Item 8. Financial Statements and Supplementary Data
Item 8. Financial Statements and Supplementary Data
Index to Financial Statements and Related Schedule
Page
Financial Statements:
Report of Independent Registered Public Accounting Firm (PCAOB ID 238 )
39
Consolidated Statement of Operations for the years ended December 31, 2023, 202 2 , and 2021
41
Consolidated Statement of Comprehensive Income for the years ended December 31, 2023, 2022, and 2021
42
Consolidated Balance Sheet as of December 31, 2023 and 2022
43
Consolidated Statement of Cash Flows for the years ended December 31, 2023, 2022, and 2021
44
Consolidated Statement of Equity for the years ended December 31, 2023, 2022, and 2021
45
Notes to Consolidated Financial Statements
46
1. Nature of Operations
46
2. Summary of Significant Accounting Policies
46
3. Preneed Activities
55
4. Goodwill and Intangible Assets
59
5. Income Taxes
60
6. Debt
64
7. Credit Risk and Fair Value of Financial Instruments
66
8. Leases
67
9. Commitments and Contingencies
69
10. Equity
70
11. Share-Based Compensation
70
12. Retirement Plans
73
13. Segment Reporting
76
14. Supplementary Information
78
15. Earnings Per Share
80
16. Acquisitions and Divestiture-Related Activities
81
Financial Statement Schedule:
II — Valuation and Qualifying Accounts for the years ended December 31, 2023, 2022, and 2021
83
All other schedules have been omitted because the required information is not applicable or is not present in amounts sufficient to require submission or because the information required is included in the consolidated financial statements or the related notes thereto.
38 Service Corporation International
PART II
Report of Independent Registered Public Accounting Firm
To the Board of Directors and Stockholders of Service Corporation International
Opinions on the Financial Statements and Internal Control over Financial Reporting
We have audited the accompanying consolidated balance sheet of Service Corporation International and its subsidiaries (the “Company”) as of December 31, 2023 and 2022, and the related consolidated statements of operations, of comprehensive income, of equity and of cash flows for each of the three years in the period ended December 31, 2023, including the related notes and financial statement schedule listed in the accompanying index (collectively referred to as the “consolidated financial statements”). We also have audited the Company's internal control over financial reporting as of December 31, 2023, based on criteria established in Internal Control - Integrated Framework (2013) issued by the Committee of Sponsoring Organizations of the Treadway Commission (COSO).
In our opinion, the consolidated financial statements referred to above present fairly, in all material respects, the financial position of the Company as of December 31, 2023 and 2022, and the results of its operations and its cash flows for each of the three years in the period ended December 31, 2023 in conformity with accounting principles generally accepted in the United States of America. Also in our opinion, the Company maintained, in all material respects, effective internal control over financial reporting as of December 31, 2023, based on criteria established in Internal Control - Integrated Framework (2013) issued by the COSO.
Basis for Opinions
The Company's management is responsible for these consolidated financial statements, for maintaining effective internal control over financial reporting, and for its assessment of the effectiveness of internal control over financial reporting, included in Management’s Report on Internal Control over Financial Reporting appearing under Item 9A. Our responsibility is to express opinions on the Company’s consolidated financial statements and on the Company's internal control over financial reporting based on our audits. We are a public accounting firm registered with the Public Company Accounting Oversight Board (United States) (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 audits to obtain reasonable assurance about whether the consolidated financial statements are free of material misstatement, whether due to error or fraud, and whether effective internal control over financial reporting was maintained in all material respects.
Our audits of the consolidated financial statements included performing procedures to assess the risks of material misstatement of the consolidated 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 consolidated 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 consolidated financial statements. Our audit of internal control over financial reporting included obtaining an understanding of internal control over financial reporting, assessing the risk that a material weakness exists, and testing and evaluating the design and operating effectiveness of internal control based on the assessed risk. Our audits also included performing such other procedures as we considered necessary in the circumstances. We believe that our audits provide a reasonable basis for our opinions.
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 (i) pertain to the maintenance of records that, in reasonable detail, accurately and fairly reflect the transactions and dispositions of the assets of the company; (ii) 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 (iii) 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.
Critical Audit Matters
The critical audit matter communicated below is a matter arising from the current period audit of the consolidated financial statements that was communicated or required to be communicated to the audit committee and that (i) relates to accounts or disclosures that are material to the consolidated financial statements and (ii) involved our especially challenging, subjective, or complex judgments. The communication of critical audit matters does not alter in any way our opinion on the consolidated financial statements, taken as a whole, and we are not, by communicating the critical audit matter below, providing a separate opinion on the critical audit matter or on the accounts or disclosures to which it relates.
FORM 10-K 39
PART II
Goodwill Impairment Assessment - Funeral Reporting Unit
As described in Notes 2 and 4 to the consolidated financial statements, the Company’s consolidated goodwill balance was $2.0 billion as of December 31, 2023, and the goodwill associated with the funeral reporting unit was $1.6 billion. Goodwill is tested annually during the fourth quarter, or whenever certain events or changes in circumstances indicate that the carrying value of goodwill may be greater than fair value. In order to perform the goodwill impairment test, management compares the fair value of a reporting unit to its carrying amount, including goodwill. Management determines fair value of a reporting unit using both a market and income approach. The income approach, which is a discounted cash flow method, uses projections of future cash flows and includes assumptions concerning future operating performance and economic conditions, such as revenue and other growth rates and a discount rate, that may differ from actual future cash flows.
The principal considerations for our determination that performing procedures relating to the goodwill impairment assessment of the funeral reporting unit is a critical audit matter are the significant judgment by management when developing the fair value measurement of the reporting unit under the income approach. This in turn led to a high degree of auditor judgment, subjectivity, and effort in performing procedures and in evaluating management’s cash flow projections and significant assumptions related to revenue growth rates (over a seven year period (“discrete years”) and terminal year) and ratio of expenses to revenue. In addition, the audit effort involved the use of professionals with specialized skill and knowledge to assist in performing these procedures and evaluating the audit evidence obtained.
Addressing the matter involved performing procedures and evaluating audit evidence in connection with forming our overall opinion on the consolidated financial statements. These procedures included testing the effectiveness of controls relating to management’s goodwill impairment assessment of the funeral reporting unit, including controls over the valuation assertion. These procedures also included, among others, testing management’s process for developing the fair value estimate; evaluating the appropriateness of the discounted cash flow model; testing the completeness, accuracy, and relevance of underlying data used in the model; and evaluating the reasonableness of significant assumptions used by management related to the revenue growth rates (discrete years and terminal year) and ratio of expenses to revenue. Evaluating management’s assumptions related to the revenue growth rates (discrete years and terminal year) and the ratio of expenses to revenue involved evaluating whether the assumptions used by management were reasonable considering (i) the current and past performance of the reporting unit, (ii) the consistency with forecasts per industry data, and (iii) whether these assumptions were consistent with evidence obtained in other areas of the audit. Professionals with specialized skill and knowledge were used to assist in evaluating the Company’s discounted cash flow model and the terminal year revenue growth rate assumption.
/s/ PricewaterhouseCoopers LLP
Houston, Texas
February 13, 2024
We have served as the Company’s auditor since 1993.
40 Service Corporation International
PART II
Service Corporation International
Consolidated Statement of Operations
Years Ended December 31,
2023 2022 2021
(In thousands, except per share amounts)
Revenue
Property and merchandise revenue $ 2,124,600 $ 2,136,593 $ 2,139,795
Service revenue 1,683,417 1,707,099 1,730,860
Other revenue 291,761 264,969 272,488
Total revenue 4,099,778 4,108,661 4,143,143
Costs of revenue
Cost of property and merchandise ( 1,075,041 ) ( 1,041,287 ) ( 1,007,261 )
Cost of service ( 912,346 ) ( 883,020 ) ( 833,183 )
Overhead and other expenses ( 1,020,584 ) ( 1,029,752 ) ( 979,624 )
Costs of revenue ( 3,007,971 ) ( 2,954,059 ) ( 2,820,068 )
Gross profit 1,091,807 1,154,602 1,323,075
Corporate general and administrative expenses ( 157,368 ) ( 237,248 ) ( 157,568 )
Gains on divestitures and impairment charges, net 9,816 9,962 25,169
Operating income 944,255 927,316 1,190,676
Interest expense ( 239,447 ) ( 172,109 ) ( 150,610 )
Losses on early extinguishment of debt, net ( 1,114 ) ( 1,225 ) ( 5,226 )
Other income, net 4,912 1,646 10,660
Income before income taxes 708,606 755,628 1,045,500
Provision for income taxes ( 170,945 ) ( 189,594 ) ( 242,248 )
Net income 537,661 566,034 803,252
Net income attributable to noncontrolling interests ( 344 ) ( 696 ) ( 313 )
Net income attributable to common stockholders $ 537,317 $ 565,338 $ 802,939
Basic earnings per share:
Net income attributable to common stockholders $ 3.57 $ 3.58 $ 4.79
Basic weighted average number of shares 150,565 157,713 167,542
Diluted earnings per share:
Net income attributable to common stockholders $ 3.53 $ 3.53 $ 4.72
Diluted weighted average number of shares 152,351 160,131 170,114
(See notes to consolidated financial statements)
FORM 10-K 41
PART II
Service Corporation International
Consolidated Statement of Comprehensive Income
Years Ended December 31,
2023 2022 2021
(In thousands)
Net income $ 537,661 $ 566,034 $ 803,252
Other comprehensive income:
Foreign currency translation adjustments 8,353 ( 23,681 ) 846
Total comprehensive income 546,014 542,353 804,098
Total comprehensive income attributable to noncontrolling interests ( 344 ) ( 691 ) ( 311 )
Total comprehensive income attributable to common stockholders $ 545,670 $ 541,662 $ 803,787
(See notes to consolidated financial statements)
42 Service Corporation International
PART II
Service Corporation International
Consolidated Balance Sheet
December 31,
2023 2022
(In thousands, except share amounts)
ASSETS
Current assets:
Cash and cash equivalents $ 221,557 $ 191,938
Receivables, net of reserves of $ 4,382 and $ 6,186 , respectively
97,939 96,681
Inventories 33,597 31,740
Income tax receivable 122,183 7,021
Other 23,010 32,466
Total current assets 498,286 359,846
Preneed receivables, net of reserves of $ 32,475 and $ 27,314 , respectively and trust investments
6,191,912 5,577,499
Cemetery property 2,020,846 1,939,816
Property and equipment, net 2,480,099 2,350,549
Goodwill 1,977,186 1,945,588
Deferred charges and other assets, net of reserves of $ 2,345 and $ 3,602 , respectively
1,247,830 1,190,426
Cemetery perpetual care trust investments 1,939,241 1,702,313
Total assets $ 16,355,400 $ 15,066,037
LIABILITIES & EQUITY
Current liabilities:
Accounts payable and accrued liabilities $ 685,699 $ 707,488
Current maturities of long-term debt 63,341 90,661
Income taxes payable 60 1,131
Total current liabilities 749,100 799,280
Long-term debt 4,649,155 4,251,083
Deferred revenue, net 1,703,509 1,624,028
Deferred tax liability 638,106 445,040
Other liabilities 464,935 411,376
Deferred receipts held in trust 4,670,884 4,163,520
Care trusts’ corpus 1,938,238 1,698,287
Commitments and contingencies (Note 9)
Equity:
Common stock,$ 1 per share par value, 500,000,000 shares authorized, 148,297,042 and 156,088,438 shares issued, respectively, and 146,323,340 and 153,940,365 shares outstanding, respectively
146,323 153,940
Capital in excess of par value 937,596 958,329
Retained earnings 432,454 544,384
Accumulated other comprehensive income 24,891 16,538
Total common stockholders’ equity 1,541,264 1,673,191
Noncontrolling interests 209 232
Total equity 1,541,473 1,673,423
Total liabilities and equity $ 16,355,400 $ 15,066,037
(See notes to consolidated financial statements)
FORM 10-K 43
PART II
Service Corporation International
Consolidated Statement of Cash Flows
Years Ended December 31,
2023 2022 2021
(In thousands)
Cash flows from operating activities:
Net income $ 537,661 $ 566,034 $ 803,252
Adjustments to reconcile net income to net cash provided by operating activities:
Losses on early extinguishment of debt, net 1,114 1,225 5,226
Depreciation and amortization 191,272 175,330 159,306
Amortization of intangibles 18,736 18,355 20,002
Amortization of cemetery property 101,234 94,123 98,162
Amortization of loan costs 6,871 6,851 6,367
Provision for expected credit losses 11,245 16,700 11,362
Provision for (benefit from) deferred income taxes 191,516 3,471 ( 5,837 )
Gains on divestitures and impairment charges, net ( 9,816 ) ( 9,962 ) ( 25,169 )
Gain on sale of investments — ( 1,169 ) —
Share-based compensation 15,423 14,709 14,168
Change in assets and liabilities, net of effects from acquisitions and divestitures:
Decrease (increase) in receivables ( 3,810 ) 4,151 ( 20,215 )
Increase in other assets ( 131,581 ) ( 8,206 ) ( 54,883 )
Increase in payables and other liabilities ( 9,676 ) 37,029 53,747
Effect of preneed sales production and maturities:
Increase in preneed receivables, net and trust investments ( 178,642 ) ( 309,055 ) ( 308,061 )
Increase in deferred revenue, net 157,656 195,358 119,730
Increase in deferred receipts held in trust ( 30,160 ) 20,781 43,451
Net cash provided by operating activities 869,043 825,725 920,608
Cash flows from investing activities:
Capital expenditures ( 361,793 ) ( 369,709 ) ( 303,660 )
Business acquisitions, net of cash acquired ( 72,535 ) ( 102,558 ) ( 121,382 )
Real estate acquisitions ( 56,409 ) ( 17,127 ) ( 26,604 )
Proceeds from divestitures and sales of property and equipment 25,888 42,093 40,696
Payments for Company-owned life insurance policies ( 8,058 ) ( 1,910 ) ( 3,982 )
Proceeds from Company-owned life insurance policies 10,119 — —
Other investing activities ( 6,598 ) 1,330 —
Net cash used in investing activities ( 469,386 ) ( 447,881 ) ( 414,932 )
Cash flows from financing activities:
Proceeds from issuance of long-term debt 957,433 484,000 975,000
Debt issuance costs ( 7,471 ) ( 525 ) ( 13,640 )
Scheduled payments of debt ( 22,230 ) ( 36,288 ) ( 36,158 )
Early payments of debt ( 580,973 ) ( 65,591 ) ( 699,837 )
Principal payments on finance leases ( 34,482 ) ( 35,542 ) ( 34,617 )
Proceeds from exercise of stock options 24,181 27,814 39,354
Purchase of Company common stock ( 544,844 ) ( 660,850 ) ( 554,313 )
Payments of dividends ( 167,983 ) ( 160,035 ) ( 146,919 )
Bank overdrafts and other ( 4,773 ) ( 980 ) 5,510
Net cash used in financing activities ( 381,142 ) ( 447,997 ) ( 465,620 )
Effect of foreign currency 1,722 ( 3,878 ) ( 111 )
Net (decrease) increase in cash, cash equivalents, and restricted cash 20,237 ( 74,031 ) 39,945
Cash, cash equivalents, and restricted cash at beginning of period 204,524 278,555 238,610
Cash, cash equivalents, and restricted cash at end of period $ 224,761 $ 204,524 $ 278,555
(See notes to consolidated financial statements)
44 Service Corporation International
PART II
Service Corporation International
Consolidated Statement of Equity
Common
Stock Treasury
Stock,
Par Value Capital in
Excess of
Par Value Retained
Earnings Accumulated Other
Comprehensive
Income Noncontrolling
Interest Total
(In thousands, except per share amounts)
Balance at December 31, 2020 $ 174,792 $ (4,075) $ 981,934 $ 560,731 $ 39,366 $ (127) $ 1,752,621
Comprehensive income — — — 802,939 848 311 804,098
Dividends declared on common stock ($ 0.88 per share)
— — — (146,919) — — ( 146,919 )
Employee share-based compensation earned — — 14,168 — — — 14,168
Stock option exercises 1,642 — 38,035 — — — 39,677
Restricted stock awards, net of forfeitures 163 — (163) — — — —
Purchase of Company common stock — (9,438) (55,468) (489,730) — — ( 554,636 )
Noncontrolling interest payments — — — — — (180) ( 180 )
Retirement of treasury shares (9,805) 9,805 — — — — —
Other 30 — 590 — — — 620
Balance at December 31, 2021 $ 166,822 $ ( 3,708 ) $ 979,096 $ 727,021 $ 40,214 $ 4 $ 1,909,449
Comprehensive income — — — 565,338 (23,676) 691 542,353
Dividends declared on common stock ($ 1.02 per share)
— — — (160,035) — — ( 160,035 )
Employee share-based compensation earned — — 14,709 — — — 14,709
Stock option exercises 1,010 — 27,084 — — — 28,094
Restricted stock awards, net of forfeitures 149 (1) (148) — — — —
Purchase of Company common stock — (10,356) (62,834) (587,940) — — ( 661,130 )
Noncontrolling interest payments — — — — — (463) ( 463 )
Retirement of treasury shares (11,916) 11,916 — — — — —
Other 24 — 422 — — — 446
Balance at December 31, 2022 $ 156,089 $ ( 2,149 ) $ 958,329 $ 544,384 $ 16,538 $ 232 $ 1,673,423
Comprehensive income — — — 537,317 8,353 344 546,014
Dividends declared on common stock ($ 1.12 per share)
— — — (167,983) — — ( 167,983 )
Employee share-based compensation earned — — 15,423 — — — 15,423
Stock option exercises 927 — 23,254 — — — 24,181
Restricted stock awards, net of forfeitures 132 1 (133) — — — —
Purchase of Company common stock — (8,701) (59,603) (481,264) — — ( 549,568 )
Noncontrolling interest payments — — — — — (367) ( 367 )
Retirement of treasury shares (8,874) 8,874 — — — — —
Other 24 — 326 — — — 350
Balance at December 31, 2023 $ 148,298 $ ( 1,975 ) $ 937,596 $ 432,454 $ 24,891 $ 209 $ 1,541,473
(See notes to consolidated financial statements)
FORM 10-K 45
PART II
Service Corporation International
Notes to Consolidated Financial Statements
1. Nature of Operations
Service Corporation International (SCI) is a holding company and all operations are conducted by its subsidiaries. We are North America’s largest provider of deathcare products and services, with a network of funeral service locations and cemeteries operating in the United States and Canada. Our funeral service and cemetery operations consist of funeral service locations, cemeteries, funeral service/cemetery combination locations, crematoria, and other related businesses, which enable us to serve a wide array of customer needs. We sell cemetery property and funeral and cemetery merchandise and services at the time of need and on a preneed basis. We strive to offer families exceptional service in planning life celebrations and personalized remembrances.
