 ) Loss from operations before income taxes (56,932 ) (54,188 ) (26,684 ) (5,778 ) 93,036 (50,546 ) Income tax expense — — (6,386 ) — — (6,386 ) Net loss $ (56,932 ) $ (54,188 ) $ (33,070 ) $ (5,778 ) $ 93,036 $ (56,932 ) |
Condensed Consolidating Statement of Cash Flows | UNAUDITED CONDENSED CONSOLIDATING STATEMENTS OF CASH FLOWS Six Months Ended June 30, 2020 Parent Partnership CFS West Virginia Guarantor Subsidiaries Non- Guarantor Subsidiaries Eliminations Consolidated Net cash provided by operating activities $ — $ — $ 33 $ 18,309 $ 3,453 $ (20,594 ) $ 1,201 Cash Flows From Investing Activities: Cash paid for acquisitions and capital expenditures, net of proceeds from divestitures and asset sales — — (8 ) 46,039 (1,486 ) — 44,545 Payments to affiliates (17,000 ) — — — — 17,000 — Net cash provided by investing activities (17,000 ) — (8 ) 46,039 (1,486 ) 17,000 44,545 Cash Flows From Financing Activities: Proceeds from issuance of Series A Preferred Stock 8,800 — — — — — 8,800 Proceeds from issuance of Common Stock 8,200 — — — — — 8,200 Payments from affiliates — — — (3,594 ) — 3,594 — Net borrowings and repayments of debt — — (25 ) (51,491 ) (166 ) — (51,682 ) Other financing activities — — — (4,271 ) — — (4,271 ) Net cash used in financing activities 17,000 — (25 ) (59,356 ) (166 ) 3,594 (38,953 ) Net increase in cash and cash equivalents and restricted cash — — — 4,992 1,801 — 6,793 Cash and cash equivalents and restricted cash—Beginning of period — — — 55,453 1,314 — 56,767 Cash and cash equivalents and restricted cash—End of period $ — $ — $ — $ 60,445 $ 3,115 $ — $ 63,560 Six Months Ended June 30, 2019 Parent Subsidiary Issuer Guarantor Subsidiaries Non- Guarantor Subsidiaries Eliminations Consolidated Net cash used in (provided by) operating activities $ — $ 197 $ (21,647 ) $ 28 $ (10,150 ) $ (31,572 ) Cash Flows From Investing Activities: Cash paid for acquisitions and capital expenditures, net of proceeds from divestitures and asset sales — (173 ) (3,216 ) (199 ) — (3,588 ) Payments to affiliates (57,500 ) — — — 57,500 — Net cash used investing activities (57,500 ) (173 ) (3,216 ) (199 ) 57,500 (3,588 ) Cash Flows From Financing Activities: Payments from affiliates — — 47,350 — (47,350 ) — Proceeds from issuance of redeemable convertible preferred units, net 57,500 — — — — 57,500 Net borrowings and repayments of debt — (24 ) 39,076 (148 ) — 38,904 Other financing activities — — (17,437 ) — — (17,437 ) Net cash provided (used in) by financing activities 57,500 (24 ) 68,989 (148 ) (47,350 ) 78,967 Net increase (decrease) in cash and cash equivalents and restricted cash — — 44,126 (319 ) — 43,807 Cash and cash equivalents and restricted cash —Beginning of period — — 16,298 1,849 — 18,147 Cash and cash equivalents and restricted cash —End of period $ — $ — $ 60,424 $ 1,530 $ — $ 61,954 |
SEGMENT INFORMATION (Tables)
SEGMENT INFORMATION (Tables) | 6 Months Ended |
Jun. 30, 2020 | |
Segment Reporting [Abstract] | |
Segment Information | The following tables present financial information with respect to the Company’s segments (in thousands). Corporate costs represent those not directly associated with an operating segment, such as corporate overhead, interest expense and income taxes. Corporate assets primarily consist of cash and cash equivalents and restricted cash. Three Months Ended June 30, Six Months Ended June 30, 2020 2019 2020 2019 STATEMENT OF OPERATIONS DATA: Cemetery Operations: Revenues $ 58,932 $ 65,628 $ 116,998 $ 123,538 Operating costs and expenses (49,873 ) (58,934 ) (101,011 ) (112,096 ) Depreciation and amortization (1,619 ) (1,920 ) (3,323 ) (3,882 ) Segment operating profit $ 7,440 $ 4,774 $ 12,664 $ 7,560 Funeral Home Operations: Revenues $ 11,775 $ 12,867 $ 24,954 $ 26,426 Operating costs and expenses (9,920 ) (10,467 ) (20,578 ) (21,967 ) Depreciation and amortization (489 ) (598 ) (1,028 ) (1,186 ) Segment operating profit $ 1,366 $ 1,802 $ 3,348 $ 3,273 Reconciliation of segment operating profit to net income (loss): Cemetery Operations 7,440 4,774 $ 12,664 $ 7,560 Funeral Home Operations 1,366 1,802 3,348 3,273 Total segment profit 8,806 6,576 16,012 10,833 Corporate overhead (8,756 ) (13,137 ) (17,257 ) (26,550 ) Corporate depreciation and amortization (226 ) (198 ) (442 ) (405 ) Gain on sale of businesses 7,034 — 31,120 — Other losses (2,169 ) (3,429 ) (2,169 ) (3,429 ) Interest expense (12,095 ) (9,346 ) (24,379 ) (22,517 ) Loss on debt extinguishment — (8,478 ) — (8,478 ) Income tax benefit (expense) 3,492 (6,386 ) 2,204 (6,386 ) Net (loss) income $ (3,914 ) $ (34,398 ) $ 5,089 $ (56,932 ) CASH FLOW DATA: Capital expenditures: Cemetery Operations $ 1,357 $ 2,921 $ 2,545 $ 3,811 Funeral Home Operations 7 6 17 982 Corporate 354 8 1,229 45 Total capital expenditures $ 1,718 $ 2,935 $ 3,791 $ 4,838 June 30, 2020 December 31, 2019 BALANCE SHEET DATA: Assets: Cemetery Operations $ 1,406,081 $ 1,504,463 Funeral Home Operations 132,842 148,310 Corporate 67,127 66,595 Total assets $ 1,606,050 $ 1,719,368 Assets held for sale: Cemetery Operations $ 26,091 $ 20,819 Funeral Home Operations 5,660 3,039 Total assets held for sale $ 31,751 $ 23,858 Disposed assets: Cemetery Operations $ 20,445 $ — Funeral Home Operations 3,032 110 Total disposed assets $ 23,477 $ 110 |
SUPPLEMENTAL CONSOLIDATED CAS_2
SUPPLEMENTAL CONSOLIDATED CASH FLOW INFORMATION (Tables) | 6 Months Ended |
Jun. 30, 2020 | |
Supplemental Cash Flow Elements [Abstract] | |
Schedule of Cash Flow, Supplemental Disclosures | The tables presented below provide supplemental information to the unaudited condensed consolidated statements of cash flows regarding contract origination and maturity activity included in the pertinent captions on the Company’s unaudited condensed consolidated statements of cash flows (in thousands): Six months ended June 30, 2020 2019 Accounts Receivable Pre-need/at-need contract originations (sales on credit) $ (56,337 ) $ (51,323 ) Cash receipts from sales on credit (post-origination) 48,103 42,712 Changes in accounts receivable, net of allowance $ (8,234 ) $ (8,611 ) Customer Contract Liabilities Deferrals: Cash receipts from customer deposits at origination, net of refunds $ 74,613 $ 72,283 Withdrawals of realized income from merchandise trusts during the period 5,163 4,596 Pre-need/at-need contract originations (sales on credit) 56,337 51,323 Undistributed merchandise trust investment earnings, net (999 ) 7,924 Recognition: Merchandise trust investment income, net withdrawn as of end of period (3,456 ) (4,405 ) Recognized maturities of customer contracts collected as of end of period (97,751 ) (93,466 ) Recognized maturities of customer contracts uncollected as of end of period (14,244 ) (23,129 ) Changes in customer contract liabilities $ 19,663 $ 15,126 |
GENERAL - Additional Informatio
GENERAL - Additional Information (Detail) | Jun. 19, 2020USD ($)$ / sharesshares | May 27, 2020USD ($)$ / sharesshares | May 05, 2020 | Apr. 13, 2020$ / shares | Apr. 02, 2020USD ($) | Apr. 01, 2020USD ($)$ / shares | Jun. 27, 2019 | Jun. 30, 2020USD ($)PropertyState$ / sharesshares | Jun. 30, 2020USD ($)PropertyState$ / sharesshares | Jun. 30, 2019USD ($) | Jun. 30, 2020USD ($)PropertyStateSegment$ / sharesshares | Mar. 31, 2021 | Dec. 31, 2020 | Sep. 30, 2020 | Apr. 03, 2020USD ($)$ / sharesshares | Mar. 31, 2020 | Dec. 31, 2019USD ($)$ / sharesshares |
Organization, Consolidation and Presentation of Financial Statements Disclosure [Line Items] | |||||||||||||||||
Impairment of long-lived assets | $ 0 | ||||||||||||||||
Net book value of the equipment | $ 91,892,000 | $ 91,892,000 | 91,892,000 | $ 103,400,000 | |||||||||||||
Proceeds from issuance of common stock | $ 8,200,000 | ||||||||||||||||
Issuance of Series A Preferred Stock/Units | $ 8,800,000 | $ 57,500,000 | |||||||||||||||
Common stock, par value | $ / shares | $ 0.01 | $ 0.01 | $ 0.01 | $ 0.01 | |||||||||||||
Number of trading days average closing price | 30 days | ||||||||||||||||
Number of trading days consecutive days | 30 days | ||||||||||||||||
Minimum average closing stock price as per listing | $ / shares | $ 1 | ||||||||||||||||
Average closing price of common stock per share | $ / shares | $ 0.97 | ||||||||||||||||
Minimum share price required to regain compliance description | (i) a closing price of at least $1.00 per share and (ii) an average closing price of at least $1.00 per share over the 30-trading day period ending on the last trading day of such month. As required, the Company notified the NYSE, within 10 business days of receipt of the NYSE Notification, of its intent to cure this deficiency in order to avoid immediate suspension and delisting procedures | ||||||||||||||||
Minimum closing price per share to regain compliance | $ / shares | $ 1 | ||||||||||||||||
Cash and cash equivalents | $ 42,862,000 | $ 42,862,000 | $ 42,862,000 | $ 34,867,000 | |||||||||||||
Restricted cash | $ 20,700,000 | $ 20,700,000 | 20,700,000 | 21,900,000 | |||||||||||||
Refundable deposit received for divestitures of property | $ 5,000,000 | ||||||||||||||||
Divestiture, number of property in non-binding letter | Property | 1 | ||||||||||||||||
Investment Income Contractual Term | 60 months | ||||||||||||||||
Debt instrument, variable rate | 3.75% | ||||||||||||||||
Number of reportable segments | Segment | 2 | ||||||||||||||||
Accounts receivable average cancellation rate basis period | 5 years | ||||||||||||||||
Lease renewal term description | Certain leases provide the Company with the option to renew for additional periods, with renewal terms that can extend the lease term for periods ranging from 1 to 30 years. | ||||||||||||||||
Series A Preferred Stock | |||||||||||||||||
Organization, Consolidation and Presentation of Financial Statements Disclosure [Line Items] | |||||||||||||||||
Issuance of Series A Preferred Stock\units (in shares\units) | shares | 176 | ||||||||||||||||
Exchange of Series A Preferred Stock for Common Stock (in shares) | shares | (176) | ||||||||||||||||
Minimum | |||||||||||||||||
Organization, Consolidation and Presentation of Financial Statements Disclosure [Line Items] | |||||||||||||||||
Lease renewal term | 1 year | ||||||||||||||||
Maximum | |||||||||||||||||
Organization, Consolidation and Presentation of Financial Statements Disclosure [Line Items] | |||||||||||||||||
Liquid investments purchased with an original maturity | 3 months | ||||||||||||||||
Product sales, payment term | 60 months | ||||||||||||||||
Lease renewal term | 30 years | ||||||||||||||||
Maximum | Rights Offering | |||||||||||||||||
Organization, Consolidation and Presentation of Financial Statements Disclosure [Line Items] | |||||||||||||||||
Gross proceeds from the contemplated rights offering | $ 17,000,000 | ||||||||||||||||
Senior Secured Notes | |||||||||||||||||
Organization, Consolidation and Presentation of Financial Statements Disclosure [Line Items] | |||||||||||||||||
Debt covenant, consolidated asset coverage ratio | 1.60 | 1.60 | 1.60 | ||||||||||||||
Debt instrument redemption price percentage | 2.00% | ||||||||||||||||
Long-term debt, gross | $ 338,778,000 | $ 338,778,000 | $ 338,778,000 | $ 380,619,000 | |||||||||||||
Senior Secured Notes | Minimum | |||||||||||||||||
Organization, Consolidation and Presentation of Financial Statements Disclosure [Line Items] | |||||||||||||||||
Debt instrument redemption price percentage | 9.875% | ||||||||||||||||
Senior Secured Notes | Maximum | |||||||||||||||||
Organization, Consolidation and Presentation of Financial Statements Disclosure [Line Items] | |||||||||||||||||
Debt covenant, consolidated asset coverage ratio | 1.40 | 1.40 | 1.40 | ||||||||||||||
Debt instrument redemption price percentage | 11.50% | ||||||||||||||||
Senior Secured Notes | Forecast | |||||||||||||||||
Organization, Consolidation and Presentation of Financial Statements Disclosure [Line Items] | |||||||||||||||||
Debt covenant, consolidated asset coverage ratio | 1.40 | ||||||||||||||||
Senior Secured Notes | Forecast | Maximum | |||||||||||||||||
Organization, Consolidation and Presentation of Financial Statements Disclosure [Line Items] | |||||||||||||||||
Debt covenant, consolidated asset coverage ratio | 1.60 | 1.40 | 1.40 | ||||||||||||||
Senior Notes | |||||||||||||||||
Organization, Consolidation and Presentation of Financial Statements Disclosure [Line Items] | |||||||||||||||||
Redeemable convertible preferred units | $ 57,500,000 | $ 57,500,000 | $ 57,500,000 | ||||||||||||||
