UNITED
STATES
SECURITIES
AND EXCHANGE COMMISSION
Washington,
D.C. 20549
FORM
10-K
☒
ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934
For
the fiscal year ended December 31 , 2022
or
☐
TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934
For
the Transition Period from _____ to _____
Commission
File Number 000-09341
SECURITY
NATIONAL FINANCIAL CORPORATION
(Exact
name of registrant as specified in its charter)
utah
87-0345941
(State
or other jurisdiction of
incorporation
or organization)
(I.R.S.
Employer
Identification
No.)
433
West Ascension Way , Salt Lake City , Utah
84123
(Address
of principal executive offices)
(Zip
Code)
Registrant’s
telephone number, including area code:
(801)
264-1060
Securities
registered pursuant to Section 12(b) of the Act:
Title
of each class
Trading
symbol
Name
of exchange on which registered
Class
A Common Stock
SNFCA
The
Nasdaq Global Select Market
Securities
registered pursuant to Section 12(g) of the Act: None
Indicate
by check mark if the registrant is a well-known seasoned issuer, as defined in Rule 405 of the Securities Act.
☐
Yes ☒ No
Indicate
by check mark if the registrant is not required to file reports pursuant to Section 13 or Section 15(d) of the Securities Act.
☐
Yes ☒ No
Indicate
by check mark whether the registrant (1) has filed all reports required to be filed by Section 13 or 15(d) of the Securities Exchange
Act of 1934 during the preceding 12 months (or for such shorter period that the registrant was required to file such reports), and (2)
has been subject to such filing requirements for the past 90 days.
☒
Yes ☐ No
Indicate
by check mark whether the registrant has submitted electronically every Interactive Data File required to be submitted and posted pursuant
to Rule 405 of Regulation S-T (§ 232.405 of this chapter) during the preceding 12 months (or for such shorter period that the registrant
was required to submit such files). ☒ Yes ☐ No
Indicate
by check mark whether the registrant is a large accelerated filer, an accelerated filer, a non-accelerated filer, a smaller reporting
company, or an emerging growth company. See the definitions of “large accelerated filer,” “accelerated filer,”
“smaller reporting company,” and “emerging growth company” in Rule 12b-2 of the Exchange Act.
Large
accelerated filer ☐
Accelerated
filer ☐
Non-accelerated
filer ☐
Smaller
reporting company ☒
Emerging
growth company ☐
If
an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying
with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act.
☐
Indicate
by check mark whether the registrant has filed a report on and attestation to its management’s assessment of the effectiveness
of its internal control over financial reporting under Section 404(b) of the Sarbanes-Oxley Act (15 U.S.C. 7262(b)) by the registered
public accounting firm that prepared or issued its audit report.
☐
If
securities are registered pursuant to Section 12(b) of the Act, indicate by check mark whether the financial statements of the registrant
included in the filing reflect the correction of an error to previously issued financial statements.
☐
Indicate
by check mark whether any of those error corrections are restatements that required a recovery analysis of incentive-based compensation
received by any of the registrant’s executive officers during the relevant recovery period pursuant to §240.10D-1(b).
☐
Indicate
by check mark whether the registrant is a shell company (as defined in Rule 12b-2 of the Exchange Act). ☐ Yes ☒ No
As
of June 30, 2022, the aggregate market value of the registrant’s Class A common stock held by non-affiliates of the registrant
was approximately $ 42,000,000 based on the $8.46 closing sale price of the Class A common stock as reported on The Nasdaq Global Select
Market.
As
of March 27, 2023, there were outstanding 18,807,013 shares of Class A common stock, $2.00 par value per share, and 2,888,923 shares
of Class C common stock, $2.00 par value per share.
Documents
Incorporated by Reference
None.
Security
National Financial Corporation
Form
10-K
For
the Fiscal Year Ended December 31, 2022
TABLE
OF CONTENTS
Page
Part I
Item
1.
Business
3
Item
1A.
Risk Factors
10
Item
1B.
Unresolved Staff Comments
11
Item
2.
Properties
11
Item
3.
Legal Proceedings
16
Item
4.
Mine Safety Disclosures
16
Part II
Item
5.
Market for Registrant’s Common Equity, Related Stockholder Matters and Issuer Purchases of Equity Securities
16
Item
6.
[Reserved]
18
Item
7.
Management’s Discussion and Analysis of Financial Condition and Results of Operations
19
Item
7A.
Quantitative and Qualitative Disclosures About Market Risk
31
Item
8.
Financial Statements and Supplementary Data
32
Item
9.
Changes in and Disagreements with Accountants on Accounting and Financial Disclosure
119
Item
9A.
Controls and Procedures
119
Item
9B.
Other Information
119
Item
9C.
Disclosure Regarding Foreign Jurisdictions that Prevent Inspections
119
Part III
Item
10.
Directors, Executive Officers and Corporate Governance
120
Item
11.
Executive Compensation
120
Item
12.
Security Ownership of Certain Beneficial Owners and Management and Related Stockholder Matters
120
Item
13.
Certain Relationships and Related Transactions, and Director Independence
120
Item
14.
Principal Accounting Fees and Services
120
Part IV
Item
15.
Exhibits, Financial Statement Schedules
120
Item
16.
Form 10-K Summary
120
Signatures
121
Financial Statement Schedules
122
2
PART
I
Item
1. Business
Security
National Financial Corporation (the “Company”) operates in three reportable business segments: life insurance, cemetery and
mortuary, and mortgages. The life insurance segment is engaged in the business of selling and servicing selected lines of life insurance,
annuity products, and accident and health insurance. These products are marketed in 40 states through a commissioned sales force of independent
licensed insurance agents who may also sell insurance products of other companies. The cemetery and mortuary segment consists of eight
mortuaries and five cemeteries in the state of Utah, one cemetery in the state of California, and one cemetery and four mortuaries in
the state of New Mexico. The Company also engages in pre-need selling of funeral, cemetery, mortuary, and cremation services through
its cemetery and mortuary locations. The mortgage segment originates and underwrites or otherwise purchases residential and commercial
loans for new construction, existing homes, and other real estate projects. The mortgage segment operates through 118 retail offices
in 26 states, and is an approved mortgage lender in several other states.
The
Company’s design and structure are that each business segment is related to the other business segments and contributes to the
profitability of the other segments. The Company’s cemetery and mortuary segment provides a level of public awareness that assists
in the sales and marketing of insurance and pre-need cemetery and funeral products. The Company’s insurance segment invests its
assets (including, in part, pre-need funeral products and services) in investments authorized by the respective insurance departments
of their states of domicile. The Company also pursues growth through acquisitions. The Company’s mortgage segment provides mortgage
loans and other real estate investment opportunities.
The
Company was organized as a holding company in 1979 when Security National Life Insurance Company (“Security National Life”)
became a wholly owned subsidiary of the Company and the former stockholders of Security National Life became stockholders of the Company.
Security National Life was formed in 1965 and has acquired or purchased significant blocks of business which include Capital Investors
Life Insurance Company (1994), Civil Service Employees Life Insurance Company (1995), Southern Security Life Insurance Company (1998),
Menlo Life Insurance Company (1999), Acadian Life Insurance Company (2002), Paramount Security Life Insurance Company (2004), Memorial
Insurance Company of America (2005), Capital Reserve Life Insurance Company (2007), Southern Security Life Insurance Company, Inc. (2008),
North America Life Insurance Company (2011, 2015), Trans-Western Life Insurance Company (2012), Mothe Life Insurance Company (2012),
DLE Life Insurance Company (2012), American Republic Insurance Company (2015), First Guaranty Insurance Company (2016), and Kilpatrick
Life Insurance Company (2019). In August 2021, the Company sold Memorial Insurance Company of America.
The
cemetery and mortuary operations have also grown through the acquisition of other cemetery and mortuary companies. The cemetery and mortuary
companies that the Company has acquired are Holladay Memorial Park, Inc. (1991), Cottonwood Mortuary, Inc. (1991), Deseret Memorial,
Inc. (1991), Probst Family Funerals and Cremations L.L.C. (2019), Heber Valley Funeral Home, Inc. (2019), Rivera Funerals, Cremations
and Memorial Gardens (2021), and Holbrook Mortuary (2021).
In
1993, the Company formed SecurityNational Mortgage Company (“SecurityNational Mortgage”) to originate and refinance residential
mortgage loans. In 2012, the Company formed Green Street Mortgage Services, Inc. (now known as EverLEND Mortgage Company) (“EverLEND
Mortgage”) also to originate and refinance residential mortgage loans. In December 2021, the Company ceased operations in EverLEND
Mortgage and merged its operations into SecurityNational Mortgage.
See
Note 15 of the Notes to Consolidated Financial Statements for additional information regarding business segments of the Company.
3
Life
Insurance
Products
The
Company, through Security National Life, First Guaranty Insurance Company (“First Guaranty”), and Kilpatrick Life Insurance
Company (“Kilpatrick”), issues and distributes selected lines of life insurance and annuities. The Company’s life insurance
business includes funeral plans and interest-sensitive life insurance, as well as other traditional life, accident, and health insurance
products. The Company places specific marketing emphasis on funeral plans through pre-need planning. The Company’s insurance subsidiaries,
Southern Security Life Insurance Company, Inc. (“Southern Security”) and Trans-Western Life Insurance Company (“Trans-Western”),
do not actively write policies, but service and maintain policies that were purchased prior to their acquisition by Security National
Life.