Funeral service locations provide all professional services relating to funerals and cremations, including the use of funeral facilities and motor vehicles, arranging and directing services, removal, preparation, embalming, cremations, memorialization, travel protection, and catering. Funeral merchandise, including burial caskets and related accessories, urns and other cremation receptacles, outer burial containers, flowers, online and video tributes, stationery products, casket and cremation memorialization products, and other ancillary merchandise, is sold at funeral service locations.
Our cemeteries provide cemetery property interment rights, including developed lots, lawn crypts, mausoleum spaces, niches, and other cremation memorialization and interment options. Cemetery merchandise and services, including cemetery markers and bases, outer burial containers, flowers and floral placement, other ancillary merchandise, graveside memorial services, merchandise installation, and interments, are sold at our cemeteries.
2. Summary of Significant Accounting Policies
Principles of Consolidation and Basis of Presentation
Our consolidated financial statements include the accounts of Service Corporation International (SCI) and all subsidiaries in which we hold a controlling financial interest. Intercompany balances and transactions have been eliminated in consolidation.
Our consolidated financial statements also include the accounts of the merchandise and service trusts and cemetery perpetual care trusts in which we have a variable interest and are the primary beneficiary. We have retained the specialized industry accounting principles when consolidating the trusts. Our trusts are variable interest entities, for which we have determined that we are the primary beneficiary as we absorb a majority of the losses and returns associated with these trusts. Although we consolidate the trusts, it does not change the legal relationships among the trusts, us, or our customers. The customers are the legal beneficiaries of these trusts; therefore, their interests in these trusts represent a liability to us.
Certain reclassifications have been made to prior period amounts to conform to the current period disclosure presentation with no effect on our consolidated net income or cash flows.
Use of Estimates in the Preparation of Financial Statements
The preparation of the consolidated financial statements in conformity with accounting principles generally accepted in the United States of America requires management to make estimates and assumptions that may affect the reported amounts of assets and liabilities and disclosure of contingent assets and liabilities at the date of the consolidated financial statements and the reported amounts of revenue and expenses during the reporting period. As a result, actual results could differ from these estimates.
Cash, Cash Equivalents, and Restricted Cash
We consider all highly liquid investments with an original maturity of three months or less to be cash equivalents. The carrying amounts of our cash and cash equivalents approximate fair value due to the short-term nature of these instruments.
46 Service Corporation International
PART II
The components of cash, cash equivalents, and restricted cash were as follows:
Years Ended December 31,
2023 2022
(In thousands)
Cash and cash equivalents $ 221,557 $ 191,938
Restricted cash (1) :
Included in Other current assets
370 10,379
Included in Deferred charges and other assets
2,834 2,207
Total restricted cash 3,204 12,586
Total cash, cash equivalents, and restricted cash $ 224,761 $ 204,524
(1) Restricted cash in both periods primarily consists of proceeds from divestitures deposited into escrow accounts under IRS code section 1031 and collateralized obligations under certain insurance policies.
Receivables, Net
The components of Receivables, net in our Consolidated Balance Sheet were as follows:
December 31, 2023
Atneed Funeral Atneed Cemetery Miscellaneous Current Portion of Notes Total
(In thousands)
Receivables $ 35,572 $ 19,277 $ 47,297 $ 175 $ 102,321
Reserve for credit losses ( 1,784 ) ( 2,118 ) ( 343 ) ( 137 ) ( 4,382 )
Receivables, net $ 33,788 $ 17,159 $ 46,954 $ 38 $ 97,939
December 31, 2022
Atneed Funeral Atneed Cemetery Miscellaneous Current Portion of Notes Total
(In thousands)
Receivables $ 44,417 $ 19,781 $ 38,483 $ 186 $ 102,867
Reserve for credit losses ( 3,627 ) ( 2,076 ) ( 344 ) ( 139 ) ( 6,186 )
Receivables, net $ 40,790 $ 17,705 $ 38,139 $ 47 $ 96,681
Additionally, included in Deferred charges and other assets, net were notes receivable, net and long-term miscellaneous receivables, net as follows:
December 31, 2023 December 31, 2022
(In thousands)
Notes receivable $ 10,294 $ 9,367
Reserve for credit losses ( 1,797 ) ( 2,546 )
Notes receivable, net $ 8,497 $ 6,821
Long-term miscellaneous receivables $ 7,888 $ 7,993
Reserve for credit losses ( 548 ) ( 1,056 )
Long-term miscellaneous receivables, net $ 7,340 $ 6,937
Our atneed trade receivables primarily consist of amounts due for funeral and cemetery services already performed. We provide reserves for credit losses for our receivables. These reserves are based on an analysis of historical trends of collection activity adjusted for current conditions and forecasts. These estimates are impacted by a number of factors, including changes in the economy and demographic or competitive changes in our areas of operation. Cemetery preneed receivables are collateralized by cemetery property to the extent of the fair value of the property.
Payment on atneed contracts is generally due at the time the merchandise is delivered or the services are performed. We also have preneed receivables, as disclosed in Note 3, for which payment generally occurs prior to our fulfillment of the performance obligations. Our preneed contracts may also have extended payment terms with associated financing charges.
FORM 10-K 47
PART II
We do not accrue interest on preneed receivables if they are not paid in accordance with the contractual payment terms given the nature of our merchandise and services, the nature of our contracts with customers, and the timing of the delivery of our services. Generally, receivables are considered past due after thirty days. We do not consider preneed funeral receivables to be past due until the contract converts into an atneed contract at which time the preneed receivable is paid or reclassified as a trade receivable with payment terms of less than thirty days. Collections are generally managed by the locations or our in house collection agencies acting on behalf of the locations, until a receivable is one hundred eighty days delinquent, at which time trade receivables are fully reserved.
The following table summarizes the activity in our reserve for credit losses by portfolio segment, excluding preneed receivables which are presented in Note 3 , for the year ended December 31, 2023:
December 31, 2022 Provision for Expected Credit Losses (Acquisitions)
Divestitures, net Write
Offs Recoveries Effect of Foreign Currency December 31, 2023
(In thousands)
Trade receivables:
Funeral $ ( 3,627 ) $ ( 2,626 ) $ — $ 6,280 $ ( 1,893 ) $ 82 $ ( 1,784 )
Cemetery ( 2,076 ) ( 1,139 ) — 1,467 ( 371 ) 1 ( 2,118 )
Total reserve for credit losses on trade receivables $ ( 5,703 ) $ ( 3,765 ) $ — $ 7,747 $ ( 2,264 ) $ 83 $ ( 3,902 )
Miscellaneous receivables:
Current $ ( 344 ) $ 1 $ — $ — $ — $ — $ ( 343 )
Long-term ( 1,056 ) 508 — — — — ( 548 )
Total reserve for credit losses on miscellaneous receivables $ ( 1,400 ) $ 509 $ — $ — $ — $ — $ ( 891 )
Notes receivable $ ( 2,685 ) $ 2 $ — $ 1,281 $ — $ ( 532 ) $ ( 1,934 )
At December 31, 2023, the amortized cost basis of our miscellaneous and notes receivables by year of origination was as follows:
2023 2022 2021 2020 2019 Prior Revolving Line of Credit Total
(In thousands)
Miscellaneous receivables:
Current $ 44,897 $ 1,681 $ 427 $ 207 $ 83 $ 2 $ — $ 47,297
Long-term 3,607 2,255 1,351 313 353 9 — 7,888
Total miscellaneous receivables $ 48,504 $ 3,936 $ 1,778 $ 520 $ 436 $ 11 $ — $ 55,185
Notes receivable $ — $ — $ — $ 11 $ — $ 4,603 $ 5,855 $ 10,469
48 Service Corporation International
PART II
At December 31, 2023, the payment status of our miscellaneous and notes receivables was as follows:
Past Due
<30 Days 30-90 Days 90-180 Days >180 Days Total Current Total
(In thousands)
Miscellaneous receivables:
Current $ — $ 19 $ 249 $ 1,244 $ 1,512 $ 45,785 $ 47,297
Long-term — — — — — 7,888 7,888
Total miscellaneous receivables $ — $ 19 $ 249 $ 1,244 $ 1,512 $ 53,673 $ 55,185
Notes receivable $ — $ 117 $ — $ 1,116 $ 1,233 $ 9,236 $ 10,469
Inventories and Cemetery Property
Funeral and cemetery merchandise are stated at the lower of average cost or net realizable value. Cemetery property is recorded at cost. Inventory costs and cemetery property are relieved using specific identification in fulfillment of performance obligations on our contracts. Cemetery property amortization was $ 101.2 million, $ 94.1 million, and $ 98.2 million for the years ended December 31, 2023, 2022, and 2021, respectively.
Property and Equipment, Net
Property and equipment are recorded at cost. Maintenance and repairs are charged to expense, whereas renewals and major replacements that extend the useful lives of the assets are capitalized. Depreciation is recognized ratably over the estimated useful lives of the various classes of assets. Buildings and improvements are depreciated over a period ranging from ten years to forty years , equipment is depreciated over a period from three years to twelve years , and leasehold improvements are depreciated over the shorter of the lease term or twelve years . Depreciation and amortization expense related to property and equipment was $ 191.3 million, $ 175.3 million, and $ 159.3 million for the years ended December 31, 2023, 2022, and 2021, respectively. When property or equipment is sold or retired, the cost and related accumulated depreciation are removed from the Consolidated Balance Sheet and the resulting gains and losses are included in the Consolidated Statement of Operations in the period of sale or disposal.
Leases
We have operating and finance leases. Our operating leases primarily include funeral service real estate and office equipment for funeral service locations, cemetery locations, and administrative offices. Our finance leases primarily include transportation equipment but also include real estate and office equipment. Lease terms related to real estate generally range from one year to forty years with options to renew at varying terms. Lease terms related to office and transportation equipment generally range from one year to nine years with options to renew at varying terms.
We determine whether an arrangement is or contains a lease at the inception of the arrangement based on the unique facts and circumstances present. Right-of-use (ROU) assets represent our right to use an underlying asset for the lease term, and lease liabilities represent our obligation to make lease payments arising from the lease. Leases with a term greater than one year are recognized on the balance sheet as ROU assets and lease liabilities. We have elected not to recognize on the balance sheet leases with terms of one year or less.
Lease liabilities and their corresponding ROU assets are recorded at commencement date based on the present value of lease payments over the expected lease term. For transportation equipment, we use the rate implicit in each lease to calculate the present value. For real estate and non-transportation equipment leases, the interest rate implicit in lease contracts is typically not readily determinable. Therefore, we use the appropriate collateralized incremental borrowing rate based on the information available at commencement date in determining the present value of future payments for real estate and non-transportation equipment leases. Certain adjustments to the ROU asset may be required for items such as initial direct costs paid or incentives received.
For a lessee, the discount rate for the lease is defined as the rate implicit in the lease unless that rate cannot be readily determined. In that case, the lessee is required to use its incremental borrowing rate, which is the rate of interest that a lessee would have to pay to borrow on a collateralized basis over a similar term with an amount equal to the lease payments in a similar economic environment. We use the rate implicit in each lease for vehicles and other transportation equipment, which represen ts 59% of our total lease liability as of December 31, 2023 and which are substantially all finance leases. For leases of real estate and non-transportation equipment, which are primarily operating leases, we use our incremental borrowing rate since the rate implicit in these leases cannot be readily determined. To calculate the incremental borrowing rate, we utilize the yield-to-worst of our publicly traded debt securities, adjusted for the appropriate duration on a secured basis. As an accounting policy election, we include reasonably certain renewal periods when determining the rate to use as the incremental borrowing rate for each lease.
