SEC Info - Stonemor Partners LP - ‘10-K’ for 12/31/12

Stonemor Partners LP – ‘10-K’ for 12/31/12 – ‘R21’

On: Friday, 3/15/13, at 3:06pm ET · For: 12/31/12 · Accession #: 1193125-13-109740 · File #: 1-32270

As Of Filer Filing For·On·As Docs:Size Issuer Filing Agent 3/15/13 Stonemor Partners LP 10-K 12/31/12 117:20M Donnelley … Solutions/FA

Document/Exhibit Description Pages Size 1: 10-K Annual Report HTML 2.40M 2: EX-21.1 Subsidiaries List HTML 87K 3: EX-23.1 Consent of Experts or Counsel HTML 35K 4: EX-31.1 Certification -- §302 - SOA'02 HTML 40K 5: EX-31.2 Certification -- §302 - SOA'02 HTML 39K 6: EX-32.1 Certification -- §906 - SOA'02 HTML 36K 7: EX-32.2 Certification -- §906 - SOA'02 HTML 36K 79: R1 Document and Entity Information HTML 66K 60: R2 Consolidated Balance Sheet HTML 152K 75: R3 Consolidated Statement of Operations HTML 147K 83: R4 Consolidated Statement of Operations HTML 39K (Parenthetical) 106: R5 Consolidated Statement of Partners' Capital HTML 67K 63: R6 Consolidated Statement of Cash Flows HTML 196K 74: R7 Nature of Operations, Basis of Presentation and HTML 69K Summary of Significant Accounting Policies 54: R8 Long-Term Accounts Receivable, Net of Allowance HTML 57K 43: R9 Cemetery Property HTML 42K 108: R10 Property and Equipment HTML 46K 85: R11 Merchandise Trusts HTML 199K 84: R12 Perpetual Care Trusts HTML 181K 91: R13 Goodwill and Intangible Assets HTML 80K 92: R14 Derivative Instruments HTML 48K 89: R15 Long-Term Debt HTML 96K 93: R16 Income Taxes HTML 91K 76: R17 Deferred Cemetery Revenues-Net / Deferred Selling HTML 47K and Obtaining Costs 80: R18 Long-Term Incentive and Retirement Plans HTML 85K 87: R19 Commitments and Contingencies HTML 47K 116: R20 Acquisitions HTML 300K 101: R21 Segment Information HTML 210K 69: R22 Fair Value Measurements HTML 142K 86: R23 Quarterly Results of Operations (Unaudited) HTML 62K 72: R24 Partner's Capital HTML 38K 33: R25 Subsequent Events HTML 38K 102: R26 Nature of Operations, Basis of Presentation and HTML 129K Summary of Significant Accounting Policies (Policies) 112: R27 Nature of Operations, Basis of Presentation and HTML 37K Summary of Significant Accounting Policies (Tables) 48: R28 Long-Term Accounts Receivable, Net of Allowance HTML 53K (Tables) 47: R29 Property and Equipment (Tables) HTML 51K 52: R30 Perpetual Care Trusts (Tables) HTML 326K 53: R31 Goodwill and Intangible Assets (Tables) HTML 77K 55: R32 Long-Term Debt (Tables) HTML 55K 21: R33 Income Taxes (Tables) HTML 80K 99: R34 Deferred Cemetery Revenues-Net / Deferred Selling HTML 45K and Obtaining Costs (Tables) 67: R35 Long-Term Incentive and Retirement Plans (Tables) HTML 65K 70: R36 Commitments and Contingencies (Tables) HTML 40K 38: R37 Acquisitions (Tables) HTML 257K 115: R38 Segment Information (Tables) HTML 200K 14: R39 Fair Value Measurements (Tables) HTML 133K 57: R40 Quarterly Results of Operations (Unaudited) HTML 58K (Tables) 105: R41 Nature of Operations Basis of Presentation and HTML 84K Summary of Significant Accounting Policies - Additional Information (Detail) 35: R42 Estimated Useful Lives of Properties and Equipment HTML 43K (Detail) 46: R43 Long Term Accounts Receivable Net (Detail) HTML 53K 51: R44 Activity in Allowance for Contract Cancellations HTML 46K (Detail) 