Item 8. Financial Statements and Supplementary Data
ITEM 8. FINANCIAL STATEMENTS AND SUPPLEMENTARY DATA.
CARRIAGE SERVICES, INC.
INDEX TO CONSOLIDATED FINANCIAL STATEMENTS
Page
CONSOLIDATED FINANCIAL STATEMENTS:
Reports of Independent Registered Public Accounting Firm (PCAOB ID Number 248 )
42
Consolidated Balance Sheet s as of December 31, 202 4 and 202 3
44
Consolidated Statements of Operations for the Years Ended December 31, 202 4 , 202 3 and 202 2
45
Consolidated Statements of Changes in Stockholders’ Equity for the Years Ended December 31, 202 4 , 202 3 and 202 2
46
Consolidated Statements of Cash Flows for the Years Ended December 31, 202 4 , 202 3 and 202 2
47
Notes to Consolidated Financial Statements
48
41
Report of Independent Registered Public Accounting Firm
Board of Directors and Stockholders
Carriage Services, Inc.
Opinion on the financial statements
We have audited the accompanying consolidated balance sheets of Carriage Services, Inc. (a Delaware corporation) and subsidiaries (the “Company”) as of December 31, 2024 and 2023, the related consolidated statements of operations, changes in stockholders’ equity, and cash flows for each of the three years in the period ended December 31, 2024, and the related notes and financial statement schedule included under Item 15(2) (collectively referred to as the “financial statements”). In our opinion, the financial statements present fairly, in all material respects, the financial position of the Company as of December 31, 2024 and 2023, and the results of its operations and its cash flows for each of the three years in the period ended December 31, 2024, in conformity with accounting principles generally accepted in the United States of America.
We also have audited, in accordance with the standards of the Public Company Accounting Oversight Board (United States) (“PCAOB”), the Company’s internal control over financial reporting as of December 31, 2024, based on criteria established in the 2013 Internal Control—Integrated Framework issued by the Committee of Sponsoring Organizations of the Treadway Commission (“COSO”), and our report dated February 28, 2025 expressed an unqualified opinion.
Basis for opinion
These financial statements are the responsibility of the Company’s management. Our responsibility is to express an opinion on the Company’s financial statements based on our audits. We are a public accounting firm registered with the PCAOB and are required to be independent with respect to the Company in accordance with the U.S. federal securities laws and the applicable rules and regulations of the Securities and Exchange Commission and the PCAOB.
We conducted our audits in accordance with the standards of the PCAOB. Those standards require that we plan and perform the audit to obtain reasonable assurance about whether the financial statements are free of material misstatement, whether due to error or fraud. Our audits included performing procedures to assess the risks of material misstatement of the financial statements, whether due to error or fraud, and performing procedures that respond to those risks. Such procedures included examining, on a test basis, evidence regarding the amounts and disclosures in the financial statements. Our audits also included evaluating the accounting principles used and significant estimates made by management, as well as evaluating the overall presentation of the financial statements. We believe that our audits provide a reasonable basis for our opinion.
Critical audit matters
Critical audit matters are matters arising from the current period audit of the financial statements that were communicated or required to be communicated to the audit committee and that: (1) relate to accounts or disclosures that are material to the financial statements and (2) involved our especially challenging, subjective, or complex judgments. We determined that there are no critical audit matters.
/s/ GRANT THORNTON LLP
We have served as the Company's auditor since 2014.
Dallas, Texas
February 28, 2025
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Report of Independent Registered Public Accounting Firm
Board of Directors and Stockholders
Carriage Services, Inc.
Opinion on internal control over financial reporting
We have audited the internal control over financial reporting of Carriage Services, Inc., (a Delaware corporation) and subsidiaries (the “Company”) as of December 31, 2024, based on criteria established in the 2013 Internal Control—Integrated Framework issued by the Committee of Sponsoring Organizations of the Treadway Commission (“COSO”). In our opinion, the Company maintained, in all material respects, effective internal control over financial reporting as of December 31, 2024, based on criteria established in the 2013 Internal Control—Integrated Framework issued by COSO.
We also have audited, in accordance with the standards of the Public Company Accounting Oversight Board (United States) (“PCAOB”), the consolidated financial statements of the Company as of and for the year ended December 31, 2024, and our report dated February 28, 2025 expressed an unqualified opinion on those financial statements.
Basis for opinion
The Company’s management is responsible for maintaining effective internal control over financial reporting and for its assessment of the effectiveness of internal control over financial reporting, included in the accompanying Management’s Report on Internal Control over Financial Reporting. Our responsibility is to express an opinion on the Company’s internal control over financial reporting based on our audit. We are a public accounting firm registered with the PCAOB and are required to be independent with respect to the Company in accordance with the U.S. federal securities laws and the applicable rules and regulations of the Securities and Exchange Commission and the PCAOB.
We conducted our audit in accordance with the standards of the PCAOB. Those standards require that we plan and perform the audit to obtain reasonable assurance about whether effective internal control over financial reporting was maintained in all material respects. Our audit included obtaining an understanding of internal control over financial reporting, assessing the risk that a material weakness exists, testing and evaluating the design and operating effectiveness of internal control based on the assessed risk, and performing such other procedures as we considered necessary in the circumstances. We believe that our audit provides a reasonable basis for our opinion.
Definition and limitations of internal control over financial reporting
A company’s internal control over financial reporting is a process designed to provide reasonable assurance regarding the reliability of financial reporting and the preparation of financial statements for external purposes in accordance with generally accepted accounting principles. A company’s internal control over financial reporting includes those policies and procedures that (1) pertain to the maintenance of records that, in reasonable detail, accurately and fairly reflect the transactions and dispositions of the assets of the company; (2) provide reasonable assurance that transactions are recorded as necessary to permit preparation of financial statements in accordance with generally accepted accounting principles, and that receipts and expenditures of the company are being made only in accordance with authorizations of management and directors of the company; and (3) provide reasonable assurance regarding prevention or timely detection of unauthorized acquisition, use, or disposition of the company’s assets that could have a material effect on the financial statements.
Because of its inherent limitations, internal control over financial reporting may not prevent or detect misstatements. Also, projections of any evaluation of effectiveness to future periods are subject to the risk that controls may become inadequate because of changes in conditions, or that the degree of compliance with the policies or procedures may deteriorate.
/s/ GRANT THORNTON LLP
Dallas, Texas
February 28, 2025
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CARRIAGE SERVICES, INC.
CONSOLIDATED BALANCE SHEETS
(in thousands, except share data)
December 31,
2024 2023
ASSETS
Current assets:
Cash and cash equivalents $ 1,165 $ 1,523
Accounts receivable, net 30,193 27,060
Inventories 7,920 8,347
Prepaid and other current assets 4,123 4,791
Current assets held for sale 1,135 —
Total current assets 44,536 41,721
Preneed cemetery trust investments 98,120 96,374
Preneed funeral trust investments 106,219 107,842
Preneed cemetery receivables, net 50,958 35,575
Receivables from preneed funeral trusts, net 22,372 21,530
Property, plant and equipment, net 273,004 287,484
Cemetery property, net 109,576 114,580
Goodwill 414,859 423,643
Intangible and other non-current assets, net 40,427 37,677
Operating lease right-of-use assets 14,953 16,295
Cemetery perpetual care trust investments 85,103 85,331
Non-current assets held for sale 19,453 —
Total assets $ 1,279,580 $ 1,268,052
LIABILITIES AND STOCKHOLDERS' EQUITY
Current liabilities:
Current portion of debt and lease obligations $ 3,914 $ 3,842
Accounts payable 15,427 11,866
Accrued and other liabilities 38,460 35,362
Current liabilities held for sale 240 —
Total current liabilities 58,041 51,070
Acquisition debt, net of current portion 4,895 5,461
Long-term liabilities held for sale 13,842 —
Credit facility 135,382 177,794
Senior notes 396,597 395,905
Obligations under finance leases, net of current portion 6,045 5,831
Obligations under operating leases, net of current portion 14,035 15,797
Deferred preneed cemetery revenue 61,767 61,048
Deferred preneed funeral revenue 39,261 39,537
Deferred tax liability 51,429 52,127
Other long-term liabilities 1,179 1,855
Deferred preneed cemetery receipts held in trust 98,120 96,374
Deferred preneed funeral receipts held in trust 106,219 107,842
Care trusts’ corpus 84,218 84,351
Total liabilities 1,071,030 1,094,992
Commitments and contingencies:
Stockholders’ equity:
Common stock, $ 0.01 par value; 80,000,000 shares authorized and 26,881,355 and 26,627,319 shares issued, respectively and 15,253,537 and 14,999,501 shares outstanding, respectively
269 266
Additional paid-in capital 243,825 241,291
Retained earnings 243,209 210,256
Treasury stock, at cost; 11,627,818 shares
( 278,753 ) ( 278,753 )
Total stockholders’ equity 208,550 173,060
Total liabilities and stockholders’ equity $ 1,279,580 $ 1,268,052
The accompanying condensed notes are an integral part of these Consolidated Financial Statements.
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CARRIAGE SERVICES, INC.
CONSOLIDATED STATEMENTS OF OPERATIONS
(in thousands, except per share data)
Years Ended December 31,
2024 2023 2022
Revenue:
Service revenue $ 183,051 $ 182,166 $ 181,271
Property and merchandise revenue 186,932 169,490 161,970
Other revenue 34,215 30,864 26,933
404,198 382,520 370,174
Field costs and expenses:
Cost of service 90,704 91,799 87,322
Cost of merchandise 126,922 123,817 116,453
Cemetery property amortization 8,168 6,039 5,859
Field depreciation expense 13,729 14,166 13,316
Regional and unallocated funeral and cemetery costs 15,364 16,576 22,960
Other expenses 5,921 5,828 5,038
260,808 258,225 250,948
Gross profit 143,390 124,295 119,226
Corporate costs and expenses:
General, administrative and other 59,011 42,125 37,471
Net loss on divestitures, disposals and impairments charges 2,580 1,191 2,029
Operating income 81,799 80,979 79,726
Interest expense 32,075 36,266 25,895
Loss on extinguishment of debt — — 190
Net gain on property damage, net of insurance claims ( 417 ) ( 343 ) ( 3,471 )
Other, net 61 ( 1,373 ) ( 82 )
Income before income taxes 50,080 46,429 57,194
Expense for income taxes 16,079 13,186 16,243
Expense (benefit) related to discrete income tax items 1,048 ( 170 ) ( 430 )
Total expense for income taxes 17,127 13,016 15,813
Net income $ 32,953 $ 33,413 $ 41,381
Basic earnings per common share: $ 2.17 $ 2.24 $ 2.78
Diluted earnings per common share: $ 2.10 $ 2.14 $ 2.63
Dividends declared per common share: $ 0.4500 $ 0.4500 $ 0.4500
Weighted average number of common and common equivalent shares outstanding:
Basic 14,971 14,803 14,857
Diluted 15,443 15,455 15,710
The accompanying condensed notes are an integral part of these Consolidated Financial Statements.
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CARRIAGE SERVICES, INC.
CONSOLIDATED STATEMENTS OF CHANGES IN STOCKHOLDERS’ EQUITY
(in thousands)
Shares Outstanding Common Stock Additional Paid-in Capital Retained Earnings Treasury Stock Total
Balance – December 31, 2021 15,332 $ 263 $ 236,809 $ 135,462 $ ( 244,519 ) $ 128,015
Net income — — — 41,381 — 41,381
Issuance of common stock from employee stock purchase plan 52 1 1,685 — — 1,686
Issuance of common stock to directors and board advisor 12 — 435 — — 435
Exercise of stock options 10 — ( 63 ) — — ( 63 )
Restricted common stock and stock options surrendered for taxes paid ( 6 ) — ( 205 ) — — ( 205 )
Stock-based compensation expense — — 5,524 — — 5,524
Dividends on common stock — — ( 6,763 ) — — ( 6,763 )
Treasury stock acquired ( 695 ) — — — ( 34,234 ) ( 34,234 )
Other 27 — 1,358 — — 1,358
Balance – December 31, 2022 14,732 $ 264 $ 238,780 $ 176,843 $ ( 278,753 ) $ 137,134
Net income — — — 33,413 — 33,413
Issuance of common stock from employee stock purchase plan 63 — 1,494 — — 1,494
Issuance of common stock to directors and board advisor 16 — 451 — — 451
Issuance of common stock to former executive 30 — 826 — — 826
Issuance of restricted common stock 142 2 ( 2 ) — — —
Exercise of stock options 12 — ( 174 ) — — ( 174 )
Restricted common stock and stock options surrendered for taxes paid ( 3 ) — ( 78 ) — — ( 78 )
Stock-based compensation expense — — 6,426 — — 6,426
Dividends on common stock — — ( 6,708 ) — — ( 6,708 )
Other 8 — 276 — — 276
Balance – December 31, 2023 15,000 $ 266 $ 241,291 $ 210,256 $ ( 278,753 ) $ 173,060
Net income — — — 32,953 — 32,953
Issuance of common stock from employee stock purchase plan 57 — 1,187 — — 1,187
Issuance of common stock to directors and board advisor 17 — 531 — — 531
Issuance of restricted common stock 157 2 ( 2 ) — — —
Exercise of stock options 68 1 1,439 — — 1,440
Restricted common stock and stock options surrendered for taxes paid ( 76 ) — ( 593 ) — — ( 593 )
Stock-based compensation expense — — 5,989 — — 5,989
Dividends on common stock — — ( 6,807 ) — — ( 6,807 )
Other 31 — 790 — — 790
Balance – December 31, 2024 15,254 $ 269 $ 243,825 $ 243,209 $ ( 278,753 ) $ 208,550
The accompanying notes are an integral part of these Consolidated Financial Statements.
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CARRIAGE SERVICES, INC.
CONSOLIDATED STATEMENTS OF CASH FLOWS
(in thousands)
Years Ended December 31,
2024 2023 2022
Cash flows from operating activities:
Net income $ 32,953 $ 33,413 $ 41,381
Adjustments to reconcile net income to net cash provided by operating activities:
Depreciation and amortization 22,890 21,117 19,799
Provision for credit losses 3,351 3,050 2,818
Stock-based compensation expense 6,520 7,703 5,959
Deferred income tax (benefit) expense ( 698 ) 3,307 3,036
Amortization of intangibles 1,357 1,401 1,286
Amortization of debt issuance costs 622 699 552
Amortization and accretion of debt 539 515 493
Loss on extinguishment of debt — — 190
Net loss on divestitures, disposals and impairment charges 2,580 1,191 2,029
Net gain on property damage, net of insurance claims ( 417 ) ( 343 ) ( 3,471 )
Gain on sale of excess land — ( 1,407 ) ( 155 )
Changes in operating assets and liabilities that provided (used) cash:
Accounts and preneed receivables ( 24,620 ) ( 8,122 ) ( 5,358 )
Inventories, prepaid and other current assets 1,056 ( 72 ) 2,295
Intangible and other non-current assets ( 4,402 ) ( 3,246 ) ( 1,917 )
Preneed funeral and cemetery trust investments 1,390 ( 775 ) ( 17,679 )
Accounts payable 1,616 169 ( 101 )
Accrued and other liabilities 3,590 2,988 ( 9,120 )
Deferred preneed funeral and cemetery revenue 6,866 14,968 1,302
Deferred preneed funeral and cemetery receipts held in trust ( 3,197 ) ( 966 ) 17,685
Net cash provided by operating activities 51,996 75,590 61,024
Cash flows from investing activities:
Acquisitions of businesses and real property — ( 44,500 ) ( 33,876 )
Proceeds from divestitures and sale of other assets 12,057 4,132 5,027
Proceeds from insurance claims 403 1,403 2,440
Capital expenditures ( 16,098 ) ( 18,039 ) ( 26,081 )
Net cash used in investing activities ( 3,638 ) ( 57,004 ) ( 52,490 )
Cash flows from financing activities:
Borrowings from the credit facility 54,900 86,100 155,400
Payments against the credit facility ( 97,000 ) ( 97,700 ) ( 120,100 )
Payment of debt issuance costs for the credit facility ( 781 ) — ( 922 )
Payments on acquisition debt and obligations under finance leases ( 1,061 ) ( 1,167 ) ( 882 )
Proceeds from the exercise of stock options and employee stock purchase plan contributions 2,626 1,494 1,745
Taxes paid on restricted stock vesting and exercise of stock options ( 593 ) ( 252 ) ( 327 )
Dividends paid on common stock ( 6,807 ) ( 6,708 ) ( 6,763 )
Purchase of treasury stock — — ( 36,663 )
Net cash used in financing activities ( 48,716 ) ( 18,233 ) ( 8,512 )
Net (decrease) increase in cash and cash equivalents during the year ( 358 ) 353 22
Cash and cash equivalents at beginning of year 1,523 1,170 1,148
Cash and cash equivalents at end of year $ 1,165 $ 1,523 $ 1,170
The accompanying notes are an integral part of these Consolidated Financial Statements.
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Table of Contents
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
1. BASIS OF PRESENTATION AND SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES
The Company
Carriage Services, Inc. (“Carriage,” the “Company,” “we,” “us,” or “our”) is a leading provider of funeral and cemetery services and merchandise in the United States. Our operations are reported in two business segments: Funeral Home Operations, which currently accounts for approximately 65 % of our total revenue and Cemetery Operations, which currently accounts for approximately 35 % of our total revenue. At December 31, 2024, we operated 162 funeral homes in 26 states and 31 cemeteries in 11 states.
Our funeral home operations are principally service businesses that generate revenue from sales of burial and cremation services and related merchandise, such as caskets and urns. Funeral services include consultation, the removal and preparation of remains, the sale of caskets and related funeral merchandise, the use of funeral home facilities for visitation and memorial services and transportation services. We provide funeral services and products on both an “atneed” (time of death) and “preneed” (planned prior to death) basis.
Our cemetery operations generate revenue primarily through sales of cemetery interment rights (primarily grave sites, lawn crypts, mausoleum spaces and niches), related cemetery merchandise (such as memorial markers, outer burial containers and monuments) and services (interments, inurnments and installation of cemetery merchandise). We provide cemetery services and products on both an atneed and preneed basis.
Principles of Consolidation
The accompanying Consolidated Financial Statements include the Company and its subsidiaries. All significant intercompany balances and transactions have been eliminated.
