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Stonemor Partners LP – ‘10-K/A’ for 12/31/15 – ‘R22’

On:  Wednesday, 11/9/16, at 5:14pm ET   ·   For:  12/31/15   ·   Accession #:  1193125-16-764513   ·   File #:  1-32270

Previous ‘10-K’:  ‘10-K’ on 2/29/16 for 12/31/15   ·   Next:  ‘10-K’ on 9/18/17 for 12/31/16   ·   Latest:  ‘10-K/A’ on 8/28/19 for 12/31/18

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  As Of               Filer                 Filing    For·On·As Docs:Size             Issuer                      Filing Agent

11/09/16  Stonemor Partners LP              10-K/A     12/31/15  113:12M                                    Donnelley … Solutions/FA

Amendment to Annual Report   —   Form 10-K   —   Sect. 13 / 15(d) – SEA’34
Filing Table of Contents

Document/Exhibit                   Description                      Pages   Size 

 1: 10-K/A      Amendment to Annual Report                          HTML   1.11M 
 2: EX-23.1     Consent of Experts or Counsel                       HTML     31K 
 3: EX-31.1     Certification -- §302 - SOA'02                      HTML     34K 
 4: EX-31.2     Certification -- §302 - SOA'02                      HTML     34K 
 5: EX-32.1     Certification -- §906 - SOA'02                      HTML     31K 
 6: EX-32.2     Certification -- §906 - SOA'02                      HTML     31K 
13: R1          Document and Entity Information                     HTML     68K 
14: R2          Consolidated Balance Sheets                         HTML    114K 
15: R3          Consolidated Statements of Operations               HTML    105K 
16: R4          Consolidated Statement of Partners' Capital         HTML     55K 
17: R5          Consolidated Statements of Cash Flows               HTML    133K 
18: R6          General                                             HTML     94K 
19: R7          Restatement of Previously Issued Consolidated       HTML    142K 
                Financial Statements                                             
20: R8          Acquisitions                                        HTML    109K 
21: R9          Accounts Receivable, Net of Allowance               HTML     45K 
22: R10         Cemetery Property                                   HTML     34K 
23: R11         Property and Equipment                              HTML     39K 
24: R12         Merchandise Trusts                                  HTML    132K 
25: R13         Perpetual Care Trusts                               HTML    129K 
26: R14         Goodwill and Intangible Assets                      HTML     58K 
27: R15         Long-Term Debt                                      HTML     52K 
28: R16         Income Taxes                                        HTML     79K 
29: R17         Deferred Revenues                                   HTML     38K 
30: R18         Long-Term Incentive and Retirement Plans            HTML     66K 
31: R19         Commitments and Contingencies                       HTML     39K 
32: R20         Fair Value of Financial Instruments                 HTML     38K 
33: R21         Supplemental Condensed Consolidating Financial      HTML    259K 
                Information                                                      
34: R22         Issuances of Limited Partner Units                  HTML     38K 
35: R23         Segment Information                                 HTML     69K 
36: R24         Subsequent Events                                   HTML     32K 
37: R25         Quarterly Results of Operations (Unaudited)         HTML     69K 
38: R26         General (Policies)                                  HTML    133K 
39: R27         General (Tables)                                    HTML     49K 
40: R28         Restatement of Previously Issued Consolidated       HTML    161K 
                Financial Statements (Tables)                                    
41: R29         Acquisitions (Tables)                               HTML     99K 
42: R30         Accounts Receivable, Net of Allowance (Tables)      HTML     45K 
43: R31         Property and Equipment (Tables)                     HTML     43K 
44: R32         Perpetual Care Trusts (Tables)                      HTML    233K 
45: R33         Goodwill and Intangible Assets (Tables)             HTML     57K 
46: R34         Long-Term Debt (Tables)                             HTML     47K 
47: R35         Income Taxes (Tables)                               HTML     75K 
48: R36         Deferred Revenues (Tables)                          HTML     36K 
49: R37         Long-Term Incentive and Retirement Plans (Tables)   HTML     64K 
50: R38         Commitments and Contingencies (Tables)              HTML     34K 