A
funeral plan is a small face value life insurance policy that generally has face coverage of up to $30,000. The Company believes that
funeral plans represent a marketing niche that has lower competition because most insurance companies do not offer similar coverage.
The purpose of the funeral plan policy is to pay the costs and expenses incurred at the time of a person’s death. On a per thousand-dollar
cost of insurance basis, these policies can be more expensive to the policyholder than many types of non-burial insurance due to their
low face amount, requiring the fixed cost of the policy administration to be distributed over a smaller policy size, and the simplified
underwriting practices that result in higher mortality costs.
Markets
and Distribution
The
Company is licensed to sell insurance in 40 states. The Company, in marketing its life insurance products, seeks to locate, develop and
service specific niche markets. The Company’s funeral plan policies are sold primarily to persons who range in age from 45 to 85
and have low to moderate income. A majority of the Company’s funeral plan premiums come from the states of Arkansas, California,
Florida, Georgia, Louisiana, Mississippi, Texas, and Utah.
The
Company sells its life insurance products through direct agents, brokers, and independent licensed agents who may also sell insurance
products of other companies. The commissions on life insurance products range from approximately 50% to 120% of first year premiums.
In those cases where the Company utilizes its direct agents in selling such policies, those agents customarily receive advances against
future commissions.
In
some instances, funeral plan insurance is marketed in conjunction with the Company’s cemetery and mortuary sales force. When it
is marketed by that group, the beneficiary is usually the Company’s cemeteries and mortuaries. Thus, death benefits that become
payable under the policy are paid to the Company’s cemetery and mortuary subsidiaries to the extent of services performed and products
purchased.
In
marketing funeral plan insurance, the Company also seeks and obtains third-party endorsements from other cemeteries and mortuaries within
its marketing areas. Typically, these cemeteries and mortuaries will provide letters of endorsement and may share in mailing and other
lead-generating costs since these businesses are usually made the beneficiary of the policy. The following table summarizes the life
insurance business for the five years ended December 31, 2022:
2022
2021
2020
2019
(1)
2018
Life
Insurance
Policy/Cert
Count as of December 31
646,296
653,450
659,237
669,064
531,831
Insurance in force
as of December 31 (in thousands)
$ 2,865,957
$ 2,863,759
$ 2,890,791
$ 2,877,402
$ 1,838,488
Premiums
Collected (in thousands)
$ 103,304
$ 99,006
$ 92,058
$ 78,253
$ 74,965
(1)
Acquisition
of Kilpatrick
4
Underwriting
The
factors considered in evaluating an application for ordinary life insurance coverage can include the applicant’s age, occupation,
general health, and medical history. Upon receipt of a satisfactory (non-funeral plan insurance) application, which contains pertinent
medical questions, the Company issues insurance based upon its medical limits and requirements subject to the following general non-medical
limits:
Age
Nearest Birthday
Non-Medical
Limits
0-50
$100,000
51-up
Medical
information
required
(APS or exam)
When
underwriting life insurance, the Company will sometimes issue policies with higher premium rates for substandard risks.
The
Company’s funeral plan insurance is written on a simplified medical application with underwriting requirements being a completed
application, a phone interview of the applicant, and an intelliscript prescription history inquiry. There are several underwriting classes
in which an applicant can be placed.
Annuities
Products
The
Company’s annuity business includes single premium deferred annuities, flexible premium deferred annuities, and immediate annuities.
A single premium deferred annuity is a contract where the individual remits a sum of money to the Company, which is retained on deposit
until such time as the individual may wish to annuitize or surrender the contract for cash. A flexible premium deferred annuity gives
the contract holder the right to make premium payments of varying amounts or to make no further premium payments after his initial payment.
These single and flexible premium deferred annuities can have initial surrender charges. The surrender charges act as a deterrent to
individuals who may wish to prematurely surrender their annuity contracts. An immediate annuity is a contract in which the individual
remits a sum of money to the Company in return for the Company’s obligation to pay a series of payments on a periodic basis over
a designated period of time, such as an individual’s life, or for such other period as may be designated.
Annuities
have guaranteed interest rates that range from 1% to 6.5% per annum. Rates above the guaranteed interest rate credited are periodically
modified by the Board of Directors at its discretion. In order for the Company to realize a profit on an annuity product, the Company
must maintain an interest rate spread between its investment income and the interest rate credited to the annuities. Commissions, issuance
expenses, and general and administrative expenses are deducted from this interest rate spread.
Markets
and Distribution
The
general market for the Company’s annuities is middle to older age individuals. A major source of annuity sales come from direct
agents and are sold in conjunction with other insurance sales. If an individual does not qualify for a funeral plan, the agent will often
sell that individual an annuity to fund final expenses.
The
following table summarizes the annuity business for the five years ended December 31, 2022:
2022
2021
2020
2019
(1)
2018
Annuities
Policy/Cert Count as of December 31
24,225
24,901
25,476
26,565
22,313
Deposits
Collected (in thousands)
$ 9,972
$ 9,719
$ 9,637
$ 10,400
$ 9,644
(1) Acquisition
of Kilpatrick
5
Accident
and Health
Products
Through
its various acquisitions, the Company occasionally acquires small blocks of accident and health policies, which it continues to service.
The Company offers a low-cost comprehensive diver’s accident policy that provides worldwide coverage for medical expense reimbursement
in the event of a diving accident.
Markets
and Distribution
The
Company currently markets its diver’s accident policies through the internet.
The
following table summarizes the accident and health insurance business for the five years ended December 31, 2022:
2022
2021
2020
2019
(1)
2018
Accident
and Health Policy/Cert Count as of December 31
11,132
12,494
13,735
15,133
3,763
Premiums
Collected (in thousands)
$ 543
$ 353
$ 296
$ 110
$ 98
(1) Acquisition
of Kilpatrick
Reinsurance
The
primary purpose of reinsurance is to enable an insurance company to issue an insurance policy in an amount larger than the risk the insurance
company is willing to assume for itself. The insurance company remains obligated for the amounts reinsured (ceded) in the event the reinsurers
do not meet their obligations.
The
Company currently cedes and assumes certain risks with various authorized unaffiliated reinsurers pursuant to reinsurance treaties, which
are generally renewed annually. The premiums paid by the Company are based on a number of factors, primarily including the age of the
insured and the risk ceded to the reinsurer.
It
is the Company’s policy to retain no more than $100,000 of ordinary insurance per insured life, with the excess risk being reinsured.
The total amount of life insurance reinsured by other companies as of December 31, 2022, was $346,749,000, which represented approximately
12.1% of the Company’s life insurance in force on that date.
See
“Management’s Discussion and Analysis of Results of Operations and Financial Condition” and “Notes to Consolidated
Financial Statements” for additional disclosure and discussion regarding reinsurance.
Investments
The
investments that support the Company’s life insurance and annuity obligations are determined by the investment committees of the
Company’s subsidiaries and ratified by the full boards of directors of the respective subsidiaries. A significant portion of the
Company’s investments must meet statutory requirements governing the nature and quality of permitted investments by its insurance
subsidiaries. The Company maintains a diversified investment portfolio consisting of common stocks, preferred stocks, municipal bonds,
corporate bonds, mortgage loans, real estate, and other securities and investments.
See
“Management’s Discussion and Analysis of Results of Operations and Financial Condition” and “Notes to Consolidated
Financial Statements” for additional disclosure and discussion regarding investments.
6
Cemetery
and Mortuary
Products
Through
its cemetery and mortuary segment, the Company markets a variety of products and services both on a pre-need basis (prior to death) and
an at-need basis (at the time of death). The products include: plots, interment vaults, mausoleum crypts, markers, caskets, urns and
other death care related products. These services include: professional services of funeral directors, opening and closing of graves,
use of chapels and viewing rooms, and use of automobiles and clothing. The Company has a mortuary at each of its cemeteries, other than
Holladay Memorial Park and Singing Hills Memorial Park, and has six separate stand-alone mortuary facilities.
Markets
and Distribution
The
Company’s pre-need cemetery and mortuary sales are marketed to persons of all ages but are generally purchased by persons 45 years
of age and older. The Company is limited in its geographic distribution of these products to areas lying within an approximate 20-mile
radius of its mortuaries and cemeteries. The Company’s at-need sales are similarly limited in geographic area.
The
Company actively seeks to sell its cemetery and funeral products to customers on a pre-need basis. The Company employs cemetery sales
representatives on a commission basis to sell these products. Many of these pre-need cemetery and mortuary sales representatives are
also licensed insurance salesmen and sell funeral plan insurance. In some instances, the Company’s cemetery and mortuary facilities
are the named beneficiaries of the funeral plan policies.
Potential
customers are located via telephone sales prospecting, responses to letters mailed by the pre-planning consultants, billboards and other
outside advertising, referrals, and door-to-door canvassing. The Company trains its sales representatives and helps generate leads for
them.
Mortgage
Loans
Products
The
Company, through SecurityNational Mortgage, is active in the residential real estate market. SecurityNational Mortgage is approved by
the U.S. Department of Housing and Urban Development (HUD), the Federal National Mortgage Association (Fannie Mae), and other secondary
market investors, to originate a variety of residential mortgage loan products, which are subsequently sold to investors. The Company
uses internal and external funding sources to fund mortgage loans. In December 2021, the Company ceased operations through EverLEND Mortgage
and merged its operations into SecurityNational Mortgage.