Use of Estimates
The preparation of our Consolidated Financial Statements requires us to make estimates and judgments that affect the reported amounts of assets, liabilities, revenue and expenses. On an ongoing basis, we evaluate our critical estimates and judgments, which include those related to the impairment of goodwill and the fair value measurements used in business combinations. These policies are considered critical because they may result in fluctuations in our reported results from period to period due to the significant judgments, estimates and assumptions about complex and inherently uncertain matters and because the use of different judgments, assumptions or estimates could have a material impact on our financial condition or results of operations. Actual results may differ from these estimates and such estimates may change if the underlying conditions or assumptions change. Historical performance should not be viewed as indicative of future performance because there can be no assurance the margins, operating income and net earnings, as a percentage of revenue, will be consistent from period to period.
Cash and Cash Equivalents
We consider all highly liquid investments purchased with an original maturity of three months or less to be cash equivalents. We maintain cash and cash equivalents at United States financial institutions for which the combined account balances in individual institutions may exceed FDIC insurance coverage and, as a result, there is a concentration of credit risk related to amounts on deposit in excess of FDIC insurance coverage. As of December 31, 2024, approximately $ 3.3 million of our deposits were not covered by FDIC insurance. We have not experienced any losses and believe we are not exposed to any significant risk with such accounts.
Funeral and Cemetery Receivables
Our funeral receivables are recorded in Accounts receivable, net and primarily consist of amounts due for funeral services already performed.
Atneed cemetery receivables and preneed cemetery receivables with payments expected to be received within one year from the balance sheet date are also recorded in Accounts receivable, net. Preneed cemetery receivables with payments expected to be received beyond one year from the balance sheet date are recorded in Preneed cemetery receivables, net. Our cemetery receivables generally consist of preneed sales of cemetery interment rights and related products and services, which are typically financed through interest-bearing installment sales contracts, generally with terms of up to five years , with such interest income reflected as Other revenue . In substantially all cases, we receive an initial down payment at the time the contract is signed.
For our funeral and atneed cemetery receivables, we have a collections policy where statements are sent to the customer at 30 days past due. Past due notification letters are sent at 45 days and continue until payment is received or the contract is placed
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NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (continued)
with a third-party collections agency. For our preneed cemetery receivables, we have a collections policy where past due notification letters are sent to the customer beginning at 15 days past due and periodically thereafter until payment is received or the contract is cancelled.
Our allowance for credit losses reflects our best estimate of expected credit losses over the term of both our funeral and cemetery receivables. Our policy is to write off receivables when we have determined they will no longer be collectible. Write-offs are applied as a reduction to the allowance for credit losses and any recoveries of previous write-offs are netted against bad debt expense in the period recovered.
We determine our allowance for credit losses by using a loss-rate methodology, in which we assess our historical write-off of receivables against our total receivables over several years. From this historical loss-rate approach, we also consider the current and forecasted economic conditions expected to be in place over the life of our receivables. These estimates are impacted by a number of factors, including changes in the economy, demographics and competition in our local communities. We monitor our ongoing credit exposure through an active review of our customers’ receivables balance against contract terms and due dates. Our activities include timely performance of our accounts receivable reconciliations, assessment of our aging of receivables, dispute resolution and payment confirmation. We monitor any change in our historical write-off of receivables utilized in our loss-rate methodology and assess forecasted changes in market conditions within our credit reserve.
See Note 6 to the Consolidated Financial Statements for additional information related to our funeral and cemetery receivables.
Inventory
Inventory consists primarily of caskets, outer burial containers and cemetery monuments and markers and is recorded at the lower of its cost basis or net realizable value. Inventory is relieved using specific identification in fulfillment of performance obligations on our contracts.
Business Combinations
Tangible and intangible assets acquired, and liabilities assumed are recorded at fair value and goodwill is recognized for any difference between the price of the acquisition and fair value. We recognize the assets acquired, the liabilities assumed and any non-controlling interest in the acquiree at the acquisition date, measured at the fair value as of that date. Acquisition related costs are recognized separately from the acquisition and are expensed as incurred. We customarily estimate related transaction costs known at closing. To the extent that information not available to us at the closing date subsequently becomes available during the allocation period, we may adjust goodwill, intangible assets, assets or liabilities associated with the acquisition.
See Note 3 to the Consolidated Financial Statements for additional information related to acquisitions.
Divested Operations
Prior to divesting a funeral home or cemetery, we first determine whether the sale of the net assets and activities (together referred to as a “set”) qualifies as a business. First, we perform a screen test to determine if the set is not a business. The principle of the screen is that if substantially all of the fair value of the gross assets sold resides in a single asset or group of similar assets, the set is not a business. If the screen is not met, we perform an assessment to determine if the set is a business by evaluating whether the set has both inputs and a substantive process that together significantly contribute to the ability to create outputs. When both inputs and a substantive process are present then the set is determined to be a business, and we consider the accounting treatment of goodwill for that set (see discussion of Goodwill below). Goodwill is only allocated to the sale if the set is considered to be a business.
See Notes 4 and 5 to the Consolidated Financial Statements for additional information related to divestitures.
Goodwill
The excess of the purchase price over the fair value of identifiable net assets of funeral home businesses and cemeteries acquired is recorded as goodwill. Goodwill has an indefinite life and is not subject to amortization. As such, we test goodwill for impairment on an annual basis as of August 31 st each year. Under current guidance, we are permitted to first assess qualitative factors to determine whether it is more-likely-than not that the fair value of a reporting unit is less than its carrying amount as a basis for determining whether it is necessary to perform a quantitative goodwill impairment test.
We performed our most recent annual goodwill impairment test as of August 31, 2024. We intend to perform a quantitative impairment test at least once every three years and perform a qualitative assessment during the remaining two years. We conducted a quantitative assessment in 2022 and a qualitative assessment in 2023 and 2024. In addition to our annual test, we assess the impairment of goodwill whenever events or changes in circumstances indicate that the carrying value of a reporting unit may be greater than fair value. Factors that could trigger an interim impairment review include, but are not
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NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (continued)
limited to, significant negative industry or economic trends and significant adverse changes in the business climate, which may be indicated by a decline in our market capitalization or decline in operating results.
Our quantitative goodwill impairment test involves estimates and management judgment. In the quantitative analysis, we compare the fair value of each reporting unit to its carrying value, including goodwill. If the fair value of the reporting unit exceeds its carrying amount, the goodwill of that reporting unit is not considered impaired. We determine fair value for each reporting unit using both an income approach, weighted 90%, and a market approach, weighted 10%. Our methodology for determining an income-based fair value is based on discounting projected future cash flows. The projected future cash flows include assumptions concerning future operating performance and economic conditions that may differ from actual future cash flows discounted at our weighted average cost of capital based on market participant assumptions. Our methodology for determining a market approach fair value utilizes the guideline public company method, in which we rely on market multiples of comparable companies operating in the same industry as the individual reporting units. In accordance with the guidance, if the fair value of the reporting unit is less than its carrying amount an impairment charge is recorded in an amount equal to the difference.
Goodwill is only allocated to a divestiture if the set is considered to be a business. When we divest a portion of a reporting unit that constitutes a business in accordance with GAAP, we allocate goodwill associated with that business to be included in the gain or loss on divestiture. The goodwill allocated is based on the relative fair value of the business being divested and the portion of the reporting unit that will be retained. Additionally, after each divestiture, we will test the goodwill remaining in the portion of the reporting unit to be retained for impairment using a qualitative assessment unless we deem a quantitative assessment to be appropriate to ensure the fair value of our reporting units is greater than their carrying value.
See Notes 4 and 5 to the Consolidated Financial Statements for additional information related to goodwill.
Intangible Assets
Our intangible assets include tradenames resulting from acquisitions and are included in Intangible and other non-current assets, net on our Consolidated Balance Sheets. Our tradenames are considered to have an indefinite life and are not subject to amortization. As such, we test our intangible assets for impairment on an annual basis as of August 31 st each year. Under current guidance, we are permitted to first assess qualitative factors to determine whether it is more-likely-than not that the fair value of the tradename is less than its carrying amount as a basis for determining whether it is necessary to perform a quantitative impairment test.
We performed our most recent annual intangible assets impairment test as of August 31, 2024. We intend to perform a quantitative impairment test at least once every three years and perform a qualitative assessment during the remaining two years. We conducted a quantitative assessment in 2022 and a qualitative assessment in 2023 and 2024. In addition to our intangible assets annual test, we assess the impairment of intangible assets whenever certain events or changes in circumstances indicate that the carrying value of the intangible asset may be greater than the fair value. Factors that could trigger an interim impairment review include, but are not limited to, significant under-performance relative to historical or projected future operating results and significant negative industry or economic trends.
Our quantitative intangible asset impairment test involves estimates and management judgment. Our quantitative analysis is performed using the relief from royalty method, which measures the tradenames by determining the value of the royalties that we are relieved from paying due to our ownership of the asset. We determine the fair value of the asset by discounting the cash flows that represent a savings in lieu of paying a royalty fee for use of the tradename. The discounted cash flow valuation uses projections of future cash flows and includes assumptions concerning future operating performance and economic conditions that may differ from actual future cash flows and the determination and application of an appropriate royalty rate and discount rate. To estimate the royalty rates for the individual tradename, we mainly rely on the profit split method, but also consider the comparable third-party license agreements and the return on asset method. A scorecard is used to assess the relative strength of the individual tradename to further adjust the royalty rates selected under the profit-split method for qualitative factors. In accordance with the guidance, if the fair value of the tradename is less than its carrying amount, then an impairment charge is recorded in an amount equal to the difference.
See Note 11 to the Consolidated Financial Statements for additional information related to intangible assets.
Preneed and Perpetual Care Trust Funds
Preneed sales generally require deposits to a trust or purchase of a third-party insurance product. We have established a variety of trusts in connection with funeral home and cemetery operations as required under applicable state laws. Such trusts include (i) preneed funeral trusts; (ii) preneed cemetery merchandise and service trusts; and (iii) cemetery perpetual care trusts.
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NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (continued)
Our preneed and perpetual care trust funds are reported in accordance with the principles of consolidating Variable Interest Entities (“VIEs”). In the case of preneed trusts, the customers are the legal beneficiaries. In the case of perpetual care trusts, we do not have a right to access the corpus in the perpetual care trusts.
Our trust fund assets are reflected in our financial statements as Preneed cemetery trust investments, Preneed funeral trust investments and Cemetery perpetual care trust investments. We have recognized financial interests of third parties in the trust funds in our financial statements as Deferred preneed funeral and cemetery receipts held in trust and Care trusts’ corpus .
Fixed income securities are classified as trading securities and accounted for at fair value. Equity securities with readily determinable market values are accounted for at fair value. The fair value of our trust fund assets is accounted for as Collateralized Financing Entities (“CFEs”) in ASC Topic 810. The accounting guidance for CFEs allows companies to elect to measure both the financial assets and financial liabilities using the more observable of the fair value of the financial assets or fair value of the financial liabilities. Pursuant to this guidance, we have determined the fair value of the financial assets of the trusts are more observable and we first measure those financial assets at fair value. Our fair value of the financial liabilities mirrors the fair value of the financial assets, in accordance with the ASC. Any changes in fair value are recognized in earnings.
In accordance with respective state laws, we are required to deposit a specified amount into perpetual and memorial care trust funds for each interment right and certain memorials sold. Income from the trust funds is distributed to us and used to provide for the care and maintenance of the cemeteries and mausoleums. Trust fund income is recognized as revenue when realized by the trust and distributable to us. We are restricted from withdrawing any of the principal balances of these funds.
An enterprise is required to perform an analysis to determine whether the enterprise’s variable interest(s) give it a controlling financial interest in a VIE. This analysis identifies the primary beneficiary of a VIE as the enterprise that has both the power to direct the activities of the VIE that most significantly impact the entity’s economic performance and the obligation to absorb losses of the entity that could potentially be significant to the VIE or the right to receive benefits from the entity that could potentially be significant to the VIE. Our analysis continues to support our position as the primary beneficiary in the majority of our funeral and cemetery trust funds.
Our preneed funeral and preneed cemetery merchandise and service trusts, as well as the corresponding trust liabilities, are reflected in our financial statements net of an allowance for contract cancellations. We determine this allowance based on our five-year historical experience of contract cancellations. On an ongoing basis, we monitor our historical trend and adjust our allowance accordingly.
See Notes 8 and 9 to the Consolidated Financial Statements for additional information related to preneed and perpetual care trust funds.
Deferred Revenue
We have preneed funeral trust fund assets in trusts that are controlled and operated by third parties in which we do not have a controlling financial interest (less than 50%) in the trust assets. We account for these investments at cost, reflected in our financial statements as Receivables from preneed funeral trusts, net, with a corresponding amount recognized as Deferred preneed funeral revenue .
Under certain state regulations, we are allowed to retain certain amounts not required to be deposited to a trust or used to purchase a third-party insurance policy. These amounts we retain represent future revenue that are not held in trust accounts and are recorded in Deferred preneed funeral and cemetery revenue. Future revenue that are held in trust accounts are included in Deferred preneed funeral and cemetery receipts held in trust discussed above.
During the year ended December 31, 2023, we withdrew $ 8.6 million of realized capital gains and earnings from our preneed funeral and cemetery trust investments. We did not withdraw any realized capital gains and earnings from our preneed trust investments during the year ended December 31, 2024. In certain states, we are allowed to make these withdrawals prior to the delivery of preneed merchandise and service contracts. The realized capital gains and earnings withdrawn increase our cash flow from operations, but are not recognized as revenue in our Consolidated Statements of Operations, however, they reduce our Preneed funeral trust investments and Preneed cemetery trust investments and increase our Deferred preneed funeral revenue and Deferred preneed cemetery revenue.
Held for Sale
The Company classifies assets and liabilities (disposal groups) to be sold as held for sale (“HFS”) in the period in which all of the following criteria are met: (1) management, having the authority to approve the action, commits to a plan to sell the disposal group; (2) the disposal group is available for immediate sale in its present condition subject only to terms that are usual and customary for sales of such disposal groups; (3) an active program to locate a buyer and other actions required to complete the plan to sell the disposal group have been initiated; (4) the sale of the disposal group is probable, and transfer of the disposal group is expected to qualify for recognition as a completed sale within one year, except if events or circumstances beyond the
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NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (continued)
Company’s control extend the period of time required to sell the disposal group beyond one year; (5) the disposal group is being actively marketed for sale at a price that is reasonable in relation to its current fair value; and (6) actions required to complete the plan indicate that it is unlikely that significant changes to the plan will be made or that the plan will be withdrawn.
The Company initially measures a disposal group that is classified as held for sale at the lower of its carrying value or fair value less any costs to sell. Any loss resulting from this measurement is recognized in the period in which the held for sale criteria are met. Conversely, gains are not recognized on the sale of a disposal group until the date of sale. The Company assesses the fair value of a disposal group, less any costs to sell, each reporting period it remains classified as held for sale and reports any subsequent changes as an adjustment to the carrying value of the disposal group, as long as the new carrying value does not exceed the carrying value of the disposal group at the time it was initially classified as held for sale. Additionally, depreciation is not recorded during the period in which the long-lived assets, included in the disposal group, are classified as held for sale.
Upon determining that a disposal group meets the criteria to be classified as held for sale, the Company reports the assets and liabilities of the disposal group, if material, in the line items current and non-current assets held for sale and current and long-term liabilities held for sale in the Consolidated Balance Sheets.
During the year ended December 31, 2024, the Company announced that it was exploring the divestiture of certain non-core businesses in markets that no longer aligned with its strategic objectives and is undergoing a process to find a suitable buyer of these businesses. We expect to close on the sale of these businesses within the next twelve months. As of December 31, 2024, the assets and liabilities of these non-core businesses, included in our funeral home and cemetery segments, have been classified as held for sale.
The table below presents the carrying amounts of the assets and liabilities included as part of the expected sale (in thousands):
December 31, 2024
Accounts receivable, net $ 833
Inventories 302
Current assets held for sale $ 1,135
Preneed cemetery trust investments $ 4,876
Preneed funeral trust investments 2,197
Preneed cemetery receivables, net 1,671
Property, plant and equipment, net 4,898
Cemetery property, net 3,362
Intangible and other non-current assets, net 215
Cemetery perpetual care trust investments 2,234
Non-current assets held for sale $ 19,453
Accounts payable $ 94
Accrued and other liabilities 146
Current liabilities held for sale $ 240
Deferred preneed cemetery revenue $ 3,517
Deferred preneed funeral revenue 1,018
Deferred preneed cemetery receipts held in trust 4,876
Deferred preneed funeral receipts held in trust 2,197
Care trusts’ corpus 2,234
Long-term liabilities held for sale $ 13,842
Fair Value Measurements
We measure the securities held by our funeral merchandise and service, cemetery merchandise and service, and cemetery perpetual care trusts at fair value on a recurring basis in accordance with ASC Topic 820. This guidance defines fair value as the price that would be received in the sale of an asset or paid to transfer a liability in an orderly transaction between market participants at the measurement date for items that are recognized or disclosed at fair value in the financial statements on a recurring basis (at least annually). The guidance establishes a three-level valuation hierarchy for disclosure of fair value
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NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (continued)
measurements. The valuation hierarchy is based upon the transparency of inputs to the valuation of an asset or liability as of the measurement date.
We disclose the extent to which fair value is used to measure financial assets and liabilities, the inputs utilized in calculating valuation measurements, and the effect of the measurement of significant unobservable inputs on earnings, or changes in net assets, as of the measurement date. We currently do not have any assets that have fair values determined by Level 3 inputs and no liabilities measured at fair value.
In the ordinary course of business, we are typically exposed to a variety of market risks. Currently, these are primarily related to changes in fair market values related to outstanding debts and changes in the values of securities associated with the preneed and perpetual care trusts. Management is actively involved in monitoring exposure to market risk and developing and utilizing risk management techniques when appropriate and when available for a reasonable price.
See Notes 7 and 8 to the Consolidated Financial Statements for additional required disclosures related to the fair value measurement of our financial assets and liabilities.