Preferred units, sold | shares | 52,083,333 | 52,083,333 | 52,083,333 | ||||||||||||||
Long-term debt, interest rate | 7.875% | 7.875% | 7.875% | ||||||||||||||
Senior Notes | Private Placement | |||||||||||||||||
Organization, Consolidation and Presentation of Financial Statements Disclosure [Line Items] | |||||||||||||||||
Long-term debt, gross | $ 385,000,000 | $ 385,000,000 | $ 385,000,000 | ||||||||||||||
March 31, 2020 | Senior Secured Notes | |||||||||||||||||
Organization, Consolidation and Presentation of Financial Statements Disclosure [Line Items] | |||||||||||||||||
Minimum operating cash flow covenant | $ 25,000,000 | ||||||||||||||||
June 30, 2020 | Senior Secured Notes | |||||||||||||||||
Organization, Consolidation and Presentation of Financial Statements Disclosure [Line Items] | |||||||||||||||||
Minimum operating cash flow covenant | 35,000,000 | ||||||||||||||||
September 30, 2020 | Senior Secured Notes | |||||||||||||||||
Organization, Consolidation and Presentation of Financial Statements Disclosure [Line Items] | |||||||||||||||||
Minimum operating cash flow covenant | $ 35,000,000 | ||||||||||||||||
December 31, 2020 | Senior Secured Notes | |||||||||||||||||
Organization, Consolidation and Presentation of Financial Statements Disclosure [Line Items] | |||||||||||||||||
Consolidated interest coverage ratio | 0 | 1.15 | |||||||||||||||
December 31, 2020 | Senior Secured Notes | Maximum | |||||||||||||||||
Organization, Consolidation and Presentation of Financial Statements Disclosure [Line Items] | |||||||||||||||||
Consolidated interest coverage ratio | 0 | 0 | 0 | ||||||||||||||
March 31, 2021 | Senior Secured Notes | |||||||||||||||||
Organization, Consolidation and Presentation of Financial Statements Disclosure [Line Items] | |||||||||||||||||
Consolidated interest coverage ratio | 0.75 | 1.25 | |||||||||||||||
March 31, 2021 | Senior Secured Notes | Maximum | |||||||||||||||||
Organization, Consolidation and Presentation of Financial Statements Disclosure [Line Items] | |||||||||||||||||
Consolidated interest coverage ratio | 0.75 | 0.75 | 0.75 | ||||||||||||||
June 30, 2021 | Senior Secured Notes | |||||||||||||||||
Organization, Consolidation and Presentation of Financial Statements Disclosure [Line Items] | |||||||||||||||||
Consolidated interest coverage ratio | 1.10 | 1.30 | |||||||||||||||
June 30, 2021 | Senior Secured Notes | Maximum | |||||||||||||||||
Organization, Consolidation and Presentation of Financial Statements Disclosure [Line Items] | |||||||||||||||||
Consolidated interest coverage ratio | 1.10 | 1.10 | 1.10 | ||||||||||||||
Redeemed On Or After June 27, 2021 and Before June 27, 2022 | Senior Secured Notes | Minimum | |||||||||||||||||
Organization, Consolidation and Presentation of Financial Statements Disclosure [Line Items] | |||||||||||||||||
Debt instrument redemption price percentage | 4.00% | ||||||||||||||||
Redeemed On Or After June 27, 2021 and Before June 27, 2022 | Senior Secured Notes | Maximum | |||||||||||||||||
Organization, Consolidation and Presentation of Financial Statements Disclosure [Line Items] | |||||||||||||||||
Debt instrument redemption price percentage | 5.00% | ||||||||||||||||
Redeemed On Or After June 27, 2022 and Before June 27, 2023 | Senior Secured Notes | Minimum | |||||||||||||||||
Organization, Consolidation and Presentation of Financial Statements Disclosure [Line Items] | |||||||||||||||||
Debt instrument redemption price percentage | 2.00% | ||||||||||||||||
Redeemed On Or After June 27, 2022 and Before June 27, 2023 | Senior Secured Notes | Maximum | |||||||||||||||||
Organization, Consolidation and Presentation of Financial Statements Disclosure [Line Items] | |||||||||||||||||
Debt instrument redemption price percentage | 3.00% | ||||||||||||||||
Axar | |||||||||||||||||
Organization, Consolidation and Presentation of Financial Statements Disclosure [Line Items] | |||||||||||||||||
Unsolicited proposal letter date | May 27, 2020 | ||||||||||||||||
StoneMor Operating LLC | |||||||||||||||||
Organization, Consolidation and Presentation of Financial Statements Disclosure [Line Items] | |||||||||||||||||
Ownership percentage subsidiaries by the parent | 100.00% | 100.00% | 100.00% | 100.00% | |||||||||||||
C-Corporation Conversion | Partnership and LP Sub | |||||||||||||||||
Organization, Consolidation and Presentation of Financial Statements Disclosure [Line Items] | |||||||||||||||||
General partner ownership interest | 100.00% | ||||||||||||||||
Compensation Nominating And Governance Committee | Coronavirus Disease2019 Pandemic | |||||||||||||||||
Organization, Consolidation and Presentation of Financial Statements Disclosure [Line Items] | |||||||||||||||||
Voluntary base salary reductions, beginning date | Apr. 20, 2020 | ||||||||||||||||
Voluntary base salary reductions continuation period from beginning date | 70 days | ||||||||||||||||
Percentage of reduction in quarterly retainer fee | 50.00% | ||||||||||||||||
Compensation Nominating And Governance Committee | Coronavirus Disease2019 Pandemic | Non-Employee Directors | |||||||||||||||||
Organization, Consolidation and Presentation of Financial Statements Disclosure [Line Items] | |||||||||||||||||
Percentage of reduction in additional board committee chair fees payable | 50.00% | ||||||||||||||||
Proposal | Axar | |||||||||||||||||
Organization, Consolidation and Presentation of Financial Statements Disclosure [Line Items] | |||||||||||||||||
Share price | $ / shares | $ 0.67 | ||||||||||||||||
Outstanding common stock ownership percentage | 62.00% | ||||||||||||||||
Master Services Agreement | Moon Landscaping, Inc. | |||||||||||||||||
Organization, Consolidation and Presentation of Financial Statements Disclosure [Line Items] | |||||||||||||||||
Property management and operational services aggregate amount payable | $ 241,000,000 | ||||||||||||||||
Property management and operational services initial annual cost | $ 49,000,000 | ||||||||||||||||
Percentage of annual increase In initial cost | 2.00% | ||||||||||||||||
Net book value of the equipment | $ 5,500,000 | $ 5,500,000 | $ 5,500,000 | ||||||||||||||
Agreement without cause termination equipment credit fee payable | $ 1,000,000 | ||||||||||||||||
Agreement termination description | Each party has the right to terminate the MSAs at any time on six months’ prior written notice, provided that if the Company terminates the MSAs without cause, it will be obligated to pay Moon an equipment credit fee in the amount of $1.0 million for each year remaining in the term, prorated for the portion of the year in which any such termination occurs. | ||||||||||||||||
Supplemental Indenture | Axar | Rights Offering | |||||||||||||||||
Organization, Consolidation and Presentation of Financial Statements Disclosure [Line Items] | |||||||||||||||||
Issuance of Series A Preferred Stock/Units | $ 17,000,000 | ||||||||||||||||
Share price per common share | $ / shares | $ 0.73 | ||||||||||||||||
Agreement expiration date | Jul. 24, 2020 | ||||||||||||||||
Supplemental Indenture | Axar | Rights Offering | Series A Preferred Stock | |||||||||||||||||
Organization, Consolidation and Presentation of Financial Statements Disclosure [Line Items] | |||||||||||||||||
Redeemable convertible preferred units | $ 8,800,000 | ||||||||||||||||
Supplemental Indenture | Axar | Maximum | Rights Offering | |||||||||||||||||
Organization, Consolidation and Presentation of Financial Statements Disclosure [Line Items] | |||||||||||||||||
Proceeds from issuance of common stock | $ 8,200,000 | ||||||||||||||||
Two Thousand Twenty Preferred Purchase Agreement | Axar | Series A Preferred Stock | |||||||||||||||||
Organization, Consolidation and Presentation of Financial Statements Disclosure [Line Items] | |||||||||||||||||
Redeemable convertible preferred units | $ 8,800,000 | ||||||||||||||||
Preferred units, sold | shares | 176 | ||||||||||||||||
Preferred units, par value | $ / shares | $ 0.01 | ||||||||||||||||
Preferred units, cash price per share | $ / shares | $ 50,000 | ||||||||||||||||
Common Stock Purchase Agreement | Axar | |||||||||||||||||
Organization, Consolidation and Presentation of Financial Statements Disclosure [Line Items] | |||||||||||||||||
Issuance of Series A Preferred Stock/Units | $ 8,800,000 | ||||||||||||||||
Share price per common share | $ / shares | $ 0.73 | ||||||||||||||||
Agreed to sell common stock shares | shares | 23,287,672 | ||||||||||||||||
Common stock, par value | $ / shares | $ 0.01 | ||||||||||||||||
Authorized repurchase shares, value | $ 17,000,000 | ||||||||||||||||
Issuance of Series A Preferred Stock\units (in shares\units) | shares | 23,287,672 | 23,287,672 | |||||||||||||||
Exchange of Series A Preferred Stock for Common Stock (in shares) | shares | 12,054,795 | 12,054,795 | |||||||||||||||
Common Stock Purchase Agreement | Axar | Series A Preferred Stock | |||||||||||||||||
Organization, Consolidation and Presentation of Financial Statements Disclosure [Line Items] | |||||||||||||||||
Issuance of Series A Preferred Stock\units (in shares\units) | shares | 176 | 176 | |||||||||||||||
Preferred shares conversion ratio | shares | 68,493.15 | ||||||||||||||||
Common Stock Purchase Agreement | Axar | Rights Offering | |||||||||||||||||
Organization, Consolidation and Presentation of Financial Statements Disclosure [Line Items] | |||||||||||||||||
Issuance of Series A Preferred Stock/Units | $ 8,200,000 | ||||||||||||||||
Share price per common share | $ / shares | $ 0.73 | ||||||||||||||||
Issuance of Series A Preferred Stock\units (in shares\units) | shares | 11,232,877 | 11,232,877 | |||||||||||||||
Gross proceeds from the contemplated rights offering | $ 17,000,000 | ||||||||||||||||
Stonemor GP Holdings LLC | C-Corporation Conversion | |||||||||||||||||
Organization, Consolidation and Presentation of Financial Statements Disclosure [Line Items] | |||||||||||||||||
Contribution of common units | shares | 5,099,969 | ||||||||||||||||
Cemetery | |||||||||||||||||
Organization, Consolidation and Presentation of Financial Statements Disclosure [Line Items] | |||||||||||||||||
Number of operating locations | Property | 30 | 30 | 30 | ||||||||||||||
Cemetery | Consolidated Properties | |||||||||||||||||
Organization, Consolidation and Presentation of Financial Statements Disclosure [Line Items] | |||||||||||||||||
Number of operating locations | Property | 16 | 16 | 16 | ||||||||||||||
Cemetery | Unconsolidated Properties | |||||||||||||||||
Organization, Consolidation and Presentation of Financial Statements Disclosure [Line Items] | |||||||||||||||||
Number of operating locations | Property | 14 | 14 | 14 | ||||||||||||||
US and Puerto Rico | Cemetery | |||||||||||||||||
Organization, Consolidation and Presentation of Financial Statements Disclosure [Line Items] | |||||||||||||||||
Number of operating locations | Property | 318 | 318 | 318 | ||||||||||||||
Number of states | State | 27 | 27 | 27 | ||||||||||||||
US and Puerto Rico | Cemetery | Wholly Owned Properties | |||||||||||||||||
Organization, Consolidation and Presentation of Financial Statements Disclosure [Line Items] | |||||||||||||||||
Number of operating locations | Property | 288 | 288 | 288 | ||||||||||||||
US and Puerto Rico | Cemetery | Managed Properties | |||||||||||||||||
Organization, Consolidation and Presentation of Financial Statements Disclosure [Line Items] | |||||||||||||||||
Number of operating locations | Property | 30 | 30 | 30 | ||||||||||||||
US and Puerto Rico | Funeral Home | |||||||||||||||||
Organization, Consolidation and Presentation of Financial Statements Disclosure [Line Items] | |||||||||||||||||
Number of operating locations | Property | 87 | 87 | 87 | ||||||||||||||
Number of states | State | 17 | 17 | 17 | ||||||||||||||
US and Puerto Rico | Funeral Home | Cemetery Property | |||||||||||||||||
Organization, Consolidation and Presentation of Financial Statements Disclosure [Line Items] | |||||||||||||||||
Number of operating locations | Property | 40 | 40 | 40 |
GENERAL - Reconciliation of Com
GENERAL - Reconciliation of Company's Weighted-average Number of Outstanding Common Shares and Common Limited Partner Units (Detail) - shares shares in Thousands | 3 Months Ended | 6 Months Ended | |||
Jun. 30, 2020 | Jun. 30, 2019 | Jun. 30, 2020 | Jun. 30, 2019 | ||
Organization, Consolidation and Presentation of Financial Statements Disclosure [Line Items] | |||||
