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STON > SEC Filings for STON > Form 8-K on 12-Nov-2009All Recent SEC Filings

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Form 8-K for STONEMOR PARTNERS LP


12-Nov-2009

Regulation FD Disclosure


ITEM 7.01. Regulation FD Disclosure.

In connection with certain securities offerings that StoneMor Partners L.P. (the "Partnership") announced on November 10, 2009, the Partnership is providing the following information. The information contained in this Current Report on Form 8-K is neither an offer to sell nor a solicitation of an offer to buy any securities.

Adjusted EBITDA

The following table sets forth Adjusted EBITDA for the Partnership for the
periods indicated:



                                                                                   Twelve
                                                                                   Months
                                                         Nine Months Ended          Ended
                         Year Ended December 31,           September 30,        September 30,

2006 2007 2008 2008 2009 2009
(dollars in thousands)

Adjusted EBITDA $ 29,948 $ 40,864 $ 47,351 $ 36,849 $ 39,801 $ 50,303

Management and external users of the Partnership's financial information, such as its investors, use Adjusted EBITDA as an important financial measure to assess its performance and liquidity, including the ability of its assets to generate cash sufficient to pay interest on its indebtedness, meet capital expenditure and working capital requirements and otherwise meet its obligations as they become due.

Adjusted EBITDA represents net income before interest, taxes, depreciation and amortization and before the following items:

• Amortization of cemetery property, an expense item resulting from sales of burial lots, lawn crypts and mausoleum crypts, which is based on the historical allocation of original cemetery acquisition and construction costs to individual burial lots and crypts. Management considers this expense to represent the depletion of the Partnership's interment spaces that are available for sale;

• Non-cash unit-based compensation, an expense representing the fair value of share based payment awards made to employees. The Partnership issued certain key employees and management unit-based compensation in the form of unit appreciation rights and phantom units;

• Increase in deferred revenues, which represents the increase in revenue on merchandise and services sold and investment income earned in trust for which the Partnership has not yet delivered the underlying merchandise or performed the underlying service as accounting principles generally accepted in the United States ("GAAP") requires before revenue may be recognized; and

• Increase in deferred costs and expenses, which represents the increase in associated costs of merchandise and services sold for which the Partnership has not yet delivered the underlying merchandise or performed the underlying service as GAAP requires before the associated costs and expenses may be recognized.

Because Adjusted EBITDA includes increases in revenues and costs and expenses that otherwise would be deferred under GAAP, it is able to reflect such revenues from contracts written and their related costs and expenses generated in a particular period.

Adjusted EBITDA, as presented above, is a supplemental measure of the Partnership's performance and liquidity that is not required by, or presented in accordance with, GAAP. It is not a measure of the Partnership's financial performance or liquidity under GAAP and should not be considered as an alternative to net income or any other performance measure or to net cash provided by operating activities or any other liquidity measure, in each case as derived in accordance with GAAP.

There are material limitations to using measures such as Adjusted EBITDA, including the difficulty associated with using any such measure as a sole measure to compare the results of one company to another and the


inability to analyze significant items that directly affect a company's net income (loss) or operating income. In addition, the Partnership's calculation of Adjusted EBITDA may not be consistent with similarly titled measures of other companies and should be viewed in conjunction with measures that are computed in accordance with GAAP. Management compensates for these limitations in considering Adjusted EBITDA in conjunction with its analysis of other GAAP financial measures, such as net income (loss) and net cash provided by (used in) operating activities.

The following tables present the calculation of Adjusted EBITDA and a reconciliation of Adjusted EBITDA to net income and net cash provided by operating activities on an historical basis for the periods presented.

                                                                                                                 Twelve
                                                                                                                 Months
                                                                                  Nine Months Ended               Ended
                                          Year Ended December 31,                   September 30,             September 30,
                                    2006           2007           2008           2008           2009              2009
                                                                    (dollars in thousands)
Net income                            3,040          2,786          4,556          3,025          2,174                3,705
Interest expense                      7,491          9,075         12,714          9,521         10,269               13,462
Total income taxes                    1,427            625             80            568         (1,019 )             (1,507 )
Depreciation and amortization         3,501          3,891          5,029          3,394          4,718                6,353
Amortization cemetery property        5,287          5,791          6,368          4,438          4,629                6,559
Non-cash unit-based
compensation                          1,212          4,741          2,262          1,889          1,138                1,511
Increase in deferred
revenues(a)                          13,068         17,428         25,720         21,396         28,036               32,360
Increase in deferred costs and
expenses                             (5,078 )       (3,473 )       (9,378 )       (7,382 )      (10,144 )            (12,140 )

Adjusted EBITDA                   $  29,948      $  40,864      $  47,351      $  36,849      $  39,801      $        50,303


Cashflow from operations          $  18,339      $  18,973      $  21,144      $  19,095      $  14,723      $        16,772
Interest expense                      7,491          9,075         12,714          9,521         10,269               13,462
Total Income Taxes                    1,427            625             80            568         (1,019 )             (1,507 )
Amortization of cemetery
property                              5,287          5,791          6,368          4,438          4,629                6,559
Increase in Deferred revenues        13,068         17,428         25,720         21,396         28,036               32,360
Increase in deferred costs and
expenses                             (5,078 )       (3,473 )       (9,378 )       (7,382 )      (10,144 )            (12,140 )
Changes in operating working
capital
Accounts receivable                  (5,990 )        2,430          6,678          5,000          6,163                7,841
Allowance for doubtful accounts      (1,225 )          (10 )         (513 )       (1,705 )         (316 )                876
Merchandise trust fund                3,517          5,223            453            (66 )        4,554                5,073
Prepaid expenses                        385           (196 )         (963 )         (542 )          736                  315
Other current assets                  3,020          3,591            900            324            399                  975
Other assets                           (862 )         (159 )          696            723            387                  360
Accounts payable and accrued
and other liabilities                (4,441 )       (7,717 )         (717 )        2,699          1,182               (2,234 )
Deferred selling and obtaining
costs                                 3,118          2,162          5,959          4,661          6,314                7,612
Deferred cemetery revenue           (11,159 )      (15,668 )      (22,414 )      (18,700 )      (24,612 )            (28,326 )
Deferred taxes (net)                     -              -             564             -           1,412                1,976
Merchandise liability                 8,109          7,171          5,366          1,799          2,004                5,571
Cost of lots sold                    (4,605 )       (4,382 )       (5,306 )       (4,980 )       (4,026 )             (4,352 )
Previously capitalized
acquisition costs                        -              -              -              -          (1,365 )             (1,365 )
Gain on sale of funeral home             -              -              -              -             475                  475
Other non-cash                         (453 )           -              -              -              -                    -