Capitalized Commissions on Preneed Contracts
We capitalize sales commissions and other direct selling costs related to preneed cemetery merchandise and services and preneed funeral trust contracts as these costs are incremental and recoverable costs of obtaining a contract with a customer. Our capitalized commissions on preneed contracts are amortized on a straight-line basis over the average maturity period of ten years for our preneed funeral trust contracts and 8 years for our preneed cemetery merchandise and services contracts.
The selling costs related to the sales of cemetery interment rights, which include real property and other costs related to cemetery development activities, continue to be expensed using the specific identification method in the period in which the sale of the cemetery interment right is recognized as revenue. The selling costs related to preneed funeral insurance contracts continue to be expensed in the period incurred as these contracts are not included on our Consolidated Balance Sheets.
See Note 11 to the Consolidated Financial Statements for additional information related to capitalized commissions on preneed contracts.
Internally Developed Software
We capitalize costs incurred during the “application development stage” of an internally developed software project, meaning only costs directly related to designing, coding, and testing the software are capitalized, while preliminary project costs and post-implementation activities are expensed, and the capitalized software is then amortized over its estimated useful life, typically ranging from two to five years .
See Note 11 to the Consolidated Financial Statements for additional information related to internally developed software.
Property, Plant and Equipment
Property, plant and equipment are stated at cost. The costs of ordinary maintenance and repairs are charged to operations as incurred, while renewals and major replacements that extend the useful economic life of the asset are capitalized. Depreciation of property, plant and equipment is computed based on the straight-line method over the following estimated useful lives of the assets:
Years
Buildings and improvements 15 to 40
Furniture and fixtures 5 to 10
Machinery and equipment 3 to 15
Vehicles 5 to 7
Long-lived assets, such as property, plant and equipment and right-of-use assets (see discussion of Leases below) are reported at the lower of their carrying amount or fair value and are reviewed for impairment whenever events, such as significant negative industry or economic trends or changes in circumstances indicate that the carrying amount of an asset may not be recoverable. Factors that could trigger an impairment review include, but are not limited to, significant under-performance relative to historical or projected future operating results. We test the recoverability of our long-lived assets by comparing their carrying value to the sum of the undiscounted cash flows expected to result from the use of the assets over their remaining useful lives. We recognize an impairment loss if the carrying amount of the long-lived asset is not recoverable and exceeds its fair value.
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NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (continued)
Additionally, assets to be disposed of and assets not expected to provide any future service potential are recorded at the lower of their carrying amount or fair value less estimated costs to sell. If we determine that the carrying value is not recoverable from the proceeds of the sale, we record an impairment loss at that time.
Property, plant and equipment is comprised of the following (in thousands):
December 31, 2024 December 31, 2023
Land $ 86,609 $ 87,635
Buildings and improvements 265,231 263,522
Furniture, equipment and vehicles 72,052 74,372
Property, plant and equipment, at cost 423,892 425,529
Less: accumulated depreciation ( 145,990 ) ( 138,045 )
Property, plant and equipment, net including HFS
$ 277,902 $ 287,484
Less: Held for sale
( 4,898 ) —
Property, plant and equipment, net
$ 273,004 $ 287,484
During the year ended December 31, 2024, we sold six funeral homes and one cemetery that had a carrying value of property, plant and equipment of $ 3.1 million, which was included in the loss on sale and recorded in Net loss on divestitures, disposals and impairment charges on Consolidated Statements of Operations, more fully described in Note 5 to Consolidated Financial Statements.
Additionally, we sold real property for $ 1.1 million, with a carrying value of $ 0.8 million, resulting in a $ 0.3 million gain on the sale, which was recorded in Net loss on divestitures, disposals and impairment charges on Consolidated Statements of Operations.
During the year ended December 31, 2023, we acquired $ 12.8 million of property, plant and equipment related to our acquisition of a business located in Bakersfield, CA, as more fully described in Note 3 to the Consolidated Financial Statements and $ 3.1 million related to the acquisition of real property.
Additionally, we sold real property for $ 3.1 million, with a carrying value of $ 1.7 million, resulting in a $ 1.4 million gain on the sale. We also divested one funeral home that had a carrying value of property, plant and equipment of $ 0.3 million, which was included in the loss on the sale of divestitures and recorded in Net loss on divestitures, disposals and impairment charges on our Consolidated Statements of Operations.
Our growth and maintenance capital expenditures totaled $ 9.1 million, $ 10.9 million and $ 18.4 million for the years ended December 31, 2024, 2023 and 2022, respectively, for property, plant, equipment. In addition, we recorded depreciation expense of $ 14.3 million, $ 14.7 million and $ 13.7 million for the years ended December 31, 2024, 2023 and 2022, respectively.
Cemetery Property
When we acquire a cemetery, we utilize an internal and external approach to determine the fair value of the cemetery property. From an external perspective, we obtain an accredited appraisal to provide reasonable assurance for property existence, property availability (unrestricted) for development, property lines, available spaces to sell, identifiable obstacles or easements and general valuation inclusive of known variables in that market. From an internal perspective, we conduct a detailed analysis of the acquired cemetery property using other cemeteries in our portfolio as a benchmark. This provides the added benefit of relevant data that is not available to third-party appraisers. Through this thorough internal process, we are able to identify viable costs of property based on historical experience, particular markets and demographics, reasonable margins, practical retail prices and park infrastructure and condition.
Cemetery property totaled $ 112.9 million and $ 114.6 million, net of accumulated amortization of $ 72.6 million and $ 64.6 million at December 31, 2024 and 2023, respectively, which includes $ 3.4 million of cemetery property held for sale at December 31, 2024. When cemetery property is sold, the value of the cemetery property (interment right costs) is expensed as amortization using the specific identification method in the period in which the sale of the interment right is recognized as revenue.
Our growth capital expenditures totaled $ 7.0 million, $ 7.1 million and $ 7.7 million for the years ended December 31, 2024, 2023 and 2022, respectively, for cemetery property development. We recorded amortization expense for cemetery interment rights of $ 8.2 million, $ 6.0 million and $ 6.1 million for the years ended December 31, 2024, 2023 and 2022, respectively.
During the year ended December 31, 2024, we sold one cemetery that had a carrying value of cemetery property of $ 0.8 million, which was included in the loss on sale and recorded in Net loss on divestitures, disposals and impairment charges on Consolidated Statements of Operations, more fully described in Note 5 to Consolidated Financial Statements.
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NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (continued)
During the year ended December 31, 2023, we acquired cemetery property for $ 9.0 million related to our acquisition of a business located in Bakersfield, CA, as more fully described in Note 3 to the Consolidated Financial Statements. We also sold two cemeteries that had a carrying value of cemetery property of $ 0.8 million, which was included in the loss on the sale of divestitures and recorded in Net loss on divestitures, disposals and impairment charges on our Consolidated Statements of Operations.
Leases
We have operating and finance leases. We lease certain office facilities, certain funeral homes, vehicles and equipment under operating leases with original terms ranging from one to twenty years . Many leases include one or more options to renew, some of which include options to extend the leases for up to forty years . We lease certain funeral homes, vehicles and equipment under finance leases with original terms ranging from three and a half to forty years . We do not have any material lease agreements with residual value guarantees, sale-leaseback terms, material restrictive covenants, related parties or sublease arrangements.
We determine if an arrangement is a lease at inception based on the facts and circumstances of the agreement. A right-of-use (“ROU”) asset represents our right to use the underlying asset for the lease term and the lease liability represents our obligation to make lease payments arising from the lease. ROU assets and lease liabilities are recognized on our Consolidated Balance Sheets at the lease commencement date based on the present value of lease payments over the lease term. For our leases that do not provide an implicit interest rate in the agreement, we use our incremental borrowing rate based on the information available at the commencement date to determine the present value of lease payments. The lease terms used to calculate the ROU asset and related lease liability include options to extend the lease when it is reasonably certain that we will exercise that option. Lease expense for operating leases is recognized on a straight-line basis over the lease term as an operating expense, while the expense for finance leases is recognized as depreciation expense and interest expense using the effective interest method of recognition. Variable lease payment amounts that cannot be determined at the commencement of the lease such as increases in lease payments based on changes in index rates or usage, are not included in the ROU assets or liabilities. These are expensed as incurred and recorded as variable lease expense. We have real estate lease agreements which require payments for lease and non-lease components, and we account for these as a single lease component. Leases with an initial term of 12 months or less, that do not include an option to renew the underlying asset, are not recorded on our Consolidated Balance Sheets and expense is recognized on a straight-line basis over the lease term.
Operating lease ROU assets are included in Operating lease right-of-use assets and operating lease liabilities are included in Current portion of operating lease obligation s and Obligations under operating leases, net of current portion on our Consolidated Balance Sheets. Finance lease ROU assets are included in Property, plant and equipment, net and finance lease liabilities are included in Current portion of finance lease obligations and O bligations under finance leases, net of current portion on our Consolidated Balance Sheets.
See Note 14 to the Consolidated Financial Statements for additional information related to leases.
Equity Plans and Stock-Based Compensation
We have equity-based employee and director compensation plans under which we have granted stock awards, stock options and performance awards. We also have an employee stock purchase plan (the “ESPP”). We recognize compensation expense in an amount equal to the fair value of the stock-based awards expected to vest or to be purchased over the requisite service period. We recognize the effect of forfeitures in compensation cost when they occur and any previously recognized compensation cost for an award is reversed in the period that the award is forfeited.
Fair value is determined on the date of the grant. The fair value of restricted stock is determined using the stock price on the grant date. The fair value of options or awards containing options is determined using the Black-Scholes valuation model or the Monte-Carlo simulation pricing model. The fair value of the performance awards related to market performance conditions is determined using the Monte-Carlo simulation pricing model. The fair value of the ESPP is determined based on the discount element offered to employees and the embedded option element, which is determined using an option calculation model.
We recognize all excess tax benefits and tax deficiencies (including tax benefits of dividends on share-based payment awards) as income tax benefit or expense in the income statement. We treat the tax effects of exercised or vested awards as discrete items in the reporting period in which they occur. For the year ended December 31, 2024, the excess tax deficiency related to share-based payments was $ 0.8 million. We had immaterial amounts of excess tax deficiency for the years ended December 31, 2023 and 2022. Excess tax benefits and deficiencies are recorded within Expense (benefit) related to discrete income tax items on our Consolidated Statements of Operations and are included in operating cash flows on the Consolidated Statements of Cash Flows.
See Note 17 to the Consolidated Financial Statements for additional information related to equity plans and stock-based compensation.
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NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (continued)
Revenue Recognition
Funeral and Cemetery Operations Revenue is recognized when control of the merchandise or services is transferred to the customer. Our performance obligations include the delivery of funeral and cemetery merchandise and services and cemetery property interment rights. Control transfers when merchandise is delivered or services are performed. For cemetery property interment rights, control transfers to the customer when the property is developed and the interment right has been sold and can no longer be marketed or sold to another customer. On our atneed contracts, we generally deliver the merchandise and perform the services at the time of need.
Memorial services frequently include performance obligations to direct the service, provide facilities and motor vehicles, catering, flowers, and stationary products. All other performance obligations on these contracts, including arrangement, removal, preparation, embalming, cremation, interment, and delivery of urns and caskets and related memorialization merchandise are fulfilled at the time of need. Personalized marker merchandise and marker installation services sold on atneed contracts are recognized when control is transferred to the customer, generally when the marker is delivered and installed in the cemetery.
Some of our contracts with customers include multiple performance obligations. For these contracts, we allocate the transaction price to each performance obligation based on its relative standalone selling price, which is based on prices charged to customers per our general price list. We recognize revenue when the merchandise is transferred or the service is performed, in satisfaction of the corresponding performance obligation. Sales taxes collected are recognized on a net basis in our Consolidated Financial Statements.
Ancillary funeral service revenue, which is recorded in Other revenue, represents revenue from our flower shop, pet cremation business and online cremation businesses. Revenue is recognized when control of the merchandise or services is transferred to the customer and are primarily sold on an atneed basis.
The earnings from our preneed trust investments, as well as trust management fees charged by our wholly owned registered investment advisory firm CSV RIA are recorded in Other revenue . At December 31, 2024, CSV RIA provided investment management and advisory services to approximately 80 % of our trust assets, for a fee based on the market value of trust assets. Under state trust laws, we are allowed to charge the trust a fee for advising on the investment of the trust assets and these fees are recognized as income in the period in which services are provided.
Balances due on undelivered preneed funeral trust contracts have reduced Deferred preneed funeral revenue by $ 10.2 million and $ 10.7 million at December 31, 2024 and 2023, respectively. As these performance obligations are to be completed after the date of death, we cannot quantify the recognition of revenue in future periods. However, we estimate an average maturity period of 10 years for preneed funeral contracts.
Balances due from customers on delivered preneed cemetery contracts are included in Accounts receivable, net and Preneed cemetery receivables, net on our Consolidated Balance Sheets. Balances due on undelivered preneed cemetery contracts have reduced Deferred preneed cemetery revenue on our Consolidated Balance Sheets by $ 13.6 million and $ 15.8 million at December 31, 2024 and 2023, respectively. As these performance obligations are to be completed after the date of death, we cannot quantify the recognition of revenue in future periods. However, we estimate an average maturity period of eight years for preneed cemetery contracts.
See Note 20 to the Consolidated Financial Statements for additional information related to revenue.
Income Taxes
We and our subsidiaries file a consolidated U. S. federal income tax return, separate income tax returns in 15 states in which we operate and combined or unitary income tax returns in 14 states in which we operate. We record deferred taxes for temporary differences between the tax basis and financial reporting basis of assets and liabilities. We classify our deferred tax liabilities and assets as non-current on our Consolidated Balance Sheets.
We record a valuation allowance to reflect the estimated amount of deferred tax assets for which realization is uncertain. Management reviews the valuation allowance at the end of each quarter and makes adjustments if it is determined that it is more-likely-than not that the tax benefits will be realized.
We analyze tax benefits for uncertain tax positions and how they are to be recognized, measured, and derecognized in the financial statements; provide certain disclosures of uncertain tax matters; and specify how reserves for uncertain tax positions should be classified on our Consolidated Balance Sheets.
See Note 16 to the Consolidated Financial Statements for additional information related to income taxes.
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NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (continued)
Computation of Earnings Per Common Share
Basic earnings per share is computed using the weighted average number of common shares outstanding during the period. Diluted earnings per share is computed using the weighted average number of common and dilutive common equivalent shares outstanding during the period. Dilutive common equivalent shares consist of stock options and performance awards.
Share-based awards that contain non-forfeitable rights to dividends or dividend equivalents, whether paid or unpaid, are recognized as participating securities and included in the computation of both basic and diluted earnings per share. Our grants of restricted stock awards to our employees and directors are considered participating securities, and we have prepared our earnings per share calculations attributable to common stockholders to exclude outstanding unvested restricted stock awards, using the two-class method, in both the basic and diluted weighted average shares outstanding calculation.
Our performance awards are considered to be contingently issuable shares because their issuance is contingent upon the satisfaction of certain performance and service conditions. In accordance with ASC 260, we have included in the computation of diluted earnings per share the number of performance awards that would have been issuable as if the end of the reporting period was the end of the contingency period. These shares are considered to be outstanding at the beginning of the reporting period.
See Note 19 to the Consolidated Financial Statements for additional information related to the computation of earnings per share.
Subsequent Events
We have evaluated events and transactions during the period subsequent to December 31, 2024 through the date the financial statements were issued for potential recognition or disclosure in the accompanying financial statements covered by this report.
2. RECENTLY ISSUED ACCOUNTING STANDARDS
Segment Reporting
In November 2023, the FASB issued ASU, Segment Reporting - Improvements to Reportable Segment Disclosures (“Topic 280”) to improve reportable segment disclosure requirements, primarily through enhanced disclosures about significant segment expenses. The amendments in this update require that a public entity disclose, on an annual and interim basis (1) significant segment expenses that are regularly provided to the chief operating decision maker (“CODM”) and included within each reported measure of segment profit or loss; and (2) an amount for other segment items, as described in the amendments, by reportable segment and a description of its composition. Additionally, the amendments require that a public entity disclose the title and position of the CODM and an explanation of how the CODM uses the reported measure(s) of segment profit or loss in assessing segment performance and deciding how to allocate resources. The amendments are effective for fiscal years beginning after December 15, 2023, and interim periods within fiscal years beginning after December 15, 2024 and therefore were effective for us for our fiscal year beginning January 1, 2024 and for interim periods within our fiscal year beginning January 1, 2025. The adoption had no material impact on our consolidated financial statements as it modified disclosure requirements only.
Accounting Pronouncements Not Yet Adopted
Income Taxes
In December 2023, the FASB issued ASU, Income Taxes - Improvements to Income Tax Disclosures (“Topic 740”) to enhance the transparency about income tax information through improvements to income tax disclosures primarily related to rate reconciliation and income taxes paid information. The amendments in this update require that public business entities on an annual basis (1) disclose specific categories in the rate reconciliation; and (2) provide additional information for reconciling items that meet a quantitative threshold (if the effect of those reconciling items is equal to or greater than five percent of the amount computed by multiplying pretax income (loss) by the applicable statutory income tax rate). The amendments in this update also require that all entities disclose on an annual basis (1) the amount of net income taxes paid disaggregated by federal and state taxes; and (2) the amount of net income taxes paid disaggregated by individual jurisdictions in which net income taxes paid is equal to or greater than five percent of total net income taxes paid. The amendments are effective for annual periods beginning after December 15, 2024. Early adoption is permitted. We plan to adopt the amendments of Topic 740 for our fiscal year beginning January 1, 2025. We expect the adoption will have no material impact on our consolidated financial statements as it modifies disclosure requirements only.
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NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (continued)
Expense Disaggregation
In November 2024, the FASB issued ASU 2024-03, Income Statement-Reporting Comprehensive Income-Expense Disaggregation Disclosures (“Topic 220”). Additionally, in January 2025, the FASB issued ASU 2025-01 to clarify the effective date of ASU 2024-03. The standard provides guidance to expand disclosures related to the disaggregation of income statement expenses. The amendments in this update require, in the notes to the financial statements, disclosure of specified information about certain costs and expenses, which includes purchases of inventory, employee compensation, depreciation and intangible asset amortization included in each relevant expense caption. This guidance is effective for fiscal years beginning after December 15, 2026, and interim periods within annual reporting periods beginning after December 15, 2027, on a retrospective or prospective basis, with early adoption permitted. We expect the adoption will have no material impact on our consolidated financial statements as it modifies disclosure requirements only.