Weighted average number of outstanding common shares—basic | [1] | 97,572 | 39,329 | 96,022 | 39,115 |
Weighted average number of outstanding common shares—diluted | [1] | 97,572 | 39,329 | 96,022 | 39,115 |
Weighted average number of common limited partner units—basic | 39,329 | 39,115 | |||
Weighted average number of common limited partner units—diluted | 39,329 | 39,115 | |||
[1] | For the three and six months ended June 30, 2020, represents weighted average number of common shares outstanding and for the three and six months ended June 30, 2019, represents weighted average number of common limited partner units outstanding. |
GENERAL - Reconciliation of C_2
GENERAL - Reconciliation of Company's Weighted-average Number of Outstanding Common Shares and Common Limited Partner Units (Parenthetical) (Detail) - shares | 3 Months Ended | 6 Months Ended | ||
Jun. 30, 2020 | Jun. 30, 2019 | Jun. 30, 2020 | Jun. 30, 2019 | |
Earnings Per Share Diluted [Line Items] | ||||
Shares and units excluded from the calculation of diluted weighted-average number of outstanding common shares limited partner units, because of their anti-dilutive effect | 201,995 | 203,433 | ||
Stock options | ||||
Earnings Per Share Diluted [Line Items] | ||||
Shares and units excluded from the calculation of diluted weighted-average number of outstanding common shares limited partner units, because of their anti-dilutive effect | 5,275,000 | 3,364,392 | ||
Restricted shares | ||||
Earnings Per Share Diluted [Line Items] | ||||
Shares and units excluded from the calculation of diluted weighted-average number of outstanding common shares limited partner units, because of their anti-dilutive effect | 421,875 |
DIVESTITURES - Additional Infor
DIVESTITURES - Additional Information (Detail) $ in Thousands | Apr. 07, 2020USD ($) | Jan. 03, 2020USD ($)Property | Mar. 31, 2020USD ($)Property | Jun. 30, 2020USD ($) | Jun. 30, 2020USD ($) | Jun. 30, 2019USD ($) |
Income Statement Balance Sheet And Additional Disclosures By Disposal Groups Including Discontinued Operations [Line Items] | ||||||
Aggregate cash purchase price | $ 48,336 | $ 1,250 | ||||
Gain on sale of businesses | $ 7,034 | 31,120 | ||||
Senior Secured Notes | ||||||
Income Statement Balance Sheet And Additional Disclosures By Disposal Groups Including Discontinued Operations [Line Items] | ||||||
Percentage of remaining net proceeds from asset disposition to redeem additional portion of debt | 80.00% | |||||
Remaining California Sale | Senior Secured Notes | ||||||
Income Statement Balance Sheet And Additional Disclosures By Disposal Groups Including Discontinued Operations [Line Items] | ||||||
Aggregate principal amount of debt redeemed from assets dispositions | $ 3,200 | |||||
Oakmont Agreement | ||||||
Income Statement Balance Sheet And Additional Disclosures By Disposal Groups Including Discontinued Operations [Line Items] | ||||||
Number of cemetery divested | Property | 1 | |||||
Number of funeral home divested | Property | 1 | |||||
Gain on sale of businesses | 24,400 | |||||
Oakmont Agreement | Oakmont Sale | ||||||
Income Statement Balance Sheet And Additional Disclosures By Disposal Groups Including Discontinued Operations [Line Items] | ||||||
Aggregate cash purchase price | $ 33,000 | |||||
Oakmont Agreement | Oakmont Sale | Senior Secured Notes | ||||||
Income Statement Balance Sheet And Additional Disclosures By Disposal Groups Including Discontinued Operations [Line Items] | ||||||
Aggregate principal amount of debt redeemed from assets dispositions | $ 30,300 | |||||
Olivet Agreement | ||||||
Income Statement Balance Sheet And Additional Disclosures By Disposal Groups Including Discontinued Operations [Line Items] | ||||||
Aggregate principal amount of debt redeemed from assets dispositions | $ 20,500 | |||||
Land purchase obligations | 17,100 | |||||
Olivet Agreement | Olivet Sale | ||||||
Income Statement Balance Sheet And Additional Disclosures By Disposal Groups Including Discontinued Operations [Line Items] | ||||||
Gain on sale of businesses | 7,200 | 7,200 | ||||
Aggregate purchase price | $ 24,300 | |||||
California Agreement | ||||||
Income Statement Balance Sheet And Additional Disclosures By Disposal Groups Including Discontinued Operations [Line Items] | ||||||
Number of cemetery divested | Property | 5 | |||||
Number of funeral home divested | Property | 6 | |||||
Number of crematories divested | Property | 4 | |||||
California Agreement | Remaining California Sale | ||||||
Income Statement Balance Sheet And Additional Disclosures By Disposal Groups Including Discontinued Operations [Line Items] | ||||||
Aggregate cash purchase price | $ 7,100 | |||||
Impairment charge | $ 2,200 | $ 2,200 |
DIVESTITURES - Discontinued Ope
DIVESTITURES - Discontinued Operations and Disposal Groups (Detail) - USD ($) $ in Thousands | Jun. 30, 2020 | Dec. 31, 2019 |
Current assets: | ||
Total assets held for sale | $ 23,477 | $ 110 |
Current liabilities: | ||
Total current liabilities held for sale | 24,274 | 20,668 |
Assets Held for Sale | ||
Current assets: | ||
Accounts receivable, net of allowance | 566 | 580 |
Prepaid expenses | 0 | 34 |
Other current assets | 115 | 35 |
Total current assets held for sale | 681 | 649 |
Long-term accounts receivable, net of allowance | 1,380 | 3,194 |
Cemetery property | 8,993 | 6,161 |
Property and equipment, net of accumulated depreciation | 1,894 | 2,912 |
Merchandise trusts, restricted, at fair value | 11,806 | 6,673 |
Perpetual care trusts, restricted, at fair value | 6,633 | 2,470 |
Deferred selling and obtaining costs | 999 | 1,388 |
Other assets | 1,534 | 411 |
Less: Impairment of assets held for sale | (2,169) | 0 |
Total assets held for sale | 31,751 | 23,858 |
Current liabilities: | ||
Accounts payable and accrued liabilities | 383 | 102 |
Current portion, long-term debt | 0 | 36 |
Other current liabilities | 0 | 5,000 |
Total current liabilities held for sale | 383 | 5,138 |
Deferred revenues | 15,925 | 12,856 |
Perpetual care trust corpus | 6,633 | 2,470 |
Other long-term liabilities | 1,333 | 204 |
Total liabilities held for sale | 24,274 | 20,668 |
Net assets held for sale | 7,477 | 3,190 |
Assets Held for Sale | Remaining California Sale | ||
Current assets: | ||
Accounts receivable, net of allowance | 566 | |
Prepaid expenses | 0 | |
Other current assets | 115 | |
Total current assets held for sale | 681 | |
Long-term accounts receivable, net of allowance | 1,380 | |
Cemetery property | 8,643 | |
Property and equipment, net of accumulated depreciation | 1,894 | |
Merchandise trusts, restricted, at fair value | 11,806 | |
Perpetual care trusts, restricted, at fair value | 6,633 | |
Deferred selling and obtaining costs | 999 | |
Other assets | 1,534 | |
Less: Impairment of assets held for sale | (2,169) | |
Total assets held for sale | 31,401 | |
Current liabilities: | ||
Accounts payable and accrued liabilities | 204 | |
Current portion, long-term debt | 0 | |
Other current liabilities | 0 | |
Total current liabilities held for sale | 204 | |
Deferred revenues | 15,925 | |
Perpetual care trust corpus | 6,633 | |
Other long-term liabilities | 1,333 | |
Total liabilities held for sale | 24,095 | |
Net assets held for sale | 7,306 | |
Assets Held for Sale | Other | ||
Current assets: | ||
Accounts receivable, net of allowance | 0 | 0 |
Prepaid expenses | 0 | 0 |
Other current assets | 0 | 0 |
Total current assets held for sale | 0 | 0 |
Long-term accounts receivable, net of allowance | 0 | 0 |
Cemetery property | 350 | 350 |
Property and equipment, net of accumulated depreciation | 0 | 150 |
Merchandise trusts, restricted, at fair value | 0 | 0 |
Perpetual care trusts, restricted, at fair value | 0 | 0 |
Deferred selling and obtaining costs | 0 | 0 |
Other assets | 0 | 0 |
Less: Impairment of assets held for sale | 0 | 0 |
Total assets held for sale | 350 | 500 |
Current liabilities: | ||
Accounts payable and accrued liabilities | 179 | 0 |
Current portion, long-term debt | 0 | 0 |
Other current liabilities | 0 | 0 |
Total current liabilities held for sale | 179 | 0 |
Deferred revenues | 0 | 0 |
Perpetual care trust corpus | 0 | 0 |
Other long-term liabilities | 0 | 0 |
Total liabilities held for sale | 179 | 0 |
Net assets held for sale | $ 171 | 500 |
Assets Held for Sale | Oakmont Sale | ||
Current assets: | ||
Accounts receivable, net of allowance | 580 | |
Prepaid expenses | 34 | |
Other current assets | 35 | |
Total current assets held for sale | 649 | |
Long-term accounts receivable, net of allowance | 3,194 | |
Cemetery property | 5,811 | |
Property and equipment, net of accumulated depreciation | 2,762 | |
Merchandise trusts, restricted, at fair value | 6,673 | |
Perpetual care trusts, restricted, at fair value | 2,470 | |
Deferred selling and obtaining costs | 1,388 | |
Other assets | 411 | |
Less: Impairment of assets held for sale | 0 | |
Total assets held for sale | 23,358 | |
Current liabilities: | ||
Accounts payable and accrued liabilities | 102 | |
Current portion, long-term debt | 36 | |
Other current liabilities | 5,000 | |
Total current liabilities held for sale | 5,138 | |
Deferred revenues | 12,856 | |
Perpetual care trust corpus | 2,470 | |
Other long-term liabilities | 204 | |
Total liabilities held for sale | 20,668 | |
Net assets held for sale | $ 2,690 |
EXIT AND DISPOSAL ACTIVITIES -
EXIT AND DISPOSAL ACTIVITIES - Additional Information (Details) - Position | 1 Months Ended | 12 Months Ended |
Apr. 30, 2020 | Dec. 31, 2019 | |
Trevose, Pennsylvania | ||
Restructuring Cost And Reserve [Line Items] | ||
Number of positions reduced | 31 | 200 |
EXIT AND DISPOSAL ACTIVITIES _2
EXIT AND DISPOSAL ACTIVITIES - Summary of Severance Liability Recognized for Reductions in Workforce (Details) $ in Thousands | 6 Months Ended |
Jun. 30, 2020USD ($) | |
Restructuring Cost And Reserve [Line Items] | |
Severance liability, beginning balance | $ 150 |
Accruals | 356 |
Cash payments | (447) |
Severance liability, ending balance | 59 |
Corporate | |
Restructuring Cost And Reserve [Line Items] | |
Severance liability, beginning balance | 64 |
Accruals | 199 |
Cash payments | (215) |
Severance liability, ending balance | 48 |
Cemetery | Operating | |
Restructuring Cost And Reserve [Line Items] | |
Severance liability, beginning balance | 86 |
Accruals | 157 |
Cash payments | (232) |
Severance liability, ending balance | $ 11 |
ACCOUNTS RECEIVABLE, NET OF A_3
ACCOUNTS RECEIVABLE, NET OF ALLOWANCE - Long Term Accounts Receivable, Net of Allowance (Detail) - USD ($) $ in Thousands | Jun. 30, 2020 | Dec. 31, 2019 |
Receivables [Abstract] | ||
Customer receivables | $ 151,854 | $ 153,530 |
Unearned finance income | (15,787) | (16,303) |
Allowance for doubtful accounts | (6,998) | (5,884) |
Accounts receivable, net of allowance | 129,069 | 131,343 |
Less: Current portion, net of allowance | 55,963 | 55,794 |
Long-term portion, net of allowance | $ 73,106 | $ 75,549 |
ACCOUNTS RECEIVABLE, NET OF A_4
ACCOUNTS RECEIVABLE, NET OF ALLOWANCE - Activity in Allowance for Doubtful Accounts (Detail) - USD ($) $ in Thousands | 6 Months Ended | 12 Months Ended | |
Jun. 30, 2020 | Jun. 30, 2019 | Dec. 31, 2019 | |
Allowance for Doubtful Accounts Receivable [Roll Forward] | |||
Balance, beginning of period | $ 5,884 | ||
Provision for doubtful accounts | 3,807 | $ 4,219 | |
Balance, end of period | 6,998 | $ 5,884 | |
Contract Cancellations | |||
Allowance for Doubtful Accounts Receivable [Roll Forward] | |||
Balance, beginning of period | 5,884 | $ 4,941 | 4,941 |
Provision for doubtful accounts | 3,807 | 7,559 | |
Charge-offs, net | (2,693) | (6,616) | |
Balance, end of period | $ 6,998 | $ 5,884 |
CEMETERY PROPERTY - Schedule of
CEMETERY PROPERTY - Schedule of Cemetery Property (Detail) - USD ($) $ in Thousands | Jun. 30, 2020 | Dec. 31, 2019 |
Property Plant And Equipment [Abstract] | ||
Cemetery land | $ 235,190 | $ 249,260 |
Mausoleum crypts and lawn crypts | 68,312 | 71,345 |
Cemetery property | $ 303,502 | $ 320,605 |
PROPERTY AND EQUIPMENT - Schedu
PROPERTY AND EQUIPMENT - Schedule of Property and Equipment (Detail) - USD ($) $ in Thousands | Jun. 30, 2020 | Dec. 31, 2019 |
Property Plant And Equipment [Abstract] | ||
Buildings and improvements | $ 118,840 | $ 125,382 |
Furniture and equipment | 55,890 | 57,674 |
Funeral home land | 11,285 | 14,185 |
Property and equipment, gross | 186,015 | 197,241 |
Less: Accumulated depreciation | (94,123) | (93,841) |