Security
National Life originates and funds commercial real estate loans, residential construction loans, and land development loans for internal
investment.
Markets
and Distribution
The
Company’s residential mortgage lending services are marketed primarily to real estate brokers, builders and directly with consumers.
The Company has a strong retail origination presence in the Utah, Florida, Texas, Nevada and Arizona markets and many other states across
the country. See “Management’s Discussion and Analysis of Results of Operations and Financial Condition” and “Notes
to Consolidated Financial Statements” for additional disclosure and discussion regarding mortgage loans.
7
Recent
Acquisitions and Other Business Activities
Acquisitions
Acquisition
of Rivera Funerals, Cremations and Memorial Gardens
On
December 21, 2021, the Company, through Memorial Estates Inc., completed a business combination transaction with Rivera Funerals, Cremations
and Memorial Gardens. The mortuaries and cemetery are located in New Mexico.
Under
the terms of the transaction, as set forth in the Asset Purchase Agreement, dated December 21, 2021, Memorial Estates Inc. paid a net
purchase price of $10,693,395 for the business and assets of Rivera Funerals, Cremations and Memorial Gardens, subject to holdback amounts
held by Memorial Estates, Inc. in the total amount of $1,120,000. Pursuant to the Asset Purchase Agreement, Memorial Estates, Inc. used
$70,000 of the holdback amount to pay trade accounts payable of Rivera Funerals, Cremations and Memorial Gardens to third parties that
remained unpaid at the time of purchase. The remaining $1,050,000 holdback amount is to be released and paid by Memorial Estates Inc.
in annual payments of up to $105,000 each, beginning in January 2023.
Acquisition
of Holbrook Mortuary
On
December 28, 2021, the Company, through its wholly-owned subsidiary, Memorial Mortuary Inc., completed a business combination transaction
with Holbrook Mortuary located in Salt Lake City, Utah.
Under
the terms of the transaction, as set forth in the Asset Purchase Agreement, dated December 28, 2021, Memorial Mortuary Inc. paid a net
purchase price of $3,051,747 for the business and assets of Holbrook Mortuary.
Real
Estate Development
The
Company is capitalizing on the opportunity to develop commercial and residential assets on its existing properties. The cost to acquire
existing for-sale assets currently exceeds the replacement costs, thus creating the opportunity for development and redevelopment of
the land that the Company currently owns. The Company has developed, or is in the process of developing, assets that have an initial
development cost exceeding $100,000,000, primarily relating to the Center53 Development. The Company plans to continue its development
endeavors as based upon its assessment of the market demand.
Center53
Development
Center53
Development is an office development project comprising nearly 20 acres of land that is currently owned by the Company in the central
valley of Salt Lake City. At final completion, the multi-year, phased development is expected to create a campus atmosphere and include
nearly one million square-feet of office space in five buildings, ranging from four to eleven stories, and will be serviced by three
parking structures with about 4,000 stalls. In 2015, the Company broke ground and commenced development on the first phase which included
a six-story building of nearly 200,000 square feet and a parking garage with 748 parking stalls. The first phase of the project was completed
in July 2017 and is currently 100% leased. The second phase of the project began in March 2020 and includes a second six story building
of nearly 221,000 square feet and a parking garage with approximately 870 stalls. The Company began its occupancy of a portion of the
building in October 2021 and the remainder of the building is currently 100% leased. The Company plans to initiate future phases of the
Center53 Development for additional Class A office space in the central valley of Salt Lake City.
8
Regulation
The
Company’s insurance subsidiaries are subject to comprehensive regulation in the jurisdictions in which they do business under statutes
and regulations administered by state insurance commissioners. Such regulation relates to, among other things, prior approval of the
acquisition of a controlling interest in an insurance company; standards of solvency which must be met and maintained; licensing of insurers
and their agents; nature of and limitations on investments; deposits of securities for the benefit of policyholders; approval of policy
forms and premium rates; periodic examinations of the affairs of insurance companies; annual and other reports required to be filed on
the financial condition of insurers or for other purposes; and requirements regarding aggregate reserves for life policies and annuity
contracts, policy claims, unearned premiums, and other matters. The Company’s insurance subsidiaries are subject to this type of
regulation in any state in which they conduct relevant business. Such regulation may cause unforeseen costs and operational restrictions,
and delay implementation of the Company’s business plans.
The
Company’s life insurance subsidiaries are currently subject to regulation in Utah, Louisiana, Mississippi and Texas under insurance
holding company legislation, and other states where applicable. Generally, intercompany transfers of assets and dividend payments from
insurance subsidiaries are subject to prior notice of approval from the relevant state insurance department where, they are deemed “extraordinary”
under relevant state law. The insurance subsidiaries are required, under state insurance laws, to file detailed annual reports with the
supervisory agencies in each of the states in which they do business. Their business and accounts are also subject to examination by
these agencies. The Company was last examined in 2021 (First Guaranty Insurance), 2022 (Security National Life, Southern Security and
Trans-Western) and 2021 (Kilpatrick Life). Its most recent final examination reports have been approved by the insurance departments
and are public record.
The
Texas Department of Banking also audits pre-need insurance policies that are issued in the state of Texas. Pre-need policies include
the life and annuity products sold as the funding mechanism for funeral plans through funeral homes by Security National agents. The
Company is required to send the Texas Department of Banking an annual report that summarizes the number of policies in force and the
face amount or death benefit for each policy. This annual report is also required to indicate the number of new policies issued for that
year, all death claims paid that year, and all premiums received.
The
Company’s cemetery and mortuary subsidiaries are subject to the Federal Trade Commission’s comprehensive funeral industry
rules and to state regulations in the various states where such operations are domiciled. The morticians must be licensed by the respective
state in which they provide their services. Similarly, the mortuaries and cemeteries are governed and licensed by state statutes and
city ordinances in Utah, California and New Mexico. The subsidiaries are required to keep annual reports on file including financial
information concerning the number of spaces sold and, where applicable, funds provided to the Endowment Care Trust Fund. Licenses are
issued annually on the basis of such reports. The cemeteries maintain city or county licenses where they conduct business.
The
Company’s mortgage subsidiaries are subject to the rules and regulations of the U.S. Department of Housing and Urban Development
(HUD), and to various state licensing acts and regulations and the Consumer Financial Protection Bureau (CFPB). These regulations, among
other things, specify minimum capital requirements and; procedures for loan origination and underwriting, licensing of brokers and loan
officers and, quality review audits and specify the fees that can be charged to borrowers. Each year, the Company is required to have
an audit completed for each mortgage subsidiary by an independent registered public accounting firm to verify compliance with the relevant
regulations. In addition to the government regulations, the Company must meet loan requirements, and underwriting guidelines of various
investors who purchase the loans. EverLEND Mortgage is not required to have an audit for 2021 since it ceased operations in December
2021.
Income
Taxes
The
Company’s insurance subsidiaries, Security National Life, First Guaranty and Kilpatrick, are taxed under the Life Insurance Company
Tax Act of 1984. Under the act, life insurance companies are taxed at standard corporate rates on life insurance company taxable income.
Life insurance company taxable income is gross income less general business deductions and reserves for future policyholder benefits
(with modifications). Under The Tax Cuts and Jobs Act, December 31, 2017 policyholder surplus account balances result in taxable income
over a period of eight years.
Security
National Life, First Guaranty and Kilpatrick calculate their life insurance taxable income after establishing a provision representing
a portion of the costs of acquisition of such life insurance business. The effect of the provision is that a certain percentage of the
Company’s premium income is characterized as deferred expenses and recognized over a five or ten-year period. The Tax Act changed
this recognition period for amounts deferred after December 31, 2017 to a five or fifteen-year period.
The
Company’s non-life insurance company subsidiaries are taxed in general under the regular corporate tax provisions. The Company’s
subsidiaries Southern Security and Trans-Western are regulated as life insurance companies but do not meet the Internal Revenue Code
definition of a life insurance company, so they are taxed as insurance companies other than life insurance companies.
9
Competition
The
life insurance industry is highly competitive. There are approximately 800 legal reserve life insurance companies in business in the
United States. These insurance companies differentiate themselves through marketing techniques, product features, pricing, and customer
service. The Company’s insurance subsidiaries compete with a large number of insurance companies, many of which have greater financial
resources, a longer business history, and more diversified line of insurance products than the Company. In addition, such companies generally
have a larger sales force. Further, the Company competes with mutual insurance companies which may have a competitive advantage because
all profits accrue to policyholders. Because the Company is smaller by industry standards and lacks broad diversification of risk, it
may be more vulnerable to losses than larger, better-established companies. The Company believes that its policies and rates for the
markets it serves are generally competitive.
The
cemetery and mortuary industry is also highly competitive. In the Utah, California and New Mexico markets where the Company competes,
there are a number of cemeteries and mortuaries which have longer business histories, more established positions in the community, and
stronger financial positions than the Company. In addition, some of the cemeteries with which the Company must compete for sales are
owned by municipalities and, as a result, can offer lower prices than can the Company. The Company bears the cost of a pre-need sales
program that is not incurred by those competitors which do not have a pre-need sales force. The Company believes that its products and
prices are generally competitive with those in the industry.
The
mortgage industry is highly competitive with a large number of mortgage companies and banks in the same geographic area in which the
Company is operating. The mortgage industry in general is sensitive to changes in interest rates and the refinancing market is particularly
vulnerable to changes in interest rates.