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We calculate operating lease expense ratably over the lease term. We consider reasonably assured renewal options and fixed escalation provisions in our calculation. Generally, our leases do not include options to terminate the lease prior to the contractual lease expiration date, but future renewal periods are generally cancelable. The majority of our contractually available renewal periods for leases of buildings and land are considered reasonably certain of being exercised. This determination is made by our real estate team based on facts and circumstances surrounding each property. Leases with a term of 12 months or less are not recorded on the balance sheet. The majority of our lease arrangements contain options to (i) purchase the property at fair value on the exercise date, (ii) purchase the property for a value determined at the inception of the lease, or (iii) renew the lease for the fair rental value at the end of the primary lease term. The depreciable life of assets and leasehold improvements are generally limited by the expected lease term.
Certain of our lease agreements include variable rental payments based on a percentage of sales over base contractual levels and others include rental payments adjusted periodically for inflation. Our lease agreements do not contain any material residual value guarantees or material restrictive covenants. We generally do not have sublease arrangements, sale-leaseback arrangements, or leveraged leases.
We have lease agreements with lease and non-lease components, which are generally accounted for separately. For leases commencing before January 1, 2019, we have elected the practical expedient to not separate lease and non-lease components on certain equipment leases, such as copiers where the cost-per-copy maintenance charges are included in the lease charge. On these leases, we have elected to account for the lease and non-lease components as a single component. For leases commencing on or after January 1, 2019, we account for the maintenance charges (non-lease components) separately from the lease components. For more information related to leases, see Note 8 .
Goodwill
The excess of purchase price over the fair value of identifiable net assets acquired in business combinations is recorded as goodwill. Goodwill is tested annually during the fourth quarter for impairment by assessing the fair value of each of our reporting units.
Our goodwill impairment test involves estimates and management judgment. In order to perform our goodwill impairment test, we compare the fair value of a reporting unit to its carrying amount, including goodwill. We determine fair value of each reporting unit using both a market and income approach. The income approach, which is a discounted cash flow method, uses projections of future cash flows and includes assumptions concerning future operating performance and economic conditions that may differ from actual future cash flows. We do not record an impairment of goodwill in instances where the fair value of a reporting unit exceeds its carrying amount. If the carrying amount exceeds the fair value of a reporting unit, an impairment is recognized in an amount equal to the excess, up to the amount of goodwill in the reporting unit.
For our most recent annual impairment test performed in the fourth quarter, we used a 6.75 % discount rate, revenue growth rates ranging from 1.0 % to 3.0 % over a seven-year period, plus a terminal value determined using the constant growth method in projecting our future cash flows. Our terminal value was calculated using a long-term revenue growth rate of 1.0 % and 2.8 % for our funeral and cemetery reporting units, respectively. Additionally, we used a ratio of expenses to revenue ranging from 70.0 % to 80.0 % and growth rates for other assumptions in our model ranging from 2.0 % to 3.0 %. Fair value was calculated as the sum of the projected discounted cash flows of our reporting units over the next seven years plus terminal value at the end of those seven years.
In addition to our annual review, we assess the impairment of goodwill whenever certain events or changes in circumstances indicate that the carrying value may be greater than fair value. Factors that could trigger an interim impairment review include, but are not limited to, significant underperformance relative to historical or projected future operating results and significant negative industry or economic trends. For more information related to goodwill, see Note 4 .
Other Intangible Assets
Our intangible assets include covenants-not-to-compete, customer relationships, trademarks and tradenames, and other intangible assets primarily resulting from acquisitions. Certain of our trademark and tradenames and other intangible assets are considered to have an indefinite life and are not subject to amortization. We test for impairment of indefinite-lived intangible assets annually during the fourth quarter.
Our intangible asset impairment tests involve estimates and management judgment. For trademarks and tradenames, our test uses the relief from royalty method whereby we determine the fair value of the assets by discounting the cash flows that represent a savings over having to pay a royalty fee for use of the trademarks and tradenames. 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.
For our most recent annual impairment test performed in the fourth quarter, we estimated that the pre-tax savings would range from 2.0 % to 5.0 % ( 4.2 % weighted average using carrying value) of the revenue associated with the trademarks and tradenames, based primarily on our research of intellectual property valuation and licensing databases. We also assumed a terminal growth rate of 1.0 % and 2.8 % for our funeral and cemetery segments ( 1.5 % weighted average using carrying value), respectively, and discounted the cash flows at a 6.95 % discount rate based on the relative risk of these assets to our overall business.
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In addition to our annual review, we assess the impairment of intangible assets whenever certain events or changes in circumstances indicate that the carrying value 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.
Certain of our intangible assets associated with prior acquisitions are relieved using specific identification in fulfillment of performance obligations on our contracts with customers. We amortize all other finite-lived intangible assets on a straight-line basis over their estimated useful lives, which range from five years to eighty-nine years . For more information related to intangible assets, see Note 4 .
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. Fair value is the price that would be received to sell an asset or paid to transfer a liability in an orderly transaction between market participants at the measurement date. We utilize a three-level valuation hierarchy for disclosure of fair value measurements. The valuation hierarchy is based upon the transparency of inputs to the valuation of an asset or liability as of the measurement date. The three levels are defined as follows:
• Where quoted prices are available in an active market, securities held by the trusts are classified as Level 1 investments.
• Where quoted market prices are not available for the specific security, fair values are estimated by using either quoted prices of securities with similar characteristics or an income approach fair value model with observable inputs that include a combination of interest rates, yield curves, credit risks, prepayment speeds, ratings, and tax-exempt status. These securities are classified as Level 2 investments.
• The valuation of other investments requires management judgment due to the absence of quoted market prices, inherent lack of liquidity, and the long-term nature of such assets. These securities are classified as Level 3 investments.
Categorization within the valuation hierarchy is based upon the lowest level of input that is significant to the fair value measurement.
Fixed income commingled funds, money market funds, and private equity investments are measured at net asset value. Fixed income commingled funds and money market funds are redeemable for net asset value with two weeks' notice and immediately, respectively. Our private equity investments include several funds that invest in limited partnerships, distressed debt, real estate, and mezzanine financing. These investments can never be redeemed by the funds. Instead, due to the nature of the investments in this category, distributions are received through the liquidation of the underlying assets of the funds.
Valuation policies and procedures are determined by our Trust Services department, which reports to our Chief Financial Officer. Additionally, valuations are reviewed quarterly by the Investment Committee of the Board of Directors.
Treasury Stock
We make treasury stock purchases in the open market or through privately negotiated transactions subject to market conditions and normal trading restrictions. We account for the repurchase of our common stock under the par value method. We canceled 8.9 million, 11.9 million, and 9.8 million shares of our common stock held in our treasury in 2023, 2022, and 2021, respectively. These retired treasury shares were changed to authorized but unissued status.
Foreign Currency Translation
All assets and liabilities of Canadian subsidiaries are translated into U.S. dollars at exchange rates in effect as of the end of the reporting period. Revenue and expense items are translated at the average exchange rates for the reporting period. The resulting translation adjustments are included as a component of Accumulated other comprehensive income in the Consolidated Statement of Equity and Consolidated Balance Sheet.
The functional currency of SCI and its subsidiaries is the respective local currency. The transactional currency gains and losses that arise from transactions denominated in currencies other than the functional currencies of our operations are recorded in Other income, net in the Consolidated Statement of Operations. We do not have any investments in foreign operations considered to be in highly inflationary economies.
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. Sales taxes collected are recognized on a net basis in our consolidated financial statements.
On our atneed contracts, we generally deliver the merchandise and perform the services 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.
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We also sell price-guaranteed preneed contracts through various programs providing for future merchandise and services at prices prevailing when the agreements are signed. Revenue associated with sales of preneed contracts is deferred until control of the merchandise or the services is transferred to the customer, which is upon delivery of the merchandise or as services are performed, generally at the time of need. On certain preneed contracts, we sell memorialization merchandise, which consists of urns and urn-related products, that we deliver to the customer at the time of sale. Revenue is recognized at the time of delivery when control of the memorialization merchandise is transferred.
For personalized marker merchandise sold on a preneed contract, we will:
• purchase the merchandise from vendors,
• personalize such merchandise in accordance with the customer's specific written instructions,
• either store the merchandise at a third-party bonded storage facility or install the merchandise, based on the customer's instructions, and
• transfer title to the customer.
We recognize revenue and record the cost of sales when control is transferred for the merchandise, which occurs upon delivery to the third-party storage facility or installation of the merchandise at the cemetery.
There is no general right of return for delivered items.
We also sell travel protection as an agent of a third party. Travel protection is a service that provides shipment of remains to the servicing funeral home or cemetery of choice if the purchaser passes away outside of a certain radius of their residence, without any additional expense to the family. We do not provide these travel protection services, and we are not primarily obligated to provide such services under these arrangements. Therefore, we record revenues, net of amounts due to the third-party, at the time of sale.
Total consideration received for price-guaranteed preneed and for atneed contracts with customers represents the stated amount of the contract excluding any amounts collected on behalf of third parties, such as sales taxes. Additionally, pursuant to state or provincial law, all or a portion of the proceeds from merchandise or services sold on a preneed basis may be required to be deposited into trust funds. Earnings on these trust funds, which are specifically identifiable for each performance obligation, are also included in total consideration.
The total consideration received for contracts with customers is allocated to each performance obligation based on relative selling price. Relative selling prices are determined by either the amount we sell the performance obligation for on a stand-alone basis or our best estimate of the amount we would sell it for based on an adjusted market assessment approach that is consistent with our historical pricing practices.
Payment on atneed contracts is generally due at the time the merchandise is delivered or the services are performed. For preneed contracts, payment generally occurs prior to our fulfillment of the performance obligations. Our preneed contracts may also have extended payment terms with associated financing charges. We do not accrue interest on preneed receivables if they are not paid in accordance with the contractual payment terms given the nature of our merchandise and services, the nature of our contracts with customers, and the timing of the delivery of our services. We do not consider preneed receivables to be past due until the merchandise or services are required to be delivered at which time the preneed receivable is paid or reclassified as a trade receivable with payment terms of less than thirty days. For unfulfilled performance obligations on cancelable preneed contracts, our Consolidated Balance Sheet reflects the net contract liability, which represents the amount we have collected from customers, in Deferred revenue, net .
Pursuant to state or provincial law, all or a portion of the proceeds from merchandise or services sold on a preneed basis may be required to be deposited into trust funds. When we receive payments from the customer, we deposit the amount required by law into the merchandise and service trusts and reclassify the corresponding amount from Deferred revenue, net into Deferred receipts held in trust . Amounts are withdrawn from the merchandise and service trusts when we fulfill the performance obligations. Fixed income securities held by these trust funds are classified as trading securities. Earnings on these trust funds, which are specifically identifiable for each performance obligation, are also included in total consideration. We defer these investment earnings related to the merchandise and service trusts until the associated merchandise is delivered or services are performed. Fees charged by our wholly-owned registered investment advisor are also included in revenue in the period in which they are earned.
If a preneed contract is canceled prior to delivery, state or provincial law determines the amount of the refund owed to the customer, if any, including the amount of the attributed investment earnings. Upon cancellation, we receive the amount of principal deposited to the trust and previously undistributed net investment earnings and, where required, issue a refund to the customer. In addition, we are entitled to retain, in certain jurisdictions, a portion of collected customer payments when a customer cancels a preneed contract. We recognize these retained funds, if any, and the attributed investment earnings (net of any investment earnings payable to the customer) as revenue in the Consolidated Statement of Operations. In certain jurisdictions, we may be obligated to fund any shortfall if the amount refundable to the customer exceeds the funds in trust.
A portion of the proceeds from the sale of cemetery property interment rights is required by state or provincial law to be paid into perpetual care trust funds by us to maintain the cemetery. This portion of the proceeds is not recognized as revenue. Fixed income securities held by these trust funds are classified as trading securities. Investment earnings from these trusts
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are distributed to us regularly and recognized in current cemetery revenue. These distributions are intended to defray cemetery maintenance costs incurred by us for our cemetery properties, which are expensed as incurred. The principal of such perpetual care trust funds generally cannot be withdrawn; however, in lieu of the distribution of realized income, certain states allow a total return distribution, which may contain elements of income, capital appreciation, and principal.
Costs related to delivery or performance of merchandise and services are charged to expense when merchandise is delivered or services are performed. Costs related to property interment rights include the property and construction costs specifically identified by each project. Property and construction costs are charged to expense when the revenue is recognized by specific identification in the fulfillment of the performance obligation. Incremental direct selling costs are deferred until fulfillment of the performance obligations . These deferred costs are classified as long-term on our Consolidated Balance Sheet because we do not control the timing of the delivery of the merchandise or performance of the services as they are generally provided at the time of need. For the years ended December 31, 2023, 2022, and 2021, we recognized $ 247.4 million, $ 263.9 million, and $ 259.9 million, respectively, of incremental selling costs. All other selling costs are expensed as incurred.
The components of Cost of revenue in our Consolidated Statement of Operations are:
• Cost of property and merchandise , which includes cemetery property amortization, the direct cost of merchandise, labor-related costs for merchandise handling and delivery, cemetery maintenance expenses and depreciation, and selling costs;
• Cost of services , which includes the direct cost of providing the services (including labor-related costs), cemetery maintenance expenses and depreciation, vehicle operating costs and depreciation, and selling costs; and
• Overhead and other expenses , which includes labor-related costs, facility expenses and depreciation, and other general and administrative expenses incurred in our funeral and cemetery operations.
Corporate general and administrative expenses include labor-related costs, corporate asset depreciation and amortization, public company costs, and other general and administrative expenses incurred by our corporate functions.
Insurance-Funded Preneed Contracts
Where permitted by state or provincial law, we may sell a life insurance or annuity policy from third-party insurance companies, for which we earn a commission as general sales agent for the insurance company. These general agency commissions (GA revenue) are based on a percentage per contract sold and are recognized as funeral revenue when the insurance purchase transaction between the preneed purchaser and third-party insurance provider is completed. All selling costs incurred pursuant to the sale of insurance-funded preneed contracts are expensed as incurred. GA revenue recognized in 2023, 2022, and 2021 was $ 185.6 million, $ 164.3 million, and $ 157.4 million, respectively.
We do not reflect the unfulfilled insurance-funded preneed contract amounts in our Consolidated Balance Sheet. The policy amount of the insurance contract between the customer and the third-party insurance company generally equals the amount of the preneed contract. The policyholder has made a revocable commitment to assign the proceeds from the policy to us at the time of need. The proceeds of the life insurance policies or annuity contracts will be reflected in funeral revenue as we perform these funerals.
Income Taxes
We compute income taxes using the liability method. Our ability to realize the benefit of our deferred tax assets requires us to achieve certain future earnings levels. We have established a valuation allowance against a portion of our deferred tax assets. We could be required to further adjust that valuation allowance in the near term if market conditions change materially and future earnings are, or are projected to be, significantly different than our current estimates. An increase in the valuation allowance would result in additional income tax expense in such period. All deferred tax assets and liabilities, along with any related valuation allowances are classified as non-current on our Consolidated Balance Sheet.