Property and equipment, net of accumulated depreciation | $ 91,892 | $ 103,400 |
PROPERTY AND EQUIPMENT - Additi
PROPERTY AND EQUIPMENT - Additional Information (Detail) - USD ($) $ in Millions | 3 Months Ended | 6 Months Ended | ||
Jun. 30, 2020 | Jun. 30, 2019 | Jun. 30, 2020 | Jun. 30, 2019 | |
Property Plant And Equipment [Abstract] | ||||
Depreciation expense | $ 2 | $ 2.4 | $ 4.2 | $ 4.8 |
MERCHANDISE TRUSTS - Additional
MERCHANDISE TRUSTS - Additional Information (Detail) $ in Thousands | 6 Months Ended | ||
Jun. 30, 2020USD ($)security | Jun. 30, 2019USD ($)security | Dec. 31, 2019USD ($) | |
West Virginia Trust Receivable | |||
Schedule Of Available For Sale Securities [Line Items] | |||
Trust assets, fair value | $ 9,300 | $ 9,700 | |
Merchandise Trusts | |||
Schedule Of Available For Sale Securities [Line Items] | |||
Percentage of VIE for cancellable state | 51.40% | ||
Merchandise Trusts | Variable Interest Entity, Primary Beneficiary | |||
Schedule Of Available For Sale Securities [Line Items] | |||
Trust assets, fair value | $ 484,308 | 523,865 | |
Purchases of available for sale securities | 23,000 | $ 29,100 | |
Sales, maturities and paydowns of available for sale securities | 25,500 | 19,900 | |
Other than temporary impairments loss | $ 1,655 | $ 2,314 | |
Merchandise Trusts | Variable Interest Entity, Primary Beneficiary | Other Than Temporarily Impaired Securities | |||
Schedule Of Available For Sale Securities [Line Items] | |||
Number of securities that incurred other than temporary impairment losses | security | 2 | 89 | |
Trust assets, cost | $ 16,800 | $ 91,900 | |
Trust assets, fair value | 15,100 | 89,600 | |
Other than temporary impairments loss | 1,700 | $ 2,300 | |
Merchandise Trusts | West Virginia Trust Receivable | Variable Interest Entity, Primary Beneficiary | |||
Schedule Of Available For Sale Securities [Line Items] | |||
Trust assets, fair value | $ 9,293 | $ 9,651 |
MERCHANDISE TRUSTS - Reconcilia
MERCHANDISE TRUSTS - Reconciliation of Merchandise Trust Activities (Detail) - USD ($) $ in Thousands | 6 Months Ended | ||
Jun. 30, 2020 | Jun. 30, 2019 | Dec. 31, 2019 | |
Schedule Of Available For Sale Securities [Line Items] | |||
Balance, beginning of period | $ 517,192 | ||
Less: Assets held for sale | (31,751) | $ (23,858) | |
Balance, end of period | 472,500 | ||
Variable Interest Entity, Primary Beneficiary | Merchandise Trusts | |||
Schedule Of Available For Sale Securities [Line Items] | |||
Balance, beginning of period | 517,192 | $ 488,248 | |
Contributions | 22,779 | 27,075 | |
Distributions | (37,385) | (30,938) | |
Interest and dividends | 11,827 | 15,479 | |
Capital gain distributions | 289 | 168 | |
Realized gains and losses, net | (516) | 593 | |
Other than temporary impairment | (1,655) | (2,314) | |
Taxes | 471 | (716) | |
Fees | (4,107) | (1,978) | |
Unrealized change in fair value | (24,589) | 23,765 | |
Total | 484,306 | 519,382 | |
Less: Assets held for sale | (11,806) | ||
Balance, end of period | $ 472,500 | $ 519,382 |
MERCHANDISE TRUSTS - Cost and M
MERCHANDISE TRUSTS - Cost and Market Value Associated with Assets Held in Merchandise Trusts (Detail) - USD ($) $ in Thousands | Jun. 30, 2020 | Dec. 31, 2019 |
West Virginia Trust Receivable | ||
Schedule Of Available For Sale Securities [Line Items] | ||
Fair Value | $ 9,300 | $ 9,700 |
Variable Interest Entity, Primary Beneficiary | Merchandise Trusts | ||
Schedule Of Available For Sale Securities [Line Items] | ||
Cost | 501,015 | 515,680 |
Gross Unrealized Gains | 27,413 | 11,346 |
Gross Unrealized Losses | (44,120) | (3,161) |
Fair Value | 484,308 | 523,865 |
Cost, Assets held for sale | (12,154) | (6,369) |
Gross Unrealized Gains, Assets held for sale | (304) | |
Gross Unrealized Losses,Assets held for sale | 346 | |
Fair Value, Assets held for sale | (11,808) | (6,673) |
Cost, Excluding assets held for sale | 488,861 | 509,311 |
Gross Unrealized Gains, Excluding assets held for sale | 27,413 | 11,042 |
Gross Unrealized Losses, Excluding assets held for sale | (43,774) | (3,161) |
Fair Value, Excluding assets held for sale | 472,500 | 517,192 |
Variable Interest Entity, Primary Beneficiary | Short-term investments | Merchandise Trusts | Level 1 | ||
Schedule Of Available For Sale Securities [Line Items] | ||
Cost | 104,706 | 144,610 |
Fair Value | 104,706 | 144,610 |
Variable Interest Entity, Primary Beneficiary | Fixed maturities | Merchandise Trusts | ||
Schedule Of Available For Sale Securities [Line Items] | ||
Cost | 37,413 | 1,239 |
Gross Unrealized Gains | 3,190 | 20 |
Gross Unrealized Losses | (207) | (198) |
Fair Value | 40,396 | 1,061 |
Variable Interest Entity, Primary Beneficiary | Fixed maturities | Merchandise Trusts | U.S. governmental securities | Level 2 | ||
Schedule Of Available For Sale Securities [Line Items] | ||
Cost | 355 | 456 |
Gross Unrealized Gains | 18 | 6 |
Gross Unrealized Losses | (72) | (65) |
Fair Value | 301 | 397 |
Variable Interest Entity, Primary Beneficiary | Fixed maturities | Merchandise Trusts | Corporate debt securities | Level 2 | ||
Schedule Of Available For Sale Securities [Line Items] | ||
Cost | 13,472 | 783 |
Gross Unrealized Gains | 1,346 | 14 |
Gross Unrealized Losses | (126) | (133) |
Fair Value | 14,692 | 664 |
Variable Interest Entity, Primary Beneficiary | Fixed maturities | Merchandise Trusts | Other Debt Securities | Level 2 | ||
Schedule Of Available For Sale Securities [Line Items] | ||
Cost | 23,586 | |
Gross Unrealized Gains | 1,826 | |
Gross Unrealized Losses | (9) | |
Fair Value | 25,403 | |
Variable Interest Entity, Primary Beneficiary | Mutual funds - debt securities | Merchandise Trusts | Level 1 | ||
Schedule Of Available For Sale Securities [Line Items] | ||
Cost | 22,786 | 67,801 |
Gross Unrealized Gains | 458 | 1,857 |
Gross Unrealized Losses | (820) | (6) |
Fair Value | 22,424 | 69,652 |
Variable Interest Entity, Primary Beneficiary | Mutual funds - equity securities | Merchandise Trusts | Level 1 | ||
Schedule Of Available For Sale Securities [Line Items] | ||
Cost | 46,039 | 46,609 |
Gross Unrealized Gains | 2,367 | 1,744 |
Gross Unrealized Losses | (17,283) | |
Fair Value | 31,123 | 48,353 |
Variable Interest Entity, Primary Beneficiary | Other investment funds | Merchandise Trusts | ||
Schedule Of Available For Sale Securities [Line Items] | ||
Cost | 230,105 | 213,024 |
Gross Unrealized Gains | 19,853 | 6,366 |
Gross Unrealized Losses | (13,618) | (2,953) |
Fair Value | 236,340 | 216,437 |
Variable Interest Entity, Primary Beneficiary | Equity securities | Merchandise Trusts | Level 1 | ||
Schedule Of Available For Sale Securities [Line Items] | ||
Cost | 45,097 | 24,386 |
Gross Unrealized Gains | 1,519 | 1,327 |
Gross Unrealized Losses | (11,971) | (4) |
Fair Value | 34,645 | 25,709 |
Variable Interest Entity, Primary Beneficiary | Other invested assets | Merchandise Trusts | Level 2 | ||
Schedule Of Available For Sale Securities [Line Items] | ||
Cost | 5,355 | 8,360 |
Gross Unrealized Gains | 26 | 32 |
Fair Value | 5,381 | 8,392 |
Variable Interest Entity, Primary Beneficiary | Total investments | Merchandise Trusts | ||
Schedule Of Available For Sale Securities [Line Items] | ||
Cost | 491,501 | 506,029 |
Gross Unrealized Gains | 27,413 | 11,346 |
Gross Unrealized Losses | (43,899) | (3,161) |
Fair Value | 475,015 | 514,214 |
Variable Interest Entity, Primary Beneficiary | West Virginia Trust Receivable | Merchandise Trusts | ||
Schedule Of Available For Sale Securities [Line Items] | ||
Cost | 9,514 | 9,651 |
Gross Unrealized Losses | (221) | |
Fair Value | $ 9,293 | $ 9,651 |
MERCHANDISE TRUSTS - Cost and_2
MERCHANDISE TRUSTS - Cost and Market Value Associated with Assets Held in Merchandise Trusts (Parenthetical) (Detail) - Merchandise Trusts - Variable Interest Entity, Primary Beneficiary $ in Millions | 6 Months Ended | 12 Months Ended |
Jun. 30, 2020USD ($)Extension | Dec. 31, 2019USD ($)Extension | |
Schedule Of Available For Sale Securities [Line Items] | ||
Number of potential lockup period extensions | Extension | 3 | 3 |
Lockup extension period | 1 year | 1 year |
Unfunded investment commitments to private credit funds, callable at any time | $ | $ 45.9 | $ 57.3 |
Minimum | ||
Schedule Of Available For Sale Securities [Line Items] | ||
Fixed income funds and equity funds, redemption period | 1 day | 1 day |
Private credit funds, lockup periods | 0 years | 1 year |
Maximum | ||
Schedule Of Available For Sale Securities [Line Items] | ||
Fixed income funds and equity funds, redemption period | 30 days | 30 days |
Private credit funds, lockup periods | 6 years | 6 years |
MERCHANDISE TRUSTS - Contractua
MERCHANDISE TRUSTS - Contractual Maturities of Debt Securities Held in Merchandise Trusts (Detail) - Variable Interest Entity, Primary Beneficiary - Merchandise Trusts - Fixed maturities - USD ($) $ in Thousands | Jun. 30, 2020 | Dec. 31, 2019 |
Investments Classified by Contractual Maturity Date [Line Items] | ||
Less than 1 year | $ 19,858 | $ 213 |
1 year through 5 years | 16,045 | 624 |
6 years through 10 years | 4,481 | 209 |
More than 10 years | 12 | 13 |
U.S. governmental securities | ||
Investments Classified by Contractual Maturity Date [Line Items] | ||
Less than 1 year | 112 | |
1 year through 5 years | 110 | 78 |
6 years through 10 years | 179 | 193 |
More than 10 years | 12 | 13 |
Corporate debt securities | ||
Investments Classified by Contractual Maturity Date [Line Items] | ||
Less than 1 year | 3,824 | 101 |
1 year through 5 years | 6,566 | 546 |
6 years through 10 years | 4,302 | $ 16 |
Other Debt Securities | ||
Investments Classified by Contractual Maturity Date [Line Items] | ||
Less than 1 year | 16,034 | |
1 year through 5 years | $ 9,369 |
MERCHANDISE TRUSTS - Aging of U
MERCHANDISE TRUSTS - Aging of Unrealized Losses on Investments in Fixed Maturities and Equity Securities Held in Merchandise Trusts (Detail) - Variable Interest Entity, Primary Beneficiary - Merchandise Trusts - USD ($) $ in Thousands | Jun. 30, 2020 | Dec. 31, 2019 |
Investments, Unrealized Loss Position [Line Items] | ||
Less than 12 months Unrealized Losses | $ 41,976 | $ 2,993 |
12 Months or more Unrealized Losses | 1,923 | 168 |
Total Unrealized Losses | 43,899 | 3,161 |
Less than 12 months Fair Value | 175,391 | 55,314 |
12 Months or more Fair Value | 803 | 821 |
Total Fair Value | 176,194 | 56,135 |
Fixed maturities | ||
Investments, Unrealized Loss Position [Line Items] | ||
Less than 12 months Unrealized Losses | 15 | 30 |
12 Months or more Unrealized Losses | 192 | 168 |
Total Unrealized Losses | 207 | 198 |
Less than 12 months Fair Value | 8,890 | 288 |
12 Months or more Fair Value | 803 | 821 |
Total Fair Value | 9,693 | 1,109 |
Fixed maturities | U.S. governmental securities | ||
Investments, Unrealized Loss Position [Line Items] | ||
Less than 12 months Unrealized Losses | 1 | |
12 Months or more Unrealized Losses | 72 | 64 |
Total Unrealized Losses | 72 | 65 |
Less than 12 months Fair Value | 29 | 90 |
12 Months or more Fair Value | 300 | 397 |
Total Fair Value | 329 | 487 |
Fixed maturities | Corporate debt securities | ||
Investments, Unrealized Loss Position [Line Items] | ||
Less than 12 months Unrealized Losses | 6 | 29 |
12 Months or more Unrealized Losses | 120 | 104 |
Total Unrealized Losses | 126 | 133 |
Less than 12 months Fair Value | 2,087 | 198 |
12 Months or more Fair Value | 503 | 424 |
Total Fair Value | 2,590 | 622 |
Fixed maturities | Other Debt Securities | ||
Investments, Unrealized Loss Position [Line Items] | ||
Less than 12 months Unrealized Losses | 9 | |
Total Unrealized Losses | 9 | |
Less than 12 months Fair Value | 6,774 | |
Total Fair Value | 6,774 | |
Mutual funds - debt securities | ||
Investments, Unrealized Loss Position [Line Items] | ||
Less than 12 months Unrealized Losses | 472 | 6 |
12 Months or more Unrealized Losses | 348 | |
Total Unrealized Losses | 820 | 6 |
Less than 12 months Fair Value | 11,436 | 241 |
Total Fair Value | 11,436 | 241 |
Mutual funds - equity securities | ||
Investments, Unrealized Loss Position [Line Items] | ||
Less than 12 months Unrealized Losses | 15,900 | |
12 Months or more Unrealized Losses | 1,383 | |
Total Unrealized Losses | 17,283 | |
Less than 12 months Fair Value | 25,533 | |
Total Fair Value | 25,533 | |
Other investment funds | ||
Investments, Unrealized Loss Position [Line Items] | ||
Less than 12 months Unrealized Losses | 13,618 | 2,953 |
Total Unrealized Losses | 13,618 | 2,953 |