61: R45 Long-Term Accounts Receivable Net of Allowance - HTML 43K Additional Information (Detail) 20: R46 Cemetery Property (Detail) HTML 41K 42: R47 Major Classes of Property and Equipment (Detail) HTML 53K 16: R48 Property and Equipment - Additional Information HTML 39K (Detail) 104: R49 Merchandise Trusts - Additional Information HTML 67K (Detail) 34: R50 Cost and Market Value Associated with Assets Held HTML 71K in Merchandise Trusts (Detail) 100: R51 Contractual Maturities of Debt Securities Held in HTML 55K Merchandise Trusts (Detail) 39: R52 Aging of Unrealized Losses on Investments in Fixed HTML 74K Maturities and Equity Securities Held in Merchandise Trusts (Detail) 58: R53 Reconciliation of Merchandise Trust Activities HTML 57K (Detail) 15: R54 Cost and Market Value Associated with Assets Held HTML 69K in Perpetual Care Trusts (Detail) 18: R55 Contractual Maturities of Debt Securities Held in HTML 56K Perpetual Care Trusts (Detail) 50: R56 Aging of Unrealized Losses on Investments in Fixed HTML 72K Maturities and Equity Securities Held in Perpetual Care Trusts (Detail) 25: R57 Reconciliation of Perpetual Care Trust Activities HTML 57K (Detail) 109: R58 Perpetual Care Trusts - Additional Information HTML 62K (Detail) 65: R59 Goodwill and Intangible Assets - Additional HTML 49K Information (Detail) 90: R60 Goodwill by Reportable Segment (Detail) HTML 50K 41: R61 Major Classes of Intangible Assets (Detail) HTML 49K 44: R62 Estimated Amortization Expense Related to HTML 47K Intangible Assets with Definite Lives (Detail) 97: R63 Derivative Instruments - Additional Information HTML 46K (Detail) 94: R64 Outstanding Debt (Detail) HTML 54K 68: R65 Outstanding Debt (Parenthetical) (Detail) HTML 43K 96: R66 Long Term Debt - Additional Information (Detail) HTML 246K 40: R67 Redemption Price Expressed as Percentage of HTML 40K Principal Amount (Detail) 73: R68 Components of Income Tax Provision Benefit HTML 74K Applicable to Continuing Operations for Federal and State Taxes (Detail) 111: R69 Summary of Difference Between Statutory Federal HTML 57K Income Tax and Effective Income Tax (Detail) 17: R70 Deferred Tax Assets and Liabilities (Detail) HTML 72K 32: R71 Income Taxes - Additional Information (Detail) HTML 65K 59: R72 Deferred Cemetery Revenues Net (Detail) HTML 49K 23: R73 Long Term Incentive and Retirement Plans - HTML 121K Additional Information (Detail) 114: R74 Long-Term Incentive Plan and Unit Appreciation HTML 59K Right Activity (Detail) 36: R75 Long-Term Incentive Plan and Unit Appreciation HTML 45K Right Activity (Parenthetical) (Detail) 26: R76 Weighted-Average Assumptions Used to Estimate Fair HTML 50K Value of Unit Appreciation Rights (Detail) 31: R77 Commitments and Contingencies - Additional HTML 47K Information (Detail) 19: R78 Operating Leases Future Payments (Detail) HTML 63K 22: R79 Acquisitions - Additional Information (Detail) HTML 316K 81: R80 Preliminary Assessment of Fair Value of Net Assets HTML 68K Acquired Elimination of Debt and Other Assets and Purchase Price Recognition of Goodwill of First Quarter Twenty Twelve Acquisition (Detail) 29: R81 Preliminary Assessment of Fair Value of Net Assets HTML 77K Acquired Elimination of Debt and Other Assets and Purchase Price Gain on Bargain Purchase of