51: R39         Supplemental Condensed Consolidating Financial      HTML    256K 
                Information (Tables)                                             
52: R40         Segment Information (Tables)                        HTML     65K 
53: R41         General - Additional Information (Detail)           HTML    104K 
54: R42         Estimated Useful Lives of Properties and Equipment  HTML     44K 
                (Detail)                                                         
55: R43         Reconciliation of Net Income (Loss) (Detail)        HTML     48K 
56: R44         Reconciliation of Partnership's Weighted Average    HTML     38K 
                Number of Common Limited Partner Units (Detail)                  
57: R45         Reconciliation of Partnership's Weighted Average    HTML     35K 
                Number of Common Limited Partner Units                           
                (Parenthetical) (Detail)                                         
58: R46         Restatement of Previously Issued Consolidated       HTML    172K 
                Financial Statements - Additional Information                    
                (Detail)                                                         
59: R47         Summary of Effect of Restatement Adjustments on     HTML    107K 
                Partnership's Consolidated Balance Sheets (Detail)               
60: R48         Summary of Effect of Restatement Adjustments on     HTML     98K 
                Partnership's Consolidated Statements of                         
                Operations (Detail)                                              
61: R49         Summary of Effect of Restatement Adjustments on     HTML     67K 
                Partnership's Consolidated Statements of Cash                    
                Flows (Detail)                                                   
62: R50         Summary of Effect of Restatement Adjustments on     HTML     79K 
                the Statement of Partners' Capital balances                      
                (Detail)                                                         
63: R51         Acquisitions - Additional Information (Detail)      HTML    181K 
64: R52         Final Values Assigned to Assets Acquired and        HTML    190K 
                Liabilities Assumed Based on Their Estimated Fair                
                Values at the Date of Acquisitions (Detail)                      
65: R53         Fixed Rent for Cemeteries (Detail)                  HTML     56K 
66: R54         Asset and Liabilities Recognized (Detail)           HTML     51K 
67: R55         Consolidated Pro Forma Information (Detail)         HTML     37K 
68: R56         Long-Term Accounts Receivable Net (Detail)          HTML     47K 
69: R57         Activity in Allowance for Contract Cancellations    HTML     42K 
                (Detail)                                                         
70: R58         Cemetery Property (Detail)                          HTML     36K 
71: R59         Major Classes of Property and Equipment (Detail)    HTML     46K 
72: R60         Property and Equipment - Additional Information     HTML     33K 
                (Detail)                                                         
73: R61         Merchandise Trusts - Additional Information         HTML     51K 
                (Detail)                                                         
74: R62         Reconciliation of Merchandise Trust Activities      HTML     56K 
                (Detail)                                                         
75: R63         Cost and Market Value Associated with Assets Held   HTML     87K 
                in Merchandise Trusts (Detail)                                   
76: R64         Contractual Maturities of Debt Securities Held in   HTML     55K 
                Merchandise Trusts (Detail)                                      
77: R65         Aging of Unrealized Losses on Investments in Fixed  HTML     84K 
                Maturities and Equity Securities Held in                         
                Merchandise Trusts (Detail)                                      
78: R66         Reconciliation of Perpetual Care Trust Activities   HTML     56K 
                (Detail)                                                         
79: R67         Perpetual Care Trusts - Additional Information      HTML     48K 
                (Detail)                                                         
80: R68         Cost and Market Value Associated with Assets Held   HTML     81K 
                in Perpetual Care Trusts (Detail)                                
81: R69         Contractual Maturities of Debt Securities Held in   HTML     54K 