Less than 12 months Fair Value | 99,890 | 54,782 |
Total Fair Value | 99,890 | 54,782 |
Equity securities | ||
Investments, Unrealized Loss Position [Line Items] | ||
Less than 12 months Unrealized Losses | 11,971 | 4 |
Total Unrealized Losses | 11,971 | 4 |
Less than 12 months Fair Value | 29,642 | 3 |
Total Fair Value | $ 29,642 | $ 3 |
PERPETUAL CARE TRUSTS - Reconci
PERPETUAL CARE TRUSTS - Reconciliation of Perpetual Care Trust Activities (Detail) - USD ($) $ in Thousands | 6 Months Ended | ||
Jun. 30, 2020 | Jun. 30, 2019 | Dec. 31, 2019 | |
Debt Securities, Available-for-sale [Line Items] | |||
Balance, beginning of period | $ 343,619 | ||
Less: Assets held for sale | (31,751) | $ (23,858) | |
Balance, end of period | 298,221 | ||
Variable Interest Entity, Primary Beneficiary | Perpetual care trusts | |||
Debt Securities, Available-for-sale [Line Items] | |||
Balance, beginning of period | 343,619 | $ 330,562 | |
Contributions | 3,616 | 3,668 | |
Distributions | (27,765) | (12,461) | |
Interest and dividends | 11,279 | 10,480 | |
Capital gain distributions | 318 | 250 | |
Realized gains and losses, net | (831) | 1,019 | |
Other than temporary impairment | (930) | (713) | |
Taxes | (86) | (555) | |
Fees | (912) | (1,574) | |
Unrealized change in fair value | (23,454) | 12,632 | |
Total | 304,854 | 343,308 | |
Less: Assets held for sale | (6,633) | ||
Balance, end of period | $ 298,221 | $ 343,308 |
PERPETUAL CARE TRUSTS - Additio
PERPETUAL CARE TRUSTS - Additional Information (Detail) - Variable Interest Entity, Primary Beneficiary - Perpetual care trusts $ in Thousands | 6 Months Ended | |
Jun. 30, 2020USD ($)security | Jun. 30, 2019USD ($)security | |
Debt Securities, Available-for-sale [Line Items] | ||
Purchases of available for sale securities | $ 9,300 | $ 37,200 |
Sales, maturities and paydowns of available for sale securities | 22,000 | 25,900 |
Other than temporary impairments loss | $ 930 | $ 713 |
Other Than Temporarily Impaired Securities | ||
Debt Securities, Available-for-sale [Line Items] | ||
Number of securities that incurred other than temporary impairment losses | security | 2 | 66 |
Trust assets, cost | $ 9,400 | $ 29,200 |
Trust assets, fair value | 8,500 | 28,500 |
Other than temporary impairments loss | $ 900 | $ 700 |
PERPETUAL CARE TRUSTS - Cost an
PERPETUAL CARE TRUSTS - Cost and Market Value Associated with Assets Held in Perpetual Care Trusts (Detail) - Variable Interest Entity, Primary Beneficiary - Perpetual care trusts - USD ($) $ in Thousands | Jun. 30, 2020 | Dec. 31, 2019 |
Debt Securities, Available-for-sale [Line Items] | ||
Cost, Assets held for sale | $ (7,923) | $ (2,416) |
Gross Unrealized Gains, Assets held for sale | (54) | |
Gross Unrealized Losses,Assets held for sale | 1,290 | |
Fair Value, Assets held for sale | (6,633) | (2,470) |
Cost, Excluding assets held for sale | 311,252 | 334,486 |
Gross Unrealized Gains, Excluding assets held for sale | 16,500 | 14,915 |
Gross Unrealized Losses, Excluding assets held for sale | (29,531) | (5,782) |
Fair Value, Excluding assets held for sale | 298,221 | 343,619 |
Short-term investments | Level 1 | ||
Debt Securities, Available-for-sale [Line Items] | ||
Cost | 14,279 | 50,358 |
Fair Value | 14,279 | 50,358 |
Fixed maturities | ||
Debt Securities, Available-for-sale [Line Items] | ||
Cost | 5,301 | 3,089 |
Gross Unrealized Gains | 408 | 54 |
Gross Unrealized Losses | (187) | (194) |
Fair Value | 5,522 | 2,949 |
Fixed maturities | Level 2 | U.S. governmental securities | ||
Debt Securities, Available-for-sale [Line Items] | ||
Cost | 1,017 | 1,069 |
Gross Unrealized Gains | 70 | 32 |
Gross Unrealized Losses | (50) | (52) |
Fair Value | 1,037 | 1,049 |
Fixed maturities | Level 2 | Corporate debt securities | ||
Debt Securities, Available-for-sale [Line Items] | ||
Cost | 3,213 | 2,020 |
Gross Unrealized Gains | 213 | 22 |
Gross Unrealized Losses | (137) | (142) |
Fair Value | 3,289 | 1,900 |
Fixed maturities | Level 2 | Other Debt Securities | ||
Debt Securities, Available-for-sale [Line Items] | ||
Cost | 1,071 | |
Gross Unrealized Gains | 125 | |
Fair Value | 1,196 | |
Mutual funds - debt securities | Level 1 | ||
Debt Securities, Available-for-sale [Line Items] | ||
Cost | 17,018 | 49,963 |
Gross Unrealized Gains | 231 | 1,439 |
Gross Unrealized Losses | (568) | (38) |
Fair Value | 16,681 | 51,364 |
Mutual funds - equity securities | Level 1 | ||
Debt Securities, Available-for-sale [Line Items] | ||
Cost | 16,617 | 16,698 |
Gross Unrealized Gains | 1,500 | 1,617 |
Gross Unrealized Losses | (4,368) | (66) |
Fair Value | 13,749 | 18,249 |
Other investment funds | ||
Debt Securities, Available-for-sale [Line Items] | ||
Cost | 230,150 | 186,355 |
Gross Unrealized Gains | 14,067 | 10,526 |
Gross Unrealized Losses | (14,000) | (5,472) |
Fair Value | 230,217 | 191,409 |
Equity securities | Level 1 | ||
Debt Securities, Available-for-sale [Line Items] | ||
Cost | 35,794 | 30,423 |
Gross Unrealized Gains | 293 | 1,333 |
Gross Unrealized Losses | (11,698) | (12) |
Fair Value | 24,389 | 31,744 |
Other invested assets | Level 2 | ||
Debt Securities, Available-for-sale [Line Items] | ||
Cost | 16 | 16 |
Gross Unrealized Gains | 1 | |
Fair Value | 16 | |
Fair Value | 17 | |
Total Investments | ||
Debt Securities, Available-for-sale [Line Items] | ||
Cost | 319,175 | 336,902 |
Gross Unrealized Gains | 16,500 | 14,969 |
Gross Unrealized Losses | (30,821) | (5,782) |
Fair Value | $ 304,854 | $ 346,089 |
PERPETUAL CARE TRUSTS - Cost _2
PERPETUAL CARE TRUSTS - Cost and Market Value Associated with Assets Held in Perpetual Care Trusts (Parenthetical) (Detail) - Perpetual care trusts - Variable Interest Entity, Primary Beneficiary $ in Millions | 6 Months Ended | 12 Months Ended |
Jun. 30, 2020USD ($)Extension | Dec. 31, 2019USD ($)Extension | |
Debt Securities, Available-for-sale [Line Items] | ||
Number of potential lockup period extensions | Extension | 3 | 3 |
Lockup extension period | 1 year | 1 year |
Unfunded investment commitments to private credit funds, callable at any time | $ | $ 53.1 | $ 62.4 |
Minimum | ||
Debt Securities, Available-for-sale [Line Items] | ||
Fixed income funds and equity funds, redemption period | 1 day | 1 day |
Private credit funds, lockup periods | 0 years | 1 year |
Maximum | ||
Debt Securities, Available-for-sale [Line Items] | ||
Fixed income funds and equity funds, redemption period | 30 days | 30 days |
Private credit funds, lockup periods | 6 years | 7 years |
PERPETUAL CARE TRUSTS - Contrac
PERPETUAL CARE TRUSTS - Contractual Maturities of Debt Securities Held in Perpetual Care Trusts (Detail) - Variable Interest Entity, Primary Beneficiary - Perpetual care trusts - Fixed maturities - USD ($) $ in Thousands | Jun. 30, 2020 | Dec. 31, 2019 |
Investments Classified by Contractual Maturity Date [Line Items] | ||
Less than 1 year | $ 1,054 | $ 354 |
1 year through 5 years | 2,817 | 1,714 |
6 years through 10 years | 1,585 | 768 |
More than 10 years | 66 | 114 |
U.S. governmental securities | ||
Investments Classified by Contractual Maturity Date [Line Items] | ||
Less than 1 year | 25 | 60 |
1 year through 5 years | 286 | 192 |
6 years through 10 years | 660 | 684 |
More than 10 years | 66 | 114 |
Corporate debt securities | ||
Investments Classified by Contractual Maturity Date [Line Items] | ||
Less than 1 year | 402 | 294 |
1 year through 5 years | 1,962 | 1,522 |
6 years through 10 years | 925 | $ 84 |
Other Debt Securities | ||
Investments Classified by Contractual Maturity Date [Line Items] | ||
Less than 1 year | 627 | |
1 year through 5 years | $ 569 |
PERPETUAL CARE TRUSTS - Aging o
PERPETUAL CARE TRUSTS - Aging of Unrealized Losses on Investments in Fixed Maturities and Equity Securities Held in Perpetual Care Trusts (Detail) - Variable Interest Entity, Primary Beneficiary - Perpetual care trusts - USD ($) $ in Thousands | Jun. 30, 2020 | Dec. 31, 2019 |
Investments, Unrealized Loss Position [Line Items] | ||
Less than 12 months Fair Value | $ 147,829 | $ 57,723 |
12 Months or more Fair Value | 2,852 | 2,829 |
Total Fair Value | 150,681 | 60,552 |
Less than 12 months Unrealized Losses | 30,265 | 5,638 |
12 Months or more Unrealized Losses | 556 | 144 |
Total Unrealized Losses | 30,821 | 5,782 |
Fixed maturities | ||
Investments, Unrealized Loss Position [Line Items] | ||
Less than 12 months Fair Value | 533 | 754 |
12 Months or more Fair Value | 2,834 | 2,829 |
Total Fair Value | 3,367 | 3,583 |
Less than 12 months Unrealized Losses | 1 | 50 |
12 Months or more Unrealized Losses | 186 | 144 |
Total Unrealized Losses | 187 | 194 |
Fixed maturities | U.S. governmental securities | ||
Investments, Unrealized Loss Position [Line Items] | ||
Less than 12 months Fair Value | 122 | 291 |
12 Months or more Fair Value | 998 | 942 |
Total Fair Value | 1,120 | 1,233 |
Less than 12 months Unrealized Losses | 4 | |
12 Months or more Unrealized Losses | 50 | 48 |
Total Unrealized Losses | 50 | 52 |
Fixed maturities | Corporate debt securities | ||
Investments, Unrealized Loss Position [Line Items] | ||
Less than 12 months Fair Value | 411 | 463 |
12 Months or more Fair Value | 1,836 | 1,887 |
Total Fair Value | 2,247 | 2,350 |
Less than 12 months Unrealized Losses | 1 | 46 |
12 Months or more Unrealized Losses | 136 | 96 |
Total Unrealized Losses | 137 | 142 |
Mutual funds - debt securities | ||
Investments, Unrealized Loss Position [Line Items] | ||
Less than 12 months Fair Value | 9,847 | 2,856 |
12 Months or more Fair Value | 2 | |
Total Fair Value | 9,849 | 2,856 |
Less than 12 months Unrealized Losses | 423 | 38 |
12 Months or more Unrealized Losses | 145 | |
Total Unrealized Losses | 568 | 38 |
Mutual funds - equity securities | ||
Investments, Unrealized Loss Position [Line Items] | ||
Less than 12 months Fair Value | 7,289 | 566 |
12 Months or more Fair Value | 6 | |
Total Fair Value | 7,295 | 566 |
Less than 12 months Unrealized Losses | 4,164 | 66 |
12 Months or more Unrealized Losses | 204 | |
Total Unrealized Losses | 4,368 | 66 |
Other investment funds | ||
Investments, Unrealized Loss Position [Line Items] | ||
Less than 12 months Fair Value | 106,608 | 53,426 |
Total Fair Value | 106,608 | 53,426 |
Less than 12 months Unrealized Losses | 14,000 | 5,472 |
Total Unrealized Losses | 14,000 | 5,472 |
Equity securities | ||
Investments, Unrealized Loss Position [Line Items] | ||
Less than 12 months Fair Value | 23,552 | 121 |
12 Months or more Fair Value | 10 | |
Total Fair Value | 23,562 | 121 |
Less than 12 months Unrealized Losses | 11,677 | 12 |
12 Months or more Unrealized Losses | 21 | |
Total Unrealized Losses | $ 11,698 | $ 12 |
LONG-TERM DEBT - Outstanding De
LONG-TERM DEBT - Outstanding Debt (Detail) - USD ($) $ in Thousands | Jun. 30, 2020 | Dec. 31, 2019 |
Debt Instrument [Line Items] | ||
Less deferred financing costs, net of accumulated amortization | $ (16,838) | $ (12,856) |
Total debt | 323,329 | 368,337 |
Less current maturities | (1,291) | (374) |
Total long-term debt | 322,038 | 367,963 |
9.875%/11.500% Senior Secured PIK Toggle Notes, due June 2024 | ||
Debt Instrument [Line Items] | ||
Long-term debt, gross | 338,778 | 380,619 |
Insurance and vehicle financing | ||
Debt Instrument [Line Items] | ||
Long-term debt, gross | $ 1,389 | $ 574 |
LONG-TERM DEBT - Outstanding _2
LONG-TERM DEBT - Outstanding Debt (Parenthetical) (Detail) - Private Placement | Jun. 30, 2020 | Dec. 31, 2019 |
9.875% notes, due 2024 | ||
Debt Disclosure [Line Items] | ||
Long-term debt, interest rate | 9.875% | 9.875% |
11.500% notes, due 2024 | ||
Debt Disclosure [Line Items] | ||
Long-term debt, interest rate | 11.50% | 11.50% |
LONG-TERM DEBT - Additional Inf
LONG-TERM DEBT - Additional Information (Detail) | Apr. 01, 2020 | Jun. 27, 2019USD ($) | Jun. 30, 2020USD ($) | Mar. 31, 2020USD ($) | Sep. 30, 2019USD ($) | Jun. 30, 2019USD ($) | Jun. 30, 2020USD ($) | Jun. 30, 2019USD ($) | Mar. 31, 2021 | Dec. 31, 2020 | Sep. 30, 2020USD ($) |
Debt Disclosure [Line Items] | |||||||||||
Amortization of deferred financing fees | $ 1,000,000 | $ 2,000,000 | $ 1,800,000 | $ 3,400,000 | |||||||
Write off unamortized deferred financing fees | $ 6,900,000 | $ 6,900,000 | |||||||||
Senior Secured Notes | |||||||||||
Debt Disclosure [Line Items] | |||||||||||
Interest payable, Description | Interest is payable quarterly in arrears on the 30th day of each March, June, September and December, commencing September 30, 2019. | ||||||||||
Maturity date | Jun. 30, 2024 | ||||||||||