Human
Capital Management
As
of December 31, 2022, the Company employed 1,422 full-time and 202 part-time employees. Of the full-time employees, 934 were employed
by the mortgage segment, 368 by the life insurance segment, and 120 by the cemetery and mortuary segment. The Company requires monthly
acknowledgement of its anti-discrimination and anti-harassment policies and communicates to its employees how to report concerns that
relate to their employment experience.
Employee
Benefits
All
eligible employees may elect coverage under the Company’s group health (including health savings and flexible spending), retirement,
supplemental life and voluntary benefit programs. As of December 31, 2022, 826 employees had elected to participate in the Company’s
group health insurance plans.
The
Company has an employee safe harbor retirement plan that qualifies under section 401(k) of the Internal Revenue Code and contributes
a matching contribution based on the employee’s contribution and years of service.
The
Company provides other time off benefits such as paid sick and paid vacation time. The Company provides discounts on pre-need and death
benefits to tenured employees. Additionally, the Company offers an employee assistance program that provides 24/7 counseling services
for employees who may be facing challenges outside of the workplace.
Available
Information
The
Company’s internet address is securitynational.com. The Company’s investor relations website is investor.securitynational.com
and the Company promptly makes available on this website, free of charge, the reports that it files or furnishes with the Securities
and Exchange Commission.
Item
1A. Risk Factors
As
a smaller reporting company, the Company is not required to provide information typically disclosed under this item.
10
Item
1B. Unresolved Staff Comments
None.
As a smaller reporting company, the Company is not required to provide information typically disclosed under this item.
Item
2. Properties
The
following tables set forth the location of the Company’s office facilities and certain other information relating to these properties.
Street
City
State
Function
Owned / Leased
Approximate Square Footage
Lease
Amount
Expiration
433 Ascension Way, Floors 4, 5 and 6
Salt Lake City
UT
Corporate Headquarters, Insurance Operations, Cemetery and Mortuary Operations, Mortgage Operations and Sales
Owned
221,000
N/A
N/A
1044 River Oaks Dr.
Flowood
MS
Insurance Operations
Owned
5,522
N/A
N/A
1818 Marshall St.
Shreveport
LA
Insurance Operations
Owned
12,274
N/A
N/A
812 Sheppard St.
Minden
LA
Insurance Sales
Owned
1,560
N/A
N/A
909 Foisy Ave.
Alexandria
LA
Insurance Sales
Owned
8,059
N/A
N/A
1550 N. Third St.
Jena
LA
Insurance Sales
Owned
1,737
N/A
N/A
1 Sanctuary Blvd. Suite 302A
Mandeville
LA
Insurance Sales
Leased
1,335
$ 2,262
/
mo
6/30/2023
79 E. Main Street
Midway
UT
Funeral Service Sales
Leased
4,476
$ 6,051
/
mo
10/31/2025
4387 S. 500 W.
Salt Lake City
UT
Funeral Service Sales
Leased
2,168
$ 1,840
/
mo
7/31/2025
1627A Central Ave.
Los Alamos
NM
Funeral Service Sales
Leased
1,400
$ 1,600
/
mo
12/30/2024
200 Market Way
Rainbow City
AL
Fast Funding Operations
Leased
12,850
$ 10,490
/
mo
1/31/2025
500 Blount Avenue,
Guntersville
AL
Mortgage Sales
Leased
1,250
$ 1,000
/
mo
6/30/2023
1101 McMurtrie Drive, Suite F1
Huntsville
AL
Mortgage Sales
Leased
4,500
$ 5,625
/
mo
2/28/2026
5100 N. 99th Ave., Suite 101/103
Phoenix
AZ
Mortgage Sales
Sub-Leased
3,940
$ 3,369
/
mo
month to month
10609 N. Hayden Rd., Suite 100
Scottsdale
AZ
Mortgage Sales
Leased
3,585
$ 8,650
/
mo
month to month
1819 Dobson Rd., Suite 202
Mesa
AZ
Mortgage Sales
Leased
890
$ 2,114
/
mo
7/31/2023
2828 N. Central Ave., Suite 1100A
Phoenix
AZ
Mortgage Sales
Sub-Leased
1,691
$ 4,859
/
mo
month to month
1490 S. Price Road, Suite 318
Chandler
AZ
Mortgage Sales
Leased
UNK
$ 3,050
/
mo
6/30/2023
5100 N. 99th Ave., Suite 111
Phoenix
AZ
Mortgage Sales
Sub-Leased
720
$ 1,023
/
mo
month to month
1951 West Camelback Rd, Ste 200
Phoenix
AZ
Mortgage Sales
Leased
2,446
$ 3,567
/
mo
month to month
AZ (01144) 2636 Hwy 95 Suite 2 Bullhead City, 86442 (az-2636)
Bullhead City
AZ
Mortgage Sales
Leased
1,000
$ 1,250
/
mo
month to month
6870 S Highway 95 Building C Suite 451B,
Mohave Valley
AZ
Mortgage Sales
Leased
661
$ 3,000
/
mo
month to month
2220 S. Country Club Drive Suite 101
Mesa
AZ
Mortgage Sales
Leased
3,274
$ 5,184
/
mo
2/14/2028
108 E. El Caminito Dr.
Phoenix
AZ
Mortgage Sales
Leased
100
$ -
/
mo
month to month
9971 E. Paseo De La Masada
Tucson
AZ
Mortgage Sales
Leased
100
$ -
/
mo
month to month
350 West 16th Street #209
Yum
AZ
Mortgage Sales
Leased
1,731
$ 3,725
/
mo
6/30/2024
102 North Cortez St.
Prescott
AZ
Mortgage Sales
Leased
100
$ 600
/
mo
month to month
40977 Oak Dr.
Forest Falls
CA
Mortgage Sales
Leased
250
$ -
/
mo
month to month
2934 E. Garvey Ave. South, Suite 250
West Covina
CA
Mortgage Sales
Leased
500
$ 712
/
mo
month to month
7398 Fox Trail Unit B
Yucca Valley
CA
Mortgage Sales
Leased
900
$ 550
/
mo
month to month
3247 West March Lane, Ste 125
Stockton
CA
Mortgage Sales
Leased
1,504
$ 3,610
/
mo
11/30/2024
5001 E. Commercial Dr, Ste 285
Bakersfeild
CA
Mortgage Sales
Leased
985
$ 1,623
/
mo
6/30/2024
155 S. Highway 101 Suite 7
Solana Beach
CA
Mortgage Sales
Leased
2,000
$ 7,210
/
mo
7/31/2026
44441 West 16th Street #101
Lancaster
CA
Mortgage Sales
Leased
2,115
$ 2,015
/
mo
1/31/2023
1420 Magnolia Ave
Oxnard
CA
Mortgage Sales
Leased
100
$ 6,206
/
mo
3/30/2024
81 Broadmoor Ct.
Novato
CA
Mortgage Sales
Leased
100
$ 1,000
/
mo
month to month
625 The City Drive, Suite 450
Orange
CA
Mortgage Sales
Leased
2,485
$ 6,461
/
mo
12/31/2024
5475 Tech Center Dr., Suite 100
Colorado Springs
CO
Mortgage Sales
Leased
3,424
$ 4,851
/
mo
9/30/2023
27 Main St., Suite C-104B
Edwards
CO
Mortgage Sales
Leased
680
$ 1,950
/
mo
month to month
4501 Mohawk Dr.
Larkspur
CO
Mortgage Sales
Leased
250
$ 50
/
mo
month to month
7800 E. Union Ave., Suite 550
Denver
CO
Mortgage Sales
Sub-Leased
4,656
$ 11,446
/
mo
2/28/2023
5982 s Zeno Ct
Aurora
CO
Mortgage Sales
Leased
50
$ -
/
mo
month to month
1145 Town Park Ave., Suite 2215
Lake Mary
FL
Mortgage Sales
Leased
5,901
$ 13,484
/
mo
2/28/2023
8191 College Parkway, Suite 201
Ft Myers
FL
Mortgage Sales
Leased
4,676
$ 4,333
/
mo
8/21/2024
113th St. N. and 82nd Ave. N.