3. BUSINESS COMBINATIONS
We did not acquire any businesses in 2024. On March 22, 2023, we acquired a business consisting of three funeral homes, two cemeteries and one cremation focused business in the Bakersfield, CA area for $ 44.0 million in cash. We acquired substantially all of the assets and assumed certain operating liabilities of this business.
The pro forma impact of these acquisitions on prior periods is not presented, as the impact is not significant to our reported results. The results of the acquired businesses are reflected in our Consolidated Statements of Operations from the date of acquisition.
The following table summarizes the breakdown of the purchase price allocation for our Bakersfield, CA business acquisition (in thousands):
Initial Purchase Price Allocation Adjustments Adjusted Purchase Price Allocation
Current assets $ 7,087 $ 131 $ 7,218
Preneed trust assets — 11,428 11,428
Property, plant & equipment 12,577 245 12,822
Cemetery property 9,035 — 9,035
Goodwill 13,612 ( 106 ) 13,506
Intangible and other non-current assets 3,763 — 3,763
Assumed liabilities ( 300 ) ( 66 ) ( 366 )
Preneed trust liabilities — ( 11,428 ) ( 11,428 )
Deferred revenue ( 1,774 ) ( 204 ) ( 1,978 )
Purchase price $ 44,000 $ — $ 44,000
The current assets relate to accounts receivable and inventory. The intangible and other non-current assets relate to the fair value of tradenames and right-of-use operating lease assets. The assumed liabilities relate to operating lease obligations and commissions payable. As of December 31, 2023, our accounting for this acquisition is complete.
The following table summarizes the fair value of the assets acquired and liabilities assumed for this business (in thousands):
Acquisition Date Type of Business Market Assets Acquired (Excluding Goodwill) Goodwill Recorded Liabilities and Debt Assumed
March 22, 2023 Three Funeral Homes, Two Cemeteries and One Cremation Focused Business Bakersfield, CA $ 44,266 $ 13,506 $ ( 13,772 )
4. GOODWILL
Many of the former owners and staff of our acquired funeral homes and certain cemeteries have provided high quality service to families for generations, which often represents a substantial portion of the value of a business. The excess of the purchase price over the fair value of identifiable net assets of funeral home businesses and cemeteries acquired is recorded as goodwill.
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NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (continued)
The following table presents changes in goodwill in the accompanying Consolidated Balance Sheets (in thousands):
December 31, 2024 December 31, 2023
Goodwill at the beginning of the year $ 423,643 $ 410,137
Increase in goodwill related to acquisitions — 13,506
Decrease in goodwill related to divestitures ( 8,784 ) —
Goodwill at the end of the year $ 414,859 $ 423,643
During the year ended December 31, 2024, we allocated $ 8.8 million of goodwill to the sale of six funeral homes and one cemetery for a loss recorded in Net loss on divestitures, disposals and impairment charges on our Consolidated Statements of Operations of which $ 7.8 million was allocated to our funeral home segment and $ 1.0 million was allocated to our cemetery segment.
During the year ended December 31, 2023, we recognized $ 13.5 million in goodwill related to our acquisition of a business located in Bakersfield, CA, of which $ 4.5 million was allocated to our cemetery segment and $ 9.0 million was allocated to our funeral home segment.
As a result of our 2024 and 2023 annual qualitative impairment assessments, we determined that there were no factors that would indicate the need to perform an additional quantitative goodwill impairment test. We concluded that it is more-likely-than-not that the fair value of our reporting units is greater than their carrying value and thus there was no impairment to goodwill.
See Notes 1, 3, and 5 to the Consolidated Financial Statements for a discussion of the methodology used for our annual goodwill impairment test and a discussion of our acquisitions and divestitures.
5. DIVESTED OPERATIONS
During the year ended December 31, 2024, we sold six funeral homes and one cemetery for an aggregate of $ 10.9 million and merged three funeral homes with other businesses we own in existing markets. During the year ended December 31, 2023, we sold two funeral homes and two cemeteries for an aggregate of $ 1.1 million and merged one funeral home with another business we own in a nearby market. During 2022, we sold four funeral homes for an aggregate of $ 1.5 million and we merged one funeral home with another business we own in a nearby market.
The operating results of these divested funeral homes and cemeteries are reflected on our Consolidated Statements of Operations as shown in the table below (in thousands):
Years Ended December 31,
2024 2023 2022
Revenue $ 1,382 $ 242 $ 656
Operating income 141 6 54
Net loss on divestitures (1)
( 1,224 ) ( 106 ) ( 736 )
Income tax expense 348 28 193
Net loss from divested operations, after tax $ ( 735 ) $ ( 72 ) $ ( 488 )
(1) Net loss on divestitures is recorded in Net loss on divestitures, disposals and impairment charges on our Consolidated Statements of Operations.
For the years ended December 31, 2024, 2023 and 2022, after each divestiture, we concluded that it was more-likely-than not that the fair value of our reporting units was greater than their carrying value and thus there was no impairment to goodwill.
See Note 1 to the Consolidated Financial Statements for a discussion of the methodology used for assessing goodwill impairment after a divestiture of a business.
59
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (continued)
6. RECEIVABLES
Accounts Receivable
Accounts receivable is comprised of the following (in thousands):
December 31, 2024
Funeral Cemetery Corporate Held for Sale Total
Trade and financed receivables $ 7,085 $ 24,355 $ — $ ( 833 ) $ 30,607
Other receivables 557 345 — — 902
Allowance for credit losses ( 302 ) ( 1,014 ) — — ( 1,316 )
Accounts receivable, net $ 7,340 $ 23,686 $ — $ ( 833 ) $ 30,193
December 31, 2023
Funeral Cemetery Corporate Held for Sale Total
Trade and financed receivables $ 8,822 $ 18,459 $ — $ — $ 27,281
Other receivables 404 595 286 — 1,285
Allowance for credit losses ( 266 ) ( 1,240 ) — — ( 1,506 )
Accounts receivable, net $ 8,960 $ 17,814 $ 286 $ — $ 27,060
Other receivables include supplier rebates, commissions due from third-party insurance companies and perpetual care income receivables. We do not provide an allowance for credit losses for these receivables as we have historically not had any collectability issues nor do we expect any in the foreseeable future.
The following table summarizes the activity in our allowance for credit losses by portfolio segment for the year ended December 31, 2024 (in thousands):
January 1, 2024 Provision for Credit Losses Write Offs Recoveries December 31, 2024
Trade and financed receivables:
Funeral $ ( 266 ) $ ( 1,069 ) $ 1,827 $ ( 794 ) $ ( 302 )
Cemetery ( 1,240 ) ( 884 ) 1,110 — ( 1,014 )
Total allowance for credit losses on trade and financed receivables $ ( 1,506 ) $ ( 1,953 ) $ 2,937 $ ( 794 ) $ ( 1,316 )
Cemetery Receivables
Our cemetery receivables are comprised of the following (in thousands):
December 31, 2024 December 31, 2023
Interment rights $ 79,436 $ 60,863
Merchandise and services 13,128 11,223
Unearned finance charges 4,983 5,669
Cemetery receivables $ 97,547 $ 77,755
60
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (continued)
The components of our cemetery receivables are as follows (in thousands):
December 31, 2024 December 31, 2023
Cemetery receivables $ 97,547 $ 77,755
Less: unearned finance charges ( 4,983 ) ( 5,669 )
Cemetery receivables, at amortized cost $ 92,564 $ 72,086
Less: allowance for contract cancellation and credit losses ( 3,018 ) ( 3,495 )
Less: balances due on undelivered cemetery preneed contracts ( 13,576 ) ( 15,797 )
Less: amounts in accounts receivable ( 23,341 ) ( 17,219 )
Preneed cemetery receivables, net including HFS
52,629 35,575
Less: Held for sale
( 1,671 ) —
Preneed cemetery receivables, net
$ 50,958 $ 35,575
The following table summarizes the activity in our allowance for credit losses for Preneed cemetery receivables, net for the year ended December 31, 2024 (in thousands):
January 1, 2024 Provision for Credit Losses Write Offs December 31, 2024
Total allowance for credit losses on Preneed cemetery receivables, net
$ ( 2,255 ) $ ( 1,398 ) $ 1,649 $ ( 2,004 )
The amortized cost basis of our cemetery receivables by year of origination as of December 31, 2024 is as follows (in thousands):
2024 2023 2022 2021 2020 Prior Total
Total cemetery receivables, at amortized cost $ 49,487 $ 22,200 $ 12,934 $ 5,355 $ 1,735 $ 853 $ 92,564
The aging of past due cemetery receivables as of December 31, 2024 is as follows (in thousands):
31-60 Past Due 61-90 Past Due 91-120 Past Due >120 Past Due Total Past Due Current Total
Recognized revenue $ 1,599 $ 1,065 $ 832 $ 2,578 $ 6,074 $ 72,914 $ 78,988
Deferred revenue 302 160 105 612 1,179 17,380 18,559
Total contracts $ 1,901 $ 1,225 $ 937 $ 3,190 $ 7,253 $ 90,294 $ 97,547
The aging of past due preneed cemetery receivables as of December 31, 2023 is as follows (in thousands):
31-60 Past Due 61-90 Past Due 91-120 Past Due >120 Past Due Total Past Due Current Total
Recognized revenue $ 1,877 $ 715 $ 353 $ 3,790 $ 6,735 $ 49,554 $ 56,289
Deferred revenue 466 139 90 1,388 2,083 19,383 21,466
Total contracts $ 2,343 $ 854 $ 443 $ 5,178 $ 8,818 $ 68,937 $ 77,755
7. FAIR VALUE MEASUREMENTS
We evaluated our financial assets and liabilities for those that met the criteria of the disclosure requirements and fair value framework. The carrying values of cash and cash equivalents, accounts receivable and accounts payable approximate the fair values of those instruments due to the short-term nature of the instruments. The fair values of our receivables on preneed cemetery contracts are impracticable to estimate because of the lack of a trading market and the diverse number of individual contracts with varying terms. Our acquisition debt and Credit Facility (as defined in Note 12) and Senior Notes (as defined in Note 13) are classified within Level 2 of the Fair Value Measurements hierarchy.
At December 31, 2024, the carrying value and fair value of our Credit Facility was $ 137.0 million. We believe that our Credit Facility bears interest at a rate that approximates prevailing market rates for instruments with similar characteristics and therefore, the carrying value of our Credit Facility approximates fair value. We estimate the fair value of our acquisition debt utilizing an income approach, which uses a present value calculation to discount payments based on current market rates as of the reporting date. At December 31, 2024, the carrying value of our acquisition debt was $ 5.5 million, which approximated its fair value. The fair value of our Senior Notes was $ 364.4 million at December 31, 2024 based on the last traded or broker quoted price.
61
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (continued)
In addition, we have an investment in a limited partnership fund, whose fair value has been estimated using the net asset value per share practical expedient described in ASC 820-10-35-59, Fair Value Measurement of Investments in Certain Entities That Calculate Net Asset Value per Share (or Its Equivalent) and therefore, has not been classified in the fair value hierarchy. The investment strategy of this fund is to generate attractive risk-adjusted returns over a multi-year performance period through the construction of a concentrated portfolio of investments possessing certain distinct business attributes that suggest the potential for long-term value creation. The value of the investments in this fund cannot be liquidated at December 31, 2024 because the investments include restrictions that do not allow for liquidation until 2027. As of December 31, 2024 we do not have an unfunded commitment for this investment.
We identified investments in fixed income securities, common stock and mutual funds presented within the preneed and perpetual care trust investments categories on our Consolidated Balance Sheets as having met the criteria for fair value measurement. Our receivables from preneed funeral trusts represent assets in trusts which are controlled and operated by third parties in which we do not have a controlling financial interest (less than 50%) in the trust assets. We account for these investments at cost.
The following three-level valuation hierarchy based upon the transparency of inputs is utilized in the measurement and valuation of financial assets or liabilities as of the measurement date:
• Level 1—Fair value of securities based on unadjusted quoted prices for identical assets or liabilities in active markets. Our investments classified as Level 1 securities include cash, U.S. treasury debt, common stock and equity mutual funds;
• Level 2—Fair value of securities estimated based on quoted prices for similar assets and liabilities in active markets, quoted prices for identical or similar assets or liabilities in markets that are not active, and inputs other than quoted market prices that are observable or that can be corroborated by observable market data by correlation. These inputs include interest rates, yield curves, credit risk, prepayment speeds, rating and tax-exempt status. Our investments classified as Level 2 securities include U.S. agency obligations, foreign debt, corporate debt, preferred stocks, certificates of deposit and fixed income mutual funds and other investments.
• Level 3—Unobservable inputs based upon the reporting entity’s internally developed assumptions, which market participants would use in pricing the asset or liability. As of December 31, 2024 and 2023, we did not have any assets that had fair values determined by Level 3 inputs and no liabilities measured at fair value.
See Notes 8 and 9 to our Consolidated Financial Statements for the fair value hierarchy levels of our trust investments.
8. TRUST INVESTMENTS
Preneed trust investments represent trust fund assets that we are generally permitted to withdraw as the services and merchandise are provided to customers. Preneed funeral and cemetery contracts are secured by payments from customers, less amounts not required by law to be deposited into trust. These earnings are recognized in Other revenue on our Consolidated Statements of Operations, when a service is performed or merchandise is delivered. Trust management fees charged by CSV RIA are included as revenue in the period in which they are earned. Our investments are diversified across multiple industry segments using a balanced allocation strategy to minimize long-term risk. We do not intend to sell and it is likely that we will not be required to sell the securities prior to their anticipated recovery.
Cemetery perpetual care trust investments represent a portion of the proceeds from the sale of cemetery property interment rights that we are required by various state laws to deposit into perpetual care trust funds. The income earned from these perpetual care trusts offsets maintenance expenses for cemetery property and memorials. This trust fund income is recognized in Other revenue.
Changes in the fair value of our trust fund assets ( Preneed funeral, cemetery and perpetual care trust investments ) are offset by changes in the fair value of our trust fund liabilities ( Deferred preneed funeral and cemetery receipts held in trust and Care trusts’ corpus ) and reflected in Other, net . There is no impact on earnings until such time the services are performed, or the merchandise is delivered, causing the contract to be withdrawn from the trust in accordance with state regulations and the gain or loss is allocated to the contract.
We rely on our trust investments to provide funding for the various contractual obligations that arise upon maturity of the underlying preneed contracts. Because of the long-term relationship between the establishment of trust investments and the required performance of the underlying contractual obligations, the impact of current market conditions that may exist at any given time is not necessarily indicative of our ability to generate profit on our future performance obligations.
62
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (continued)
Preneed Cemetery Trust Investments
The components of Preneed cemetery trust investments on our Consolidated Balance Sheets are as follows (in thousands):
December 31, 2024 December 31, 2023
Preneed cemetery trust investments, at market value $ 106,143 $ 99,461
Less: allowance for contract cancellation ( 3,147 ) ( 3,087 )
Preneed cemetery trust investments, including HFS
102,996 96,374
Less: Held for sale
( 4,876 ) —
Preneed cemetery trust investments
$ 98,120 $ 96,374
The cost and market values associated with preneed cemetery trust investments at December 31, 2024 are detailed below (in thousands):
Fair Value Hierarchy Level Cost Unrealized
Gains Unrealized
Losses Fair Market Value
Cash and money market accounts 1 $ 23,215 $ — $ — $ 23,215
Fixed income securities:
U.S. agency obligations 2 664 1 ( 46 ) 619
Foreign debt 2 8,575 1,431 ( 8 ) 9,998
Corporate debt 2 8,500 365 ( 256 ) 8,609
Preferred stock 2 2,833 479 ( 176 ) 3,136
Certificates of deposit 2 79 — ( 5 ) 74
Common stock 1 29,325 4,322 ( 3,381 ) 30,266
Limited partnership fund 3,530 84 — 3,614
Mutual funds:
Equity 1 911 85 — 996
Fixed income 2 27,268 94 ( 2,376 ) 24,986
Trust securities $ 104,900 $ 6,861 $ ( 6,248 ) $ 105,513
Accrued investment income $ 630 $ 630
Preneed cemetery trust investments $ 106,143
Market value as a percentage of cost 100.6 %
The estimated maturities of the fixed income securities (excluding mutual funds) included above are as follows (in thousands):
Due in one year or less $ 140
Due in one to five years 6,557
Due in five to ten years 4,703
Thereafter 11,036
Total fixed income securities $ 22,436
63
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (continued)
The cost and market values associated with preneed cemetery trust investments at December 31, 2023 are detailed below (in thousands):
Fair Value Hierarchy Level Cost Unrealized
Gains Unrealized
Losses Fair Market Value
Cash and money market accounts 1 $ 9,643 $ — $ — $ 9,643
Fixed income securities:
U.S. agency obligations 2 803 1 ( 51 ) 753
Foreign debt 2 7,764 1,371 ( 17 ) 9,118
Corporate debt 2 15,071 342 ( 3,657 ) 11,756
Preferred stock 2 10,965 473 ( 1,572 ) 9,866
Certificate of deposit 2 79 — ( 7 ) 72
Common stock 1 43,057 9,466 ( 7,935 ) 44,588
Limited partnership fund
3,575 — ( 3 ) 3,572
Mutual funds:
Equity 1 553 10 ( 30 ) 533
Fixed income
2 11,369 16 ( 2,759 ) 8,626
Trust securities
$ 102,879 $ 11,679 $ ( 16,031 ) $ 98,527
Accrued investment income $ 934 $ 934
Preneed cemetery trust investments $ 99,461
Market value as a percentage of cost 95.8 %
The following table summarizes our fixed income securities (excluding mutual funds) within our preneed cemetery trust investments in an unrealized loss position at December 31, 2024, aggregated by major security type and length of time in a continuous unrealized loss position (in thousands):
December 31, 2024
In Loss Position Less than 12 months In Loss Position Greater than 12 months Total
Fair market value Unrealized Losses Fair market value Unrealized Losses Fair market value Unrealized Losses
Fixed income securities:
U.S. agency obligations $ — $ — $ 479 $ ( 46 ) $ 479 $ ( 46 )
Foreign debt — — 211 ( 8 ) 211 ( 8 )
Corporate debt 1,274 ( 139 ) 94 ( 117 ) 1,368 ( 256 )
Preferred stock 889 ( 5 ) 891 ( 171 ) 1,780 ( 176 )
Certificates of deposit — — 74 ( 5 ) 74 ( 5 )
Total fixed income securities with an unrealized loss $ 2,163 $ ( 144 ) $ 1,749 $ ( 347 ) $ 3,912 $ ( 491 )
64
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (continued)
The following table summarizes our fixed income securities (excluding mutual funds) within our preneed cemetery trust investments in an unrealized loss position at December 31, 2023, aggregated by major security type and length of time in a continuous unrealized loss position (in thousands):
December 31, 2023
In Loss Position Less than 12 months In Loss Position Greater than 12 months Total
Fair market value Unrealized Losses Fair market value Unrealized Losses Fair market value Unrealized Losses
Fixed income securities:
U.S. agency obligations $ — $ — $ 613 $ ( 51 ) $ 613 $ ( 51 )
Foreign debt 284 ( 5 ) 209 ( 12 ) 493 ( 17 )
Corporate debt 666 ( 62 ) 4,239 ( 3,595 ) 4,905 ( 3,657 )
Preferred stock 45 — 7,821 ( 1,572 ) 7,866 ( 1,572 )
Certificates of deposit — — 72 ( 7 ) 72 ( 7 )
Total fixed income securities with an unrealized loss $ 995 $ ( 67 ) $ 12,954 $ ( 5,237 ) $ 13,949 $ ( 5,304 )
Preneed cemetery trust investment security transactions recorded in Other, net on our Consolidated Statements of Operations are as follows (in thousands):
Years ended December 31,
2024 2023 2022
Investment income $ 2,834 $ 2,479 $ 2,219
Realized gains 11,600 3,492 10,619
Realized losses ( 14,191 ) ( 2,507 ) ( 2,548 )
Unrealized gains (losses), net 613 ( 4,352 ) ( 9,661 )
Expenses and taxes ( 2,175 ) ( 1,653 ) ( 1,748 )
Net change in deferred preneed cemetery receipts held in trust 1,319 2,541 1,119
$ — $ — $ —
Purchases and sales of investments in the preneed cemetery trusts are as follows (in thousands):
Years ended December 31,
2024 2023 2022
Purchases $ ( 25,246 ) $ ( 22,478 ) $ ( 8,336 )
Sales 33,725 18,378 8,248
Preneed Funeral Trust Investments
Preneed funeral trust investments represent trust fund assets that we are permitted to withdraw as services and merchandise are provided to customers. Preneed funeral contracts are secured by payments from customers, less retained amounts not required to be deposited into trust.