Interest payable option, Description | The Senior Secured Notes will require cash interest payments at 9.875% for all interest periods after January 30, 2022. | ||||||||||
Applicable interest rate on united states treasury securities | 0.50% | ||||||||||
Redemptions from asset dispositions | $ 55,000,000 | ||||||||||
Debt instrument redemption price percentage | 2.00% | ||||||||||
Redemption of senior secured notes | 51,700,000 | 51,700,000 | |||||||||
Percentage of excess cash flow | 75.00% | ||||||||||
Minimum operating cash flow amount | (35,000) | $ (35,000) | |||||||||
Debt covenant, aggregate amount of capital expenditures | $ 20,000,000 | ||||||||||
Debt covenant, unrestricted cash and unrestricted permitted investments | $ 12,500,000 | $ 12,500,000 | |||||||||
Debt covenant, consolidated asset coverage ratio | 1.60 | 1.60 | |||||||||
Uncured period | 15 days | ||||||||||
Covenant compliance, percentage | 25.00% | ||||||||||
Percentage of consolidated revenue | 15.00% | ||||||||||
Debt instrument, revenue covenant | $ 30,000,000 | ||||||||||
Revenue - cure period | 30 days | ||||||||||
Interest rate increase percentage | 13.50% | ||||||||||
Consent fee paid | $ 5,000,000 | ||||||||||
Cash payment of consent fee | 3,500,000 | ||||||||||
Consent fee paid in kind | $ 1,500,000 | ||||||||||
Senior Secured Notes | Maximum | |||||||||||
Debt Disclosure [Line Items] | |||||||||||
Debt instrument redemption price percentage | 11.50% | ||||||||||
Debt covenant, consolidated asset coverage ratio | 1.40 | 1.40 | |||||||||
Senior Secured Notes | Minimum | |||||||||||
Debt Disclosure [Line Items] | |||||||||||
Debt instrument redemption price percentage | 9.875% | ||||||||||
Debt instrument, acceleration of or failure to pay | $ 5,000,000 | $ 5,000,000 | |||||||||
Senior Secured Notes | Forecast | |||||||||||
Debt Disclosure [Line Items] | |||||||||||
Minimum operating cash flow amount | $ (35,000) | ||||||||||
Debt covenant, consolidated asset coverage ratio | 1.40 | ||||||||||
Senior Secured Notes | Forecast | Maximum | |||||||||||
Debt Disclosure [Line Items] | |||||||||||
Debt covenant, consolidated asset coverage ratio | 1.60 | 1.40 | 1.40 | ||||||||
Senior Secured Notes | Redeemed Before June 27, 2021 | |||||||||||
Debt Disclosure [Line Items] | |||||||||||
Debt instrument redemption price percentage | 4.00% | ||||||||||
Senior Secured Notes | Redemption Date Through June 27, 2021 | |||||||||||
Debt Disclosure [Line Items] | |||||||||||
Debt instrument redemption price percentage | 11.50% | ||||||||||
Senior Secured Notes | Redeemed On Or After June 27, 2021 and Before June 27, 2022 | |||||||||||
Debt Disclosure [Line Items] | |||||||||||
Debt instrument redemption price percentage | 5.00% | ||||||||||
Senior Secured Notes | Redeemed On Or After June 27, 2021 and Before June 27, 2022 | Maximum | |||||||||||
Debt Disclosure [Line Items] | |||||||||||
Debt instrument redemption price percentage | 5.00% | ||||||||||
Senior Secured Notes | Redeemed On Or After June 27, 2021 and Before June 27, 2022 | Minimum | |||||||||||
Debt Disclosure [Line Items] | |||||||||||
Debt instrument redemption price percentage | 4.00% | ||||||||||
Senior Secured Notes | Redeemed On Or After June 27, 2022 and Before June 27, 2023 | |||||||||||
Debt Disclosure [Line Items] | |||||||||||
Debt instrument redemption price percentage | 3.00% | ||||||||||
Senior Secured Notes | Redeemed On Or After June 27, 2022 and Before June 27, 2023 | Maximum | |||||||||||
Debt Disclosure [Line Items] | |||||||||||
Debt instrument redemption price percentage | 3.00% | ||||||||||
Senior Secured Notes | Redeemed On Or After June 27, 2022 and Before June 27, 2023 | Minimum | |||||||||||
Debt Disclosure [Line Items] | |||||||||||
Debt instrument redemption price percentage | 2.00% | ||||||||||
Senior Secured Notes | Redeemed On Or After June 27, 2023 | |||||||||||
Debt Disclosure [Line Items] | |||||||||||
Debt premium percentage | 0.00% | ||||||||||
Senior Secured Notes | In Cash | |||||||||||
Debt Disclosure [Line Items] | |||||||||||
Long-term debt, interest rate | 9.875% | ||||||||||
Senior Secured Notes | Option Through January 30, 2022 - In Cash | |||||||||||
Debt Disclosure [Line Items] | |||||||||||
Long-term debt, interest rate | 7.50% | 7.50% | 7.50% | ||||||||
Senior Secured Notes | Option Through January 30, 2022 - Payable in Kind | |||||||||||
Debt Disclosure [Line Items] | |||||||||||
Long-term debt, interest rate | 4.00% | 4.00% | 4.00% | ||||||||
Senior Secured Notes | Private Placement | |||||||||||
Debt Disclosure [Line Items] | |||||||||||
Long-term debt, principal amount | $ 385,000,000 | ||||||||||
Gross proceeds from the sale of the senior secured notes | 371,500,000 | ||||||||||
Long-term debt, debt issuance costs | $ 7,000,000 |
LONG-TERM DEBT - Schedule of Co
LONG-TERM DEBT - Schedule of Consolidated Interest Coverage Ratio (Detail) - Senior Secured Notes | Jun. 30, 2020 | Apr. 01, 2020 | Mar. 31, 2020 |
December 31, 2020 | |||
Debt Instrument [Line Items] | |||
Consolidated interest coverage ratio | 0 | 1.15 | |
December 31, 2020 | Maximum | |||
Debt Instrument [Line Items] | |||
Consolidated interest coverage ratio | 0 | ||
March 31, 2021 | |||
Debt Instrument [Line Items] | |||
Consolidated interest coverage ratio | 0.75 | 1.25 | |
March 31, 2021 | Maximum | |||
Debt Instrument [Line Items] | |||
Consolidated interest coverage ratio | 0.75 | ||
June 30, 2021 | |||
Debt Instrument [Line Items] | |||
Consolidated interest coverage ratio | 1.10 | 1.30 | |
June 30, 2021 | Maximum | |||
Debt Instrument [Line Items] | |||
Consolidated interest coverage ratio | 1.10 | ||
September 30, 2021 | Maximum | |||
Debt Instrument [Line Items] | |||
Consolidated interest coverage ratio | 1.35 | ||
December 31, 2021 | Maximum | |||
Debt Instrument [Line Items] | |||
Consolidated interest coverage ratio | 1.45 | ||
March 31, 2022 and each quarter end thereafter | Maximum | |||
Debt Instrument [Line Items] | |||
Consolidated interest coverage ratio | 1.50 |
OWNERS' EQUITY - Additional Inf
OWNERS' EQUITY - Additional Information (Detail) $ / shares in Units, $ in Millions | Dec. 18, 2019Installment$ / sharesshares | Jun. 30, 2020USD ($)$ / sharesshares | Jun. 30, 2019USD ($) | Jun. 30, 2020USD ($)$ / sharesshares | Jun. 30, 2019USD ($) | May 05, 2020shares | Dec. 31, 2019$ / sharesshares |
Equity [Line Items] | |||||||
Common stock, par value | $ / shares | $ 0.01 | $ 0.01 | $ 0.01 | ||||
Preferred stock, par value | $ / shares | $ 0.01 | $ 0.01 | |||||
Common stock, shares issued | 117,794,520 | 117,794,520 | 94,447,356 | ||||
Common stock, shares outstanding | 117,794,520 | 117,794,520 | 94,447,356 | ||||
Preferred stock, shares issued | 0 | 0 | |||||
Preferred stock, shares outstanding | 0 | 0 | |||||
Common Stock available for issuance | 82,205,480 | 82,205,480 | 1,375,000 | ||||
Preferred Stock available for issuance | 10,000,000 | 10,000,000 | |||||
Unrecognized compensation cost related to unvested stock options | $ | $ 1.5 | $ 1.5 | |||||
Share-based Compensation, remaining weighted average period | 2 years 6 months | ||||||
Non-qualified Stock Options | |||||||
Equity [Line Items] | |||||||
Non-cash stock compensation expense | $ | 0.1 | $ 0.3 | |||||
Non-qualified Stock Options | Senior Management | |||||||
Equity [Line Items] | |||||||
Share-based compensation, options granted | 5,500,000 | ||||||
Share-based compensation arrangements by share-based payment award, options exercise price | $ / shares | $ 1.20 | ||||||
Number of equal annual installments | Installment | 3 | ||||||
Share-based compensation arrangement by share-based payment award, options vesting commencing date | Dec. 18, 2020 | ||||||
Share-based compensation, expected weighted-average service period | 3 years | ||||||
Phantom Unit And Restricted Unit Awards | |||||||
Equity [Line Items] | |||||||
Non-cash stock compensation expense | $ | 0.2 | $ 2.3 | $ 0.4 | $ 2.6 | |||
Share-based Compensation, remaining weighted average period | 2 years | ||||||
Unamortised compensation cost related to unvested restricted stock awards | $ | $ 1.4 | $ 1.4 | |||||
Maximum | Non-qualified Stock Options | Senior Management | |||||||
Equity [Line Items] | |||||||
Share-based compensation, option awards expiration | 10 years | ||||||
Long-term Incentive Plan | |||||||
Equity [Line Items] | |||||||
Common Stock available for issuance | 2,472,179 | 2,472,179 | |||||
Long-Term Incentive Plan, common units permitted for grant (in shares) | 9,875,000 | 9,875,000 |
OWNERS' EQUITY - Stock Options
OWNERS' EQUITY - Stock Options Activity (Detail) | 6 Months Ended |
Jun. 30, 2020$ / sharesshares | |
Share-based Compensation Arrangement by Share-based Payment Award, Options, Outstanding [Roll Forward] | |
Number of Stock Options, beginning of period (in shares) | shares | 5,500,000 |
Number of Stock Options, Options forfeited (in shares) | shares | (225,000) |
Number of Stock Options, end of period (in shares) | shares | 5,275,000 |
Share-based Compensation Arrangement by Share-based Payment Award, Options, Nonvested, Weighted Average Grant Date Fair Value [Abstract] | |
Weighted Average Grant Date Fair Value, beginning of period | $ 0.34 |
Weighted Average Grant Date Fair Value, Options forfeited | 0.34 |
Weighted Average Grant Date Fair Value, end of period | 0.34 |
Share-based Compensation Arrangement by Share-based Payment Award, Options, Outstanding, Weighted Average Exercise Price [Abstract] | |
Weighted Average Exercise Price, beginning of period | 1.20 |
Weighted Average Exercise Price, Options forfeited | 1.20 |
Weighted Average Exercise Price, end of period | $ 1.20 |
OWNERS' EQUITY - Assumptions in
OWNERS' EQUITY - Assumptions in Fair Value of Stock Options Granted (Detail) - $ / shares | 6 Months Ended | |
Jun. 30, 2020 | Dec. 31, 2019 | |
Equity [Abstract] | ||
Expected dividend yield | 0.00% | |
Expected volatility | 23.41% | |
Expected term (years) | 6 years | |
Risk-free interest rate | 1.78% | |
Exercise price per stock option | $ 1.20 | $ 1.20 |
Market price per share | 1.23 | |
Weighted average fair value per stock option | $ 0.34 | $ 0.34 |
OWNERS' EQUITY - Phantom and Re
OWNERS' EQUITY - Phantom and Restricted Unit Awards (Detail) - Phantom Unit And Restricted Unit Awards | 6 Months Ended |
Jun. 30, 2020$ / sharesshares | |
Share-based Compensation Arrangement by Share-based Payment Award, Equity Instruments Other than Options, Nonvested, Number of Shares [Roll Forward] | |
Total non-vested at December,31, 2019 (in shares) | shares | 559,218 |
Units issued (in shares) | shares | 54,881 |
Units vested (in shares) | shares | (93,750) |
Total non-vested at June 30, 2020 (in shares) | shares | 520,349 |
Share-based Compensation Arrangement by Share-based Payment Award, Equity Instruments Other than Options, Nonvested, Number of Shares [Roll Forward] | |
Total non-vested at December 31, 2019 | $ / shares | $ 3.67 |
Units issued | $ / shares | 0.73 |
Units vested | $ / shares | 3.88 |
Total non-vested at June 30, 2020 | $ / shares | $ 3.32 |
DEFERRED REVENUES AND COSTS - A
DEFERRED REVENUES AND COSTS - Additional Information (Detail) - USD ($) $ in Millions | 6 Months Ended | |
Jun. 30, 2020 | Jun. 30, 2019 | |
Revenue From Contract With Customer [Abstract] | ||
Revenue, practical expedient, incremental cost of obtaining contract [true false] | false | |
Customer contract liabilities, revenue recognized | $ 34.7 | $ 41 |
DEFERRED REVENUES AND COSTS - S
DEFERRED REVENUES AND COSTS - Schedule of Deferred Revenue and Other Costs (Detail) - USD ($) $ in Thousands | Jun. 30, 2020 | Dec. 31, 2019 |
Revenue From Contract With Customer [Abstract] | ||
Deferred contract revenues | $ 829,390 | $ 837,190 |
Deferred merchandise trust revenue | 97,841 | 104,304 |
Deferred merchandise trust unrealized gains (losses) | (16,361) | 7,881 |
Deferred revenues | 910,870 | 949,375 |
Deferred selling and obtaining costs | $ 115,401 | $ 114,944 |
DEFERRED REVENUES AND COSTS -_2
DEFERRED REVENUES AND COSTS - Schedule of Customer Contract Liabilities, Net (Detail) - USD ($) $ in Thousands | Jun. 30, 2020 | Dec. 31, 2019 |
Revenue From Contract With Customer [Abstract] | ||
Customer contract liabilities, gross | $ 934,044 | $ 974,927 |
Amounts due from customers for unfulfilled performance obligations on cancellable pre-need contracts | (23,174) | (25,552) |
Customer contract liabilities, net | $ 910,870 | $ 949,375 |
DEFERRED REVENUES AND COSTS - R