                Perpetual Care Trusts (Detail)                                   
82: R70         Aging of Unrealized Losses on Investments in Fixed  HTML     80K 
                Maturities and Equity Securities Held in Perpetual               
                Care Trusts (Detail)                                             
83: R71         Goodwill and Intangible Assets - Additional         HTML     42K 
                Information (Detail)                                             
84: R72         Goodwill by Reportable Segment (Detail)             HTML     41K 
85: R73         Components of Intangible Assets (Detail)            HTML     49K 
86: R74         Estimated Amortization Expense Related to           HTML     43K 
                Intangible Assets with Finite Lives (Detail)                     
87: R75         Outstanding Debt (Detail)                           HTML     56K 
88: R76         Outstanding Debt (Parenthetical) (Detail)           HTML     37K 
89: R77         Long Term Debt - Additional Information (Detail)    HTML    127K 
90: R78         Redemption Prices Expressed as Percentages of       HTML     38K 
                Principal Amount (Detail)                                        
91: R79         Income tax expense (Benefit) (Detail)               HTML     63K 
92: R80         Summary of Reconciliation of Federal Statutory Tax  HTML     55K 
                Rate to Partnership's Effective Tax Rate (Detail)                
93: R81         Significant Components of Deferred Tax Assets and   HTML     61K 
                Liabilities (Detail)                                             
94: R82         Deferred Tax Assets and Liabilities (Detail)        HTML     49K 
95: R83         Income Taxes - Additional Information (Detail)      HTML     39K 
96: R84         Deferred Revenues Net (Detail)                      HTML     42K 
97: R85         Long Term Incentive and Retirement Plans -          HTML     92K 
                Additional Information (Detail)                                  
98: R86         Long-Term Incentive Plan and Unit Appreciation      HTML     61K 
                Right Activity (Detail)                                          
99: R87         Long-Term Incentive Plan and Unit Appreciation      HTML     51K 
                Right Activity (Parenthetical) (Detail)                          
100: R88         Weighted-Average Values and Assumptions Used to     HTML     48K  
                Estimate Fair Value of Unit Appreciation Rights                  
                (Detail)                                                         
101: R89         Commitments and Contingencies - Additional          HTML     46K  
                Information (Detail)                                             
102: R90         Operating Lease Future Payments (Detail)            HTML     49K  
103: R91         Fair Value of Financial Instruments - Additional    HTML     44K  
                Information (Detail)                                             
104: R92         Condensed Consolidating Balance Sheets (Detail)     HTML    127K  
105: R93         Condensed Consolidating Statements of Operations    HTML     89K  
                (Detail)                                                         
106: R94         Condensed Consolidating Statement of Cash Flows     HTML     98K  
                (Detail)                                                         
107: R95         Issuances of Limited Partner Units - Additional     HTML     67K  
                Information (Detail)                                             
108: R96         Segment Information (Detail)                        HTML     90K  
109: R97         Subsequent Events - Additional Information          HTML     48K  
                (Detail)                                                         
110: R98         Summary of Effect of Restatement Adjustments on     HTML     61K  
                Quarterly Results of Operations (Detail)                         
112: XML         IDEA XML File -- Filing Summary                      XML    210K  
111: EXCEL       IDEA Workbook of Financial Reports                  XLSX    159K  
 7: EX-101.INS  XBRL Instance -- ston-20151231                       XML   4.34M 
 9: EX-101.CAL  XBRL Calculations -- ston-20151231_cal               XML    352K 
10: EX-101.DEF  XBRL Definitions -- ston-20151231_def                XML   1.79M 
11: EX-101.LAB  XBRL Labels -- ston-20151231_lab                     XML   1.86M 
12: EX-101.PRE  XBRL Presentations -- ston-20151231_pre              XML   2.01M 
 8: EX-101.SCH  XBRL Schema -- ston-20151231                         XSD    292K 
113: ZIP         XBRL Zipped Folder -- 0001193125-16-764513-xbrl      Zip    331K  