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Accounting Standards Adopted in 2023
Financial Instruments
In March 2022, the Financial Accounting Standards Board (FASB) amended guidance to require public companies to disclose the vintage year of receivable write-offs during the reporting period. We adopted the amended guidance in 2023 with no impact on our consolidated results of operations, consolidated financial position, and cash flows. As receivable write-offs in the twelve months ended December 31, 2023 were immaterial, we have not included the vintage year disclosure in this filing. We will add the vintage year disclosure in future filings for periods in which receivable write-offs are material, if any.
Investments
In March 2023, the FASB amended guidance for equity investments made primarily for the purpose of receiving income tax credits and other income tax benefits. The amended guidance expands the option to use the proportional amortization method from investments in low-income-housing tax credit structures to all tax credit structures that meet certain requirements. The proportional amortization method results in the cost of the investment being amortized in proportion to the income tax credits and other income tax benefits received. The investment amortization and the income tax credits are presented net in the statement of operations as a component of income tax expense. The new guidance is effective as of January 1, 2024 with early adoption permitted. We early adopted the guidance effective January 1, 2023.
Recently Issued Accounting Standards
Fair Value Measurements
In June 2022, the FASB amended guidance to clarify that the fair value of investments in equity instruments with contractual sale restrictions should not be discounted as a result of the contractual restrictions. Additionally, the new guidance mandated disclosure of the fair value of any such securities, a description of the nature and duration of the restrictions, and circumstances that could cause a lapse in the restrictions. The new guidance is effective for us beginning with valuations that occur after January 1, 2024 and is not expected to have any impact on our consolidated results of operations, consolidated financial position, and cash flows.
Leases
In March 2023, the FASB amended guidance on determining the useful life of leasehold improvements associated with a lease between related parties under common control. The amended guidance requires that the leasehold improvements be amortized over the useful life of the improvements to the common control group as a whole. The new guidance is effective for us on January 1, 2024 and is not expected to have any impact on our consolidated results of operations, consolidated financial position, and cash flows.
Segments
In November 2023, the FASB amended the reportable segment guidance by requiring disclosures of significant reportable segment expenses that are regularly provided to the Chief Operating Decision Maker (“CODM”) and included within each reported measure of a segment's profit or loss. This new guidance also requires disclosure of the title and position of the individual identified as the CODM and an explanation of how the CODM uses the reported measures of a segment’s profit or loss in assessing segment performance and deciding how to allocate resources. The guidance is effective for annual periods beginning after December 15, 2023, and interim periods within fiscal years beginning after December 15, 2024 with early adoption permitted. Adoption should be applied retrospectively to all prior periods presented in the financial statements. Upon adoption, we will include the additional disclosures in our financial statements and related notes.
Income Tax
In December 2023, the FASB amended guidance that requires disaggregated information about a reporting entity’s effective tax rate reconciliation as well as additional information on income taxes paid. The new guidance is effective on a prospective basis for annual periods beginning after December 15, 2024 and early adoption is also permitted. Upon adoption, we will include the additional disclosures in our financial statements and related notes.
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3. Preneed Activities
Preneed Receivables, Net and Trust Investments
The components of Preneed receivables, net and trust investments in our Consolidated Balance Sheet were as follows:
Years Ended December 31,
2023 2022
(In thousands)
Preneed receivables, net $ 1,513,933 $ 1,402,209
Trust investments, at fair value 6,394,796 5,663,163
Insurance-backed fixed income securities and other 222,424 214,440
Trust investments 6,617,220 5,877,603
Less: Cemetery perpetual care trust investments ( 1,939,241 ) ( 1,702,313 )
Preneed trust investments 4,677,979 4,175,290
Preneed receivables, net and trust investments $ 6,191,912 $ 5,577,499
Preneed receivables, net comprised the following:
December 31, 2023
Funeral Cemetery Total
(In thousands)
Preneed receivables $ 190,514 $ 1,371,804 $ 1,562,318
Unearned finance charges ( 10,100 ) ( 5,810 ) ( 15,910 )
Preneed receivables, at amortized cost $ 180,414 $ 1,365,994 $ 1,546,408
Reserve for credit losses ( 17,026 ) ( 15,449 ) ( 32,475 )
Preneed receivables, net $ 163,388 $ 1,350,545 $ 1,513,933
December 31, 2022
Funeral Cemetery Total
(In thousands)
Preneed receivables $ 180,108 $ 1,267,304 $ 1,447,412
Unearned finance charges ( 11,129 ) ( 6,760 ) ( 17,889 )
Preneed receivables, at amortized cost $ 168,979 $ 1,260,544 $ 1,429,523
Reserve for credit losses ( 14,438 ) ( 12,876 ) ( 27,314 )
Preneed receivables, net $ 154,541 $ 1,247,668 $ 1,402,209
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At December 31, 2023, the amortized cost basis of our preneed receivables by year of origination was as follows:
2023 2022 2021 2020 2019 Prior Total
(In thousands)
Preneed receivables, at amortized cost:
Funeral $ 76,517 $ 47,537 $ 24,827 $ 11,242 $ 6,683 $ 13,608 $ 180,414
Cemetery 546,601 395,895 236,830 120,496 42,613 23,559 1,365,994
Total preneed receivables, at amortized cost $ 623,118 $ 443,432 $ 261,657 $ 131,738 $ 49,296 $ 37,167 $ 1,546,408
At December 31, 2023, the payment status of our preneed receivables was as follows:
Past Due
<30 Days 30-90 Days 90-180 Days >180 Days Total Current Total
(In thousands)
Preneed receivables, at amortized cost:
Funeral $ 6,086 $ 5,147 $ 2,513 $ 26,685 $ 40,431 $ 139,983 $ 180,414
Cemetery 60,313 49,773 14,557 3,461 128,104 1,237,890 1,365,994
Total preneed receivables, at amortized cost $ 66,399 $ 54,920 $ 17,070 $ 30,146 $ 168,535 $ 1,377,873 $ 1,546,408
The following table summarizes the activity for the reserve for credit losses on preneed receivables for the twelve months ended December 31, 2023.
December 31, 2022 Provision for Expected Credit Losses (Acquisitions) Divestitures, Net Write Offs Effect of Foreign Currency December 31, 2023
(In thousands)
Funeral $ ( 14,438 ) $ ( 4,761 ) $ — $ 2,175 $ ( 2 ) $ ( 17,026 )
Cemetery ( 12,876 ) ( 3,230 ) 15 648 ( 6 ) ( 15,449 )
Total reserve for credit losses on preneed receivables $ ( 27,314 ) $ ( 7,991 ) $ 15 $ 2,823 $ ( 8 ) $ ( 32,475 )
The table below sets forth certain investment-related activities associated with our trusts:
Years Ended December 31,
2023 2022 2021
(In thousands)
Deposits $ 590,257 $ 534,586 $ 519,023
Withdrawals $ 591,591 $ 507,872 $ 477,443
Purchases of securities $ 2,070,313 $ 1,647,032 $ 1,823,267
Sales of securities $ 2,038,517 $ 1,518,779 $ 1,744,618
Realized gains from sales of securities (1)
$ 281,168 $ 332,738 $ 584,863
Realized losses from sales of securities (1)
$ ( 227,075 ) $ ( 201,173 ) $ ( 91,715 )
(1) All realized gains and losses are recognized in Other income, net for our trust investments and are offset by a corresponding reclassification in Other income, net to Deferred receipts held in trust and Care trusts’ corpus.
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The activity in Preneed receivables, net and trust investments was as follows:
Years Ended December 31,
2023 2022 2021
(In thousands)
Beginning balance - Preneed receivables, net and trust investments
$ 5,577,499 $ 6,015,323 $ 5,345,720
Net preneed contract sales 1,973,012 1,978,266 1,870,972
Cash receipts from customers, net of refunds ( 1,699,683 ) ( 1,639,291 ) ( 1,550,735 )
Deposits to trust 515,866 468,482 452,554
Acquisitions of businesses, net 3,394 15,860 4,912
Net undistributed investment earnings (losses) (1)
527,264 ( 611,057 ) 448,469
Maturities and distributed earnings ( 591,834 ) ( 500,216 ) ( 464,247 )
Change in cancellation allowance ( 5,160 ) ( 6,609 ) ( 1,523 )
Change in amounts due on unfulfilled performance obligations ( 93,473 ) ( 123,385 ) ( 87,207 )
Effect of foreign currency and other ( 14,973 ) ( 19,874 ) ( 3,592 )
Ending balance - Preneed receivables, net and trust investments
$ 6,191,912 $ 5,577,499 $ 6,015,323
(1) Includes both realized and unrealized investment earnings.
The cost and fair values associated with trust investments recorded at fair value at December 31, 2023 and 2022 are detailed below. Cost reflects the investment (net of redemptions) of control holders in the trusts. Fair value represents the value of the underlying securities held by the trusts.
December 31, 2023
Fair Value Hierarchy Level Cost Unrealized
Gains Unrealized
Losses Value
(In thousands)
Fixed income securities:
U.S. Treasury 2 $ 45,645 $ 145 $ ( 1,376 ) $ 44,414
Canadian government 2 31,896 — — 31,896
Corporate 2 10,642 138 ( 17 ) 10,763
Residential mortgage-backed 2 5,452 29 ( 104 ) 5,377
Asset-backed 2 291 — ( 51 ) 240
Equity securities:
Preferred stock 2 417 — ( 97 ) 320
Common stock:
United States 1 1,744,919 478,226 ( 78,630 ) 2,144,515
Canada 1 42,721 20,251 ( 676 ) 62,296
Other international 1 108,106 19,580 ( 11,088 ) 116,598
Mutual funds:
Equity 1 876,620 118,476 ( 9,540 ) 985,556
Fixed income 1 998,767 5,727 ( 109,231 ) 895,263
Trust investments, at fair value 3,865,476 642,572 ( 210,810 ) 4,297,238
Commingled funds
Fixed income 827,600 2,432 ( 63,021 ) 767,011
Equity 337,500 71,819 ( 642 ) 408,677
Money market funds 346,672 — — 346,672
Alternative investments 412,482 169,825 ( 7,109 ) 575,198
Trust investments, at net asset value 1,924,254 244,076 ( 70,772 ) 2,097,558
Trust investments, at market $ 5,789,730 $ 886,648 $ ( 281,582 ) $ 6,394,796
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As of December 31, 2023, our unfunded commitment for our private equity investments was $ 322.6 million which, if called, would be funded by the assets of the trusts.
December 31, 2022
Fair Value Hierarchy Level Cost Unrealized
Gains Unrealized
Losses Value
(In thousands)
Fixed income securities:
U.S. Treasury 2 $ 45,084 $ 22 $ ( 2,033 ) $ 43,073
Canadian government 2 30,200 — — 30,200
Corporate 2 175 — ( 18 ) 157
Residential mortgage-backed 2 1,420 — ( 101 ) 1,319
Asset-backed 2 294 — ( 52 ) 242
Equity securities:
Preferred stock 2 4,144 — ( 2,340 ) 1,804
Common stock:
United States 1 1,707,240 283,423 ( 208,523 ) 1,782,140
Canada 1 47,821 11,765 ( 11,117 ) 48,469
Other international 1 123,440 10,561 ( 19,009 ) 114,992
Mutual funds:
Equity 1 917,686 64,895 ( 112,374 ) 870,207
Fixed income 1 1,135,815 1,231 ( 166,286 ) 970,760
Trust investments, at fair value 4,013,319 371,897 ( 521,853 ) 3,863,363
Commingled funds
Fixed income 730,940 2 ( 89,246 ) 641,696
Equity 309,893 40,820 ( 3,846 ) 346,867
Money market funds 325,562 — — 325,562
Alternative investments 307,275 179,491 ( 1,091 ) 485,675
Trust investments, at net asset value 1,673,670 220,313 ( 94,183 ) 1,799,800
Trust investments, at market $ 5,686,989 $ 592,210 $ ( 616,036 ) $ 5,663,163
Our alternative investments include funds invested in limited partnerships with interests in private equity, private market real estate, energy and natural resources, infrastructure, transportation, and private debt including both distressed debt and mezzanine financing. These investments can never be redeemed by the funds. Instead, due to the nature of the investments in this category, distributions are received through the liquidation of the underlying assets of the funds. The funds' managers have not communicated the timing of any liquidations.
Maturity dates of our fixed income securities range from 2024 to 2040 . Maturities of fixed income securities (excluding mutual funds) at December 31, 2023 are estimated as follows:
Fair Value
(In thousands)
Due in one year or less $ 55,207
Due in one to five years 30,265
Due in five to ten years 7,132
Thereafter 86
Total estimated maturities of fixed income securities $ 92,690
Recognized trust fund income (realized and unrealized) related to our preneed trust investments was $ 158.2 million, $ 143.8 million, and $ 179.7 million for the years ended December 31, 2023, 2022, and 2021, respectively. Recognized trust fund income (realized and unrealized) related to our cemetery perpetual care trust investments was $ 86.6 million, $ 85.1 million, and $ 96.1 million for the years ended December 31, 2023, 2022, and 2021, respectively.
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Deferred Revenue, Net
Deferred revenue, net represents future revenue, including distributed trust investment earnings associated with unperformed trust-funded preneed contracts that are not held in trust accounts. Future revenue and net trust investment earnings that are held in trust accounts are included in Deferred receipts held in trust .
The components of Deferred revenue, net in our Consolidated Balance Sheet were as follows:
Years Ended December 31,
2023 2022
(In thousands)
Deferred revenue $ 2,649,397 $ 2,472,693
Amounts due from customers for unfulfilled performance obligations on cancelable preneed contracts ( 945,888 ) ( 848,665 )
Deferred revenue, net $ 1,703,509 $ 1,624,028
The following table summarizes the activity for our contract liabilities, which are reflected in Deferred revenue, net and Deferred receipts held in trust :
Years Ended December 31,
2023 2022 2021
(In thousands)
Beginning balance — Deferred revenue, net and Deferred receipts held in trust
$ 5,787,548 $ 6,299,241 $ 5,761,291
Net preneed contract sales 1,451,833 1,448,371 1,314,001
Acquisitions (dispositions) of businesses, net 5,961 10,824 4,707
Net investment gains (losses) (1)
527,894 ( 618,760 ) 443,088
Recognized revenue from backlog (2)
( 554,839 ) ( 498,242 ) ( 471,160 )
Recognized revenue from current period sales ( 730,436 ) ( 726,584 ) ( 669,025 )
Change in amounts due on unfulfilled performance obligations ( 93,473 ) ( 123,337 ) ( 87,207 )
Change in cancellation reserve 87 8,351 ( 459 )
Effect of foreign currency and other ( 20,182 ) ( 12,316 ) 4,005
Ending balance — Deferred revenue, net and Deferred receipts held in trust
$ 6,374,393 $ 5,787,548 $ 6,299,241
(1) Includes both realized and unrealized investment gains (losses).
(2) Includes current year trust fund income through the date of performance.