Seminole
FL
Mortgage Sales
Leased
1,400
$ 1,692
/
mo
8/31/2023
2350 Fruitville Rd Ste, Ste 101
Sarasota
FL
Mortgage Sales
Leased
2,455
$ 5,113
/
mo
3/14/2026
921 Club House Blvd, New Smyrna Beach,
FL
Mortgage Sales
Leased
50
$ -
/
mo
month to month
5237 Summerlin Commons Blvd.
Fort Myers
FL
Mortgage Sales
Leased
120
$ 1,095
/
mo
month to month
10752 Deerwood Park Blvd South Waterview II, Suite 135, Office # 170
Jacksonville
FL
Mortgage Sales
Leased
100
$ 1,055
/
mo
1/31/2023
3331 Pasadena Court
Fort Myers
FL
Mortgage Sales
Leased
100
$ -
/
mo
month to month
106 A Adamson Square
Carrolton
GA
Mortgage Sales
Leased
1,000
$ 1,750
/
mo
10/31/2023
11
Item
2. Properties (Continued)
Street
City
State
Function
Owned / Leased
Approximate Square Footage
Lease
Amount
Expiration
900 Cricle 75 Parkway, Ste 175
Atlanta
GA
Mortgage Sales
Leased
3,020
$ 6,156
/
mo
6/30/2026
6600 Peachtree Dunwoody Rd, Ste 135
Atlanta
GA
Mortgage Sales
Leased
2,129
$ 4,843
/
mo
3/31/2026
102 Mary Alice Park Road Suite 506
Cummings
GA
Mortgage Sales
Leased
1,190
$ 1,813
/
mo
12/31/2023
4370 Kukui Grove St., Suite 201
Lihue
HI
Mortgage Sales
Leased
864
$ 1,498
/
mo
2/28/2025
1001 Kamokila Blvd.
Kapolei
HI
Mortgage Sales
Leased
737
$ 1,759
/
mo
12/31/2025
32 Kinoole St. Suite 101, Hilo HI
Hilo
HI
Mortgage Sales
Leased
730
$ 1,795
/
mo
5/31/2023
1885 Main Street #108
Wailuku
HI
Mortgage Sales
Leased
1,092
$ 1,602
/
mo
5/14/2023
677 Ala Moana Blvd. Suite 609
Honolulu
HI
Mortgage Sales
Leased
716
$ 2,076
/
mo
1/31/2024
970 No Kalaheo Ave, Kailua, Suite A307, HI 96734
Kailua
HI
Mortgage Sales
Leased
510
$ 1,173
/
mo
5/31/2023
70 Kanoa Street Suite #140
Wailuku
HI
Mortgage Sales
Leased
UNK
$ 300
/
mo
month to month
315 Cece Way
Mccall
ID
Mortgage Sales
Leased
100
$ -
/
mo
month to month
4622 Gap Creek Avenue
Caldwell
ID
Mortgage Sales
Leased
100
$ -
/
mo
month to month
802 West Bartlett Road
Bartlett
IL
Mortgage Sales
Leased
2300
$ 6,000
/
mo
12/31/2023
568 Greenluster Dr.
Covington
LA
Mortgage Sales
Leased
150
$ 750
/
mo
month to month
81 Boulder Drive,
Elizabethtown
KY
Mortgage Sales
Leased
100
$ -
/
mo
month to month
8684 Veterans Hwy, Ste 101
Millersville
MD
Mortgage Sales
Leased
4,018
$ 6,725
/
mo
7/31/2026
4987 Fall Creek Rd. Suite 1
Branson
MO
Mortgage Sales
Leased
700
$ 1,000
/
mo
month to month
4700 Homewood Ct #260
Raleigh
NC
Mortgage Sales
Leased
2,339
$ 5,353
/
mo
2/28/2025
2015 Ayrsley Town Blvd, Suite 202-#256 & 258,
Charlotte
NC
Mortgage Sales
Leased
UNK
$ 2,003
/
mo
month to month
3115 Boone Trail
Fayetteville
NC
Mortgage Sales
Leased
1,000
$ 3,000
/
mo
month to month
2602 Camino Plata Loop NE
Rio Rancho
NM
Mortgage Sales
Leased
100
$ -
/
mo
month to month
1980 Festival Plaza Dr., Suite 850
Las Vegas
NV
Mortgage Sales
Leased
12,866
$ 45,031
/
mo
3/31/2027
840 Pinnacle Ct., Suite 3
Mesquite
NV
Mortgage Sales
Leased
900
$ 720
/
mo
3/12/2022
2635 St. Rose Pkwy, Suites D 100, 110, 120
Hendeson
NV
Mortgage Sales
Leased
5,788
$ 12,281
/
mo
9/30/2025
8720 Orion Place, Suite 160
Colombus
OH
Mortgage Sales
Leased
1,973
$ 1,809
/
mo
6/30/2023
3311 NE MLK Jr Blvd., Suite 203
Portland
OR
Mortgage Sales
Leased
1,400
$ 875
/
mo
month to month
10365 SE Sunnyside Rd., Suite 310
Clackamus
OR
Mortgage Sales
Leased
1,288
$ 2,815
/
mo
11/30/2024
11104 SE Stark St., Suite S
Portland
OR
Mortgage Sales
Sub-Leased
506
$ 600
/
mo
month to month
11592 SW Roundup Place
Terrebonne
OR
Mortgage Sales
Leased
100
$ -
/
mo
month to month
110 Awendaw Way,
Greenville
SC
Mortgage Sales
Leased
50
$ -
/
mo
month to month
6263 Poplar Ave., Suite 900
Memphis
TN
Mortgage Sales
Leased
1,680
$ 2,028
/
mo
3/31/2023
144 Alf Taylor Rd.
Johnson City
TN
Mortgage Sales
Sub-Leased
1,521
$ 800
/
mo
month to month
347 Main St., Suite 200
Franklin
TN
Mortgage Sales
Leased
2,444
$ 6,050
/
mo
8/31/2025
820 N Church Street,
Livingston
TN
Mortgage Sales
Leased
1,050
$ 700
/
mo
month to month
3027 Marina Bay Dr., Suite 200
League City
TX
Mortgage Sales
Leased
1,225
$ 2,450
/
mo
4/30/2023
11550 Fuqua, Suite 200
Houston
TX
Mortgage Sales
Leased
1,865
$ 3,264
/
mo
4/30/2024
1848 Norwood Plaza, Suite 213
Hurst
TX
Mortgage Sales
Sub-Leased
1,596
$ 1,031
/
mo
month to month
17347 Village Green Dr., Suite 102
Houston
TX
Mortgage Sales
Sub-Leased
3,300
$ 8,970
/
mo
12/1/2024
9737 Great Hills Trail, Suites 150, 200, 220
Austin
TX
Mortgage Sales
Leased
19,891
$ 40,696
/
mo
month to month
1213 East Alton Gloor Blvd., Suite H
Brownsville
TX
Mortgage Sales
Leased
2,000
$ 2,310
/
mo
2/28/2024
5020 Collinwood Ave., Suite 100
Fort Worth
TX
Mortgage Sales
Leased
2,687
$ 5,400
/
mo
1/31/2025
2408 Jacaman Road, Suite F
Laredo
TX
Mortgage Sales
Leased
UNK
$ 945
/
mo
6/1/2023
1900 Country Club Dr., Suite 150
Mansfield
TX
Mortgage Sales
Leased
175
$ 325
/
mo
month to month
3220 Gus Thomasson Rd.
Mesquite
TX
Mortgage Sales
Sub-Leased
130
$ 1,000
/
mo
month to month
722 Kiowa Dr. West
Lake Kiowa
TX
Mortgage Sales
Leased
150
$ 495
/
mo
month to month
124 N. Main St.
Mansfield
TX
Mortgage Sales
Sub-Leased
100
$ 3,000
/
mo
month to month
4411 W. Illinois, Suite B-4
Midland
TX
Mortgage Sales
Sub-Leased
100
$ 1,700
/
mo
month to month
23227 Red River Drive
Katy
TX
Mortgage Sales
Leased
144
$ 750
/
mo
month to month
6401 Eldorado Pkwy, Ste 313
Mckinnney
TX
Mortgage Sales
Sub-Leased
345
$ 827
/
mo
month to month
10000 North Central Expressway, Ste 400
Dallas
TX
Mortgage Sales
Leased
200
$ 749
/
mo
7/31/2023
5707 Cold Springs Drive
San Antonio
TX
Mortgage Sales
Leased
100
$ -
/
mo
month to month
12258 Queenston Blvd, Suite A
Houston
TX
Mortgage Sales
Leased
1,300
$ 4,000
/
mo
month to month
825 Fairmont Parkway, Suite 100
Pasadena
TX
Mortgage Sales
Leased
3,052
$ 3,000
/
mo
month to month
4500 1-40 West, Suite B
Amarillo
TX
Mortgage Sales
Leased
1,238
$ 1,600
/
mo
11/30/2023
11525 S. Fry Road #106
Fulshear
TX
Mortgage Sales
Leased
UNK
$ 800
/
mo
month to month
30417 Fifth Street Suite B
Fulshear
TX
Mortgage Sales
Leased
1,000
$ 1,000
/
mo
month to month
1526 Katy Gap Road Units 503 & 504
Katy
TX
Mortgage Sales
Leased
2,400
$ 5,390
/
mo
2/29/2024
105 Hunters Lane, Suite 106
Friendswood
TX
Mortgage Sales
Leased
UNK
$ 3,750
/
mo
12/31/2023
590 W. State Street
Pleasant Grove
UT
Mortgage Sales
Leased
250
$ 500
/
mo
month to month
126 W. Sego Lily Dr., Suite 126
Sandy
UT
Mortgage Sales
Leased
2,794
$ 6,781
/
mo
1/31/2027
75 Towne Ridge Parkway, Suite 100
Sandy
UT
Mortgage Sales
Leased
6,867
$ 17,712
/
mo
8/31/2023
1133 North Main St., Suite 150
Layton
UT
Mortgage Sales
Sub-Leased
300
$ 1,000
/
mo
month to month
12
Item
2. Properties (Continued)
Street
City
State
Function
Owned / Leased
Approximate Square Footage
Lease Amount
Expiration
497 S. Main
Ephraim
UT
Mortgage Sales
Leased
1,884
$ 1,600
/
mo
4/30/2025
11240 S. River Heights Dr.
South Jordan
UT
Mortgage Sales
Leased
3,403
$ 8,212
/
mo
11/30/2024
500 East Village Blvd.
Stansbury Park
UT
Mortgage Sales
Leased
1,950
$ 3,374
/
mo
10/31/2024
833 N. 900 W.
Orem
UT
Mortgage Sales
Leased
2,391
$ 3,198
/
mo
1/31/2023
1350 E. 300 S. 3rd Floor
Lehi
UT
Mortgage Sales
Leased
15,446
$ 37,276
/
mo
12/22/2026
2455 E. Parleys Way, Suites 120 & 150
Salt Lake City
UT
Mortgage Sales
Leased
5,256
$ 8,743
/
mo
7/31/2030
859 W South Jordan Pkwy, Suite 101,
South Jordan
UT
Mortgage Sales
Leased
3,376
$ 5,995
/
mo
5/30/2025
558 E. Riverside Dr., Suite 204
St. George
UT
Mortgage Sales
Leased
1,685
$ 2,235
/
mo
8/31/2023
420 N. SR 198
Salem
UT