The components of Preneed funeral trust investments on our Consolidated Balance Sheets are as follows (in thousands):
December 31, 2024 December 31, 2023
Preneed funeral trust investments, at market value $ 111,721 $ 111,247
Less: allowance for contract cancellation ( 3,305 ) ( 3,405 )
Preneed funeral trust investments, including HFS
108,416 107,842
Less: Held for Sale
( 2,197 ) —
Preneed funeral trust investments
$ 106,219 $ 107,842
65
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (continued)
The cost and market values associated with preneed funeral trust investments at December 31, 2024 are detailed below (in thousands):
Fair Value Hierarchy Level Cost Unrealized
Gains Unrealized
Losses Fair Market Value
Cash and money market accounts 1 $ 33,735 $ — $ — $ 33,735
Fixed income securities:
U. S. treasury debt 1 387 — ( 30 ) 357
Foreign debt 2 8,193 1,373 ( 7 ) 9,559
Corporate debt 2 7,941 351 ( 134 ) 8,158
Preferred stock 2 2,577 460 ( 218 ) 2,819
Common stock 1 26,293 3,989 ( 2,876 ) 27,406
Limited partnership fund 3,392 80 — 3,472
Mutual funds:
Equity 1 763 41 — 804
Fixed income 2 24,952 83 ( 2,118 ) 22,917
Other investments 2 1,910 — — 1,910
Trust securities $ 110,143 $ 6,377 $ ( 5,383 ) $ 111,137
Accrued investment income $ 584 $ 584
Preneed funeral trust investments $ 111,721
Market value as a percentage of cost 100.9 %
The estimated maturities of the fixed income securities (excluding mutual funds) included above are as follows (in thousands):
Due in one year or less $ 83
Due in one to five years 6,055
Due in five to ten years 4,351
Thereafter 10,404
Total fixed income securities $ 20,893
66
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (continued)
The cost and market values associated with preneed funeral trust investments at December 31, 2023 are detailed below (in thousands):
Fair Value Hierarchy Level Cost Unrealized
Gains Unrealized
Losses Fair Market Value
Cash and money market accounts 1 $ 26,707 $ — $ — $ 26,707
Fixed income securities:
U.S. treasury debt 1 451 — ( 34 ) 417
Foreign debt 2 7,300 1,297 ( 16 ) 8,581
Corporate debt 2 13,848 323 ( 3,255 ) 10,916
Preferred stock 2 9,786 442 ( 1,468 ) 8,760
Common stock 1 38,600 8,858 ( 6,855 ) 40,603
Limited partnership fund
3,383 — ( 2 ) 3,381
Mutual funds:
Equity 1 401 3 ( 29 ) 375
Fixed income 2 9,513 15 ( 2,383 ) 7,145
Other investments 2 3,510 — — 3,510
Trust securities $ 113,499 $ 10,938 $ ( 14,042 ) $ 110,395
Accrued investment income $ 852 $ 852
Preneed funeral trust investments $ 111,247
Market value as a percentage of cost 97.3 %
The following table summarizes our fixed income securities (excluding mutual funds) within our preneed funeral trust investment in an unrealized loss position at December 31, 2024, aggregated by major security type and length of time in a continuous unrealized loss position (in thousands):
December 31, 2024
In Loss Position Less than 12 months In Loss Position Greater than 12 months Total
Fair market value Unrealized Losses Fair market value Unrealized Losses Fair market value Unrealized Losses
Fixed income securities:
U.S. treasury debt $ — $ — $ 274 $ ( 30 ) $ 274 $ ( 30 )
Foreign debt — — 203 ( 7 ) 203 ( 7 )
Corporate debt 1,225 ( 133 ) — ( 1 ) 1,225 ( 134 )
Preferred stock 842 ( 4 ) 717 ( 214 ) 1,559 ( 218 )
Total fixed income securities with an unrealized loss $ 2,067 $ ( 137 ) $ 1,194 $ ( 252 ) $ 3,261 $ ( 389 )
67
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (continued)
The following table summarizes our fixed income securities (excluding mutual funds) within our preneed funeral trust investment in an unrealized loss position at December 31, 2023, aggregated by major security type and length of time in a continuous unrealized loss position (in thousands):
December 31, 2023
In Loss Position Less than 12 months In Loss Position Greater than 12 months Total
Fair market value Unrealized Losses Fair market value Unrealized Losses Fair market value Unrealized Losses
Fixed income securities:
U.S. treasury debt $ — $ — $ 371 $ ( 34 ) $ 371 $ ( 34 )
Foreign debt 269 ( 5 ) 198 ( 11 ) 467 ( 16 )
Corporate debt 630 ( 59 ) 3,802 ( 3,196 ) 4,432 ( 3,255 )
Preferred stock — — 7,078 ( 1,468 ) 7,078 ( 1,468 )
Total fixed income securities with an unrealized loss $ 899 $ ( 64 ) $ 11,449 $ ( 4,709 ) $ 12,348 $ ( 4,773 )
Preneed funeral trust investment security transactions recorded in Other, net on our Consolidated Statements of Operations are as follows (in thousands):
Years ended December 31,
2024 2023 2022
Investment income $ 2,177 $ 2,004 $ 1,700
Realized gains 10,722 3,354 9,446
Realized losses ( 12,947 ) ( 2,170 ) ( 2,301 )
Unrealized gains (losses), net 994 ( 3,104 ) ( 7,723 )
Expenses and taxes ( 1,120 ) ( 848 ) 958
Net change in deferred preneed funeral receipts held in trust 174 764 ( 2,080 )
$ — $ — $ —
Purchases and sales of investments in the preneed funeral trusts are as follows (in thousands):
Years ended December 31,
2024 2023 2022
Purchases $ ( 23,799 ) $ ( 21,425 ) $ ( 6,239 )
Sales 31,038 17,300 7,419
Cemetery Perpetual Care Trust Investments
Care trusts’ corpus on our Consolidated Balance Sheets represent the corpus of those trusts plus undistributed income. The components of Care trusts’ corpus are as follows (in thousands):
December 31, 2024 December 31, 2023
Cemetery perpetual care trust investments, at market value $ 87,337 $ 85,331
Obligations due from trust ( 885 ) ( 980 )
Care trusts’ corpus, including HFS
$ 86,452 $ 84,351
Less: Held for sale
( 2,234 ) —
Care trusts' corpus
$ 84,218 $ 84,351
68
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (continued)
The following table reflects the cost and market values associated with the trust investments held in perpetual care trust funds at December 31, 2024 (in thousands):
Fair Value Hierarchy Level Cost Unrealized
Gains Unrealized
Losses Fair Market Value
Cash and money market accounts 1 $ 14,054 $ — $ — $ 14,054
Fixed income securities:
Foreign debt 2 7,770 1,262 ( 7 ) 9,025
Corporate debt 2 7,942 357 ( 402 ) 7,897
Preferred stock 2 2,725 418 ( 148 ) 2,995
Common stock 1 25,563 3,866 ( 3,036 ) 26,393
Limited partnership fund 3,078 73 — 3,151
Mutual funds:
Equity 1 789 68 — 857
Fixed income 2 24,374 111 ( 2,115 ) 22,370
Trust securities $ 86,295 $ 6,155 $ ( 5,708 ) $ 86,742
Accrued investment income $ 595 $ 595
Cemetery perpetual care investments $ 87,337
Market value as a percentage of cost 100.5 %
The estimated maturities of the fixed income securities (excluding mutual funds) included above are as follows (in thousands):
Due in one year or less $ —
Due in one to five years 5,508
Due in five to ten years 4,290
Thereafter 10,119
Total fixed income securities $ 19,917
The following table reflects the cost and market values associated with the trust investments held in perpetual care trust funds at December 31, 2023 (in thousands):
Fair Value Hierarchy Level Cost Unrealized
Gains Unrealized
Losses Fair Market Value
Cash and money market accounts 1 $ 6,688 $ — $ — $ 6,688
Fixed income securities:
Foreign debt 2 7,101 1,177 ( 18 ) 8,260
Corporate debt 2 13,491 334 ( 3,367 ) 10,458
Preferred stock 2 10,723 415 ( 1,435 ) 9,703
Common stock 1 36,413 8,098 ( 6,580 ) 37,931
Limited partnership fund
3,042 — ( 2 ) 3,040
Mutual funds:
Equity 1 467 5 ( 26 ) 446
Fixed income 2 10,326 14 ( 2,382 ) 7,958
Trust securities $ 88,251 $ 10,043 $ ( 13,810 ) $ 84,484
Accrued investment income $ 847 $ 847
Cemetery perpetual care investments $ 85,331
Market value as a percentage of cost 95.7 %
69
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (continued)
The following table summarizes our fixed income securities (excluding mutual funds) within our perpetual care trust investment in an unrealized loss position at December 31, 2024, aggregated by major security type and length of time in a continuous unrealized loss position (in thousands):
December 31, 2024
In Loss Position Less than 12 months In Loss Position Greater than 12 months Total
Fair market value Unrealized Losses Fair market value Unrealized Losses Fair market value Unrealized Losses
Fixed income securities:
Foreign debt $ — $ — $ 184 $ ( 7 ) $ 184 $ ( 7 )
Corporate debt 1,111 ( 121 ) 316 ( 281 ) 1,427 ( 402 )
Preferred stock 764 ( 4 ) 1,086 ( 144 ) 1,850 ( 148 )
Total fixed income securities with an unrealized loss $ 1,875 $ ( 125 ) $ 1,586 $ ( 432 ) $ 3,461 $ ( 557 )
The following table summarizes our fixed income securities within our perpetual care trust investment in an unrealized loss position at December 31, 2023, aggregated by major security type and length of time in a continuous unrealized loss position (in thousands):
December 31, 2023
In Loss Position Less than 12 months In Loss Position Greater than 12 months Total
Fair market value Unrealized Losses Fair market value Unrealized Losses Fair market value Unrealized Losses
Fixed income securities:
Foreign debt $ 440 $ ( 8 ) $ 178 $ ( 10 ) $ 618 $ ( 18 )
Corporate debt 567 ( 53 ) 3,879 ( 3,314 ) 4,446 ( 3,367 )
Preferred stock — — 7,301 ( 1,435 ) 7,301 ( 1,435 )
Total fixed income securities with an unrealized loss $ 1,007 $ ( 61 ) $ 11,358 $ ( 4,759 ) $ 12,365 $ ( 4,820 )
Perpetual care trust investment security transactions recorded in Other, net on our Consolidated Statements of Operations are as follows (in thousands):
Years ended December 31,
2024 2023 2022
Realized gains $ 1,432 $ 1,025 $ 1,454
Realized losses ( 1,873 ) ( 639 ) ( 309 )
Unrealized gains (losses), net 447 ( 3,767 ) ( 6,958 )
Net change in care trusts’ corpus ( 6 ) 3,381 5,813
Total $ — $ — $ —
Perpetual care trust investment security transactions recorded in Other revenue are as follows (in thousands):
Years ended December 31,
2024 2023 2022
Investment income $ 14,806 $ 12,824 $ 11,425
Realized losses ( 3,589 ) ( 1,583 ) ( 2,427 )
Total $ 11,217 $ 11,241 $ 8,998
Purchases and sales of investments in the perpetual care trusts are as follows (in thousands):
Years ended December 31,
2024 2023 2022
Purchases $ ( 21,441 ) $ ( 18,024 ) $ ( 4,872 )
Sales 29,967 21,613 5,444
70
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (continued)
9. RECEIVABLES FROM PRENEED FUNERAL TRUSTS
Our receivables from preneed funeral trusts represent assets in trusts which are controlled and operated by third parties in which we do not have a controlling financial interest (less than 50%) in the trust assets. We account for these investments at cost. Receivables from preneed funeral trusts are as follows (in thousands):
December 31, 2024 December 31, 2023
Preneed funeral trust funds, at cost $ 23,063 $ 22,196
Less: allowance for contract cancellation ( 691 ) ( 666 )
Receivables from preneed funeral trusts, net $ 22,372 $ 21,530
The following summary reflects the composition of the assets held in trust and controlled by third parties to satisfy our future obligations related to the underlying preneed funeral contracts at December 31, 2024 and 2023. The cost basis includes reinvested interest and dividends that have been earned on the trust assets. Fair value includes unrealized gains and losses on trust assets.
The composition of the preneed trust funds at December 31, 2024 is as follows (in thousands):
Historical Cost Basis Fair Value
Cash and cash equivalents $ 6,826 $ 6,826
Fixed income investments 12,998 12,998
Mutual funds and common stocks 3,235 2,999
Annuities 4 4
Total $ 23,063 $ 22,827
The composition of the preneed trust funds at December 31, 2023 is as follows (in thousands):
Historical Cost Basis Fair Value
Cash and cash equivalents $ 6,547 $ 6,547
Fixed income investments 12,732 12,732
Mutual funds and common stocks 2,913 2,695
Annuities 4 4
Total $ 22,196 $ 21,978
10. CONTRACTS FUNDED BY INSURANCE
When preneed funeral contracts are funded through third-party insurance policies, we earn a commission on the sale of the policies, which are recorded in Other revenue . These insurance commissions are subject to refund (charge-back) if the preneed policy is cancelled within a year or if there is an imminent death of beneficiary before the first year anniversary of the policy. Approximately 10% of our preneed funeral contracts are cancelled before the first year anniversary of the policy. As such, we recognize 90% of our commissions revenue at the time that it is earned. Based on our historical cancellation rate, we defer 10% of the commissions revenue earned for twelve months until the commission is no longer subject to refund. All selling costs incurred pursuant to the sale of the insurance funded preneed contracts are expensed as incurred.
Additionally, during the year ended December 31, 2023, we received a $ 6.0 million incentive payment from a vendor for entering into a strategic partnership agreement to market and sell prearranged funeral services in the future, which increased our cash flow from operations and Deferred preneed funeral revenue. The incentive payment is subject to partial claw-back if certain preneed funeral sales volumes are not met within the ten-year term of the agreement. As such, we recognize the incentive payment in proportion to our achieved preneed funeral sales volume, net of cancellations, at each reporting period. In each of the years ended December 31, 2024 and 2023, we recognized $ 0.2 million of the incentive payment as Other revenue.
Generally, at the time of the sale of either the preneed insurance or preneed trust contract, the intent is that the beneficiary has made a commitment to assign the proceeds to us for the fulfillment of the service and merchandise obligations on the preneed contract at the time of need. However, this commitment is generally revocable and the proceeds from the policy are portable, so the customer can choose to use an alternative provider at the time of need.
Preneed funeral contracts to be funded at maturity by third-party insurance policies totaled $ 421.3 million and $ 434.9 million at December 31, 2024 and 2023, respectively, and are not recorded as assets or liabilities on our Consolidated Balance Sheets.
71
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (continued)
11. INTANGIBLE AND OTHER NON-CURRENT ASSETS
Intangible and other non-current assets are as follows (in thousands):
December 31, 2024 December 31, 2023
Tradenames $ 28,116 $ 28,862
Internally developed software, net of accumulated amortization of $ 764 and $ 444 , respectively
5,601 2,422
Capitalized commissions on preneed contracts, net of accumulated amortization
of $ 4,653 and $ 3,788 , respectively
4,991 4,678
Prepaid agreements not-to-compete, net of accumulated amortization of $ 3,543 and $ 3,158 , respectively
923 1,335
Non-current prepaid and other intangibles, net of accumulated amortization of $ 109 and $ 37 , respectively
1,011 380
Intangible and other non-current assets, net including HFS
40,642 37,677
Less: Held for Sale
( 215 ) —
Intangible and other non-current assets, net
$ 40,427 $ 37,677
Tradenames
During the year ended December 31, 2024, two of the funeral homes that we sold had a carrying value of tradenames of $ 0.2 million, which was included in the loss on sale and recorded in Net loss on divestitures, disposals and impairment charges on our Consolidated Statements of Operations.