Bronswood Cemetery Second Quarter Twenty Twelve Acquisition (Detail) 110: R82 Preliminary Assessment of Fair Value of Net Assets HTML 81K Acquired Elimination of Debt and Other Assets and Purchase Price Gain on Bargain Purchase of Lodi Funeral Home Second Quarter Twenty Twelve Acquisition (Detail) 56: R83 Preliminary Assessment of Fair Value of Net Assets HTML 102K Acquired Purchase Price and Resulting Goodwill Third Quarter Twenty Twelve Acquisitions (Detail) 88: R84 Preliminary Assessment of Fair Value of Net Assets HTML 69K Acquired Purchase Price and Resulting Goodwill Fourth Quarter Twenty Twelve Acquisitions (Detail) 95: R85 Consolidated Pro Forma Information (Detail) HTML 42K 28: R86 Final Assessment of Fair Value of Net Assets HTML 70K Acquired Purchase Price and Resulting Goodwill of First Quarter Twenty Eleven Acquisition (Detail) 30: R87 Final Assessment of Fair Value of Net Assets HTML 69K Acquired Purchase Price and Resulting Goodwill of Second Quarter Twenty Eleven Acquisition (Detail) 107: R88 Final Assessment of Fair Value of Net Assets HTML 79K Acquired Purchase Price and Resulting Goodwill of Third Quarter Twenty Eleven Acquisition (Detail) 24: R89 Final Assessment of Fair Value of Net Assets HTML 83K Acquired Purchase Price and Resulting Goodwill from Purchase and Adjustments to Revised Values of Third Quarter Two Thousand Eleven Acquisition (Detail) 82: R90 Final Assessment of Fair Value of Net Assets HTML 88K Acquired Purchase Price and Resulting Goodwill of Fourth Quarter Twenty Eleven Acquisition (Detail) 78: R91 Preliminary Assessment of Fair Value of Net Assets HTML 75K Acquired, Purchase Price and Resulting Goodwill of Prince George Cemetery Corporation Acquisition (Detail) 98: R92 Final Assessment of Fair Value of Net Assets HTML 75K Acquired Purchase Price and Resulting Gain on Bargain Purchase of First Quarter Twenty Ten Acquisition (Detail) 77: R93 Final Assessment of Fair Value of Net Assets HTML 89K Acquired Second Quarter Twenty Ten Acquisition (Detail) 64: R94 Final Assessment of Fair Value of Net Assets HTML 72K Acquired Purchase Price and Resulting Gain on Bargain Purchase of Third Quarter Twenty Ten Acquisition (Detail) 103: R95 Final Assessment of Fair Value of Net Assets HTML 71K Acquired Purchase Price and Resulting Goodwill of Fourth Quarter Twenty Ten Acquisition (Detail) 62: R96 Segment Information - Additional Information HTML 39K (Detail) 37: R97 Segment Information (Detail) HTML 178K 71: R98 Assets and Liabilities Measured at Fair Value HTML 107K (Detail) 66: R99 Quarterly Results of Operations (Detail) HTML 68K 49: R100 Partner's Capital - Additional Information HTML 55K (Detail) 117: R101 Subsequent Events - Additional Information HTML 69K (Detail) 113: XML IDEA XML File -- Filing Summary XML 201K 45: EXCEL IDEA Workbook of Financial Reports (.xls) XLS 3.33M 8: EX-101.INS XBRL Instance -- ston-20121231 XML 5.23M 10: EX-101.CAL XBRL Calculations -- ston-20121231_cal XML 267K 11: EX-101.DEF XBRL Definitions -- ston-20121231_def XML 2.14M 12: EX-101.LAB XBRL Labels -- ston-20121231_lab XML 2.14M 13: EX-101.PRE XBRL Presentations -- ston-20121231_pre XML 2.39M 9: EX-101.SCH XBRL Schema -- ston-20121231 XSD 384K 27: ZIP XBRL Zipped Folder -- 0001193125-13-109740-xbrl Zip 356K