Mortgage Sales
Leased
1,000
$ 1,200
/
mo
month to month
768 S. 1600 W., Suite B
Mapleton
UT
Mortgage Sales
Leased
1,500
$ 4,000
/
mo
month to month
21430 Cedar Dr., Suite 200-202
Sterling
VA
Mortgage Sales
Leased
6,850
$ 15,970
/
mo
3/9/2024
15640 NE Fourth Plain Blvd., Suite 220/221
Vancouver
WA
Mortgage Sales
Leased
360
$ 850
/
mo
month to month
2701 Currant St.
Lynden
WA
Mortgage Sales
Leased
1,500
$ 50
/
mo
month to month
1508 24th Ave., Suite 23
Kenosha
WI
Mortgage Sales
Leased
250
$ 150
/
mo
month to month
27903 99th St.
Trevor
WI
Mortgage Sales
Leased
300
$ 150
/
mo
month to month
219 W. Washington St.
Charlestown
WV
Mortgage Sales
Leased
2,430
$ 1,700
/
mo
4/14/2023
The
Company believes the office facilities it occupies are in good operating condition and adequate for current operations. The Company plans
to enter into additional leases or modify existing leases based on its assessments of market demand. Those leases are expected to be
month to month where possible. As leases expire, the Company plans to either renew or find comparable leases or acquire additional office
space.
13
Item
2. Properties (Continued)
The following table summarizes the location and acreage of the seven Company owned cemeteries, each of which includes
one or more mausoleums:
Net
Saleable Acreage
Name
of Cemetery
Location
Date
Acquired
Developed
Acreage (1)
Total
Acreage
(1)
Acres
Sold
as Cemetery Spaces (2)
Total
Available Acreage
(1)
Memorial
Estates, Inc.
Lakeview Cemetery
1640
East Lakeview Drive
Bountiful, Utah
1973
9
39
8
31
Memorial
Estates, Inc.
Mountain View Cemetery
3115
East 7800 South
Salt Lake City, Utah
1973
26
54
20
34
Memorial
Estates, Inc.
Redwood Cemetery (3)
6500
South Redwood Road
West Jordan, Utah
1973
28
71
35
36
Deseret
Memorial Inc.
Lake Hills Cemetery
10055
South State Street
Sandy, Utah
1991
9
28
6
22
Holladay
Memorial Park, Inc.
Holladay Memorial Park (3)
4900
South Memory Lane
Holladay, Utah
1991
12
14
7
7
California
Memorial Estates, Inc.
Singing Hills Memorial Park (4)
2800
Dehesa Road
El Cajon, California
1995
8
97
6
91
SNR-SF
Cemetery LLC Santa Fe Memorial Gardens (5)
417
Rodeo Rd
Santa Fe, New Mexico
2021
5
5
4
1
(1) The
acreage represents estimates of acres that are based upon survey reports, title reports,
appraisal reports, or the Company’s inspection of the cemeteries. The Company estimates
that there are approximately 1,200 spaces per developed acre.
(2) Includes
both reserved and occupied spaces.
(3) Includes
two granite mausoleums.
(4) Includes
an open easement.
(5) Includes
five main columbariums that can hold approximately 6,000 inurnments.
14
Item
2. Properties (Continued)
The
following table summarizes the location, square footage and the number of viewing rooms and chapels of the twelve Company owned mortuaries:
Name
of Mortuary
Location
Date
Acquired
Viewing
Room(s)
Chapel(s)
Square
Footage
Memorial
Mortuary, Inc.
Memorial Mortuary
5850
South 900 East, Murray, Utah
1973
3
1
20,000
Affordable
Funerals and
Cremations, St. George
157
East Riverside Dr., No. 3A, St. George, Utah
2016
1
1
2,360
Memorial
Estates, Inc.
Redwood Mortuary (1)
6500
South Redwood Rd., West Jordan, Utah
1973
2
1
10,000
Memorial
Estates, Inc.
Mountain View Mortuary (1)
3115
East 7800 South, Salt Lake City, Utah
1973
2
1
16,000
Memorial
Estates, Inc.
Lakeview Mortuary (1)
1640
East Lakeview Dr., Bountiful, Utah
1973
0
1
5,500
Deseret
Memorial Inc.
Lakehills Mortuary (1)
10055
South State St., Sandy, Utah
1991
2
1
18,000
Cottonwood
Mortuary, Inc.
Cottonwood Mortuary
4670
South Highland Dr., Holladay, Utah
1991
2
1
14,500
SN
Probst LLC
Heber Valley Funeral Home
288
North Main St., Heber City, Utah
2019
1
1
5,900
SN
Holbrook LLC
Milcreek Funeral Home
3251
S 2300 E, Millcreek, Utah
2021
2
1
6,300
SNR-SF
Mortuary LLC
Rivera Family Funeral Home Santa Fe (1)
417
Rodeo RD, Santa Fe, New Mexico
2021
2
1
7,700
SNR-Espanola
LLC
Rivera Family Funeral Home Española
305
Calle Salazar, Española, New Mexico
2021
1
2
10,400
SNR-Taos
LLC
Rivera Family Funeral Home Taos
818
Paseo Del Pueblo Sur, Taos, New Mexico
2021
0
1
9,600
(1) These
funeral homes also provide burial niches at their respective locations.
15
Item
3. Legal Proceedings
The
Company is not a party to any material legal proceedings outside the ordinary course of business or to any other legal proceedings, which
if adversely determined, would be expected to have a material adverse effect on its financial condition or results of operation.
Item
4. Mine Safety Disclosures
Not
applicable.
PART
II
Item
5. Market for the Registrant’s Common Stock, Related Stockholder Matters, and Issuer Purchases of Equity Securities
The
Company’s Class A common stock trades on The Nasdaq Global Select Market under the symbol “SNFCA.” As of March 27,
2023, the closing stock price of the Class A common stock was $6.09 per share. As of March 27, 2023, there were 1,801 registered stockholders
of record of the Company’s Class A common stock and 44 registered stockholders of record of the Company’s Class C common
stock. Because many of the Company’s shares of Class A common stock are held by brokers and other institutions on behalf of the
stockholders, the Company is unable to estimate the total number of stockholders represented by these record holders.
The
following were the high and low market closing stock prices for the Class A common stock by quarter as reported by NASDAQ since January
1, 2021:
Price
Range (1)
High
Low
Period
(Calendar Year)
2021
First
Quarter
$ 9.56
$ 7.69
Second
Quarter
$ 8.69
$ 7.06
Third
Quarter
$ 8.86
$ 7.68
Fourth
Quarter
$ 9.17
$ 7.81
2022
First
Quarter
$ 9.86
$ 8.53
Second
Quarter
$ 9.87
$ 7.84
Third
Quarter
$ 8.61
$ 6.23
Fourth
Quarter
$ 7.57
$ 6.10
2023
First
Quarter (through March 27, 2023)
$ 7.55
$ 6.00
(1)
Stock prices have been adjusted retroactively for the effect of annual stock dividends.
The
Class C common stock is not registered or traded on a national exchange. See Note 12 of the Notes to Consolidated Financial Statements.
The
Company has never paid a cash dividend on its Class A or Class C common stock. The Company currently anticipates that all of its earnings
will be retained for use in the operation and expansion of its business and does not intend to pay any cash dividends on its Class A
or Class C common stock in the foreseeable future. Any future determination as to cash dividends will depend upon the earnings and financial
position of the Company and such other factors as the Board of Directors may deem appropriate. The Company paid a 5% stock dividend on
Class A and Class C common stock each year from 1990 through 2019, a 7.5% stock dividend for year 2020, and a 5.0% stock dividend for
the years 2021 and 2022.
16
On
December 27, 2022, the Company executed a 10b5-1 agreement with a broker to repurchase the Company’s Class A Common Stock. Under
the terms of the agreement, the broker is permitted to repurchase up to $1,000,000 of the Company’s Class A Common Stock. The agreement
is subject to the daily time, price and volume conditions of Rule 10b-18. The initial term of the agreement is for one year and may be
amended with written consent. The purchases under the 10b5-1 agreement are subject to the 2020 amended stock repurchase plan.
The
following table shows the Company’s repurchase activity of its common stock during the three months ended December 31, 2022 under
its Stock Repurchase Plan.