4. Goodwill and Intangible Assets
The changes in the carrying amounts of goodwill for our funeral and cemetery reporting units are as follows:
Years Ended December 31,
2023 2022
Funeral Cemetery Total Funeral Cemetery Total
(In thousands)
Beginning balance — Goodwill
$ 1,603,600 $ 341,988 $ 1,945,588 $ 1,584,175 $ 330,907 $ 1,915,082
Increase in goodwill related to
acquisitions 13,994 17,053 31,047 26,143 11,081 37,224
Reduction of goodwill related to divestitures (1)
( 1,502 ) ( 225 ) ( 1,727 ) — — —
Effect of foreign currency 2,278 — 2,278 ( 6,718 ) — ( 6,718 )
Total activity 14,770 16,828 31,598 19,425 11,081 30,506
Ending balance — Goodwill
$ 1,618,370 $ 358,816 $ 1,977,186 $ 1,603,600 $ 341,988 $ 1,945,588
(1) Also includes reductions for businesses held for sale.
FORM 10-K 59
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The components of intangible assets at December 31 were as follows:
Useful Life
Minimum Maximum 2023 2022
(Years) (In thousands)
Amortizing intangibles:
Covenants-not-to-compete 5 - 15 $ 222,930 $ 222,461
Customer relationships 10 - 20 137,130 155,767
Tradenames 5 - 89 7,000 7,000
Other 5 - 89 26,927 26,927
393,987 412,155
Less accumulated amortization:
Covenants-not-to-compete 207,301 205,450
Customer relationships 88,929 101,954
Tradenames 437 359
Other 11,025 10,285
307,692 318,048
Amortizing intangibles, net 86,295 94,107
Non-amortizing intangibles:
Tradenames Indefinite 388,049 376,138
Other Indefinite 10,765 10,765
Non-amortizing intangibles 398,814 386,903
Intangible assets, net — included in Deferred charges and other assets, net
$ 485,109 $ 481,010
As part of our recoverability testing process during 2023, we reported $2.6 million of impairment on tradenames. Amortization expense for intangible assets was $ 18.7 million, $ 18.4 million, and $ 20.0 million for the years ended December 31, 2023, 2022, and 2021, respectively. The following is estimated amortization expense, excluding certain intangibles for which we are unable to provide an estimate because they are amortized based on specific identification in the fulfillment of performance obligations on our preneed contracts, for the five years subsequent to December 31, 2023 (in thousands):
2024 $ 6,478
2025 6,347
2026 4,771
2027 2,738
2028 2,146
Total estimated amortization expense $ 22,480
5. Income Taxes
The provision or benefit for income taxes includes U.S. federal income taxes (determined on a consolidated return basis), foreign income taxes, and state income taxes.
We actively participate in tax credit equity investments for projects eligible to receive renewable energy credits. These investments, accounted for under the equity method, are recorded in Deferred charges and other assets, net of reserves on our Consolidated Balance Sheet. Upon realization, tax credits associated with these investments are recognized as a reduction of tax expense. This reduction is offset by amortization of the investment in proportion to the tax benefits received during the period under the proportional amortization method. During 2023, we recognized investment tax credits totaling $ 11.6 million and amortized the equity investment by $ 11.5 million to reflect the realization of these benefits. This amortization is reflected within the Provision for income taxes in the Consolidated Statement of Operations.
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Income before income taxes was composed of the following components:
Years Ended December 31,
2023 2022 2021
(In thousands)
United States $ 664,745 $ 703,131 $ 994,632
Foreign 43,861 52,497 50,868
Total income before income taxes
$ 708,606 $ 755,628 $ 1,045,500
Income tax provision consisted of the following:
Years Ended December 31,
2023 2022 2021
(In thousands)
Current:
United States $ ( 30,832 ) $ 139,132 $ 194,545
Foreign 14,989 14,486 14,088
State ( 4,728 ) 32,505 39,452
Total current income taxes ( 20,571 ) 186,123 248,085
Deferred:
United States $ 155,677 $ ( 59 ) $ ( 3,543 )
Foreign ( 1,999 ) 780 ( 5,492 )
State 37,838 2,750 3,198
Total deferred income taxes 191,516 3,471 ( 5,837 )
Total income taxes $ 170,945 $ 189,594 $ 242,248
We made income tax payments of $ 85.5 million, $ 183.7 million, and $ 270.2 million in 2023, 2022, and 2021, respectively, and received refunds of $ 1.7 million, $ 4.2 million, and $ 4.7 million, respectively.
The differences between the U.S. federal statutory income tax rate and our effective tax rate were as follows:
Years Ended December 31,
2023 2022 2021
(In thousands)
Computed tax provision at the applicable federal statutory income tax rate $ 148,807 $ 158,682 $ 219,555
State and local taxes, net of federal income tax benefits 27,041 28,817 35,045
Foreign jurisdiction differences 3,756 3,976 3,041
Permanent differences associated with divestitures 47 200 400
Changes in uncertain tax positions and audit settlements 110 53 51
Foreign valuation allowance, net of federal income tax benefits — — ( 4,155 )
Excess tax benefit from share-based compensation ( 8,406 ) ( 8,918 ) ( 12,476 )
Other ( 410 ) 6,784 787
Provision for income taxes $ 170,945 $ 189,594 $ 242,248
Total consolidated effective tax rate 24.1 % 25.1 % 23.2 %
The 2023 consolidated effective tax rate was 24.1 %, compared to 25.1 % in 2022. The lower effective tax rate in 2023 was primarily due to non-taxable gains on the cash surrender value of certain life insurance policies.
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Deferred taxes are determined based on differences between the financial reporting and tax bases of assets and liabilities and are measured using the enacted tax rates. The tax effects of temporary differences and carryforwards that give rise to significant portions of deferred tax assets and liabilities consisted of the following:
Years Ended December 31,
2023 2022
(In thousands)
Inventories and cemetery property $ ( 196,887 ) $ ( 201,795 )
Deferred incremental direct selling costs ( 104,686 ) ( 99,377 )
Property and equipment ( 177,411 ) ( 181,029 )
Intangibles ( 207,727 ) ( 204,010 )
Deferred revenue on preneed funeral and cemetery contracts ( 80,178 ) —
Other ( 5,746 ) ( 5,313 )
Deferred tax liabilities ( 772,635 ) ( 691,524 )
Loss and tax credit carryforwards 127,796 137,785
Deferred revenue on preneed funeral and cemetery contracts — 153,479
Accrued liabilities 122,887 80,069
Deferred tax assets 250,683 371,333
Less: valuation allowance ( 108,834 ) ( 118,939 )
Net deferred income tax liability $ ( 630,786 ) $ ( 439,130 )
Deferred tax assets and deferred income tax liabilities are recognized in our Consolidated Balance Sheet as follows:
Years Ended December 31,
2023 2022
(In thousands)
Non-current deferred tax assets - included in Deferred charges and other assets, net
$ 7,320 $ 5,910
Non-current deferred tax liabilities - included in Deferred tax liability
( 638,106 ) ( 445,040 )
Net deferred income tax liability $ ( 630,786 ) $ ( 439,130 )
As of December 31, 2023, foreign withholding taxes have not been provided on the estimated $ 247.6 million of undistributed earnings and profits (E&P) of our foreign subsidiaries as we intend to permanently reinvest these foreign E&P in the respective businesses outside the U.S. However, if we were to repatriate such foreign E&P, the foreign withholding tax liability is estimated to be $ 12.8 million. Additionally, if we were to repatriate E&P in excess of our previously taxed income under the Tax Cuts and Jobs Act of 2017, such excess repatriation may cause us to incur an additional U.S. federal income tax of approximately $ 7.7 million related to our hybrid debt structure between Canada and the United States that was eliminated in 2022.
The following table summarizes the activity related to our gross unrecognized tax benefits from January 1, 2021 to December 31, 2023 (in thousands):
Federal, State, and Foreign Tax
(In thousands)
Balance at December 31, 2020 $ 1,348
Reduction to tax positions related to prior years —
Balance at December 31, 2021 $ 1,348
Reductions to tax positions related to prior years —
Balance at December 31, 2022 $ 1,348
Reductions to tax positions related to prior years —
Balance at December 31, 2023 $ 1,348
Our total unrecognized tax benefits that, if recognized, would affect our effective tax rates were $ 1.3 million as of December 31, 2023, 2022 and 2021.
W e include potential accrued interest and penalties related to unrecognized tax benefits within our income tax provision account. We have accrued $ 1.0 million, $ 0.9 million, and $ 0.8 million for the payment of interest, net of tax benefits, and
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penalties as of December 31, 2023, 2022 and 2021, respectively. We recorded an increase of interest and penalties of $ 0.1 million for each of the years ended December 31, 2023, 2022 and 2021, respectively. To the extent interest and penalties are not assessed with respect to uncertain tax positions or the uncertainty of deductions in the future, amounts accrued will be reduced and reflected as a reduction of the overall income tax provision.
We file income tax returns, including tax returns for our subsidiaries, with federal, state, local, and foreign jurisdictions. We consider the United States to be our most significant jurisdiction; however, all tax returns are subject to routine compliance review by the taxing authorities in the jurisdictions in which we file tax returns in the ordinary course of business.
The federal statutes of limitations have expired for all tax years prior to 2020, and we are not currently under audit by the IRS. However, pursuant to the 2017 Tax Cuts and Jobs Act, the statute of limitations on the transition tax for the 2017 tax year does not expire until 2024. Various state jurisdictions are auditing years 2013 through 2021. There are currently no federal or provincial audits in Canada; however, years subsequent to 2017 remain open and could be subject to examination. We believe that it is reasonably possible that the recorded amount of gross unrecognized tax benefits may decrease by $ 1.3 million within the next twelve months as a result of concluding various state tax matters.
Various subsidiaries have federal, state, and foreign loss carryforwards in the aggregate of $ 2.5 billion with expiration dates through 2041. Such loss carryforwards will expire as follows:
Federal State Foreign Total
(In thousands)
2024 $ — $ 160,355 $ 346 $ 160,701
2025 — 321,190 471 321,661
2026 — 368,207 957 369,164
2027 — 189,465 1,798 191,263
Thereafter — 1,423,484 3,824 1,427,308
Total loss carryforwards $ — $ 2,462,701 $ 7,396 $ 2,470,097
In addition to the above loss carryforwards, we have $2.2 million of foreign alternative minimum tax credits that can be carried forward indefinitely.
In assessing the usefulness of deferred tax assets, we consider whether it is more likely than not that some portion or all of the net deferred tax assets will not be realized. The future realization of net deferred tax assets is dependent upon the generation of future taxable income during the periods in which those temporary differences become deductible. During 2023, we recorded a net $ 10.1 million decrease in our valuation allowance primarily driven by utilization and expiration of state net operating losses, along with legislative changes in certain states. The valuation allowances can be affected in future periods by changes to tax laws, changes to statutory tax rates, and changes in estimates of future taxable income .
At December 31, 2023, our loss and tax credit carryforward deferred tax assets and related valuation allowances by jurisdiction are as follows (presented net of federal benefit).
Federal State Foreign Total
(In thousands)
Loss and tax credit carryforwards $ — $ 122,796 $ 5,000 $ 127,796
Valuation allowance $ — $ 94,135 $ 14,699 $ 108,834
FORM 10-K 63
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6. Debt
The components of Debt are:
Years Ended December 31,
2023 2022
(In thousands)
7.500% Senior Notes due April 2027 $ 137,424 $ 138,274
4.625% Senior Notes due December 2027 550,000 550,000
5.125% Senior Notes due June 2029 750,000 750,000
3.375% Senior Notes due August 2030 850,000 850,000
4.000% Senior Notes due May 2031 800,000 800,000
Term Loan due May 2024 — 536,250
Term Loan due January 2028 658,125 —
Bank Credit Facility due May 2024 — 570,000
Bank Credit Facility due January 2028 790,000 —
Obligations under finance leases 132,039 120,837
Mortgage notes and other debt, maturities through 2050 80,696 66,248
Unamortized debt issuance costs ( 35,788 ) ( 39,865 )
Total debt $ 4,712,496 $ 4,341,744
Less: Current maturities of long-term debt ( 63,341 ) ( 90,661 )
Total long-term debt $ 4,649,155 $ 4,251,083
Current maturities of debt at December 31, 2023 include amounts due under our term loan, mortgage notes and other debt, and finance leases within the next year as well as the portion of unamortized debt issuance costs expected to be recognized in the next twelve months.
Approximately 69 % and 72 % of our total debt had a fixed interest rate at December 31, 2023 and 2022, respectively.
The components of our weighted average interest rate are as follows:
Years Ended December 31,
2023 2022
Fixed Debt 4.35 % 4.32 %
Floating Debt 7.44 % 2.95 %
Total Debt 5.29 % 4.00 %
The following table summarizes the aggregate maturities of our debt for the five years subsequent to December 31, 2023 and thereafter, excluding unamortized premiums and debt issuance costs (in thousands):
2024 $ 63,341
2025 75,158
2026 52,500
2027 748,287
2028 1,349,969
2029 and thereafter 2,423,241
Total debt maturities $ 4,712,496
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Bank Credit Agreement
In January 2023, we amended our $1.650 billion credit agreement due May 2024 to enter into a new $2.175 billion bank credit agreement due January 2028 with a syndicate of banks. The $2.175 billion bank credit agreement comprises a $ 1.5 billion Bank Credit Facility, including a sublimit of $100.0 million for letters of credit and a $ 675.0 million Term Loan, both due January 2028. As a result of the new agreement, at closing, there was a net $138.8 million increase in our outstanding Term Loan balance and a $155.0 million decrease in our outstanding Bank Credit Facility balance.
The bank credit agreement provides us with flexibility for working capital, if needed, and is guaranteed by a majority of our domestic subsidiaries. The subsidiary guaranty is a guaranty of payment of the outstanding amount of the total lending commitment, including letters of credit. The bank credit agreement contains a maximum leverage ratio financial covenant and certain dividend and share repurchase restrictions. As of December 31, 2023, we are in compliance with all of our debt covenants. At December 31, 2023, we issued $ 39.1 million of letters of credit and pay a quarterly fee on the unused commitment, which was 0.20 %. As of December 31, 2023, we have $ 670.9 million in borrowing capacity under the facility.
As of December 31, 2022, we issued $ 33.5 million of letters of credit.
Subsequent to December 31, 2023, we decreased our outstanding borrowings by $40.0 million to $750.0 million under our Bank Credit Facility due January 2028.
Debt Issuances and Additions
During the year ended December 31, 2023, we issued or added $ 957.4 million of debt including:
• $ 284.1 million in proceeds from certain banks in our Term Loan;
• $ 600.0 million on our Bank Credit Facility due January 2028;
• $ 44.3 million in proceeds from certain banks in our Bank Credit Facility;
• $ 10.0 million on our Bank Credit Facility due May 2024; and
• $ 19.0 million in other debt.
Net proceeds from newly issued debt during the year ended December 31, 2023 were used to pay down our Bank Credit Facility due May 2024, our Term Loan due May 2024, and for general corporate purposes. These transactions resulted in additional debt issuance costs of $7.5 million.
During the year ended December 31, 2022, we drew $ 465.0 million on our Bank Credit Facility due May 2024 and issued $ 19.0 million in other debt primarily for general corporate purposes.
Debt Extinguishments and Reductions
During the year ended December 31, 2023, we made aggregate debt payments of $ 603.2 million for scheduled and early extinguishment payments including:
• $ 235.0 million in aggregate principal of our Bank Credit Facility due January 2028;
• $ 199.3 million in aggregate principal payments to certain banks in our Bank Credit Facility due May 2024;
• $ 145.3 million in aggregate principal payments to certain banks in our Term Loan due May 2024;
• $ 16.9 million in aggregate principal of our Term Loan due January 2028;
• $ 0.9 million in aggregate principal of our 7.5% Senior Notes due April 2027 repurchased in the open market;
• $ 0.5 million of premiums paid on early extinguishment; and
• $ 5.3 million in other debt.