DEFERRED REVENUES AND COSTS - Revenue, Remaining Performance Obligation (Detail) | Jun. 30, 2020 |
First 4-5years | |
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction [Line Items] | |
Revenue, remaining performance obligation, percentage | 55.00% |
Within 18 years | |
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction [Line Items] | |
Revenue, remaining performance obligation, percentage | 80.00% |
COMMITMENTS AND CONTINGENCIES -
COMMITMENTS AND CONTINGENCIES - Additional Information (Detail) - Second Quarter Twenty Fourteen Acquisition $ in Millions | 6 Months Ended |
Jun. 30, 2020USD ($) | |
Commitments And Contingencies [Line Items] | |
Aggregate fixed rent payment to landlord | $ 36 |
Deferred fixed rent | $ 6 |
Minimum | |
Commitments And Contingencies [Line Items] | |
Fixed rent for lease term deferred | 6 years |
Maximum | |
Commitments And Contingencies [Line Items] | |
Fixed rent for lease term deferred | 11 years |
COMMITMENTS AND CONTINGENCIES_2
COMMITMENTS AND CONTINGENCIES - Fixed Rent for Cemeteries (Detail) - Two Thousand Fourteen Acquisitions Member $ in Thousands | 6 Months Ended |
Jun. 30, 2020USD ($) | |
Lease Years 1-5 | |
Management Agreement Future Minimum Payments Due [Line Items] | |
Ground Lease Payments Per Year | $ 0 |
Lease Years 6-20 | |
Management Agreement Future Minimum Payments Due [Line Items] | |
Ground Lease Payments Per Year | 1,000,000 |
Lease Years 21-25 | |
Management Agreement Future Minimum Payments Due [Line Items] | |
Ground Lease Payments Per Year | 1,200,000 |
Lease Years 26- 35 | |
Management Agreement Future Minimum Payments Due [Line Items] | |
Ground Lease Payments Per Year | 1,500,000 |
Lease Years 36-60 | |
Management Agreement Future Minimum Payments Due [Line Items] | |
Ground Lease Payments Per Year | $ 0 |
LEASES - Additional Information
LEASES - Additional Information (Detail) $ in Millions | 6 Months Ended |
Jun. 30, 2020USD ($) | |
Lessee Lease Description [Line Items] | |
Number of sale-leaseback related to warehouses | one |
Lease renewal term description | Certain leases provide the Company with the option to renew for additional periods, with renewal terms that can extend the lease term for periods ranging from 1 to 30 years. |
Operating lease weighted-average discount rate | 10.00% |
Finance lease weighted-average discount rate | 8.50% |
Operating lease payments | $ 2.1 |
Residual value guarantees | $ 1.9 |
Operating lease, weighted average remaining lease term | 6 years 9 months 18 days |
Finance lease, weighted average remaining lease term | 2 years 4 months 24 days |
Minimum | |
Lessee Lease Description [Line Items] | |
Lease renewal term | 1 year |
Maximum | |
Lessee Lease Description [Line Items] | |
Lease renewal term | 30 years |
LEASES - Schedule of Components
LEASES - Schedule of Components of Leases (Detail) - USD ($) $ in Thousands | Jun. 30, 2020 | Dec. 31, 2019 |
Assets: | ||
Operating | $ 8,289 | $ 10,570 |
Finance | 4,873 | 5,685 |
Total ROU assets | 13,162 | 16,255 |
Current Liabilities: | ||
Operating | 1,821 | 2,022 |
Finance | 1,215 | 1,200 |
Long-term | ||
Operating | 9,257 | 11,495 |
Finance | 3,551 | 4,302 |
Total lease liabilities | $ 15,844 | $ 19,019 |
LEASES - Components of Lease Ex
LEASES - Components of Lease Expense (Detail) - USD ($) $ in Thousands | 6 Months Ended | |
Jun. 30, 2020 | Jun. 30, 2019 | |
Finance lease costs | ||
Net lease costs | $ 2,428 | $ 2,709 |
Depreciation and Amortization | ||
Finance lease costs | ||
Amortization of leased assets | 606 | 640 |
General and Administrative Expense | ||
Lease cost | ||
Operating lease costs | 1,597 | 1,831 |
Interest Expense | ||
Finance lease costs | ||
Interest on lease liabilities | $ 225 | $ 238 |
LEASES - Components of Lease _2
LEASES - Components of Lease Expense (Parenthetical) (Detail) | 6 Months Ended |
Jun. 30, 2020 | |
Maximum | |
Lessee Lease Description [Line Items] | |
Term of short term lease | one month |
LEASES - Schedule of Maturities
LEASES - Schedule of Maturities the Company's of Lease Liabilities (Detail) - USD ($) $ in Thousands | Jun. 30, 2020 | Dec. 31, 2019 |
Operating | ||
2019 | $ 3,283 | |
2020 | $ 1,474 | |
2021 | 2,559 | 2,783 |
2022 | 2,144 | 2,455 |
2023 | 1,868 | 2,190 |
2024 | 1,728 | 2,046 |
Thereafter | 5,729 | 6,348 |
Total | 15,502 | 19,105 |
Less: Interest | (4,424) | (5,588) |
Present value of lease liabilities | 11,078 | 13,517 |
Finance | ||
2019 | 1,759 | |
2020 | 828 | |
2021 | 1,828 | 1,838 |
2022 | 2,010 | 2,026 |
2023 | 702 | 708 |
2024 | 99 | 106 |
Total | 5,467 | 6,437 |
Less: Interest | (701) | (935) |
Present value of lease liabilities | $ 4,766 | $ 5,502 |
FAIR VALUE OF FINANCIAL INSTR_2
FAIR VALUE OF FINANCIAL INSTRUMENTS - Additional Information (Detail) - Senior Secured Notes - USD ($) $ in Millions | Jun. 30, 2020 | Dec. 31, 2019 |
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Notes payable, fair value | $ 335.6 | $ 383.2 |
Notes payable, carrying value | $ 349.6 | $ 392.8 |
SUPPLEMENTAL CONDENSED CONSOL_3
SUPPLEMENTAL CONDENSED CONSOLIDATING FINANCIAL INFORMATION - Additional Information (Detail) | Jun. 30, 2020 | Dec. 31, 2019 |
StoneMor Operating LLC | ||
Schedule Of Condensed Financial Information Of Subsidiaries [Line Items] | ||
Ownership percentage subsidiaries by the parent | 100.00% | 100.00% |
SUPPLEMENTAL CONDENSED CONSOL_4
SUPPLEMENTAL CONDENSED CONSOLIDATING FINANCIAL INFORMATION - Condensed Consolidating Balance Sheets (Detail) - USD ($) $ in Thousands | Jun. 30, 2020 | Mar. 31, 2020 | Dec. 31, 2019 |
Current assets: | |||
Cash and cash equivalents, excluding restricted cash | $ 42,862 | $ 34,867 | |
Restricted cash | 20,698 | 21,900 | |
Assets held for sale | 31,751 | 23,858 | |
Other current assets | 74,470 | 77,714 | |
Total current assets | 169,781 | 158,339 | |
Long-term accounts receivable | 73,106 | 75,549 | |
Cemetery and funeral home property and equipment | 395,394 | 424,005 | |
Merchandise trusts | 472,500 | 517,192 | |
Perpetual care trusts | 298,221 | 343,619 | |
Deferred selling and obtaining costs | 115,401 | 114,944 | |
Intangible assets | 55,652 | 56,246 | |
Other assets | 25,995 | 29,474 | |
Total assets | 1,606,050 | 1,719,368 | |
Liabilities and Owners' Equity | |||
Current liabilities | 75,300 | 76,301 | |
Long-term debt, net of deferred financing costs | 322,038 | 367,963 | |
Deferred revenues | 910,870 | 949,375 | |
Perpetual care trust corpus | 298,221 | 343,619 | |
Other long-term liabilities | 79,330 | 84,600 | |
Total liabilities | 1,685,759 | 1,821,858 | |
Owners' equity | (79,709) | $ (93,112) | (102,490) |
Total liabilities and owners' equity | 1,606,050 | 1,719,368 | |
Parent | |||
Liabilities and Owners' Equity | |||
Investments in and amounts due to affiliates eliminated upon consolidation | 79,709 | 102,490 | |
Total liabilities | 79,709 | 102,490 | |
Owners' equity | (79,709) | (102,490) | |
Partnership | |||
Current assets: | |||
Investments in and amounts due from affiliates eliminated upon consolidation | 263,960 | 301,531 | |
Total assets | 263,960 | 301,531 | |
Liabilities and Owners' Equity | |||
Long-term debt, net of deferred financing costs | 263,960 | 301,531 | |
Investments in and amounts due to affiliates eliminated upon consolidation | 79,709 | 102,490 | |
Total liabilities | 343,669 | 404,021 | |
Owners' equity | (79,709) | (102,490) | |
Total liabilities and owners' equity | 263,960 | 301,531 | |
CFS West Virginia | |||
Current assets: | |||
Other current assets | 3,562 | 3,497 | |
Total current assets | 3,562 | 3,497 | |
Long-term accounts receivable | 2,365 | 2,557 | |
Cemetery and funeral home property and equipment | 529 | 609 | |
Deferred selling and obtaining costs | 5,785 | 5,654 | |
Total assets | 12,241 | 12,317 | |
Liabilities and Owners' Equity | |||
Current liabilities | 205 | 161 | |
Long-term debt, net of deferred financing costs | 55,981 | 66,239 | |
Deferred revenues | 33,092 | 33,349 | |
Investments in and amounts due to affiliates eliminated upon consolidation | 170,019 | 183,611 | |
Total liabilities | 259,297 | 283,360 | |
Owners' equity | (247,056) | (271,043) | |
Total liabilities and owners' equity | 12,241 | 12,317 | |
Guarantor Subsidiaries | |||
Current assets: | |||
Cash and cash equivalents, excluding restricted cash | 39,747 | 33,553 | |
Restricted cash | 20,698 | 21,900 | |
Assets held for sale | 31,751 | 23,858 | |
Other current assets | 58,501 | 62,686 | |
Total current assets | 150,697 | 141,997 | |
Long-term accounts receivable | 60,158 | 63,124 | |
Cemetery and funeral home property and equipment | 362,525 | 391,626 | |
Deferred selling and obtaining costs | 91,102 | 91,243 | |
Intangible assets | 73 | 136 | |
Other assets | 23,340 | 26,907 | |
Investments in and amounts due from affiliates eliminated upon consolidation | 610,236 | 648,359 | |
Total assets | 1,298,131 | 1,363,392 | |
Liabilities and Owners' Equity | |||
Current liabilities | 73,563 | 74,674 | |
Long-term debt, net of deferred financing costs | 2,097 | 193 | |
Deferred revenues | 763,409 | 802,528 | |
Other long-term liabilities | 62,590 | 68,227 | |
Investments in and amounts due to affiliates eliminated upon consolidation | 319,941 | 367,770 | |
Total liabilities | 1,221,600 | 1,313,392 | |
Owners' equity | 76,531 | 50,000 | |
Total liabilities and owners' equity | 1,298,131 | 1,363,392 | |
Non-Guarantor Subsidiaries | |||
Current assets: | |||
Cash and cash equivalents, excluding restricted cash | 3,115 | 1,314 | |
Other current assets | 12,407 | 11,531 | |
Total current assets | 15,522 | 12,845 | |
Long-term accounts receivable | 10,583 | 9,868 | |
Cemetery and funeral home property and equipment | 32,340 | 31,770 | |
Merchandise trusts | 472,500 | 517,192 | |
Perpetual care trusts | 298,221 | 343,619 | |
Deferred selling and obtaining costs | 18,514 | 18,047 | |
Intangible assets | 55,579 | 56,110 | |
Other assets | 2,655 | 2,567 | |
Total assets | 905,914 | 992,018 | |
Liabilities and Owners' Equity | |||
Current liabilities | 1,532 | 1,466 | |
Deferred revenues | 114,369 | 113,498 | |
Perpetual care trust corpus | 298,221 | 343,619 | |
Other long-term liabilities | 16,740 | 16,373 | |
Investments in and amounts due to affiliates eliminated upon consolidation | 526,515 | 567,666 | |
Total liabilities | 957,377 | 1,042,622 | |
Owners' equity | (51,463) | (50,604) | |
Total liabilities and owners' equity | 905,914 | 992,018 | |
Eliminations | |||
Current assets: | |||
Investments in and amounts due from affiliates eliminated upon consolidation | (874,196) | (949,890) | |
Total assets | (874,196) | (949,890) | |
Liabilities and Owners' Equity | |||
Investments in and amounts due to affiliates eliminated upon consolidation | (1,175,893) | (1,324,027) | |
Total liabilities | (1,175,893) | (1,324,027) | |
Owners' equity | 301,697 | 374,137 | |
Total liabilities and owners' equity | $ (874,196) | $ (949,890) |
SUPPLEMENTAL CONDENSED CONSOL_5
SUPPLEMENTAL CONDENSED CONSOLIDATING FINANCIAL INFORMATION - Condensed Consolidating Statements of Operations (Detail) - USD ($) $ in Thousands | 3 Months Ended | 6 Months Ended | ||||
Jun. 30, 2020 | Mar. 31, 2020 | Jun. 30, 2019 | Mar. 31, 2019 | Jun. 30, 2020 | Jun. 30, 2019 | |
Condensed Financial Statements Captions [Line Items] | ||||||
Total revenues | $ 70,707 | $ 78,495 | $ 141,952 | $ 149,964 | ||
Total costs and expenses | (70,883) | (85,254) | (143,639) | (166,086) | ||
Gain on sale of businesses | 7,034 | 31,120 | ||||
Other losses | (2,169) | (3,429) | (2,169) | (3,429) | ||
Interest expense | (12,095) | (9,346) | (24,379) | (22,517) | ||
Loss on debt extinguishment | (8,478) | (8,478) | ||||
(Loss) income from operations before income taxes | (7,406) | (28,012) | 2,885 | (50,546) | ||
Income tax benefit (expense) | 3,492 | (6,386) | 2,204 | (6,386) | ||
Net (loss) income | (3,914) | $ 9,003 | (34,398) | $ (22,534) | 5,089 | (56,932) |
Parent | ||||||
Condensed Financial Statements Captions [Line Items] | ||||||
Net (loss) income from equity investment in subsidiaries | (3,914) | (30,577) | 5,089 | (51,753) | ||
Interest expense | (2,883) | (4,241) | ||||
Loss on debt extinguishment | (938) | (938) | ||||
(Loss) income from operations before income taxes | (3,914) | (34,398) | 5,089 | (56,932) | ||
Net (loss) income | (3,914) | (34,398) | 5,089 | (56,932) | ||
Partnership | ||||||
Condensed Financial Statements Captions [Line Items] | ||||||
Net (loss) income from equity investment in subsidiaries | 4,273 | 21,974 | ||||