Adjusted EBITDA                   $  29,948      $  40,864      $  47,351      $  36,849      $  39,801      $        50,303

(a) The increase in deferred revenues does not directly tie to the change in deferred cemetery revenues, net, that can be calculated by comparing the Partnership's balance sheet position at different points in time. This is because deferred cemetery revenues, net, as presented on the Partnership's balance sheet also includes deferred unrealized gains and losses on our merchandise trust asset. Changes in these unrealized gains and losses are not included in net income.


Ratio of Earnings to Fixed Charges

The following table sets forth the ratio of earnings to fixed charges for
Partnership for the periods indicated:



                                          Cornerstone
                                             Family
                                        Services, Inc./
                                            StoneMor
                                        Partners L.P.(1)                     StoneMor Partners L.P.
                                                                                               Nine Months Ended
                                                      Year Ended December 31,                    September 30,

2004 2005 2006 2007 2008 2008 2009

Ratio of Earnings to Fixed Charges(2) 0.60 x 1.82x 1.54x 1.34x 1.34x 1.35x 1.10x

(1) On April 2, 2004, StoneMor Partners L.P. was formed. On September 20, 2004, in connection with its initial public offering, Cornerstone Family Services Inc. and its subsidiaries contributed to the Partnership substantially all of the assets, liabilities and businesses owned and operated by it, and then converted into CFSI LLC. This transfer represented a reorganization of entities under common control and was recorded at historical cost. The ratio of earnings to fixed charges for the year ended December 31, 2004 includes the operations of Cornerstone Family Services Inc. from January 1, 2004 through September 19, 2004 and StoneMor Partners L.P. from September 20, 2004 through December 31, 2004.

(2) For purposes of computing the ratio of earnings to fixed charges, "earnings" consists of pre-tax income from continuing operations plus fixed charges (excluding capitalized interest). "Fixed charges" represents interest incurred (whether expenses or capitalized) and amortized premiums, discounts and capitalized expenses related to indebtedness. The amount of the deficiency for the year ended December 31, 2004 was $4.3 million.

Revenue Mix

The following table sets forth the revenue mix of the Partnership for the year
ended December 31, 2008:



                            Source of revenue    %
                            Pre-need sales       37 %
                            At-need sales        35 %
                            Funeral homes        13 %
                            Investment income    11 %
                            Interest              3 %
                            Other                 1 %

                            Total               100 %

Pre-Need Sales

• Leads are generated and appointments made

• 40% of leads result in a presentation

• 20-25% of all presentations result in a sale

• Pre-need sale is usually financed on terms averaging 33 months

• 22% of such sales are cash at the time of the sale

• Customers make monthly payments, including interest, on financed sales

• Down payments average 13%

• Finance charges range from 7% to 12%

Dignity 2007 Acquisition

On December 21, 2007, the Partnership completed the acquisition of 45 cemeteries, 30 funeral homes and one pet cemetery from Service Corporation International (NYSE: SCI) and other entities for the aggregate purchase price of $68.0 million in cash, subject to various post closing adjustments. The following information compares


certain historical consolidated financial data of the Partnership for the year ended December 31, 2008 calculated in accordance with GAAP (2008 SAB) with the comparable financial data calculated assuming the Partnership's operations were not subject to the deferred revenue recognition and deferred cost recognition standards required for GAAP purposes (2008 Accrual).

                                       2008 Accrual    2008 SAB     Amount Deferred
                                                  (dollars in thousands)
Sales                                 $       30,903   $  21,386   $           9,517 (1)
Services and Other Income                     14,386      11,515               2,871 (1)
Funeral Home                                  13,042      13,042                  -

Total Revenues                        $       58,331   $  45,943   $          12,388


Cost of Sales                         $        4,954   $   3,388   $           1,566 (2)
Selling Expenses                               9,035       6,609               2,426 (2)
Cemetery Expenses                             10,015      10,015                  -
General and Administrative Expenses            4,338       4,338                  -
Funeral Home Expenses                         10,379      10,379                  -

Total Costs and Expenses              $       38,721   $  34,729   $           3,992


Operating Expenses                    $       19,610   $  11,214


EBITDA                                $       21,142   $  12,623

(1) Variance on net deferred revenue on balance sheet.

(2) Variance in deferred selling and obtaining cost on balance sheet.

In accordance with General Instruction B.2 of Form 8-K, the above information is being furnished under Item 7.01 of Form 8-K and shall not be deemed "filed" for purposes of Section 18 of the Securities Exchange Act of 1934 (the "Exchange Act") , or otherwise subject to the liabilities of that section, unless the Partnership specifically states that the information is to be considered "filed" under the Exchange Act or incorporates it by reference into a filing under the Exchange Act or the Securities Act of 1933, as amended.


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