15.

SEGMENT INFORMATION

The Company is organized into five distinct reportable segments which are classified as Cemetery Operations—Southeast, Cemetery Operations—Northeast, Cemetery Operations—West, Funeral Homes, and Corporate.

The Company has chosen this level of organization of reportable segments due to the fact that a) each reportable segment has unique characteristics that set it apart from other segments; b) the Company has organized its management personnel at these operational levels; and c) it is the level at which the Company’s chief decision makers and other senior management evaluate performance.

The cemetery operations segments sell interment rights, caskets, burial vaults, cremation niches, markers and other cemetery related merchandise. The nature of the Company’s customers differs in each of its regionally based cemetery operating segments. Cremation rates in the West region are substantially higher than they are in the Southeast region. Rates in the Northeast region tend to be somewhere between the two. Statistics indicate that customers who select cremation services have certain attributes that differ from customers who select other methods of interment. The disaggregation of cemetery operations into the three distinct regional segments is primarily due to these differences in customer attributes along with the previously mentioned management structure and senior management analysis methodologies.

The Company’s Funeral Homes segment offers a range of funeral-related services such as family consultation, the removal of and preparation of remains and the use of funeral home facilities for visitation. These services are distinctly different than the cemetery merchandise and services sold and provided by the cemetery operations segments.

The Company’s Corporate segment includes various home office selling and administrative expenses that are not allocable to the other operating segments.

Segment information is as follows:

As of and for the year ended December 31, 2012:


	Cemeteries						Funeral Homes		Corporate		Adjustment		Total
	Southeast		Northeast		West		Funeral Homes		Corporate		Adjustment		Total
	(in thousands)
Revenues
Sales	$	91,682	$	34,807	$	39,590	$	—	$	—	$	(36,096)	$	129,983
Service and other		37,530		25,550		29,176		—		—		(15,312)		76,944
Funeral home		—		—		—		37,988		—		(2,309)		35,679

Total revenues		129,212		60,357		68,766		37,988		—		(53,717)		242,606

Costs and expenses
Cost of sales		19,358		7,704		6,745		—		—		(5,706)		28,101
Cemetery		25,479		13,693		16,238		—		—		—		55,410
Selling		29,032		12,251		12,490		—		868		(7,763)		46,878
General and administrative		15,206		6,072		7,648		—		2		—		28,928
Corporate overhead		—		—		—		—		28,169		—		28,169
Depreciation and amortization		2,164		900		2,316		2,509		1,542		—		9,431
Funeral home		—		—		—		28,977		—		(252)		28,725
Acquisition related costs		—		—		—		—		3,123		—		3,123

Total costs and expenses		91,239		40,620		45,437		31,486		33,704		(13,721)		228,765

Operating profit	$	37,973	$	19,737	$	23,329	$	6,502	$	(33,704)	$	(39,996)	$	13,841

Total assets	$	519,918	$	299,166	$	394,685	$	107,059	$	22,897	$	—	$	1,343,725
Amortization of cemetery property	$	4,346	$	2,394	$	1,048	$	—	$	—	$	92	$	7,880
Long lived asset additions	$	12,832	$	3,594	$	4,757	$	9,415	$	849	$	—	$	31,447
Goodwill	$	6,174	$	—	$	11,948	$	24,270	$	—	$	—	$	42,392

As of and for the year ended December 31, 2011:


	Cemeteries						Funeral Homes		Corporate		Adjustment		Total
	Southeast		Northeast		West		Funeral Homes		Corporate		Adjustment		Total
	(in thousands)
Revenues
Sales	$	80,485	$	32,894	$	46,961	$	—	$	—	$	(36,550)	$	123,790
Service and other		33,271		24,369		31,497		—		—		(14,943)		74,194
Funeral home		—		—		—		31,163		—		(759)		30,404

Total revenues		113,756		57,263		78,458		31,163		—		(52,252)		228,388

Costs and expenses
Cost of sales		16,653		7,140		7,361		—		—		(5,039)		26,115
Cemetery		23,090		14,033		20,022		—		—		—		57,145
Selling		27,457		11,468		14,029		—		830		(8,493)		45,291
General and administrative		13,820		6,411		9,314		—		2		(3)		29,544
Corporate overhead		—		—		—		—		23,766		—		23,766
Depreciation and amortization		1,653		891		2,266		1,597		2,127		—		8,534
Funeral home		—		—		—		23,554		—		—		23,554
Acquisition related costs		—		—		—		—		4,604		—		4,604