During the year ended December 31, 2023, we increased the value of our tradenames by $ 3.5 million, with $ 1.3 million allocated to our funeral home segment and $ 2.2 million allocated to our cemetery segment, related to our acquisition of a business located in Bakersfield, CA, as more fully described in Note 3 to the Consolidated Financial Statements.
As a result of our 2024 and 2023 annual qualitative impairment assessments, we determined that there were factors that would indicate the need to perform additional quantitative impairment tests for certain funeral home businesses. As a result of these additional quantitative impairment tests, we recorded a $ 0.6 million and a $ 0.2 million impairment to the tradenames of certain funeral homes during the years ended December 31, 2024 and 2023, respectively, as the carrying amount of these tradenames exceeded their fair value.
See Note 1 to the Consolidated Financial Statements included herein for a discussion of the methodology used for our indefinite-lived intangible asset impairment test.
Internally Developed Software
Internally developed software is typically amortized on a straight-line basis over five years . Amortization expense was $ 0.3 million for each of the years ended December 31, 2024 and 2023, and $ 0.2 million for the year ended December 31, 2022.
Capitalized Commissions
Amortization expense was $ 0.9 million, $ 0.8 million and $ 0.7 million for the years ended December 31, 2024, 2023 and 2022, respectively.
Prepaid Agreements Not-to-Compete
Prepaid agreements not-to-compete are amortized over the term of the respective agreements, generally ranging from one to ten years . Amortization expense was $ 0.5 million for the year ended December 31, 2024, and $ 0.6 million for each of the years ended December 31, 2023 and 2022.
Non-current Prepaid and Other Intangibles
Non-current prepaid agreements are related to software licenses that have been prepaid for multiple years. These agreements are amortized on a straight-line basis over the term of the respective agreements, generally ranging from two to three years. Other intangible assets relate to intellectual property and are amortized on a straight-line basis, typically over three years. Amortization expense was $ 0.1 million and $ 37 thousand for the years ended December 31, 2024 and 2023, respectively.
72
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (continued)
The aggregate amortization expense for our capitalized commissions, prepaid not-to-compete agreements, internal-use software and non-current prepaid and other agreements as of December 31, 2024 is as follows (in thousands):
Capitalized Commissions Prepaid Agreements Not-to-compete Internally Developed Software Non-current Prepaid and Other Intangibles
Years ending December 31,
2025 $ 915 $ 389 $ 1,021 $ 125
2026 849 262 1,209 462
2027 784 142 1,207 424
2028 701 78 1,009 —
2029 591 38 954 —
Thereafter 1,151 14 201 —
Total amortization expense $ 4,991 $ 923 $ 5,601 $ 1,011
12. CREDIT FACILITY AND ACQUISITION DEBT
At December 31, 2024, our senior secured revolving credit facility (as amended, the “Credit Facility”) was comprised of: (i) a $ 250.0 million revolving credit facility, including a $ 15.0 million subfacility for letters of credit and a $ 10.0 million swingline, and (ii) an accordion or incremental option allowing for future increases in the facility size by an additional amount of up to $ 75.0 million in the aggregate in the form of increased revolving commitments or incremental term loans.
On July 31, 2024, the Company entered into a fourth amendment, (the “Credit Facility Amendment”), to our Credit Facility, with the financial institutions party thereto, as lenders, and Bank of America, N.A., as administrative agent. The Credit Facility Amendment provided, among other things, for (i) the extension of the maturity date of the Credit Facility to July 31, 2029, provided that, if the Senior Notes (as defined in the Credit Facility) have a stated maturity date that is prior to July 31, 2029, then the maturity date shall instead be the date that is 91 days prior to the stated maturity date of the Senior Notes; (ii) the establishment of Term Secured Overnight Financing Rate (“SOFR”) as a benchmark rate and the removal of BSBY from the Credit Facility, including conforming revisions to certain defined terms under the Credit Facility; (iii) the conversion of each existing BSBY Rate Loan (as defined in the Credit Facility prior to giving effect to the Credit Facility Amendment) to a Term SOFR Loan (as defined in the Credit Facility); (iv) modifications to the definitions of “Applicable Rate” and “Applicable Fee Rate” to change the applicable rates and pricing levels set forth in each pricing grid; (v) the removal of certain mandatory prepayments arising from the issuance of either Equity Interests or Debt (as both are defined by the Credit Facility); and (vi) modifications to the permitted investments covenant, relating to the Company’s ability to make certain acquisitions, subject to the satisfaction of certain conditions therein.
We incurred $ 0.8 million in transactions costs related to the Credit Facility Amendment, which were capitalized and will be amortized over the remaining term of the related debt using the straight-line method.
Our obligations under the Credit Facility are unconditionally guaranteed on a joint and several basis by the same subsidiaries which guarantee the Senior Notes (as defined in Note 13) and certain of our subsequently acquired or organized domestic subsidiaries (collectively, the “Subsidiary Guarantors”).
The Credit Facility contains customary affirmative covenants, including, but not limited to, covenants with respect to the use of proceeds, payment of taxes and other obligations, continuation of the Company’s business and the maintenance of existing rights and privileges, the maintenance of property and insurance, among others.
In addition, the Credit Facility also contains customary negative covenants, including, but not limited to, covenants that restrict (subject to certain exceptions) the ability of the Company and the Subsidiary Guarantors to incur indebtedness, grant liens, make investments, engage in mergers and acquisitions, and pay dividends and other restricted payments, and certain financial maintenance covenants. At December 31, 2024, we were subject to the following financial covenants under our Credit Facility: (A) a Total Leverage Ratio not to exceed 5.00 to 1.00 and (B) a Fixed Charge Coverage Ratio (as defined in the Credit Facility) of not less than 1.20 to 1.00 as of the end of any period of four consecutive fiscal quarters. These financial maintenance covenants are calculated for the Company and its subsidiaries on a consolidated basis. We were in compliance with all of the covenants contained in our Credit Facility at December 31, 2024.
73
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (continued)
Our Credit Facility and acquisition debt consisted of the following (in thousands):
December 31, 2024 December 31, 2023
Credit Facility $ 137,000 $ 179,100
Debt issuance costs, net of accumulated amortization of $ 2,947 and $ 2,478 , respectively
( 1,618 ) ( 1,306 )
Total Credit Facility $ 135,382 $ 177,794
Acquisition debt $ 5,466 $ 5,998
Less: current portion ( 571 ) ( 537 )
Total acquisition debt, net of current portion $ 4,895 $ 5,461
At December 31, 2024, we had outstanding borrowings under the Credit Facility of $ 137.0 million. We also had one letter of credit for $ 2.2 million under the Credit Facility. The letter of credit will expire on November 25, 2025 and is expected to automatically renew annually and secures our obligations under our various self-insured policies. At December 31, 2024, we had $ 110.8 million of availability under the Credit Facility.
Outstanding borrowings under our Credit Facility bear interest at a prime rate or the SOFR rate, plus an applicable margin based on our leverage ratio. At December 31, 2024, the prime rate margin was equivalent to 1.50 % and the SOFR term margin was 2.50 %. The weighted average interest rate on our Credit Facility was 8.4 % and 8.6 % for the years ended December 31, 2024 and 2023, respectively.
We have no material assets or operations independent of the Subsidiary Guarantors, as all of our assets and operations are held and conducted by the Subsidiary Guarantors. Additionally, we do not currently have any significant restrictions on our ability to receive dividends or loans from any Subsidiary Guarantors.
The interest expense and amortization of debt issuance costs related to our Credit Facility are as follows (in thousands):
Years ended December 31,
2024 2023 2022
Credit Facility interest expense $ 13,390 $ 17,251 $ 7,105
Credit Facility amortization of debt issuance costs 469 552 412
Acquisition debt consists of deferred purchase price and promissory notes payable to sellers. A majority of the deferred purchase price and notes bear no interest and are discounted at imputed interest rates ranging from 6.5 % to 7.3 %. Original maturities typically range from nine to twenty years .
The imputed interest expense related to our acquisition debt is as follows (in thousands):
Years ended December 31,
2024 2023 2022
Acquisition debt imputed interest expense $ 406 $ 291 $ 311
The aggregate maturities of our Credit Facility and acquisition debt for the next five years subsequent to December 31, 2024 and thereafter, excluding debt issuance costs, are as follows (in thousands):
Credit Facility Acquisition Debt
Years ending December 31,
2025 $ — $ 938
2026 — 491
2027 — 491
2028 — 491
2029 137,000 491
Thereafter — 5,438
Total Credit Facility and acquisition debt $ 137,000 $ 8,340
Less: Interest — ( 2,874 )
Present value of Credit Facility and acquisition debt $ 137,000 $ 5,466
74
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (continued)
13. SENIOR NOTES
At December 31, 2024, we had $ 400.0 million in aggregate principal amount of 4.25 % Senior Notes due 2029 (the “Senior Notes”) and related guarantees by the Subsidiary Guarantors, which were issued in a private offering under Rule 144A and Regulation S of the Securities Act.
The Senior Notes were issued under an indenture, dated as of May 13, 2021 (the “Indenture”), among the Company, the Subsidiary Guarantors and Wilmington Trust, National Association, as trustee (“Collateral Trustee”). The Senior Notes are unsecured, senior obligations and are fully and unconditionally guaranteed on a senior unsecured basis, jointly and severally by each of the Subsidiary Guarantors. The Senior Notes mature on May 15, 2029, unless earlier redeemed or purchased and bear interest at 4.25 % per year, which is payable semi-annually in arrears on May 15 and November 15 of each year, beginning on November 15, 2021.
We may redeem the Senior Notes, in whole or in part, at the redemption price of 102.13 % on or after May 15, 2024, 101.06 % on or after May 15, 2025 and 100 % on or after May 15, 2026, plus accrued and unpaid interest, if any, to, but excluding, the redemption date.
If a “change of control” occurs, holders of the Senior Notes will have the option to require us to purchase for cash all or a portion of their Senior Notes at a price equal to 101 % of the principal amount of the Senior Notes, plus accrued and unpaid interest. In addition, if we make certain asset sales and do not reinvest the proceeds thereof or use such proceeds to repay certain debt, we will be required to use the proceeds of such asset sales to make an offer to purchase the Senior Notes at a price equal to 100 % of the principal amount of the Senior Notes, plus accrued and unpaid interest.
The Indenture contains restrictive covenants limiting our ability and our Restricted Subsidiaries (as defined in the Indenture) to, among other things, incur additional indebtedness or issue certain preferred shares, create liens on certain assets to secure debt, pay dividends or make other equity distributions, purchase or redeem capital stock, make certain investments, sell assets, agree to certain restrictions on the ability of Restricted Subsidiaries to make payments to us, consolidate, merge, sell or otherwise dispose of all or substantially all assets, or engage in transactions with affiliates. The Indenture also contains customary events of default.
The debt discount and the debt issuance costs are being amortized using the effective interest method over the remaining term of 53 months of the Senior Notes. The effective interest rate on the unamortized debt discount and the unamortized debt issuance costs for the Senior Notes for both the years ended December 31, 2024 and 2023 was 4.42 % and 4.30 %, respectively.
The carrying value of our Senior Notes is reflected on our Consolidated Balance Sheets as follows (in thousands):
December 31, 2024 December 31, 2023
Long-term liabilities:
Principal amount $ 400,000 $ 400,000
Debt discount, net of accumulated amortization of $ 1,848 and $ 1,309 , respectively
( 2,652 ) ( 3,191 )
Debt issuance costs, net of accumulated amortization of $ 526 and $ 373 , respectively
( 751 ) ( 904 )
Carrying value of the Senior Notes $ 396,597 $ 395,905
The fair value of the Senior Notes, which are Level 2 measurements, was $ 364.4 million at December 31, 2024.
The interest expense and amortization of debt discount and debt issuance costs related to our Senior Notes are as follows (in thousands):
Years ended December 31,
2024 2023 2022
Senior Notes interest expense $ 17,000 $ 17,000 $ 16,980
Senior Notes amortization of debt discount 539 515 493
Senior Notes amortization of debt issuance costs 153 147 140
75
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (continued)
The aggregate maturities of our Senior Notes for the next five years subsequent to December 31, 2024 and thereafter are as follows (in thousands):
Principal Maturity Discount Amortization Carrying Value
Years ending December 31,
2025 $ — $ ( 563 ) $ ( 563 )
2026 — ( 588 ) ( 588 )
2027 — ( 615 ) ( 615 )
2028 — ( 642 ) ( 642 )
2029 400,000 ( 244 ) 399,756
Thereafter — — —
Total $ 400,000 $ ( 2,652 ) $ 397,348
14. LEASES
Our lease obligations consist of operating and finance leases related to real estate, vehicles and equipment. The components of lease cost are as follows (in thousands):
Years Ended December 31,
Income Statement Classification 2024 2023 2022
Operating lease cost Facilities and grounds expense (1)
$ 3,998 $ 3,526 $ 3,375
Short-term lease cost Facilities and grounds expense (1)
232 372 329
Variable lease cost Facilities and grounds expense (1)
380 234 324
Finance lease cost:
Depreciation of leased assets Depreciation and amortization (2)
$ 511 $ 541 $ 438
Interest on lease liabilities Interest expense 506 500 442
Total finance lease cost 1,017 1,041 880
Total lease cost $ 5,627 $ 5,173 $ 4,908
(1) Facilities and grounds expense is included within Cost of service and General, administrative and other on our Consolidated Statements of Operations.
(2) Depreciation and amortization expense is included within Field depreciation expense and General, administrative and other on our Consolidated Statements of Operations.
Supplemental cash flow information related to our leases is as follows (in thousands):
Years Ended December 31,
2024 2023 2022
Cash paid for operating leases included in operating activities $ 4,325 $ 3,779 $ 3,671
Cash paid for finance leases included in financing activities 1,083 1,153 868
Right-of-use assets obtained in exchange for new leases are as follows (in thousands):
Years Ended December 31,
2024 2023
Right-of-use assets obtained in exchange for new operating lease liabilities $ 1,224 $ 1,243
Right-of-use assets obtained in exchange for new finance lease liabilities 1,027 1,896
76
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (continued)
Supplemental balance sheet information related to leases is as follows (in thousands):
Lease Type Balance Sheet Classification December 31, 2024 December 31, 2023
Operating lease right-of-use assets Operating lease right-of-use assets $ 14,953 $ 16,295
Finance lease right-of-use assets Property, plant and equipment, net 8,564 8,249
Accumulated depreciation Property, plant and equipment, net ( 3,214 ) ( 3,059 )
Finance lease right-of-use assets, net $ 5,350 $ 5,190
Operating lease current liabilities Current portion of operating lease obligations $ 2,810 $ 2,713
Finance lease current liabilities Current portion of finance lease obligations 533 592
Total current lease liabilities $ 3,343 $ 3,305
Operating lease non-current liabilities Obligations under operating leases, net of current portion $ 14,035 $ 15,797
Finance lease non-current liabilities Obligations under finance leases, net of current portion 6,045 5,831
Total non-current lease liabilities $ 20,080 $ 21,628
Total lease liabilities $ 23,423 $ 24,933
The average lease terms and discount rates at December 31, 2024 are as follows:
Weighted-average remaining lease term (years) Weighted-average discount rate
Operating leases 7.1 8.1 %
Finance leases 13.0 8.1 %
The aggregate future lease payments for non-cancelable operating and finance leases at December 31, 2024 are as follows (in thousands):
Operating Finance
Lease payments due:
2025 $ 4,069 $ 1,063
2026 3,933 1,072
2027 3,690 1,073
2028 3,363 822
2029 2,970 745
Thereafter 3,906 6,294
Total lease payments $ 21,931 $ 11,069
Less: Interest ( 5,086 ) ( 4,491 )
Present value of lease liabilities $ 16,845 $ 6,578
At December 31, 2024, we had no significant operating or finance leases that had not yet commenced .
15. COMMITMENTS AND CONTINGENCIES
Non-Compete, Consulting and Employment Agreements
We have various non-compete agreements with former owners and employees. These agreements are generally for one to ten years and provide for periodic future payments over the term of the agreements.
We have various consulting agreements with former owners of businesses we have acquired. Payments for such agreements are generally not made in advance. These agreements are generally for one to ten years and provide for bi-weekly or monthly payments.
77
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (continued)
We have employment agreements with our executive officers. These agreements are generally for two to five years and provide for participation in various incentive compensation arrangements. These agreements generally renew automatically on an annual basis after their initial term has expired.
At December 31, 2024, the maximum estimated future cash commitments under these agreements with remaining commitment terms, and with original terms of more than one year, are as follows (in thousands):
Non-Compete Consulting (1)
Employment (1)
Total
Years ending December 31,
2025 $ 1,926 $ 1,265 $ 5,560 $ 8,751
2026 1,309 671 4,464 6,444
2027 866 310 — 1,176
2028 380 140 — 520
2029 248 20 — 268
Thereafter 509 55 — 564
Total $ 5,238 $ 2,461 $ 10,024 $ 17,723
(1) In connection with Mr. Payne’s transition from Executive Chairman of the Board of Directors to serving as a special advisor to the Board of Directors, his employment agreement with the Company was terminated and he entered into a transition agreement, effective February 22, 2024.
Defined Contribution Plan
We sponsor a defined contribution plan, a 401K plan, for the benefit of our employees. Matching contributions and plan administrative expenses totaled $ 2.9 million for the year ended December 31, 2024, and $ 2.8 million for each of the years ended December 31, 2023 and 2022. We do not offer any post-retirement or post-employment benefits.
Litigation
We are a party to various litigation matters and proceedings. For each of our outstanding legal matters, we evaluate the merits of the case, our exposure to the matter, possible legal or settlement strategies, and the likelihood of an unfavorable outcome. If we determine that an unfavorable outcome is probable and can be reasonably estimated, we establish the necessary accruals. We hold certain insurance policies that may reduce cash outflows with respect to an adverse outcome of certain of these litigation matters.