‘R22’   —   Issuances of Limited Partner Units


This is an IDEA Financial Report.  [ Alternative Formats ]



 
v3.5.0.2
ISSUANCES OF LIMITED PARTNER UNITS
12 Months Ended
ISSUANCES OF LIMITED PARTNER UNITS

17. ISSUANCES OF LIMITED PARTNER UNITS

On November 19, 2015, the Partnership entered into an equity distribution agreement (“ATM Equity Program”) with a group of banks (the “Agents”) whereby it may sell, from time to time, common units representing limited partner interests having an aggregate offering price of up to $100,000,000. Sales of common units, if any, may be made in negotiated transactions or transactions that are deemed to be “at-the-market” (“ATM”) offerings as defined in Rule 415 of the Securities Act, including sales made directly on the New York Stock Exchange, the existing trading market for the common units, or sales made to or through the market maker other than on an exchange or through an electronic communications network. The Partnership will pay each of the Agents a commission, which in each case shall not be more than 2.0% of the gross sales price of common units sold through such Agent. During the year ended December 31, 2015, the Partnership issued 277,667 common units under the ATM Equity Program for net proceeds of $7.5 million.

On July 10, 2015, the Partnership issued 2,415,000 common units in a public offering at a price of $29.63 per unit. Net proceeds from the offering, after deducting underwriting discounts and offering expenses, were approximately $67.9 million. The proceeds were used to repay outstanding borrowings under the Partnership’s Credit Facility.

In February 2014, the Partnership issued 2,300,000 common units in a public offering at a price of $24.45 per unit. Net proceeds of the offering, after deducting underwriting discounts and offering expenses, were approximately $53.2 million. The proceeds from the offering were used to repay outstanding borrowings under the Partnership’s Credit Facility.

In May 2014, the Partnership sold to American Cemeteries Infrastructure Investors, LLC, a Delaware limited liability company (“ACII”), 2,255,947 common units (the “ACII Units”) at an aggregate purchase price of $55.0 million pursuant to a Common Unit Purchase Agreement (the “Common Unit Purchase Agreement”), dated May 19, 2014, by and between ACII and the Partnership. Pursuant to the Common Unit Purchase Agreement, commencing with the quarter ending June 30 2014, the ACII Units are entitled to receive cash distributions equal to those paid on the common units generally. Through the quarter ending June 30, 2018, such distributions may be paid in cash, paid-in-kind (“PIK”) common units issued to ACII in lieu of cash distributions, or a combination of cash and PIK units, as determined by the Partnership at its sole discretion. If the Partnership elects to pay cash distributions through the issuance of PIK units, the number of common units to be issued in connection with a quarterly cash distribution will be the quotient of (i) the amount of the quarterly cash distribution paid on the common units by (B) the volume-weighted average price of the common units for the thirty (30) trading days immediately preceding the date the quarterly cash distribution is declared with respect to the common units. Beginning with the quarterly cash distribution payable with respect to the quarter ending September 30, 2018, the ACII Units will receive cash distributions on the same basis as all other common units and the Partnership will no longer have the ability to elect to pay quarterly cash distributions in PIK units. The Partnership issued 204,804 and 111,740 PIK Units to ACII in lieu of cash distributions of $5.8 million and $2.8 million, respectively, during the years ended December 31, 2015 and 2014, respectively.

In June 2014, the Partnership issued 2,990,000 common units in a public offering at a price of $23.67 per unit. Net proceeds of the offering, after deducting underwriting discounts and offering expenses, were approximately $67.1 million. The proceeds from the offering were used to pay the purchase price of certain properties acquired and repay outstanding borrowings under the Partnership’s Credit Facility.

In March 2013, the Partnership issued 1,610,000 common units in a public offering at a price of $25.35 per unit. Net proceeds of the offering, after deducting underwriting discounts and offering expenses, were approximately $38.4 million. The proceeds from the offering were used to repay outstanding borrowings on the Partnership’s Credit Facility.


Dates Referenced Herein   and   Documents Incorporated by Reference

This ‘10-K/A’ Filing    Date    Other Filings
9/30/1810-Q,  NT 10-Q
6/30/1810-Q,  NT 10-Q
Filed on:11/9/1610-Q,  10-Q/A,  8-K
For Period end:12/31/1510-K,  4
11/19/15424B5,  8-K
7/10/158-K
12/31/1410-K,  5
5/19/144,  8-K
 List all Filings 
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Filing Submission 0001193125-16-764513   –   Alternative Formats (Word / Rich Text, HTML, Plain Text, et al.)

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