Certain of the above transactions resulted in the recognition of a loss of $ 1.1 million recorded in Losses on early extinguishment of debt, net in our Consolidated Statement of Operations for the year ended December 31, 2023.
During the year ended December 31, 2022, we made aggregate debt payments of $ 101.9 million for scheduled and early extinguishment payments including:
• $ 50.0 million in aggregate principal of our Bank Credit Facility due May 2024;
• $ 32.5 million in aggregate principal of our Term Loan due May 2024;
• $ 14.4 million in aggregate principal of 7.5% Senior Notes due April 2027 repurchased on the open market;
• $ 1.2 million of premiums paid on early extinguishment; and
• $ 3.8 million in other debt.
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Certain of the above transactions resulted in the recognition of a loss of $ 1.2 million recorded in Losses on early extinguishment of debt, net in our Consolidated Statement of Operations for the year ended December 31, 2022.
Additional Debt Disclosures
At December 31, 2023 and 2022, we had deposits of $ 0.7 million and $ 0.5 million, respectively, in restricted, interest-bearing accounts that were pledged as collateral for various credit instruments and commercial commitments. These deposits are included in Other current assets and Deferred charges and other assets, net in our Consolidated Balance Sheet.
We had assets of approximately $ 75.3 million and $ 59.8 million pledged as collateral for the mortgage notes and other debt at December 31, 2023 and 2022, respectively.
Cash interest payments for the three years ended December 31 were as follows (in thousands):
Payments in 2023
$ 230,551
Payments in 2022
$ 164,222
Payments in 2021
$ 142,145
Expected c ash interest payments on our existing long-term debt for the five years subsequent to December 31, 2023 and thereafter are as follows (in thousands):
Payments in 2024
$ 250,870
Payments in 2025
249,148
Payments in 2026
247,603
Payments in 2027
237,673
Payments in 2028
104,679
Payments in 2029 and thereafter
145,087
Total expected cash interest payments $ 1,235,060
7. Credit Risk and Fair Value of Financial Instruments
Fair Value Estimates
The fair value estimates of the following financial instruments have been determined using available market information and appropriate valuation methodologies. The carrying values of cash and cash equivalents, trade receivables, and trade payables approximate the fair values of those instruments due to the short-term nature of the instruments. The carrying values of receivables on preneed funeral and cemetery contracts approximate fair value due to the diverse number of individual contracts with varying terms.
The fair value of our debt instruments was as follows:
Years Ended December 31,
2023 2022
(In thousands)
7.500% Notes due April 2027 $ 142,749 $ 141,499
4.625% Senior Notes due December 2027 532,125 513,909
5.125% Senior Notes due June 2029 732,173 709,125
3.375% Senior Notes due August 2030 739,500 702,202
4.000% Senior Notes due May 2031 711,336 685,680
Term Loan due May 2024 — 536,250
Term Loan due January 2028 658,125 —
Bank Credit Facility due May 2024 — 570,000
Bank Credit Facility due January 2028 790,000 —
Mortgage notes and other debt, maturities through 2050 79,426 63,168
Total fair value of debt instruments $ 4,385,434 $ 3,921,833
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The fair values of our long-term, fixed rate loans were estimated using market prices for those loans, and therefore they are classified within Level 2 of the fair value measurements hierarchy. The Term Loan, the revolving credit facility agreement, and the mortgage and other debt are classified within Level 3 of the fair value measurements hierarchy. The fair values of these instruments have been estimated using discounted cash flow analysis based on our incremental borrowing rate for similar borrowing arrangements. An increase (decrease) in the inputs results in a directionally opposite change in the fair value of the instruments.
Credit Risk Exposure
Our cash deposits, some of which exceed insured limits, are distributed among various market and national banks in the jurisdictions in which we operate. In addition, we regularly invest excess cash in financial instruments that are not insured, such as commercial paper that is offered by corporations with quality credit ratings and money market funds and Eurodollar time deposits that are offered by a variety of reputable financial institutions. We believe that the credit risk associated with such instruments is minimal.
We grant credit to customers in the normal course of business. The credit risk associated with our funeral, cemetery, and preneed funeral and preneed cemetery receivables due from customers is generally considered minimal because of the diversification of the customers served. Furthermore, bad debts have not been significant relative to the volume of deferred revenue. Customer payments on preneed funeral or preneed cemetery contracts that are either placed into state-regulated trusts or used to pay premiums on life insurance contracts generally do not subject us to collection risk. Insurance-funded contracts are subject to supervision by state insurance departments and are protected in the majority of states by insurance guaranty acts.
8. Leases
Our leases principally relate to office, maintenance, and transportation equipment and funeral service real estate. The majority of our lease arrangements contain options to (i) purchase the property at fair value on the exercise date, (ii) purchase the property for a value determined at the inception of the lease, or (iii) renew the lease for the fair rental value at the end of the primary lease term.
Future lease payments for non-cancelable operating and finance leases as of December 31, 2023 were as follows:
Operating Finance Total
(In thousands)
2024 $ 9,953 $ 49,166 $ 59,119
2025 9,044 29,161 38,205
2026 7,695 22,284 29,979
2027 6,680 14,835 21,515
2028 5,534 8,928 14,462
2029 and thereafter 31,419 28,982 60,401
Total lease payments $ 70,325 $ 153,356 $ 223,681
Less: Interest ( 16,493 ) ( 21,317 ) ( 37,810 )
Present value of lease liabilities $ 53,832 $ 132,039 $ 185,871
The components of lease cost were as follows:
Years Ended December 31,
2023 2022 2021
(In thousands)
Amortization of leased assets $ 34,212 $ 35,321 $ 37,569
Interest on lease liabilities 4,795 3,990 4,642
Total finance lease cost 39,007 39,311 42,211
Operating lease cost 10,531 11,021 11,586
Variable lease cost 872 437 178
Total lease cost $ 50,410 $ 50,769 $ 53,975
FORM 10-K 67
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Supplemental balance sheet information related to leases was as follows:
Lease Type Balance Sheet Classification December 31, 2023 December 31, 2022
(In thousands)
Operating lease right-of-use assets (1)
Deferred charges and other assets $ 50,973 $ 49,741
Finance lease right-of-use assets (1)
Property and equipment, net 127,425 115,813
Total right-of-use assets (1)
$ 178,398 $ 165,554
Operating Accounts payable and accrued liabilities $ 7,782 $ 7,083
Finance Current maturities of long-term debt 44,109 42,469
Total current lease liabilities 51,891 49,552
Operating Other liabilities 46,050 45,314
Finance Long-term debt 87,930 78,368
Total non-current lease liabilities 133,980 123,682
Total lease liabilities $ 185,871 $ 173,234
(1) Right-of-use assets are presented net of accumulated amortization.
The weighted-average life remaining and discount rates of our leases were as follows:
December 31, 2023 December 31, 2022
Operating Finance Operating Finance
Weighted-average remaining lease term (years) 11.1 5.2 11.8 4.5
Weighted-average discount rate 4.4 % 4.6 % 4.0 % 3.3 %
Supplemental cash flow information related to leases was as follows:
Years Ended December 31,
2023 2022 2021
(In thousands)
Cash paid for amounts in the measurement of lease liabilities:
Operating cash flows for operating leases $ 10,473 $ 10,994 $ 11,693
Operating cash flows for finance leases 5,191 3,838 4,207
Financing cash flows for finance leases 34,482 35,542 34,617
Total cash paid for amounts included in the measurement of lease liabilities $ 50,146 $ 50,374 $ 50,517
New finance leases 57,962 21,148 21,097
Finance lease renewals and extensions 829 ( 264 ) 1,095
Right-of-use assets obtained in exchange for finance lease liabilities $ 58,791 $ 20,884 $ 22,192
New operating leases 6,534 2,704 3,268
Operating lease renewals and extensions 2,985 2,324 4,554
Right-of-use assets obtained in exchange for operating lease liabilities $ 9,519 $ 5,028 $ 7,822
We have 80 operating leases where we are the lessor and the non-cancelable term is greater than one year, resulting in $ 4.0 million and $ 4.3 million in lease income for the years ended December 31, 2023 and 2022, respectively. We determine whether an arrangement is or contains a lease at the inception of the arrangement based on the terms of the arrangement. We lease retail space, office space, and land, and we are party to cellular agreements and land easements. The underlying assets of these lease agreements are buildings and land. We generally do not have sales-type leases, direct financing leases, or lease receivables. Certain of our agreements include variable rental income based on a percentage of sales over base contractual levels. Renewal options that can be cancelled by the lessees are not included in our disclosure of future lease income, which includes only the non-cancelable terms and fixed escalation provisions. Certain lease arrangements contain options to purchase the property at fair value at the conclusion of the lease term. Non-lease components are excluded from rental income disclosures.
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Future undiscounted lease income from operating leases where we are the lessor were as follows as of December 31, 2023 (in thousands):
2024 $ 3,967
2025 3,297
2026 2,512
2027 2,043
2028 1,682
2029 and thereafter 11,793
Total expected cash receipts $ 25,294
We own certain land, buildings, and improvements for the sole purpose of generating lease income. Property is recorded at cost, and depreciation is recognized ratably over the estimated useful lives of the various classes of assets. Buildings and improvements are depreciated over a period ranging from ten years to forty years. For these properties, we recorded depreciation expense of $ 0.4 million for the year ended December 31, 2023 and $ 0.7 million for each of the years ended December 31, 2022 and 2021. As of December 31, 2023, our Consolidated Balance Sheet includes Land of $ 33.9 million, and Buildings and improvements of $ 12.6 million, net of $ 2.3 million accumulated depreciation, related to these properties.
9. Commitments and Contingencies
Insurance Loss Reserves
We purchase comprehensive general liability, morticians and cemetery professional liability, automobile liability, and workers’ compensation insurance coverage structured with high deductibles. The high-deductible insurance program means we are primarily self-insured for claims and associated costs and losses covered by these policies. As of December 31, 2023 and 2022, we have self-insurance reserves of $ 103.3 million and $ 99.3 million, respectively.
Litigation and Regulatory Matters
We are a party to various litigation and regulatory matters, investigations, and proceedings. Some of the more frequent routine litigations incidental to our business are based on burial practices claims and employment-related matters, including discrimination, harassment, and wage and hour laws and regulations. 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. We intend to vigorously defend ourselves in the matters described herein; however, if we determine that an unfavorable outcome is probable and can be reasonably estimated, or if we determine an amount for which we would be willing to settle the matter to avoid further costs and risk, we establish the necessary accruals. We hold certain insurance policies that may reduce cash outflows with respect to an adverse outcome of these matters. We accrue such insurance recoveries when they become probable of being paid and can be reasonably estimated.
Operational Claims . We are named as a defendant in various lawsuits alleging operational claims, including but not limited to the State of California and Taylor lawsuits described below.
The People of the State of California v. Service Corporation International, a Texas corporation, SCI Direct, Inc. a Florida Corporation, S.E. Acquisition of California, Inc., a California corporation dba Neptune Society of Northern California, Neptune Management Corp., a California corporation, Trident Society, Inc. a California corporation, and Does 1 through 100, inclusive, Case No. RG 19045103; in the Superior Court of the State of California in and for the County of Alameda. In July 2019, we received a letter from the Attorney General, State of California, Department of Justice (“CAAG") alleging that the allocation of prices among certain of our cremation service contracts and cremation merchandise contracts, and the related preneed trust funding, violates section 7735 of the California Business and Professions Code and that provisions of these same contracts constitute false advertising and deceptive sales practices in violation of California consumer protection laws. On November 21, 2019, we filed a complaint, S.E. Combined Services of California, Inc., a California Corporation dba Neptune Society of Northern California, Neptune Management Corp. a California Corporation, and Trident Society, Inc. v. Xavier Becerra, Attorney General of the State of California, and Does 1-50, Case No. 34-2019-00269617; in the Sacramento County Superior Court seeking declaratory relief holding, in general, that our practices, methods, and documentation utilized in the sale of preneed funeral goods and services are in all respects compliant with California law. On December 2, 2019, the CAAG filed the complaint, referenced above, seeking permanent injunction from making false statements and engaging in unfair competition, a placement of funds into preneed trusts, civil penalties, customer refunds, attorneys’ fees, and costs. While we believe our contracts comply with applicable laws, the parties have engaged in settlement discussions in an effort to resolve this dispute, which may or may not be successful. We anticipate any settlement in connection with this matter may include preneed contract refunds, governmental investigative costs, and other legal expenses.
Nancy Taylor, on behalf of herself and others similarly situated v. Service Corporation International and others, Case No. 20-cv-60709 ; in the United States District Court for the Southern District of Florida, Fort Lauderdale Division. This case was filed in April 2020 as a Florida class action alleging that the allocation of prices among certain of our cremation service contracts and cremation merchandise contracts, and the related preneed trust funding, and the failure to disclose commissions paid and sales practices associated with the sale of third-party travel protection plans, violate the Florida Deceptive and Unfair Trade
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Practices Act and constitute unjust enrichment. Plaintiff sought refunds; general, actual, compensatory and exemplary damages; civil penalties, interest, and attorney fees. The parties have reached a settlement of the lawsuit that included an immaterial payment of attorney fees and provided consumers enhanced cancellation rights for a period of sixty days. The impact of these enhanced cancellation rights was not material to our financial condition, results of operations, and cash flows. The court has approved the settlement, the class has been certified, and the administrative claims process is now complete. We consider this matter resolved.
Unclaimed Property Audits
We have received notices from auditors representing the unclaimed property departments of approximately forty states regarding the escheatment of preneed trust funds held in association with unused preneed funeral and cemetery contracts ("Unused Preneed Trust Funds"). The states claim that these Unused Preneed Trust Funds are subject to the states’ unclaimed property or escheatment laws and generally assert that all or a portion of the Unused Preneed Trust Funds are escheatable if the beneficiary and/or purchaser is deceased or presumed deceased and no services or merchandise have been provided. We received notice that no additional property is due to be reported for the states of Alabama, Connecticut, Iowa, Kentucky, Maryland, Massachusetts, Montana, Nebraska, New Mexico, Oklahoma, Oregon, Pennsylvania, Rhode Island, South Carolina, South Dakota, Texas, West Virginia, and Wyoming. We consider the unclaimed property audits resolved in those eighteen states.
We have entered into an audit resolution agreement with the State of Florida Department of Financial Services and Division of Unclaimed Property ("Florida Agreement"). The Florida Agreement provides for the Company to retain the trust fund earnings and to escheat the principal to the State of Florida, which resulted in an increase in trust fund income in 2023.
We have reserved all of our rights, claims, and defenses. Given the nature of these matters, we are unable to reasonably estimate the total possible loss or ranges of loss, if any.
We believe we have strong defenses to these claims and we intend to vigorously defend all of the above matters; however, an adverse decision in one or more of such matters could have a material effect on us, our financial condition, results of operations, and cash flows.