Denning v. Carriage Services, Inc., et al., Superior Court of California, Ventura County, Case No. 2024 CU OE 028098. On July 29, 2024, a wage and hour class action was filed against the Company and several of its subsidiaries. Plaintiff, a former employee, seeks monetary damages on behalf of herself and other similarly situated current and former non-exempt employees as the putative class for the alleged failure to pay legally mandated compensation and reimbursement expenses. As of December 31, 2024, we are unable to reasonably estimate the possible loss or ranges of loss, if any. The prospective class has not been certified by a court of competent jurisdiction and the Company intends to vigorously defend itself in all respects.
Frost v. Rolling Hills Memorial Park , Superior Court of California, Contra Costa County, Case No. C24-02653. On October 4, 2024, a consumer class action was filed against the Company’s subsidiary, Rolling Hills Memorial Park. Plaintiff, an owner of an interment right and purchaser of merchandise and services from Rolling Hills Memorial Park, seeks monetary damages on behalf of herself and other similarly situated current and former consumers and owners of interment rights as the putative class for the alleged failure to properly set cemetery merchandise and maintain the perpetual care cemetery. As of December 31, 2024, we are unable to reasonably estimate the possible loss or ranges of loss, if any. The prospective class has not been certified by a court of competent jurisdiction and the Company intends to vigorously defend itself in all respects.
78
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (continued)
16. INCOME TAXES
We are subject to taxation in the United States and various states. The provision for income taxes consisted of the following (in thousands):
Years Ended December 31,
2024 2023 2022
Current:
U.S. federal provision $ 13,902 $ 7,862 $ 9,490
State provision 3,923 1,847 3,287
Total current provision $ 17,825 $ 9,709 $ 12,777
Deferred:
U.S. federal (benefit) provision $ ( 1,338 ) $ 2,117 $ 1,723
State provision 640 1,190 1,313
Total deferred (benefit) provision $ ( 698 ) $ 3,307 $ 3,036
Total income tax provision $ 17,127 $ 13,016 $ 15,813
A reconciliation of income taxes calculated at the U.S. federal statutory rate to those reflected in the Consolidated Statements of Operations is as follows (dollars in thousands):
Years Ended December 31,
2024 2023 2022
Amount Percent Amount Percent Amount Percent
Federal statutory rate $ 10,517 21.0 % $ 9,750 21.0 % $ 12,000 21.0 %
Effect of state income taxes, net of federal benefit 3,656 7.3 2,421 5.2 3,630 6.3
Effect of 162(m) officer's compensation limitation
1,717 3.4 — — — —
Effect of non-deductible expenses and other, net 1,019 2.0 864 1.8 59 0.1
Effect of divestitures and impairment of businesses 219 0.5 — — 138 0.2
Change in valuation allowance, net of federal benefit ( 1 ) — ( 19 ) — ( 14 ) —
Total $ 17,127 34.2 % $ 13,016 28.0 % $ 15,813 27.6 %
The tax effects of temporary differences from total operations that give rise to significant deferred tax assets and liabilities are as follows (in thousands):
Years Ended December 31,
2024 2023
Deferred income tax assets:
Net operating loss carryforwards $ 483 $ 694
Interest expense limitation 7,350 6,981
Tax credit carryforwards 51 63
State depreciation 1,096 1,310
Accrued and other liabilities 9,787 6,707
Amortization of non-compete agreements 875 855
Preneed assets, net 312 —
Lease liabilities 4,135 4,347
Total deferred income tax assets 24,089 20,957
Less: valuation allowance ( 156 ) ( 156 )
Total deferred income tax assets $ 23,933 $ 20,801
Deferred income tax liabilities:
Depreciation and amortization $ ( 69,730 ) $ ( 66,863 )
Preneed liabilities — ( 1,070 )
Right-of-use assets ( 3,670 ) ( 3,806 )
Prepaid assets and other ( 1,962 ) ( 1,189 )
Total deferred income tax liabilities ( 75,362 ) ( 72,928 )
Total net deferred tax liabilities $ ( 51,429 ) $ ( 52,127 )
79
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (continued)
Our deferred tax assets and liabilities, along with related valuation allowances, are classified as non-current on our Consolidated Balance Sheets at December 31, 2024 and 2023. We record a valuation allowance to reflect the estimated amount of deferred tax assets for which realization is uncertain. Management reviews the valuation allowance at the end of each quarter and makes adjustments if it is determined that it is more-likely-than not that the tax benefits will be realized. We recognized an immaterial net decrease in our valuation allowance during the years ended December 31, 2024 and 2023.
For state reporting purposes, we have $ 10.1 million of net operating loss carryforwards that will expire between 2025 and 2043, if not utilized. Based on management’s assessment of the various state net operating losses, it was determined that it is more-likely-than not that we will be able to realize tax benefits on some portion of the amount of the state losses. The valuation allowance at December 31, 2024 was attributable to the deferred tax asset related to a portion of the state operating losses.
We analyze tax benefits for uncertain tax positions and how they are to be recognized, measured, and derecognized in financial statements; provide certain disclosures of uncertain tax matters; and specify how reserves for uncertain tax positions should be classified on our Consolidated Balance Sheets. The deferred tax assets recognized for those net operating losses ( “ NOLs ”) are presented net of these unrecognized tax benefits.
At December 31, 2024, the Company’s unrecognized tax benefit (“UTB”) reserve for uncertain tax positions primarily relates to the uncertainty of receiving audit protection for revenue recognition of cemetery property for the benefit derived from carrying back losses generated in 2018 to tax years with a higher effective tax rate than the current 21.0% rate. Our UTB reserve for the years ended December 31, 2024 and 2023 was $ 3.5 million and $ 3.4 million, respectively.
A reconciliation of the beginning and ending amount of unrecognized tax benefits is as follows (in thousands):
Years Ended December 31,
2024 2023 2022
Unrecognized tax benefit at beginning of year $ 3,382 $ 3,294 $ 3,761
Gross decreases - tax positions in prior period — — ( 533 )
Gross increases - tax positions in prior period — 88 66
Gross increases - tax positions in current period 89 — —
Unrecognized tax benefit at end of year $ 3,471 $ 3,382 $ 3,294
At December 31, 2024, we expect that the $ 3.5 million of UTB will be recognized in the next twelve months. We accrued interest of $ 0.1 million during 2024 and in total, as of December 31, 2024, recognized a liability related to the UTB's noted above for interest of $ 0.4 million. During 2023, we accrued interest of $ 0.1 million and in total, as of December 31, 2023, recognized a liability for interest of $ 0.3 million.
In 2017, we filed amended returns for the tax years ending December 31, 2013, 2014, 2015, resulting in $ 1.9 million in refunds. These amended returns were selected for a limited scope audit. Additionally, losses incurred in the tax years ending December 31, 2018, and 2019 were carried back to the tax years 2015 and 2016, generating refunds exceeding $ 5.0 million, which require Joint Committee approval. During the year ended December 31, 2024, the refunds for the tax years 2013, 2014, and 2015 were received; however, the Joint Committee review is still pending. At December 31, 2024, Carriage had not received final correspondence from the Internal Revenue Service indicating the completion of the audits.
As of December 31, 2024, tax years 2013 to 2023 remain subject to examination by taxing authorities.
17. STOCKHOLDERS’ EQUITY
Share Authorization
We are authorized to issue 80,000,000 shares of common stock, $ 0.01 per share par value. We had 26,881,355 and 26,627,319 shares issued and 15,253,537 and 14,999,501 shares outstanding, net of 11,627,818 shares held in treasury at par, at December 31, 2023 and 2024, respectively.
Stock Based Compensation Plans
During the year ended December 31, 2024, we had two stock benefits plans in effect under which stock, restricted stock, stock options and performance awards have been granted or remain outstanding: the Second Amended and Restated 2006 Long-Term Incentive Plan (as amended, the “Amended and Restated 2006 Plan”) and the 2017 Omnibus Incentive Plan (as amended, the “2017 Plan”). The Amended and Restated 2006 Plan was terminated upon the approval of the 2017 Plan at the annual stockholders meeting on May 17, 2017. The 2017 Plan expires on May 17, 2027. All stock-based plans are administered by the Compensation Committee appointed by our Board of Directors (the “Board”).
80
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (continued)
At December 31, 2024, we had 2,295,753 shares available to issue under our 2017 Plan. The termination of the Amended and Restated 2006 Plan does not affect the awards previously issued and outstanding.
Restricted Stock
Restricted stock activity is as follows (in thousands, except shares):
Years Ended December 31,
2024 2023 2022
Shares Fair Value Shares Fair Value Shares Fair Value
Granted (1)
156,630 $ 3,834 142,020 $ 4,634 — $ —
Returned for payroll taxes 16,354 $ 419 1,473 $ 50 4,136 $ 205
Cancelled 55,050 $ 1,623 1,826 $ 61 1,950 $ 63
(1) Restricted stock granted during the year ended December 31, 2024 and 2023 will vest over a three-year period, if the employee has remained continuously employed by us during the vesting period, at a weighted average stock price of $ 24.48 and $ 32.63 , respectively.
A summary of the number of unvested restricted stock awards and their weighted average grant date fair values during the year ended December 31, 2024 is presented in the table below:
Restricted stock awards Shares Weighted Average
Grant Date
Fair Value
Unvested at January 1 143,168 $ 32.65
Granted 156,630 $ 24.48
Vested ( 48,268 ) $ 32.69
Cancelled ( 55,050 ) $ 29.49
Unvested at December 31 196,480 $ 27.01
We recorded stock-based compensation expense, which is included in Regional and unallocated funeral and cemetery costs and General, administrative and other expenses, for restricted stock awards of $ 2.0 million , $ 1.4 million and $ 0.2 million for the years ended December 31, 2024, 2023 and 2022, respectively.
At December 31, 2024, we had $ 5.3 million of total unrecognized compensation costs related to unvested restricted stock awards, which are expected to be recognized over a weighted average period of 1.9 years.
Stock Options
Stock option grants and cancellations are as follows (in thousands, except shares):
Years Ended December 31,
2024 2023 2022
Shares Fair Value Shares Fair Value Shares Fair Value
Granted (1)
370,590 $ 3,830 214,191 $ 2,506 58,500 $ 959
Granted (2)
— $ — — $ — 310,000 $ 5,388
Granted (3)
— $ — — $ — 12,600 $ 143
Cancelled 532,266 $ 6,311 105,150 $ 1,380 45,590 $ 512
(1) Stock options granted during the years ended December 31, 2024, 2023 and 2022 had a weighted average price of $ 24.48 , $ 32.69 and $ 49.48 , respectively. The fair value of these options was calculated using the Black-Scholes option pricing model. The options granted in 2024 and 2023 vest over a three-year period and have a ten-year term. The options granted in 2022 vest over a five-year period and have a ten-year term. These options will vest if the employee has remained continuously employed by us through the vesting period.
(2) Stock options granted during the year ended December 31, 2022 had a weighted average price of $ 49.48 . The fair value of these options was calculated using the Black-Scholes option pricing model and vest over a seven-year period and have a ten-year term. These options will vest if the employee has remained continuously employed by us through the vesting period.
(3) Stock options granted during the year ended December 31, 2022 had a weighted average price of $ 31.58 . The fair value of these options was calculated using the Black-Scholes option pricing model and vest over a three-year period and have a ten-year term. These options will vest if the employee has remained continuously employed by us through the vesting period.
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NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (continued)
Additional stock option activity is as follows (in thousands, except shares):
Years Ended December 31,
2024 2023 2022
Shares Cash Shares Cash Shares Cash
Exercised (1)
97,548 $ 1,439 74,200 N/A 32,196 N/A
Returned for option price (2)
28,882 $ 1,113 56,957 $ — 18,797 $ 60
Returned for payroll taxes (3)
4,482 $ 174 5,486 $ 174 2,895 $ 123
(1) Stock options exercised during the years ended December 31, 2024, 2023 and 2022 had a weighted average exercise price of $ 26.12 , $ 23.98 and $ 25.49 , respectively.
(2) Represents shares withheld/cash received for the payment of the option price.
(3) Represents shares withheld/cash paid for the payment of payroll taxes.
Stock options are granted with an exercise price equal to the closing price of our common stock on the date of grant. All of the options granted and outstanding under this plan have either a seven or ten-year term. We utilized the Black-Scholes option pricing model and Monte-Carlo simulation pricing model for estimating the fair value of our stock options. These models allow for the use of a range of assumptions related to volatility, risk-free interest rate, expected holding period and dividend yield. The expected volatility utilized in these valuation models is based on the historical volatility of our stock price. The dividend yield and expected holding period are based on historical experience and management's estimate of future events. The risk-free interest rate is derived from the U.S. Treasury yield curve based on the expected life of the option in effect at the time of grant.
The fair value of the options granted using the Black-Scholes option pricing model was estimated on the date of grant with the following assumptions:
Years Ended December 31,
2024 2023 2022 2022 2022
Grant date February 21 February 22 February 23 February 23 September 27
Expected holding period (years) 6.0 4.0 7.0 5.0 4.1
Awards granted 370,590 214,191 310,000 58,500 12,600
Dividend yield 1.79 % 1.38 % 0.91 % 0.91 % 1.43 %
Expected volatility 43.59 % 43.68 % 34.35 % 33.18 % 43.68 %
Risk-free interest rate 4.31 % 4.27 % 1.98 % 1.89 % 4.29 %
Black-Scholes value $ 10.34 $ 11.70 $ 17.38 $ 16.39 $ 11.35
The fair value of the options granted using the Monte-Carlo simulation pricing model was estimated on the date of grant with the following assumptions:
Year ended December 31, 2022
Awards granted 150,000
Dividend yield 1.15 %
Expected volatility 34.08 %
Risk-free interest rate 1.29 %
A summary of the number of stock options and their weighted average exercise prices during the year ended December 31, 2024 is presented in the table below (shares in thousands):
Shares Wtd. Avg.
Ex. Price
Outstanding at January 1 1,603 $ 35.04
Granted 371 $ 24.48
Exercised ( 98 ) $ 26.12
Forfeited or expired ( 532 ) $ 36.01
Outstanding at December 31 1,344 $ 32.39
Exercisable at December 31 617 $ 31.54
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NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (continued)
A summary of the number of stock options and their weighted average grant date fair values during the year ended December 31, 2024 is presented in the table below (shares in thousands):
Shares Wtd. Avg.
Fair Value
Non-vested at January 1 915 $ 12.77
Granted 371 $ 10.34
Vested or exercised ( 220 ) $ 11.71
Forfeited ( 339 ) $ 12.43
Non-vested at December 31 727 $ 11.98
A summary of the intrinsic value of stock options exercised and the fair value of stock options vested for the three years ended December 31, 2024 is presented in the table below (in thousands):
Years Ended December 31,
2024 2023 2022
Intrinsic value of options exercised $ 647 $ 538 $ 580
Fair value of stock options vested
5,825 6,003 1,784
The following table further describes our outstanding stock options at December 31, 2024:
Options Outstanding Options Exercisable
Actual Ranges of Exercise Prices Number Outstanding at 12/31/24 Weighted-Average
Remaining
Contractual Life Weighted-Average
Exercise Price Number Exercisable at 12/31/24 Weighted-Average
Remaining
Contractual Life Weighted-Average
Exercise Price
$ 18.02 - $ 18.02
13,333 5.48 $ 18.02 13,333 5.48 $ 18.02
$ 20.06 - $ 26.54
593,477 5.39 $ 24.73 272,087 0.96 $ 25.04
$ 31.58 - $ 31.58
12,600 7.74 $ 31.58 8,400 7.74 $ 31.58
$ 32.69 - $ 49.48
724,675 6.86 $ 38.93 323,020 6.65 $ 37.59
$ 18.02 - $ 49.48
1,344,085 6.20 $ 32.39 616,840 4.13 $ 31.54
The aggregate intrinsic value of the outstanding and exercisable stock options were both $ 12.2 million and $ 5.8 million, respectively, at December 31, 2024. We had $ 6.1 million of unrecognized compensation cost related to unvested stock options expected to be recognized over a weighted average period of 2.5 years at December 31, 2024.
We recorded stock-based compensation expense, which is included in Regional and unallocated funeral and cemetery costs and General, administrative and other expenses, for stock options $ 2.5 million, $ 2.9 million and $ 2.3 million, for the years ended December 31, 2024, 2023 and 2022, respectively.
Performance Awards
Performance award activity is as follows (in thousands, except shares):
Years Ended December 31,
2024 2023 2022
Shares Fair Value Shares Fair Value Shares Fair Value
Granted — $ — — $ — 27,013 $ 1,262
Cancelled 80,276 $ 871 54,229 $ 1,565 30,743 $ 295
A summary of the number of performance awards and their weighted average grant date fair values during the year ended December 31, 2024 is presented in the table below:
Performance Awards Shares Weighted Average
Grant Date
Fair Value
At January 1 377,807 $ 19.81
Cancelled ( 80,276 ) $ 10.85
At December 31 297,531 $ 22.23
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NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (continued)
The performance awards in the table above are presented at the first predetermined growth target. However, at December 31, 2024, certain performance criteria for the third predetermined growth target were satisfied. Therefore, a total of 415,812 shares of common stock are expected to be awarded to participants under this program. There was no unrecognized compensation cost related to performance awards at December 31, 2024.
We recorded stock-based compensation expense, which is included in Regional and unallocated funeral and cemetery costs and General, administrative and other expenses, for performance awards of $ 1.1 million, $ 1.6 million and $ 2.5 million during the years ended December 31, 2024, 2023 and 2022, respectively.
Employee Stock Purchase Plan
We provide all employees the opportunity to purchase common stock through payroll deductions in our ESPP. Purchases are made quarterly; the price being 85 % of the lower of the price on the first day of the plan entry date (beginning of the fiscal year) or the actual date of purchase (end of quarter).
ESPP activity is as follows:
Years Ended December 31,
2024 2023 2022
Shares Price Shares Price Shares Price
ESPP 55,850 $ 21.26 63,372 $ 23.58 52,053 $ 32.38
We recorded stock-based compensation expense, which is included in Regional and unallocated funeral and cemetery costs and General, administrative and other expenses, for our ESPP of $ 0.4 million, $ 0.6 million and $ 0.5 million during the years ended December 31, 2024, 2023 and 2022, respectively.