Period
(a)
Total Number of Class A Shares Purchased
(b)
Average Price Paid per Class A Share (1)
(c)
Total Number of Class A Shares Purchased as Part of Publicly Announced Plan or Program
(d)
Maximum Number of Class A Shares that May Yet Be Purchased Under the Plan or Program (2)
10/1/2022-10/31/2022
9,829
$ 6.32
-
433,349
11/1/2022-11/30/2022
10,920
$ 6.54
-
422,429
12/1/2022-12/31/2022
39,222
$ 6.47
-
383,207
Total
59,971
$ 6.45
-
383,207
(1) Includes
fees and commissions paid on stock repurchases.
(2) In
September 2018, the Board of Directors of the Company approved a Stock Repurchase Plan that
authorized the repurchase of 300,000 shares of the Company’s Class A Common Stock in
the open market. The Company amended the Stock Repurchase Plan on December 4, 2020. The amendment
authorized the repurchase of a total of 1,000,000 shares of the Company’s Class A Common
Stock in the open market. Any repurchased shares of Class A common stock are to be held as
treasury shares to be used as the Company’s employer matching contribution to the Employee
401(k) Retirement Savings Plan and for shares held in the Deferred Compensation Plan.
17
The
graph below compares the cumulative total stockholder return of the Company’s Class A common stock with the cumulative total return
on the Standard & Poor’s 500 Stock Index and the Standard & Poor’s Insurance Index for the period from December 31,
2018 through December 31, 2022. The graph assumes that the value of the investment in the Company’s Class A common stock and in
each of the indexes was $100 at December 31, 2018 and that all dividends were reinvested.
The
comparisons in the graph below are based on historical data and are not intended to forecast the possible future performance of the Company’s
Class A common stock.
12/31/18
12/31/19
12/31/20
12/31/21
12/31/22
SNFC
100
119
183
212
176
S
& P 500
100
129
149
190
153
S
& P Insurance
100
87
110
137
148
The
stock performance graph set forth above is required by the Securities and Exchange Commission and shall not be deemed to be incorporated
by reference by any general statement incorporating by reference this Form 10-K into any filing under the Securities Act of 1933, as
amended, or under the Securities Exchange Act of 1934, as amended, except to the extent that the Company specifically incorporates this
information by reference, and shall not otherwise be deemed soliciting material or filed under such acts.
Item
6. [Reserved]
As
a smaller reporting company, the Company is not required to provide information typically disclosed under this item.
18
Item
7. Management’s Discussion and Analysis of Financial Condition and Results of Operations
Overview
The
Company’s operations over the last several years generally reflect three strategies which the Company expects to continue: (i)
increased attention to “niche” insurance products, such as the Company’s funeral plan policies and traditional whole
life products; (ii) increased emphasis on cemetery and mortuary business; and (iii) capitalizing on the housing market by originating
mortgage loans. The Company has adjusted its strategies to respond to the changing economic circumstances resulting from COVID-19.
Insurance
Operations
The
following table shows the condensed financial results for the Company’s insurance operations for the years ended December 31, 2022
and 2021. See Note 15 of the Notes to Consolidated Financial Statements.
Years
ended December 31
(in thousands of dollars)
2022
2021
2022
vs 2021 % Increase (Decrease)
Revenues
from external customers:
Insurance
premiums
$ 105,002
$ 100,255
5 %
Net
investment income
62,565
56,092
12 %
Gains
(losses) on investments and other assets
(459 )
4,555
(110 %)
Other
than temporary impairments
-
(40 )
100 %
Other
2,075
2,152
(4 %)
Total
$ 169,183
$ 163,014
4 %
Intersegment
revenue
$ 6,601
$ 7,570
(13 %)
Earnings
before income taxes
$ 14,196
$ 14,973
(5 %)
Intersegment
revenues for the Company’s insurance operations were comprised primarily of interest income from the warehouse lines provided to
the Company’s mortgage lending affiliates to fund loans held for sale. Profitability for 2022 decreased due to (a) a $4,974,000
decrease in gains on investments and other assets primarily due to a decrease in the fair value of equity securities, (b) a $3,345,000
increase in selling, general and administrative expenses, (c) a $2,596,000 increase in future policy benefits, (d) a $1,741,000 increase
in amortization of deferred policy acquisition costs primarily due to an increase in the average outstanding balance of deferred policy
and pre-need acquisition costs, (e) a $1,641,000 increase in interest expense, (f) a $968,000 decrease in intersegment revenue, and (g)
a $220,000 decrease in other revenues, which were partially offset by (i) a $6,473,000 increase in net investment income, (ii) a $4,890,000
increase in insurance premiums and other considerations, (iii) a $3,152,000 decrease in death, surrenders and other policy benefits,
and (iv) a $193,000 decrease in intersegment interest expense and other expenses.
In
response to the COVID-19 pandemic, the Company’s life insurance sales force began using virtual and tele sales processes to market
products. During the third quarter 2021, the life insurance sales force returned to in person sales, however, it continues to use virtual
and tele sales where needed. Currently, approximately 75% of insurance operations office staff work in the office with the flexibility
for hybrid-remote or completely remote working arrangements as needed.
19
Cemetery
and Mortuary Operations
The
following table shows the condensed financial results for the Company’s cemetery and mortuary operations for the years ended December
31, 2022 and 2021. See Note 15 of the Notes to Consolidated Financial Statements.
Years
ended December 31
(in thousands of dollars)
2022
2021
2022
vs 2021 % Increase (Decrease)
Revenues
from external customers:
Cemetery
revenues
$ 13,871
$ 15,626
(11 %)
Mortuary
revenues
13,123
8,371
57 %
Net
investment income
2,445
1,654
48 %
Gains
(losses) on investments and other assets
(796 )
1,512
(153 %)
Other
305
100
205 %
Total
$ 28,948
$ 27,263
6 %
Earnings
before income taxes
$ 6,094
$ 7,925
(23 %)
Profitability
in 2022 decreased due to (a) a $2,398,000 increase in selling, general and administrative expenses, (b) a $2,308,000 decrease in gains
on investments and other assets primarily attributable to a $579,000 decrease in gains on real estate sales and a $1,729,000 decrease
in gains on equity securities classified as restricted assets and cemetery perpetual care trust investments primarily due to a decrease
in the fair value of equity securities, (c) a $2,066,000 decrease in cemetery pre-need sales, (d) a $1,017,000 increase in costs of goods
sold, (e) a $225,000 increase in intersegment interest expense and other expenses, and (f) a $66,000 increase in amortization of deferred
policy acquisition costs, which were partially offset by (i) a $4,751,000 increase in mortuary at-need sales, (ii) a $791,000 increase
in net investment income, (iii) a $311,000 increase in cemetery at-need sales, (iv) a $205,000 increase in other revenues (v) a $137,000
increase in intersegment revenues, and (vi) a $54,000 decrease in interest expense.
In
response to the COVID-19 pandemic, the cemetery and mortuary’s pre-need sales force began using virtual selling processes to market
its products and services including some in home sales as local regulations permitted. During the third quarter 2021, the sales force
returned mostly to in home sales, however, it continues to use virtual selling where needed. Currently, the cemetery and mortuary operations
office staff works in the office with the flexibility for hybrid-remote or completely remote working arrangements as needed.
Mortgage
Operations
The
Company’s wholly owned subsidiary, SecurityNational Mortgage, is a mortgage lender incorporated under the laws of the State of
Utah and approved and regulated by the Federal Housing Administration (FHA), a department of the U.S. Department of Housing and Urban
Development (HUD), which originate mortgage loans that qualify for government insurance in the event of default by the borrower, in addition
to various conventional mortgage loan products. SecurityNational Mortgage originates and refinances mortgage loans on a retail basis.
Mortgage loans originated or refinanced by the Company’s mortgage subsidiaries are funded through loan purchase agreements with
Security National Life, Kilpatrick Life and unaffiliated financial institutions.
SecurityNational
Mortgage receives fees from borrowers that are involved in mortgage loan originations and refinancings, and secondary fees earned from
third party investors that purchase the mortgage loans. Mortgage loans are generally sold with mortgage servicing rights (“MSRs”)
released to third-party investors or retained by SecurityNational Mortgage. SecurityNational Mortgage currently retains the MSRs on approximately
7% of its loan origination volume. These mortgage loans are serviced by either SecurityNational Mortgage or an approved third-party sub-servicer.
In December 2021, the Company ceased operations in EverLEND Mortgage and merged its operations into SecurityNational Mortgage. On October
31, 2022, the Company sold certain of its MSRs. The MSRs related to mortgage loans previously originated by the Company in aggregate
unpaid principal amount of approximately $7.02 billion. As a result of the sale, the book value of the Company’s MSRs decreased
$51,185,906 and generated a gain of $34,051,938 included in mortgage fee income on the consolidated statements of earnings.
20
For
the twelve months ended December 31, 2022 and 2021, SecurityNational Mortgage originated 10,663 loans ($3,373,554,000 total volume) and
19,342 loans ($5,502,894,000 total volume), respectively. For the twelve months ended December 31, 2021, EverLEND Mortgage originated
323 loans ($108,295,000 total volume).
Mortgage
rates have followed the US Treasury yields up in response to the higher than expected inflation and the expectation that the Federal
Reserve will continue to raise rates in the near term. As expected, the rapid increase in mortgage rates has resulted in a decrease in
loan originations classified as ‘refinance’. Higher mortgage rates have also had a negative effect on loan originations classified
as ‘purchase’, although not as significant as those in the refinance classification.
The
following table shows the condensed financial results for the Company’s mortgage operations for the years ended December 31, 2022
and 2021. See Note 15 of the Notes to Consolidated Financial Statements.