10. Equity
(All shares reported in whole numbers)
Share Authorization
We are authorized to issue 1,000,000 shares of preferred stock, $1 per share par value. No preferred shares were issued as of December 31, 2023 or 2022. At December 31, 2023 and 2022, 500,000,000 common shares of $ 1 par value were authorized. We had 148,297,042 and 156,088,438 shares issued and 146,323,340 and 153,940,365 outstanding at par at December 31, 2023 and 2022, respectively.
Accumulated Other Comprehensive Income
The assets and liabilities of foreign operations are translated into U.S. dollars using the current exchange rate. The U.S. dollar amount that arises from such translation, as well as exchange gains and losses on intercompany balances of a long-term investment nature, are included in the cumulative currency translation adjustments in Accumulated other comprehensive income.
Share Repurchase Program
Subject to market conditions, normal trading restrictions, and limitations in our debt covenants, we may make purchases in the open market or through privately negotiated transactions under our share repurchase program. In 2023, we repurchased 8,700,767 shares of our common stock at an aggregate cost of $549.6 million, which is an average cost per share of $ 63.17 . In 2022, we repurchased 10,356,250 shares of our common stock at an aggregate cost of $661.1 million, which is an average cost per share of $ 63.84 . Additionally, in November 2023, our Board of Directors increased our share repurchase authorization to $ 600.0 million. After these repurchases and the increase in authorization, the remaining dollar value of shares authorized to be purchased under the share repurchase program was $ 525.0 million at December 31, 2023.
Subsequent to December 31, 2023, we repurchased 310,581 shares for $ 20.9 million at an average cost per share of $ 67.39 .
11. Share-Based Compensation
Stock Benefit Plans
We maintain benefit plans whereby shares of our common stock may be issued pursuant to the exercise of stock options or restricted stock granted to officers and key associates. Our Amended and Restated Incentive Plan ("the 1996 Plan") reserved 44,000,000 shares of our common stock for outstanding and future awards of stock options, restricted stock, and other share-based awards to officers and key associates. In May 2017, our shareholders approved the amended 2016 Equity Incentive Plan ("the 2016 Plan"), which reserved 13,404,404 shares of common stock for outstanding and future awards of stock options, restricted stock, and other awards to officers and key associates.
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Our benefit plans allow for options to be granted as either non-qualified or incentive stock options. The options historically have been granted annually, or upon hire, as approved by the Compensation Committee of the Board of Directors. The options are granted with an exercise price equal to the market price of our common stock on the date of the grant, as approved by the Compensation Committee of the Board of Directors. The options are generally exercisable at a rate of 33 1 / 3 % each year unless alternative vesting methods are approved by the Compensation Committee of the Board of Directors. Outstanding options will expire, if not exercised or forfeited, within eight years from the date of grant. Restricted shares are generally expensed ratably over the period during which the restrictions lapse, which is typically 33 1 / 3 % each year. At December 31, 2023 and 2022, 3,470,575 and 4,090,978 shares, respectively, were reserved for future option and restricted share grants under our stock benefit plans.
We utilize the Black-Scholes option valuation model for estimating the fair value of our stock options. This model allows 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 the valuation model 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 values of our stock options are calculated using the following weighted average assumptions, based on the methods described above:
Years Ended December 31,
Assumptions 2023 2022 2021
Dividend yield 1.6 % 1.5 % 1.8 %
Expected volatility 25.4 % 23.9 % 23.5 %
Risk-free interest rate 4.0 % 1.8 % 0.4 %
Expected holding period (years) 4.5 4.0 4.0
The following table summarizes certain information with respect to stock option and restricted share compensation included in our Consolidated Statement of Operations:
Years Ended December 31,
2023 2022 2021
(In thousands)
Total pretax employee share-based compensation expense included in net income $ 15,423 $ 14,709 $ 14,168
Income tax benefit related to share-based compensation included in net income $ 3,822 $ 3,877 $ 3,537
Stock Options
The following table sets forth stock option activity for the year ended December 31, 2023 (shares reported in whole numbers):
Options Weighted-Average
Exercise Price
Outstanding at December 31, 2022
5,461,105 $ 40.47
Granted 371,700 $ 70.34
Exercised ( 926,610 ) $ 26.10
Outstanding at December 31, 2023
4,906,195 $ 45.44
Exercisable at December 31, 2023
3,989,812 $ 41.68
The aggregate intrinsic value for stock options outstanding and exercisable was $ 113.6 million and $ 106.8 million, respectively, at December 31, 2023.
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Set forth below is certain information related to stock options outstanding and exercisable at December 31, 2023 (shares reported in whole numbers):
Options Outstanding Options Exercisable
Range of Exercise Price Number
Outstanding at
December 31, 2023
Weighted-Average Remaining Contractual Life
(in years) Weighted-
Average Exercise Price Number
Exercisable at
December 31, 2023
Weighted-
Average Exercise Price
$0.00 — 25.00 55,320 0.1 $ 22.28 55,320 $ 22.28
$25.01 — 35.00 894,450 1.1 $ 29.25 894,450 $ 29.25
$35.01 — 45.00 1,519,695 2.6 $ 39.65 1,519,695 $ 39.65
$45.01 — 55.00 1,506,810 4.6 $ 50.31 1,308,944 $ 50.42
$55.01 — 65.00 558,220 6.1 $ 59.76 211,403 $ 59.76
$65.01 — 75.00 371,700 7.1 $ 70.34 — $ —
$0.00 — 75.00 4,906,195 3.6 $ 45.44 3,989,812 $ 41.68
Other information pertaining to stock options was as follows (in thousands, except weighted-average grant date fair value):
Years Ended December 31,
2023 2022 2021
Weighted average grant-date fair value of stock options granted $ 16.86 $ 11.02 $ 7.50
Total fair value of stock options vested $ 6,059 $ 5,538 $ 5,708
Total intrinsic value of stock options exercised $ 37,115 $ 42,700 $ 59,180
Cash received from the exercise of stock options
$ 24,181 $ 27,814 $ 39,354
Recognized compensation expense
$ 5,929 $ 5,738 $ 5,514
As of December 31, 2023, the unrecognized compensation expense related to stock options of $ 6.8 million is expected to be recognized over a weighted average period of 1.8 years.
Restricted Shares
The fair value of our restricted share awards and units, as determined on the grant date, is being amortized and charged to income (with an offsetting credit to Capital in excess of par value ) generally over the average period during which the restrictions lapse.
Restricted share award activity was as follows (share awards reported in whole numbers):
Restricted
Share Awards Weighted-Average
Grant-Date
Fair Value
Nonvested restricted share awards at December 31, 2022
212,115 $ 54.66
Granted 89,484 $ 70.34
Vested ( 114,826 ) $ 53.38
Nonvested restricted share awards at December 31, 2023
186,773 $ 62.95
Other information pertaining to restricted share awards was as follows (in thousands, except weighted-average grant date fair value):
Years Ended December 31,
2023 2022 2021
Recognized compensation expense related to restricted share awards
$ 6,128 $ 5,739 $ 5,647
Weighted-average grant date fair value for nonvested restricted stock granted
$ 70.34 $ 59.76 $ 49.59
Total fair market value of restricted share awards vested
$ 6,130 $ 5,639 $ 5,496
Aggregate intrinsic value of restricted share awards vested
$ 1,715 $ 2,552 $ 3,513
At December 31, 2023, unrecognized compensation expense of $ 7.0 million related to restricted share awards is expected to be recognized over a weighted average period of 1.8 years.
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Restricted share units activity was as follows (share units reported in whole numbers):
Restricted
Share Units Weighted-Average
Grant-Date
Fair Value
Nonvested restricted share units at December 31, 2022
118,936 $ 54.31
Granted 52,162 $ 70.34
Vested ( 61,390 ) $ 52.47
Nonvested restricted share units at December 31, 2023
109,708 $ 62.96
Other information pertaining to restricted share units was as follows (in thousands, except weighted-average grant date fair value):
Years Ended December 31,
2023 2022 2021
Recognized compensation expense related to restricted share units
$ 3,366 $ 3,232 $ 3,007
Weighted-average grant date fair value for nonvested restricted share units granted
$ 70.34 $ 59.76 $ 49.59
Total fair market value of restricted share units vested
$ 3,221 $ 3,143 $ 2,883
Aggregate intrinsic value of restricted share units vested
$ 1,000 $ 1,447 $ 1,911
At December 31, 2023, the unrecognized compensation expense related to restricted share units of $ 4.0 million is expected to be recognized over a weighted average period of 1.7 years.
Performance Units
During 2023, 2022, and 2021 we granted 88,084 , 99,923 and 111,449 performance units, respectively. At December 31, 2023, there were 308,976 performance units outstanding. Total compensation expense for performance units was $ 11.8 million, $ 14.6 million, and $ 19.5 million for the years ended December 31, 2023, 2022, and 2021, respectively. For the year ended December 31, 2023 and 2022, cash paid to settle performance units was $ 16.8 million and $ 10.9 million, respectively. The fair value of the liability for these awards is calculated using a Monte Carlo simulation. The weighted average key assumptions as of December 31, 2023 were as follows:
Share price at beginning of performance period
$ 62.30
Risk-free interest rate
4.53 %
Expected volatility
26.2 %
Fair value of share-based performance units outstanding
$ 68.45
At December 31, 2023, the unrecognized compensation expense related to performance units of $ 7.3 million is expected to be recognized over a weighted average period of 1.6 years.
12. Retirement Plans
We currently have a supplemental retirement plan for certain current and former key employees (SERP), a supplemental retirement plan for officers and certain key employees (Senior SERP), and a Stewart Supplemental Retirement Plan (collectively, the “Plans”). All of our Plans are unfunded and have a measurement date of December 31.
The Plans are frozen; therefore, the participants do not earn incremental benefits from additional years of service, and we do not incur any additional service cost.
Retirement benefits under the SERP are based on years of service and average monthly compensation, reduced by benefits under Social Security. The Senior SERP provides retirement benefits based on years of service and position.
We recognize pension related gains and losses in Other income, net on our Consolidated Statement of Operations in the year such gains and losses are incurred. The components of the Plans’ net periodic benefit cost were as follows:
Years Ended December 31,
2023 2022 2021
(In thousands)
Interest cost on projected benefit obligation $ 797 $ 535 $ 482
Recognized net actuarial (gains) losses 654 ( 3,254 ) ( 353 )
Total net periodic benefit cost $ 1,451 $ ( 2,719 ) $ 129
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The Plans’ funded status were as follows:
Years Ended December 31,
2023 2022
(In thousands)
Change in Benefit Obligation:
Benefit obligation at beginning of year $ 15,906 $ 22,381
Interest cost 797 535
Actuarial gain 654 ( 3,254 )
Benefits paid (1)
( 1,994 ) ( 3,756 )
Benefit obligation at end of year $ 15,363 $ 15,906
Change in Plan Assets:
Fair value of plan assets at beginning of year $ — $ —
Employer contributions 1,994 3,756
Benefits paid, including expenses (1)
( 1,994 ) ( 3,756 )
Fair value of plan assets at end of year $ — $ —
Funded status of plan $ ( 15,363 ) $ ( 15,906 )
Funding Summary:
Projected benefit obligation $ 15,363 $ 15,906
Accumulated benefit obligation $ 15,363 $ 15,906
Amounts Recognized in the Consolidated Balance Sheet:
Included in Accounts payable and accrued liabilities
$ ( 1,824 ) $ ( 2,236 )
Included in Other liabilities
( 13,539 ) ( 13,670 )
Total accrued liability $ ( 15,363 ) $ ( 15,906 )
( 1) In 2022, we terminated our Directors' Plan and amended Senior SERP to terminate the participation of all our active employees and paid out, in a discounted lump sum, all benefits to the participants or their heirs in the amount of $1.5 million.
The retirement benefits under the Plans are unfunded obligations of the Company. We have purchased various life insurance policies on the participants in the Plans with the intent to use the proceeds or any cash value buildup from these policies to assist in meeting, at least to the extent of such assets, the Plans' funding requirements. The face value of these insurance policies at December 31, 2023 and 2022 was $ 30.5 million and $ 49.8 million, respectively, and the cash surrender value was $ 22.7 million and $ 40.7 million, respectively. The outstan ding loans against the policies are minimal and there are no restrictions in the policies regarding loans.
The Plans’ weighted-average assumptions used to determine the benefit obligation and net periodic benefit cost are as follows:
Years Ended December 31,
2023 2022 2021
Weighted-average discount rate used to determine obligations 4.94 % 5.34 % 2.52 %
Weighted-average discount rate used to determine net periodic benefit cost 5.34 % 2.52 % 2.42 %
We determine our discount rate used to compute future benefit obligations using an analysis of expected future benefit payments. The reasonableness of our discount rate is verified by comparing the rate to the rate earned on high-quality fixed income investments, such as the Moody’s Aa index, plus 50 basis points. The assumed rate of return on plan assets was not applicable as we pay plan benefits as they come due. As all Plans are frozen, the assumed rate of compensation increase is zero .
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The following benefit payments are expected to be paid over the next ten years related to our Plans (in thousands):
2024 $ 1,695
2025 1,603
2026 1,562
2027 1,492
2028 1,417
Years 2029 through 2033 5,968
Total expected benefit payments $ 13,737
We also have an employee savings plan that qualifies under Section 401(k) of the Internal Revenue Code for the exclusive benefit of our United States employees. Under the plan, participating employees may contribute a portion of their pretax and/or after-tax income in accordance with specified guidelines up to a maximum of 50 %.
During 2023, 2022, and 2021, we matched a percentage of the employee contributions through contributions of cash. For these years, our matching contribution was based upon the following:
Years of Vesting Service Percentage of Deferred Compensation
0 — 5 years 75% of the first 6% of deferred compensation
6 — 10 years 100% of the first 6% of deferred compensation
11 or more years 125% of the first 6% of deferred compensation
The amount of our matched contributions in 2023, 2022, and 2021 was $ 52.8 million, $ 49.6 million, and $ 46.0 million, respectively.
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13. Segment Reporting
Our operations are both product-based and geography-based, and the reportable operating segments presented below include our funeral and cemetery operations. Our geographic areas include the United States and Canada, where we conduct both funeral and cemetery operations.
Our reportable segment information, including disaggregated revenue, was as follows and includes a reconciliation of gross profit to our consolidated income before income taxes.