The fair values of the right to purchase shares under the ESPP are estimated at the date of purchase with the four quarterly purchase dates using the following assumptions:
Years Ended December 31,
2024 2023 2022
Dividend yield 1.51 % 1.30 % 0.01 %
Expected volatility 41.2 % 53.5 % 30.2 %
Risk-free interest rate 5.46 %, 5.24 %, 5.02 %, 4.80 %
4.53 %, 4.77 %, 4.75 %, 4.72 %
0.08 %, 0.22 %, 0.31 %, 0.40 %
Expected life (years) 0.25 , 0.50 , 0.75 , 1.00
0.25 , 0.50 , 0.75 , 1.00
0.25 , 0.50 , 0.75 , 1.00
Expected volatilities are based on the historical volatility during the previous twelve months of the underlying common stock. The risk-free rate for the quarterly purchase periods is based on the U.S. Treasury yields in effect at the time of purchase. The expected life of the ESPP grants represents the calendar quarters from the beginning of the year to the purchase date (end of each quarter).
Common Stock
Former Employee
Common stock activity is as follows (in thousands, except shares):
Years Ended December 31,
2024 2023 2022
Shares Fair Value Shares Fair Value Shares Fair Value
Granted (1)
— $ — 30,000 $ 826 — $ —
Returned for payroll taxes — $ — 1,001 $ 28 — $ —
(1) During the year ended December 31, 2023, we issued 30,000 shares of common stock to a former executive at a stock price of $ 27.54 , in accordance with his Separation and Release Agreement pertaining to his resignation from his position as the Company’s Executive Vice President, Chief Financial Officer & Treasurer effective January 2, 2023.
We recorded stock-based compensation expense, which is included in General, administrative and other expenses, for
common stock awards of $ 0.8 million, for the year ended December 31, 2023.
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NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (continued)
Good to Great Incentive Program
Common stock issued to certain employees under this incentive program is as follows (in thousands, except shares):
Years Ended December 31,
2024 2023 2022
Shares Fair Value Shares Fair Value Shares Fair Value
31,470 $ 790 8,444 $ 276 27,448 $ 1,358
(1) Common stock granted during the year ended December 31, 2024, 2023 and 2022 had a grant date stock price of $ 25.08 , $ 32.69 and $ 49.48 , respectively.
Non-Employee Director and Board Advisor Compensation
On April 2, 2024, the Board revised the Director Compensation Policy to provide that each independent director is entitled to a quarterly retainer of $ 37,500 payable in cash and/or unrestricted shares of our common stock at the end of each quarter. The chair of the Board, so long as he or she is an independent director, and the chair of our Audit Committee shall be entitled to an additional annual retainer of $ 20,000 , payable in quarterly installments of $ 5,000 each at the end of each quarter, and the chair of our Compensation Committee is entitled to an additional annual retainer of $ 15,000 , payable in quarterly installments of $ 3,750 each at the end of each quarter, and the chair of our Corporate Governance Committee is entitled to an additional annual retainer of $ 10,000 , payable in quarterly installments of $ 2,500 at the end of each quarter.
Any new independent director will receive upon admission to the Board a grant of $ 25,000 (in addition to the independent director annual retainer prorated at the time the new director is admitted to the Board) which can be taken in cash or unrestricted shares of our common stock. The number of shares of such common stock will be determined by dividing the cash amount by the closing price of our common stock on the date of grant, which will be the date of admission to the Board.
Non-employee director and board advisor common stock activity is as follows (in thousands, except shares):
Years Ended December 31,
2024 2023 2022
Shares Fair Value Shares Fair Value Shares Fair Value
Board of Directors (1)
16,658 $ 510 15,059 $ 431 11,155 $ 415
Advisor to the Board (1)
647 $ 21 691 $ 20 555 $ 20
(1) Common stock granted during the years ended December 31, 2024, 2023 and 2022 had a weighted average price of $ 30.56 , $ 28.60 and $ 37.14 , respectively.
We recorded compensation expense, which is included in General, administrative and other expenses, related to annual retainers, including the value of stock granted to non-employee Directors and an advisor to our Board, of $ 1.3 million, $ 0.8 million and $ 0.7 million, during the years ended December 31, 2024, 2023 and 2022, respectively.
Cash Dividends
Our Board declared the following dividends payable on the dates below (in thousands, except per share amounts):
2024 Per Share Dollar Value
March 1st $ 0.1125 $ 1,686
June 1st $ 0.1125 $ 1,704
September 1st $ 0.1125 $ 1,708
December 1st $ 0.1125 $ 1,709
2023 Per Share Dollar Value
March 1st $ 0.1125 $ 1,661
June 1st $ 0.1125 $ 1,679
September 1st $ 0.1125 $ 1,683
December 1st $ 0.1125 $ 1,685
18. SHARE REPURCHASE PROGRAM
Subject to market conditions, normal trading restrictions and satisfying certain financial covenants in our Credit Facility, and in the Indenture governing our Senior Notes, we may make purchases in the open market or through privately negotiated transactions under our Board authorized share repurchase program, in accordance with Rule 10b-18 of the Securities Exchange Act of 1934, as amended (the “Exchange Act”).
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Table of Contents
On February 23, 2022, our Board authorized an increase in our share repurchase program to permit us to purchase up to an additional $ 75.0 million under our share repurchase program, in addition to amounts previously authorized and outstanding in accordance with Rule 10b-18 of the Exchange Act, which totaled up to $ 265.0 million in share repurchase authorizations.
Share repurchase activity is as follows (dollar value in thousands):
Years Ended December 31,
2024 2023 2022
Number of Shares Repurchased
— — 695,496
Average Price Paid Per Share $ — $ — $ 49.22
Dollar Value of Shares Repurchased
$ — $ — $ 34,234
Our shares were purchased in the open market at times and in amounts as management determined appropriate based on factors such as market conditions, legal requirements and other business considerations. Shares purchased pursuant to the repurchase program are currently held as treasury stock. At December 31, 2024, our share repurchase program had $ 48.9 million authorized for repurchases.
19. EARNINGS PER SHARE
Share-based awards that contain non-forfeitable rights to dividends or dividend equivalents, whether paid or unpaid, are participating securities and included in the computation of both basic and diluted earnings per share. Our grants of stock awards to our employees are considered participating securities and we have prepared our earnings per share calculations to exclude earnings allocated to unvested restricted stock awards, using the two-class method, in the basic and diluted weighted average shares outstanding calculation.
The following table sets forth the computation of the basic and diluted earnings per share (in thousands, except per share data):
Years Ended December 31,
2024 2023 2022
Numerator for basic and diluted earnings per share:
Net income $ 32,953 $ 33,413 $ 41,381
Less: Earnings allocated to unvested restricted stock ( 432 ) ( 306 ) ( 26 )
Income attributable to common stockholders $ 32,521 $ 33,107 $ 41,355
Denominator:
Denominator for basic earnings per common share – weighted average shares outstanding 14,971 14,803 14,857
Effect of dilutive securities:
Stock options 56 55 183
Performance awards 416 597 670
Denominator for diluted earnings per common share – weighted average shares outstanding 15,443 15,455 15,710
Basic earnings per common share: $ 2.17 $ 2.24 $ 2.78
Diluted earnings per common share: $ 2.10 $ 2.14 $ 2.63
Stock options excluded from the computation of diluted earnings per share because the inclusion of such stock options would result in an antidilutive effect are as follows (in thousands):
Years Ended December 31,
2024 2023 2022
Antidilutive stock options 1,143 1,208 311
Our performance awards are considered to be contingently issuable shares because their issuance is contingent upon the satisfaction of certain performance and service conditions. At December 31, 2024, we had satisfied certain performance criteria for the first, second and third predetermined growth targets of our performance awards to be considered outstanding. Therefore, we included these awards in the computation of diluted earnings per share as of the beginning of the reporting period.
86
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (continued)
20. SEGMENT REPORTING
Our Chief Operating Decision Maker (the “CODM”), who is the Chief Executive Officer, utilizes segment operating income (loss) for resource allocation across segments, particularly during the annual budgeting and forecasting processes. The CODM examines variances on a monthly basis to make informed decisions regarding capital and personnel distribution among segments. Additionally, the CODM employs segment gross profit for product pricing evaluation and uses segment adjusted operating profit to assess each segment’s performance by comparing results and return on assets against expected outcomes.
The tables below present revenue, disaggregated by major source for each of our reportable segments, as well as, significant segment expenses, other segment expenses, operating income (loss), depreciation and amortization, interest expense, income (loss) before income taxes, income tax expense (benefit), total assets, long-lived assets, goodwill, capital expenditures and number of operating locations by segment as follows, (in thousands, except number of operating locations) for the years ended December 31, 2024, 2023 and 2022, respectively:
Year Ended, December 31, 2024 Funeral Cemetery Corporate Total
Revenue
Services $ 163,696 $ 19,355 $ — $ 183,051
Merchandise 81,036 17,482 — 98,518
Cemetery property — 88,414 — 88,414
Other revenue 18,382 15,833 — 34,215
Total revenue 263,114 141,084 — 404,198
Less: (1)
Salaries, benefits and commission expenses
69,552 37,958 — 107,510
Cost of merchandise 27,831 8,058 — 35,889
Allocated overhead costs (2)
13,135 4,883 — 18,018
Facilities and grounds expenses 10,561 6,527 — 17,088
General and administrative expenses (3)
10,324 3,616 — 13,940
Other segment expenses (4)
47,454 23,459 59,041 129,954
Operating income (loss) $ 84,257 $ 56,583 $ ( 59,041 ) $ 81,799
Depreciation and amortization $ 11,736 $ 10,161 $ 993 $ 22,890
Interest expense $ 947 $ 27 $ 31,101 $ 32,075
Income (loss) before income taxes $ 83,945 $ 56,933 $ ( 90,798 ) $ 50,080
Income tax expense (benefit) $ 28,709 $ 19,471 $ ( 31,053 ) $ 17,127
Total assets $ 781,006 $ 477,487 $ 21,087 $ 1,279,580
Long-lived assets $ 628,681 $ 207,427 $ 10,232 $ 846,340
Goodwill $ 356,869 $ 57,990 $ — $ 414,859
Capital expenditures $ 5,724 $ 8,814 $ 1,560 $ 16,098
Number of operating locations at year end 162 31 — 193
(1) The significant expense categories and amounts align with the segment-level information that is regularly provided to the CODM.
(2) Allocated overhead costs include: property insurance costs, property tax expenses and corporate overhead fees allocated to the field, such as information technology, human resources, legal and finance.
(3) General and administrative expenses include: professional services, travel and meals expenses, computer software expenses and office supplies.
(4) The Corporate segment's other segment expenses primarily include general, administrative and other expenses, net loss on divestitures, disposals and impairment charges and amortization and depreciation expenses. The Funeral and Cemetery segment's other segment expenses primarily include transportation costs, other funeral costs, non-payroll related promotional costs, net loss on divestitures, disposals and impairment charges and amortization and depreciation expenses.
87
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (continued)
Year Ended, December 31, 2023 Funeral Cemetery Corporate Total
Revenue
Services $ 163,600 $ 18,566 $ — $ 182,166
Merchandise 85,795 16,385 — 102,180
Cemetery property — 67,310 — 67,310
Other revenue 15,381 15,483 — 30,864
Total revenue 264,776 117,744 — 382,520
Less: (1)
Salaries, benefits and commission expenses
72,210 33,962 — 106,172
Cost of merchandise 29,387 7,445 — 36,832
Allocated overhead costs (2)
12,767 4,147 — 16,914
Facilities and grounds expenses 10,063 5,578 — 15,641
General and administrative expenses (3)
10,301 3,253 — 13,554
Other segment expenses (4)
48,742 21,436 42,250 112,428
Operating income (loss) $ 81,306 $ 41,923 $ ( 42,250 ) $ 80,979
Depreciation and amortization $ 12,197 $ 8,008 $ 912 $ 21,117
Interest expense $ 783 $ 8 $ 35,475 $ 36,266
Income (loss) before income taxes $ 82,453 $ 42,208 $ ( 78,232 ) $ 46,429
Income tax expense (benefit) $ 23,115 $ 11,833 $ ( 21,932 ) $ 13,016
Total assets $ 802,368 $ 448,018 $ 17,666 $ 1,268,052
Long-lived assets $ 648,253 $ 209,401 $ 5,732 $ 863,386
Goodwill $ 364,639 $ 59,004 $ — $ 423,643
Capital expenditures $ 7,483 $ 10,061 $ 495 $ 18,039
Number of operating locations at year end 171 32 — 203
(1) The significant expense categories and amounts align with the segment-level information that is regularly provided to the CODM.
(2) Allocated overhead costs include: property insurance costs, property tax expenses and corporate overhead fees allocated to the field, such as information technology, human resources, legal and finance.
(3) General and administrative expenses include: professional services, travel and meals expenses, computer software expenses and office supplies.
(4) The Corporate segment's other segment expenses primarily include general, administrative and other expenses, net loss on divestitures, disposals and impairment charges and amortization and depreciation expenses. The Funeral and Cemetery segment's other segment expenses primarily include transportation costs, other funeral costs, non-payroll related promotional costs, net loss on divestitures, disposals and impairment charges and amortization and depreciation expenses.
88
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (continued)
Year Ended December 31, 2022 Funeral Cemetery Corporate Total
Revenue
Services $ 163,904 $ 17,367 $ — $ 181,271
Merchandise 89,052 14,307 — 103,359
Cemetery property — 58,611 — 58,611
Other revenue 13,947 12,986 — 26,933
Total revenue 266,903 103,271 — 370,174
Less: (1)
Salaries, benefits and commission expenses
70,142 28,940 — 99,082
Cost of merchandise 29,944 6,483 — 36,427
Allocated overhead costs (2)
11,648 3,511 — 15,159
Facilities and grounds expenses 9,919 5,268 — 15,187
General and administrative expenses (3)
9,530 2,787 — 12,317
Other segment expenses (4)
53,640 21,187 37,449 112,276
Operating income (loss) $ 82,080 $ 35,095 $ ( 37,449 ) $ 79,726
Depreciation and amortization $ 11,591 $ 7,584 $ 624 $ 19,799
Interest expense $ 753 $ — $ 25,142 $ 25,895
Income (loss) before income taxes $ 85,196 $ 35,126 $ ( 63,128 ) $ 57,194
Income tax expense (benefit) $ 23,555 $ 9,712 $ ( 17,454 ) $ 15,813
Total assets $ 779,500 $ 396,389 $ 17,061 $ 1,192,950
Long-lived assets $ 630,599 $ 190,226 $ 4,518 $ 825,343
Goodwill $ 355,654 $ 54,483 $ — $ 410,137
Capital expenditures $ 14,917 $ 10,566 $ 598 $ 26,081
Number of operating locations at year end 171 32 — 203
(1) The significant expense categories and amounts align with the segment-level information that is regularly provided to the CODM.
(2) Allocated overhead costs include: property insurance costs, property tax expenses and corporate overhead fees allocated to the field, such as information technology, human resources, legal and finance.
(3) General and administrative expenses include: professional services, travel and meals expenses, computer software expenses and office supplies.
(4) The Corporate segment's other segment expenses primarily include general, administrative and other expenses, net loss on divestitures, disposals and impairment charges and amortization and depreciation expenses. The Funeral and Cemetery segment's other segment expenses primarily include transportation costs, other funeral costs, non-payroll related promotional costs, net loss on divestitures, disposals and impairment charges and amortization and depreciation expenses.
89
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (continued)
21. SUPPLEMENTARY DATA
Balance Sheets
The following table presents the detail of certain balance sheet accounts (in thousands):
December 31,
2024 2023
Prepaid and other current assets:
Prepaid expenses $ 3,987 $ 3,779
Federal income tax receivable — 454
State income tax receivable — 421
Other current assets 136 137
Total prepaid and other current assets $ 4,123 $ 4,791
Current portion of debt and lease obligations:
Acquisition debt $ 571 $ 537
Finance lease obligations 533 592
Operating lease obligations 2,810 2,713
Total current portion of debt and lease obligations $ 3,914 $ 3,842
Accrued and other liabilities:
Incentive compensation $ 12,860 $ 13,156
Salaries and wages 4,867 2,285
Insurance 3,584 3,017
Unrecognized tax benefit 3,471 3,382
Vacation 2,803 3,647
Ad valorem taxes 2,314 2,395
Interest 2,288 2,409
Perpetual care trust payable 2,143 1,358
Employee meetings and award trips 1,550 1,185
Commissions 1,218 1,144
Income tax payable 208 —
Other accrued liabilities 1,300 1,384
Total accrued and other liabilities, including HFS
38,606 35,362
Less: Held for sale
( 146 ) —
Total accrued and other liabilities
$ 38,460 $ 35,362
Other long-term liabilities:
Incentive compensation $ 996 $ 1,855
Other long-term liabilities 183 —
Total other long-term liabilities $ 1,179 $ 1,855
22. SUPPLEMENTAL DISCLOSURE OF CASH FLOW INFORMATION
The following information is supplemental disclosure for the Consolidated Statements of Cash Flows (in thousands):
Years Ended December 31,
2024 2023 2022
Cash paid for interest and financing costs $ 30,629 $ 34,682 $ 24,456
Cash paid for taxes 16,654 10,448 9,713
Land purchased in exchange for debt — 2,550 —
90
CARRIAGE SERVICES, INC.
SCHEDULE II — VALUATION AND QUALIFYING ACCOUNTS
(in thousands)
Description Balance at beginning of year Charged to costs and expenses Deduction Balance at end of year
Year ended December 31, 2022:
Employee severance accruals $ 641 $ 1,880 $ 1,361 $ 1,160
Valuation allowance of the deferred tax asset 198 — 17 181
Year ended December 31, 2023:
Employee severance accruals $ 1,160 $ 186 $ 799 $ 547
Valuation allowance of the deferred tax asset 181 — 25 156
Year Ended December 31, 2024:
Employee severance accruals $ 547 $ 6,207 $ 4,233 $ 2,521
Valuation allowance of the deferred tax asset 156 — — 156
91
ITEM 9. CHANGES IN AND DISAGREEMENTS WITH ACCOUNTANTS ON ACCOUNTING AND FINANCIAL DISCLOSURE.
None.