Interest expense | (8,187) | (16,885) | ||||
(Loss) income from operations before income taxes | (3,914) | 5,089 | ||||
Net (loss) income | (3,914) | 5,089 | ||||
CFS West Virginia | ||||||
Condensed Financial Statements Captions [Line Items] | ||||||
Total revenues | 1,197 | 1,439 | 2,391 | 3,003 | ||
Total costs and expenses | (3,803) | (4,038) | (6,972) | (8,558) | ||
Net (loss) income from equity investment in subsidiaries | (3,398) | (22,358) | 9,187 | (41,283) | ||
Interest expense | (1,798) | (3,822) | (3,709) | (5,909) | ||
Loss on debt extinguishment | (1,441) | (1,441) | ||||
(Loss) income from operations before income taxes | (7,802) | (30,220) | 897 | (54,188) | ||
Net (loss) income | (7,802) | (30,220) | 897 | (54,188) | ||
Guarantor Subsidiaries | ||||||
Condensed Financial Statements Captions [Line Items] | ||||||
Total revenues | 58,703 | 65,749 | 118,401 | 125,501 | ||
Total costs and expenses | (57,161) | (66,980) | (116,145) | (132,915) | ||
Gain on sale of businesses | 7,034 | 31,120 | ||||
Other losses | (2,169) | (1,346) | (2,169) | (1,346) | ||
Interest expense | (1,814) | (2,369) | (3,196) | (11,825) | ||
Loss on debt extinguishment | (6,099) | (6,099) | ||||
(Loss) income from operations before income taxes | 4,593 | (11,045) | 28,011 | (26,684) | ||
Income tax benefit (expense) | 3,492 | (6,386) | 2,204 | (6,386) | ||
Net (loss) income | 8,085 | (17,431) | 30,215 | (33,070) | ||
Non-Guarantor Subsidiaries | ||||||
Condensed Financial Statements Captions [Line Items] | ||||||
Total revenues | 13,605 | 13,068 | 26,674 | 24,200 | ||
Total costs and expenses | (12,717) | (15,997) | (26,036) | (27,353) | ||
Other losses | (2,083) | (2,083) | ||||
Interest expense | (296) | (272) | (589) | (542) | ||
(Loss) income from operations before income taxes | 592 | (5,284) | 49 | (5,778) | ||
Net (loss) income | 592 | (5,284) | 49 | (5,778) | ||
Eliminations | ||||||
Condensed Financial Statements Captions [Line Items] | ||||||
Total revenues | (2,798) | (1,761) | (5,514) | (2,740) | ||
Total costs and expenses | 2,798 | 1,761 | 5,514 | 2,740 | ||
Net (loss) income from equity investment in subsidiaries | 3,039 | 52,935 | (36,250) | 93,036 | ||
(Loss) income from operations before income taxes | 3,039 | 52,935 | (36,250) | 93,036 | ||
Net (loss) income | $ 3,039 | $ 52,935 | $ (36,250) | $ 93,036 |
SUPPLEMENTAL CONDENSED CONSOL_6
SUPPLEMENTAL CONDENSED CONSOLIDATING FINANCIAL INFORMATION - Condensed Consolidating Statement of Cash Flows (Detail) - USD ($) $ in Thousands | 6 Months Ended | |
Jun. 30, 2020 | Jun. 30, 2019 | |
Condensed Financial Statements Captions [Line Items] | ||
Net cash used in (provided by) operating activities | $ 1,201 | $ (31,572) |
Cash Flows From Investing Activities: | ||
Cash paid for acquisitions and capital expenditures, net of proceeds from divestitures and asset sales | 44,545 | (3,588) |
Net cash provided by (used in) investing activities | 44,545 | (3,588) |
Cash Flows From Financing Activities: | ||
Proceeds from issuance of redeemable convertible preferred units, net | 57,500 | |
Net borrowings and repayments of debt | (51,682) | 38,904 |
Other financing activities | (4,271) | (17,437) |
Proceeds from issuance of Series A Preferred Stock | 8,800 | |
Proceeds from issuance of Common Stock | 8,200 | |
Net cash (used in) provided by financing activities | (38,953) | 78,967 |
Net increase in cash, cash equivalents and restricted cash | 6,793 | 43,807 |
Cash, cash equivalents and restricted cash—Beginning of period | 56,767 | 18,147 |
Cash, cash equivalents and restricted cash—End of period | 63,560 | 61,954 |
Parent | ||
Cash Flows From Investing Activities: | ||
Payments to affiliates | (17,000) | (57,500) |
Net cash provided by (used in) investing activities | (17,000) | (57,500) |
Cash Flows From Financing Activities: | ||
Proceeds from issuance of redeemable convertible preferred units, net | 57,500 | |
Proceeds from issuance of Series A Preferred Stock | 8,800 | |
Proceeds from issuance of Common Stock | 8,200 | |
Net cash (used in) provided by financing activities | 17,000 | 57,500 |
CFS West Virginia | ||
Condensed Financial Statements Captions [Line Items] | ||
Net cash used in (provided by) operating activities | 33 | 197 |
Cash Flows From Investing Activities: | ||
Cash paid for acquisitions and capital expenditures, net of proceeds from divestitures and asset sales | (8) | (173) |
Net cash provided by (used in) investing activities | (8) | (173) |
Cash Flows From Financing Activities: | ||
Net borrowings and repayments of debt | (25) | (24) |
Net cash (used in) provided by financing activities | (25) | (24) |
Guarantor Subsidiaries | ||
Condensed Financial Statements Captions [Line Items] | ||
Net cash used in (provided by) operating activities | 18,309 | (21,647) |
Cash Flows From Investing Activities: | ||
Cash paid for acquisitions and capital expenditures, net of proceeds from divestitures and asset sales | 46,039 | (3,216) |
Net cash provided by (used in) investing activities | 46,039 | (3,216) |
Cash Flows From Financing Activities: | ||
Payments from affiliates | (3,594) | 47,350 |
Net borrowings and repayments of debt | (51,491) | 39,076 |
Other financing activities | (4,271) | (17,437) |
Net cash (used in) provided by financing activities | (59,356) | 68,989 |
Net increase in cash, cash equivalents and restricted cash | 4,992 | 44,126 |
Cash, cash equivalents and restricted cash—Beginning of period | 55,453 | 16,298 |
Cash, cash equivalents and restricted cash—End of period | 60,445 | 60,424 |
Non-Guarantor Subsidiaries | ||
Condensed Financial Statements Captions [Line Items] | ||
Net cash used in (provided by) operating activities | 3,453 | 28 |
Cash Flows From Investing Activities: | ||
Cash paid for acquisitions and capital expenditures, net of proceeds from divestitures and asset sales | (1,486) | (199) |
Net cash provided by (used in) investing activities | (1,486) | (199) |
Cash Flows From Financing Activities: | ||
Net borrowings and repayments of debt | (166) | (148) |
Net cash (used in) provided by financing activities | (166) | (148) |
Net increase in cash, cash equivalents and restricted cash | 1,801 | (319) |
Cash, cash equivalents and restricted cash—Beginning of period | 1,314 | 1,849 |
Cash, cash equivalents and restricted cash—End of period | 3,115 | 1,530 |
Eliminations | ||
Condensed Financial Statements Captions [Line Items] | ||
Net cash used in (provided by) operating activities | (20,594) | (10,150) |
Cash Flows From Investing Activities: | ||
Payments to affiliates | 17,000 | 57,500 |
Net cash provided by (used in) investing activities | 17,000 | 57,500 |
Cash Flows From Financing Activities: | ||
Payments from affiliates | 3,594 | (47,350) |
Net cash (used in) provided by financing activities | $ 3,594 | $ (47,350) |
SEGMENT INFORMATION - Additiona
SEGMENT INFORMATION - Additional Information (Detail) | 6 Months Ended |
Jun. 30, 2020Segment | |
Segment Reporting [Abstract] | |
Number of reportable segments | 2 |
SEGMENT INFORMATION - Segment I
SEGMENT INFORMATION - Segment Information (Detail) - USD ($) $ in Thousands | 3 Months Ended | 6 Months Ended | |||||
Jun. 30, 2020 | Mar. 31, 2020 | Jun. 30, 2019 | Mar. 31, 2019 | Jun. 30, 2020 | Jun. 30, 2019 | Dec. 31, 2019 | |
Segment Reporting Information [Line Items] | |||||||
Revenues | $ 70,707 | $ 78,495 | $ 141,952 | $ 149,964 | |||
Depreciation and amortization | (2,334) | (2,716) | (4,793) | (5,473) | |||
Operating income (loss) | 4,689 | (10,188) | 27,264 | (19,551) | |||
Corporate overhead | (8,756) | (13,137) | (17,257) | (26,550) | |||
Corporate depreciation and amortization | (226) | (198) | (442) | (405) | |||
Gain on sale of businesses | 7,034 | 31,120 | |||||
Other losses | (2,169) | (3,429) | (2,169) | (3,429) | |||
Interest expense | (12,095) | (9,346) | (24,379) | (22,517) | |||
Loss on debt extinguishment | (8,478) | (8,478) | |||||
Income tax benefit (expense) | 3,492 | (6,386) | 2,204 | (6,386) | |||
Net (loss) income | (3,914) | $ 9,003 | (34,398) | $ (22,534) | 5,089 | (56,932) | |
Capital expenditures | 1,718 | 2,935 | 3,791 | 4,838 | |||
Total assets | 1,606,050 | 1,606,050 | $ 1,719,368 | ||||
Total assets held for sale | 31,751 | 31,751 | 23,858 | ||||
Total disposed assets | 23,477 | 23,477 | 110 | ||||
Cemetery | |||||||
Segment Reporting Information [Line Items] | |||||||
Revenues | 58,932 | 65,628 | 116,998 | 123,538 | |||
Operating costs and expenses | (49,873) | (58,934) | (101,011) | (112,096) | |||
Depreciation and amortization | (1,619) | (1,920) | (3,323) | (3,882) | |||
Funeral Home | |||||||
Segment Reporting Information [Line Items] | |||||||
Revenues | 11,775 | 12,867 | 24,954 | 26,426 | |||
Operating costs and expenses | (9,920) | (10,467) | (20,578) | (21,967) | |||
Depreciation and amortization | (489) | (598) | (1,028) | (1,186) | |||
Operating | |||||||
Segment Reporting Information [Line Items] | |||||||
Operating income (loss) | 8,806 | 6,576 | 16,012 | 10,833 | |||
Operating | Cemetery | |||||||
Segment Reporting Information [Line Items] | |||||||
Operating income (loss) | 7,440 | 4,774 | 12,664 | 7,560 | |||
Capital expenditures | 1,357 | 2,921 | 2,545 | 3,811 | |||
Total assets | 1,406,081 | 1,406,081 | 1,504,463 | ||||
Total assets held for sale | 26,091 | 26,091 | 20,819 | ||||
Total disposed assets | 20,445 | 20,445 | |||||
Operating | Funeral Home | |||||||
Segment Reporting Information [Line Items] | |||||||
Operating income (loss) | 1,366 | 1,802 | 3,348 | 3,273 | |||
Capital expenditures | 7 | 6 | 17 | 982 | |||
Total assets | 132,842 | 132,842 | 148,310 | ||||
Total assets held for sale | 5,660 | 5,660 | 3,039 | ||||
Total disposed assets | 3,032 | 3,032 | 110 | ||||
Corporate | |||||||
Segment Reporting Information [Line Items] | |||||||
Capital expenditures | 354 | $ 8 | 1,229 | $ 45 | |||
Total assets | $ 67,127 | $ 67,127 | $ 66,595 |
SUPPLEMENTAL CONSOLIDATED CAS_3
SUPPLEMENTAL CONSOLIDATED CASH FLOW INFORMATION - Schedule of Cash Flow, Supplemental Disclosures (Detail) - USD ($) $ in Thousands | 6 Months Ended | |
Jun. 30, 2020 | Jun. 30, 2019 | |
Accounts Receivable | ||
Pre-need/at-need contract originations (sales on credit) | $ (56,337) | $ (51,323) |
Cash receipts from sales on credit (post-origination) | 48,103 | 42,712 |
Changes in accounts receivable, net of allowance | (8,234) | (8,611) |
Deferrals: | ||
Cash receipts from customer deposits at origination, net of refunds | 74,613 | 72,283 |
Withdrawals of realized income from merchandise trusts during the period | 5,163 | 4,596 |
Pre-need/at-need contract originations (sales on credit) | 56,337 | 51,323 |
Undistributed merchandise trust investment earnings, net | (999) | 7,924 |
Recognition: | ||
Merchandise trust investment income, net withdrawn as of end of period | (3,456) | (4,405) |
Recognized maturities of customer contracts collected as of end of period | (97,751) | (93,466) |
Recognized maturities of customer contracts uncollected as of end of period | (14,244) | (23,129) |
Changes in customer contract liabilities | $ 19,663 | $ 15,126 |
RELATED PARTIES - Additional In
RELATED PARTIES - Additional Information (Details) - USD ($) $ in Millions | Jun. 19, 2020 | Jun. 30, 2020 | Jun. 30, 2020 | Dec. 31, 2019 |
Related Party Transaction [Line Items] | ||||
Debt amount issued by third party entity | $ 70 | |||
Axar | Common Stock Purchase Agreement | ||||
Related Party Transaction [Line Items] | ||||
Issuance of Series A Preferred Stock\units (in shares\units) | 23,287,672 | 23,287,672 | ||
Stone Mor Inc | ||||
Related Party Transaction [Line Items] | ||||
Participation amount in debt issuance | 30 | |||
Axar | ||||
Related Party Transaction [Line Items] | ||||
Participation amount in debt issuance | $ 20 | |||
Payless Holdings LLC | Stone Mor Inc | ||||
Related Party Transaction [Line Items] | ||||
Percentage of fair value trust owned | 4.00% | 4.00% | 4.00% | |
Payless Holdings LLC | Axar | Mr. Axelrod, Chairman | ||||
Related Party Transaction [Line Items] | ||||
Equity owned percentage | 30.00% | |||
Axar | ||||
Related Party Transaction [Line Items] | ||||
Ownership interest of Partnership's outstanding common units | 61.80% |
SUBSEQUENT EVENTS - Additional
SUBSEQUENT EVENTS - Additional Information (Detail) - Axar - Subsequent Event | Jul. 31, 2020$ / shares |
Subsequent Event [Line Items] | |
Amended proposal letter date | Jul. 28, 2020 |
Amended Proposal | |
Subsequent Event [Line Items] | |
Share price | $ 0.80 |