Years Ended December 31,
2023 2022 2021
(In thousands)
Revenue from customers:
Funeral revenue:
Atneed revenue $ 1,185,413 $ 1,242,269 $ 1,268,111
Matured preneed revenue 715,298 705,273 700,473
Core funeral revenue 1,900,711 1,947,542 1,968,584
Non-funeral home revenue 85,904 76,311 74,099
Non-funeral home preneed sales revenue 134,770 146,496 139,260
Core general agency and other revenue 181,646 161,696 161,233
Total funeral revenue 2,303,031 2,332,045 2,343,176
Cemetery revenue:
Atneed revenue 433,925 448,143 477,950
Recognized preneed property revenue 874,724 868,740 846,528
Recognized preneed merchandise and services revenue 365,018 338,463 343,899
Core cemetery revenue 1,673,667 1,655,346 1,668,377
Other revenue 123,080 121,270 131,590
Total cemetery revenue 1,796,747 1,776,616 1,799,967
Total revenue from customers $ 4,099,778 $ 4,108,661 $ 4,143,143
Gross profit:
Funeral gross profit $ 497,106 $ 545,693 $ 639,775
Cemetery gross profit 594,701 608,909 683,300
Gross profit from reportable segments 1,091,807 1,154,602 1,323,075
Corporate general and administrative expenses ( 157,368 ) ( 237,248 ) ( 157,568 )
Gains on divestitures and impairment charges, net 9,816 9,962 25,169
Operating income 944,255 927,316 1,190,676
Interest expense ( 239,447 ) ( 172,109 ) ( 150,610 )
Losses on early extinguishment of debt, net ( 1,114 ) ( 1,225 ) ( 5,226 )
Other income, net 4,912 1,646 10,660
Income before income taxes $ 708,606 $ 755,628 $ 1,045,500
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Other reportable segment information as of and for the year ended December 31 was as follows:
Reportable Segments
Funeral Cemetery Corporate Consolidated
(In thousands)
2023
Interest expense $ 2,092 $ 764 $ 236,591 $ 239,447
Depreciation and amortization $ 133,544 $ 46,713 $ 11,015 $ 191,272
Amortization of intangibles $ 12,025 $ 6,706 $ 5 $ 18,736
Amortization of cemetery property $ — $ 101,234 $ — $ 101,234
Capital expenditures $ 125,922 $ 212,406 $ 23,465 $ 361,793
Total assets $ 6,573,950 $ 9,168,173 $ 613,277 $ 16,355,400
2022
Interest expense $ 1,734 $ 493 $ 169,882 $ 172,109
Depreciation and amortization $ 123,165 $ 41,502 $ 10,663 $ 175,330
Amortization of intangibles $ 11,735 $ 6,620 $ — $ 18,355
Amortization of cemetery property $ — $ 94,123 $ — $ 94,123
Capital expenditures $ 153,224 $ 196,371 $ 20,114 $ 369,709
Total assets $ 6,236,270 $ 8,404,900 $ 424,867 $ 15,066,037
2021
Interest expense $ 2,864 $ 681 $ 147,065 $ 150,610
Depreciation and amortization $ 111,687 $ 37,373 $ 10,246 $ 159,306
Amortization of intangibles $ 12,980 $ 7,016 $ 6 $ 20,002
Amortization of cemetery property $ — $ 98,162 $ — $ 98,162
Capital expenditures $ 139,420 $ 148,737 $ 15,503 $ 303,660
Our geographic area information as of and for the year ended December 31 was as follows:
United States Canada Total
(In thousands)
2023
Revenue from external customers $ 3,881,333 $ 218,445 $ 4,099,778
Interest expense $ 239,103 $ 344 $ 239,447
Depreciation and amortization $ 180,093 $ 11,179 $ 191,272
Amortization of intangibles $ 18,495 $ 241 $ 18,736
Amortization of cemetery property $ 97,471 $ 3,763 $ 101,234
Operating income $ 887,110 $ 57,145 $ 944,255
Gains on divestitures and impairment charges, net $ 8,512 $ 1,304 $ 9,816
Long-lived assets $ 7,386,819 $ 339,142 $ 7,725,961
2022
Revenue from external customers $ 3,876,689 $ 231,972 $ 4,108,661
Interest expense $ 171,912 $ 197 $ 172,109
Depreciation and amortization $ 165,004 $ 10,326 $ 175,330
Amortization of intangibles $ 18,080 $ 275 $ 18,355
Amortization of cemetery property $ 89,545 $ 4,578 $ 94,123
Operating income $ 856,277 $ 71,039 $ 927,316
Gains on divestitures and impairment charges, net $ 7,220 $ 2,742 $ 9,962
Long-lived assets $ 7,094,859 $ 331,520 $ 7,426,379
2021
Revenue from external customers $ 3,918,777 $ 224,366 $ 4,143,143
Interest expense $ 150,385 $ 225 $ 150,610
Depreciation and amortization $ 149,351 $ 9,955 $ 159,306
Amortization of intangibles $ 19,721 $ 281 $ 20,002
Amortization of cemetery property $ 92,128 $ 6,034 $ 98,162
Operating income $ 1,120,154 $ 70,522 $ 1,190,676
Gains on divestitures and impairment charges, net $ 19,837 $ 5,332 $ 25,169
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14. Supplementary Information
The detail of certain balance sheet accounts is as follows:
Years Ended December 31,
2023 2022
(In thousands)
Cash and cash equivalents:
Cash $ 151,608 $ 147,408
Commercial paper and temporary investments 69,949 44,530
$ 221,557 $ 191,938
Other current assets:
Prepaid insurance 5,182 5,035
Prepaid expenses 13,355 13,001
Restricted cash 370 10,379
Other 4,103 4,051
$ 23,010 $ 32,466
Cemetery property:
Undeveloped land $ 1,328,358 $ 1,304,514
Developed lots, lawn crypts, mausoleum spaces, cremation niches, and cremation memorialization property 692,488 635,302
$ 2,020,846 $ 1,939,816
Property and equipment, net:
Land $ 761,092 $ 711,672
Buildings and improvements 2,685,867 2,581,695
Operating equipment 816,602 702,028
Leasehold improvements 46,254 44,044
Finance leases 339,395 332,301
4,649,210 4,371,740
Less: Accumulated depreciation ( 1,957,141 ) ( 1,804,703 )
Less: Accumulated amortization of finance leases ( 211,970 ) ( 216,488 )
$ 2,480,099 $ 2,350,549
Deferred charges and other assets:
Intangible assets, net $ 485,109 $ 481,010
Restricted cash 2,834 2,207
Deferred tax assets 7,320 5,910
Notes receivable, net of reserves of $1,797 and $2,546, respectively
8,497 6,821
Cash surrender value of insurance policies 220,587 199,516
Deferred incremental direct selling costs 406,181 384,108
Operating leases 50,973 49,741
Other 66,329 61,113
$ 1,247,830 $ 1,190,426
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Years Ended December 31,
2023 2022
(In thousands)
Accounts payable and accrued liabilities:
Accounts payable $ 203,352 $ 177,970
Accrued benefits 169,164 198,260
Accrued interest 25,632 23,602
Accrued property taxes 13,891 15,151
Self-insurance reserves 103,297 99,252
Legal reserves 63,595 76,866
Bank overdrafts 36,562 39,695
Operating leases 7,782 7,083
Other accrued liabilities 62,424 69,609
$ 685,699 $ 707,488
Other liabilities:
Accrued benefit costs $ 13,539 $ 13,670
Deferred compensation 201,287 174,035
Customer refund obligation reserve 37,729 37,805
Tax liability 2,318 2,208
Payable to perpetual care trust 148,198 127,662
Operating leases 46,050 45,314
Other 15,814 10,682
$ 464,935 $ 411,376
Certain Non-Cash Investing and Financing Transactions
Years Ended December 31,
2023 2022 2021
(In thousands)
Net change in capital expenditure accrual $ 9,171 $ 3,817 $ 3,201
Options exercised by attestation $ — $ 280 $ 323
Shares repurchased $ — $ ( 280 ) $ ( 323 )
Excise tax accrual on shares repurchased $ 4,724 $ — $ —
FORM 10-K 79
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15. Earnings Per Share
Basic earnings per common share (EPS) excludes dilution and is computed by dividing Net income attributable to common stockholders by the weighted average number of common shares outstanding for the period. Diluted EPS reflects the potential dilution that could occur if securities or other obligations to issue common stock were exercised or converted into common stock or resulted in the issuance of common stock that shared in our earnings.
A reconciliation of the numerators and denominators of basic and diluted EPS is presented below:
Years Ended December 31,
2023 2022 2021
(In thousands, except per share amounts)
Amounts attributable to common stockholders:
Net income — basic and diluted $ 537,317 $ 565,338 $ 802,939
Weighted average shares:
Weighted average shares — basic 150,565 157,713 167,542
Stock options 1,726 2,343 2,501
Restricted share units 60 75 71
Weighted average shares — diluted 152,351 160,131 170,114
Amounts attributable to common stockholders:
Net income per share:
Basic $ 3.57 $ 3.58 $ 4.79
Diluted $ 3.53 $ 3.53 $ 4.72
The computation of diluted earnings per share excludes outstanding stock options in certain periods in which the inclusion of such options would be antidilutive to the periods presented. Total antidilutive options not currently included in the computation of dilutive EPS are as follows (in shares):
Years Ended December 31,
2023 2022 2021
(In thousands)
Antidilutive options 845 490 —
80 Service Corporation International
PART II
16. Acquisitions and Divestiture-Related Activities
Acquisitions
In 2023, we acquired 17 funeral homes and 2 cemeteries for $72.5 million in cash and $56.4 million for real estate transactions. This amount includes the use of $24.0 million in IRS Section 1031 exchange funds. This compares to $102.6 million and $121.4 million, net of cash acquired, for several business acquisitions, and $17.1 million and $26.6 million, net of cash acquired, for several real estate acquisitions for years ended December 31, 2022 and 2021, respectively.
The 2022 acquisitions include ten funeral homes and three cemeteries in California as part of two acquisitions (the "2022 California Businesses") for $ 71.2 million in cash. This amount includes the use of $ 13.2 million in IRS Section 1031 exchange funds.
The primary reasons for the acquisitions and the principal factors that contributed to the recognition of goodwill in these acquisitions were:
• the acquisitions enhance our network footprint, enabling us to serve a number of new, complementary areas; and
• the acquisitions of the preneed backlog of deferred revenues enhance our long-term stability.
The following table summarizes the fair values of the assets acquired and liabilities assumed (in thousands):
Other current assets $ 241
Cemetery property 9,815
Property and equipment, net 19,109
Preneed receivables, net and trust investments 6,539
Indefinite-lived intangible assets 14,257
Deferred charges and other assets 158
Cemetery perpetual care trust investments 6,461
Goodwill 36,234
Total assets acquired 92,814
Current liabilities 439
Deferred revenue and deferred receipts held in trust 12,599
Care trusts' corpus 6,461
Other liabilities 2,095
Total liabilities assumed 21,594
Net assets acquired $ 71,220
Goodwill, land, and certain identifiable intangible assets recorded in the acquisitions are not subject to amortization; however, the goodwill and intangible assets will be tested periodically for impairment. Of the $ 36.2 million in goodwill recognized, all of which is deductible for tax purposes, $ 17.3 million was allocated to our cemetery segment and $ 18.9 million was allocated to our funeral segment. The identified intangible assets are indefinite lived tradenames with a fair value of $14.3 million.
We incurred acquisition costs of $ 0.2 million, which is included in G eneral and administrative expenses in our Consolidated Statement of Operations for the year ended December 31, 2022. The 2022 California Businesses contributed revenue of $ 1.9 million and net income of $ 0.5 million from acquisition through December 31, 2022.
The 2021 acquisitions include twenty-one funeral homes and one cemetery in two states as part of two acquisitions (the "Ohio and California Businesses") for $ 94.8 million in cash. This amount includes the use of $ 6.1 million in IRS Section 1031 exchange funds.
The primary reasons for the acquisitions and the principal factors that contributed to the recognition of goodwill in these acquisitions were:
• the acquisitions enhance our network footprint, enabling us to serve a number of new, complementary areas; and
• the acquisitions of the preneed backlog of deferred revenues enhance our long-term stability.
FORM 10-K 81
PART II
The following table summarizes the fair values of the assets acquired and liabilities assumed in the acquisitions (in thousands):
Other current assets $ 140
Cemetery property 2,918
Property and equipment, net 36,768
Preneed receivables, net and trust investments 7,732
Finite-lived intangible assets 3,900
Indefinite-lived intangible assets 24,734
Deferred charges and other assets 128
Cemetery perpetual care trust investments 1,484
Goodwill 29,683
Total assets acquired 107,487
Current liabilities 660
Deferred revenue and deferred receipts held in trust 7,204
Care trusts' corpus 1,484
Other liabilities 3,336
Total liabilities assumed 12,684
Net assets acquired $ 94,803
Goodwill, land, and certain identifiable intangible assets recorded in the acquisitions are not subject to amortization; however, the goodwill and intangible assets will be tested periodically for impairment. Of the $ 29.7 million in goodwill recognized, all of which is deductible for tax purposes, $ 1.5 million was allocated to our cemetery segment and $ 28.2 million was allocated to our funeral segment. The identified intangible assets comprise the following:
Useful Life Fair Value
(Years) (In thousands)
Preneed customer relationships to insurance claims 10 $ 3,900
Tradenames Indefinite 24,734
Total intangible assets $ 28,634
We incurred acquisition costs of $ 0.3 million, which is included in Corporate general and administrative expenses in our Consolidated Statement of Operations for the year ended December 31, 2021. The Ohio and California Businesses contributed revenue of $ 1.1 million and net income of $ 0.3 million from acquisition through December 31, 2021.
Divestiture-Related Activities
As divestitures occur in the normal course of business, gains or losses on the sale of such locations are recognized in the Consolidated Statement of Operations line item Gains on divestitures and impairment charges, net , which consist of the following:
Years Ended December 31,
2023 2022 2021
(In thousands)
Gains on divestitures, net $ 12,543 $ 10,923 $ 28,573
Impairment losses ( 2,727 ) ( 961 ) ( 3,404 )
Gains on divestitures and impairment charges, net $ 9,816 $ 9,962 $ 25,169
82 Service Corporation International
PART II
Service Corporation International
Schedule II - Valuation and Qualifying Accounts
Three Years Ended December 31, 2023
Description Balance at
Beginning
of Period Charged
(Credited) to
Costs and
Expenses Charged
(Credited) to
Write-offs & Other
Accounts Balance at
End of
Period
(In thousands)
Current Provision:
Reserve for credit losses:
Year Ended December 31, 2023 $ 6,186 $ 3,764 $ ( 5,568 ) $ 4,382
Year Ended December 31, 2022 $ 6,338 $ 6,579 $ ( 6,731 ) $ 6,186
Year Ended December 31, 2021 $ 6,031 $ 6,393 $ ( 6,086 ) $ 6,338
Due After One Year:
Reserve for credit losses:
Year Ended December 31, 2023 $ 3,602 $ ( 510 ) $ ( 747 ) $ 2,345
Year Ended December 31, 2022 $ 4,577 $ ( 125 ) $ ( 850 ) $ 3,602
Year Ended December 31, 2021 $ 6,902 $ ( 117 ) $ ( 2,208 ) $ 4,577
Preneed Receivables, Net:
Reserve for credit losses:
Year Ended December 31, 2023 $ 27,314 $ 7,991 $ ( 2,830 ) $ 32,475
Year Ended December 31, 2022 $ 20,727 $ 10,246 $ ( 3,659 ) $ 27,314
Year Ended December 31, 2021 $ 19,204 $ 5,086 $ ( 3,563 ) $ 20,727
Deferred Tax Valuation Allowance:
Year Ended December 31, 2023 $ 118,939 $ ( 10,105 ) $ — $ 108,834
Year Ended December 31, 2022 $ 120,739 $ ( 1,800 ) $ — $ 118,939
Year Ended December 31, 2021 $ 108,090 $ 12,649 $ — $ 120,739
FORM 10-K 83
PART II
Item 9. Changes In and Disagreements with Accountants on Accounting and Financial Disclosure
None.