Total costs and expenses		82,673		39,943		52,992		25,151		31,329		(13,535)		218,553

Operating profit	$	31,083	$	17,320	$	25,466	$	6,012	$	(31,329)	$	(38,717)	$	9,835

Total assets	$	472,105	$	284,765	$	383,696	$	78,763	$	29,429	$	—	$	1,248,758
Amortization of cemetery property	$	3,483	$	2,185	$	1,005	$	—	$	—	$	(81)	$	6,592
Long lived asset additions	$	13,883	$	1,823	$	7,816	$	10,214	$	588	$	—	$	34,324
Goodwill	$	5,734	$	—	$	11,948	$	14,463	$	—	$	—	$	32,145

As of and for the year ended December 31, 2010:


	Cemeteries						Funeral Homes		Corporate		Adjustment		Total
	Southeast		Northeast		West		Funeral Homes		Corporate		Adjustment		Total
	(in thousands)
Revenues
Sales	$	76,419	$	34,314	$	37,079	$	—	$	10	$	(40,043)	$	107,779
Service and other		28,157		22,430		23,445		—		—		(10,065)		63,967
Funeral home		—		—		—		25,546		—		—		25,546

Total revenues		104,576		56,744		60,524		25,546		10		(50,108)		197,292

Costs and expenses
Cost of sales		15,477		8,455		5,927		—		6		(6,336)		23,529
Cemetery		20,518		13,490		14,776		—		—		—		48,784
Selling		24,486		11,176		11,142		—		596		(9,155)		38,245
General and administrative		11,835		6,108		6,631		—		17		—		24,591
Corporate overhead		—		—		—		—		24,379		—		24,379
Depreciation and amortization		1,448		782		1,157		1,654		3,804		—		8,845
Funeral home		—		—		—		19,937		—		—		19,937
Acquisition related costs		—		—		—		—		5,715		—		5,715

Total costs and expenses		73,764		40,011		39,633		21,591		34,517		(15,491)		194,025

Operating profit	$	30,812	$	16,733	$	20,891	$	3,955	$	(34,507)	$	(34,617)	$	3,267

Total assets	$	381,322	$	266,745	$	361,694	$	49,461	$	86,370	$	—	$	1,145,592
Amortization of cemetery property	$	3,036	$	3,398	$	719	$	—	$	—	$	(235)	$	6,918
Long lived asset additions	$	3,079	$	3,703	$	68,609	$	8,441	$	188	$	—	$	84,020
Goodwill	$	456	$	—	$	11,801	$	5,896	$	—	$	—	$	18,153

Results of individual business units are presented based on our management accounting practices and management structure. There is no comprehensive, authoritative body of guidance for management accounting equivalent to accounting principles generally accepted in the United States of America; therefore, the financial results of individual business units are not necessarily comparable with similar information for any other company. The management accounting process uses assumptions and allocations to measure performance of the business units. Methodologies are refined from time to time as management accounting practices are enhanced and businesses change. Revenues and associated expenses are not deferred in accordance with SAB No. 104; therefore, the deferral of these revenues and expenses is provided in the adjustment column to reconcile the Company’s managerial financial statements to those prepared in accordance with GAAP. Pre-need sales revenues included within the sales category consist primarily of the sale of burial lots, burial vaults, mausoleum crypts, grave markers and memorials, and caskets. Management accounting practices included in the Southeast, Northeast, and Western Regions reflect these pre-need sales when contracts are signed by the customer and accepted by the Company. Pre-need sales reflected in the consolidated financial statements, prepared in accordance with GAAP, recognize revenues for the sale of burial lots and mausoleum crypts when the product is constructed and at least 10% of the sales price is collected. With respect to the other products, the consolidated financial statements prepared under GAAP recognize sales revenues when the criteria for delivery under SAB No. 104 are met. These criteria include, among other things, purchase of the product, delivery and installation of the product in the ground, and transfer of title to the customer. In each case, costs are accrued in connection with the recognition of revenues; therefore, the consolidated financial statements reflect Deferred Cemetery Revenue, Net, and Deferred Selling and Obtaining Costs on the consolidated balance sheet, whereas the Company’s management accounting practices exclude these items.