Years
ended December 31
(in thousands of dollars)
2022
2021
2022
vs 2021 % Increase (Decrease)
Revenues
from external customers:
Secondary
gains from investors
$ 153,728
$ 230,417
(33 %)
Income
from loan originations
32,772
44,897
(27 %)
Change
in fair value of loans held for sale
(8,835 )
(8,783 )
1 %
Change
in fair value of loan commitments
(4,309 )
(3,113 )
38 %
Net
investment income
1,188
519
129 %
Gains
on investments and other assets
398
199
100 %
Other
16,580
16,282
2 %
Total
$ 191,522
$ 280,418
(32 %)
Earnings
before income taxes
$ 14,088
$ 28,903
(51 %)
Included
in other revenues is service fee income. Profitability in 2022 has decreased due to (a) a $76,689,000 decrease in secondary gains from
investors, (b) a $12,125,000 decrease in income from loan originations, (c) $1,196,000 decrease in the fair value of loan commitments,
(d) a $1,124,000 increase in intersegment expenses, (e) a $242,000 decrease in intersegment revenues, (e) a $51,000 increase in depreciation
on property and equipment, and (f) a $51,000 decrease in the fair value of loans held for sale, which were partially offset by (i) a
$55,003,000 decrease in commissions, (ii) an $8,481,000 decrease in other expenses, (iii) a $4,360,000 decrease in personnel expenses,
(iv) a $3,002,000 decrease in costs related to funding mortgage loans, (v) a $2,230,000 decrease in intersegment interest expense, (vi)
a $1,474,000 decrease in advertising expenses, (vii) a $884,000 decrease in interest expense, (viii) $669,000 increase in net investment
income, (ix) a $297,000 increase in other revenues, (x) a $199,000 increase in gains on investments and other assets, (xi) and a $64,000
decrease in rent and rent related expenses.
In
response to the COVID-19 pandemic, the mortgage operations has integrated employee work from home accommodations into its standard operating
procedures. A large percentage of fulfillment employees are in office however the flexibility remains to accommodate in office or work
from home functionality.
Critical
Accounting Policies and Estimates
The
following is a brief summary of the Company’s significant accounting policies and a review of the Company’s most critical
accounting estimates. See Note 1 of the Notes to Consolidated Financial Statements.
Insurance
Operations
In
accordance with generally accepted accounting principles in the United States of America (“GAAP”), premiums and other considerations
received for interest sensitive products are reflected as increases in liabilities for policyholder account balances and not as revenues.
Revenues reported for these products consist of policy charges for the cost of insurance, administration charges, amortization of policy
initiation fees and surrender charges assessed against policyholder account balances. Surrender benefits paid relating to these products
are reflected as decreases in liabilities for policyholder account balances and not as expenses.
21
The
Company receives investment income earned from the funds deposited into account balances, a portion of which is passed through to the
policyholders in the form of interest credited. Interest credited to policyholder account balances and benefit claims in excess of policyholder
account balances are reported as expenses in the consolidated financial statements.
Premiums
and other considerations received for traditional life insurance products are recognized as revenues when due. Future policy benefits
are recognized as expenses over the life of the policy by means of the provision for future policy benefits.
The
costs related to acquiring new business, including certain costs of issuing policies and other variable selling expenses (principally
commissions), defined as deferred policy acquisition costs, are capitalized and amortized into expense. For nonparticipating traditional
life products, these costs are amortized over the premium paying period of the related policies, in proportion to the ratio of annual
premium revenues to total anticipated premium revenues. Such anticipated premium revenues are estimated using the same assumptions used
for computing liabilities for future policy benefits and are generally “locked in” at the date the policies are issued. For
interest sensitive products, these costs are amortized generally in proportion to expected gross profits from surrender charges and investment,
mortality and expense margins. This amortization is adjusted when the Company revises the estimate of current or future gross profits
or margins. For example, deferred policy acquisition costs are amortized earlier than originally estimated when policy terminations are
higher than originally estimated or when investments backing the related policyholder liabilities are sold at a gain prior to their anticipated
maturity.
Death
and other policyholder benefits reflect exposure to mortality risk and fluctuate from year to year on the level of claims incurred under
insurance retention limits. The profitability of the Company is primarily affected by fluctuations in mortality, other policyholder benefits,
expense levels, interest spreads (i.e., the difference between interest earned on investments and interest credited to policyholders)
and persistency. The Company has the ability to mitigate adverse experience through sound underwriting, asset and liability duration
matching, sound actuarial practices, adjustments to credited interest rates, policyholder dividends and cost of insurance charges.
Cemetery
and Mortuary Operations
Pre-need
sales of funeral services and caskets, including revenue and costs associated with the sales of pre-need funeral services and caskets,
are deferred until the services are performed or the caskets are delivered.
Pre-need
sales of cemetery interment rights (cemetery burial property), including revenue and costs associated with the sales of pre-need cemetery
interment rights, are recognized in accordance with the retail land sales provisions of GAAP. Under GAAP, recognition of revenue and
associated costs from constructed cemetery property must be deferred until a minimum percentage of the sales price has been collected.
Revenues related to the pre-need sale of unconstructed cemetery property will be deferred until such property is constructed and meets
the criteria of GAAP, described above.
Pre-need
sales of cemetery merchandise (primarily markers and vaults), including revenue and costs associated with the sales of pre-need cemetery
merchandise, are deferred until the merchandise is delivered, fulfilling the performance obligation.
Pre-need
sales of cemetery services (primarily merchandise delivery and installation fees and burial opening and closing fees), including revenue
and costs associated with the sales of pre-need cemetery services, are deferred until the services are performed.
Prearranged
funeral and pre-need cemetery customer obtaining costs, including costs incurred related to obtaining new pre-need cemetery and prearranged
funeral business are accounted for under the guidance of the provisions of GAAP. Obtaining costs, which include only costs that vary
with and are primarily related to the acquisition of new pre-need cemetery and prearranged funeral business, are deferred until the merchandise
is delivered or services are performed.
Revenues
and costs for at-need sales are recorded when a valid contract exists, the services are performed, collection is reasonably assured,
and there are no significant company obligations remaining.
22
Mortgage
Operations
Mortgage
fee income consists of origination fees, processing fees, interest income and certain other income related to the origination and sale
of mortgage loans. The Company has elected to use fair value accounting for all mortgage loans that are held for sale. Accordingly, all
revenues and costs are now recognized when the mortgage loan is funded and any changes in fair value are shown as a component of mortgage
fee income.
The
Company, through its mortgage subsidiaries, sells mortgage loans to third-party investors without recourse, unless defects are identified
in the representations and warranties made at loan sale. It may be required, however, to repurchase a loan or pay a fee instead of repurchase
under certain events, which include the following:
●
Failure
to deliver original documents specified by the investor,
●
The
existence of misrepresentation or fraud in the origination of the loan,
●
The
loan becomes delinquent due to nonpayment during the first several months after it is sold,
●
Early
pay-off of a loan, as defined by the agreements,
●
Excessive
time to settle a loan,
●
Investor
declines purchase, and
●
Discontinued
product and expired commitment.
Loan
purchase commitments generally specify a date 30 to 45 days after delivery upon which the underlying loans should be settled. Depending
on market conditions, these commitment settlement dates can be extended at a cost to the Company.
It
is the Company’s policy to cure any documentation problems regarding such loans at a minimal cost for up to a six-month time period
and to pursue efforts to enforce loan purchase commitments from third-party investors concerning the loans. The Company believes that
six months allows adequate time to remedy any documentation issues, to enforce purchase commitments, and to exhaust other alternatives.
Remedial methods include the following:
●
Research
reasons for rejection,
●
Provide
additional documents,
●
Request
investor exceptions,
●
Appeal
rejection decision to purchase committee, and
●
Commit
to secondary investors.
Once
purchase commitments have expired and other alternatives to remedy are exhausted, which could be earlier than the six-month time period,
the loans are repurchased and transferred to mortgage loans held for investment at the lower of cost or fair value and the previously
recorded sales revenue that was to be received from a third-party investor is written off against the loan loss reserve. Any loan that
later becomes delinquent is evaluated by the Company at that time and any impairment is adjusted accordingly.
Determining
fair value . Cost for loans held for sale is equal to the amount paid to the warehouse bank and the amount originally funded by the
Company. Market value, while often difficult to determine and may contain significant unobservable inputs, is based on the following
guidelines:
●
For
loans that are committed, the Company uses the commitment price.
●
For
loans that are non-committed that have an active market, the Company uses the market price.
●
For
loans that are non-committed where there is no market but there is a similar product, the Company uses the market value for the similar
product.
●
For
loans that are non-committed where no active market exists, the Company determines that the unpaid principal balance best approximates
the market value, after considering the fair value of the underlying real estate collateral, estimated future cash flows, and loan
interest rate.
23
The
appraised value of the real estate underlying the original mortgage loan adds significance to the Company’s determination of fair
value because, if the loan becomes delinquent, the Company has sufficient value to collect the unpaid principal balance or the carrying
value of the loan, thus minimizing credit risk.
The
majority of loans originated are sold to third-party investors. The amounts expected to be sold to investors are shown on the consolidated
balance sheets as loans held for sale.
Use
of Significant Accounting Estimates
The
preparation of financial statements in conformity with GAAP requires management to make estimates and assumptions that affect reported
amounts and disclosures. It is reasonably possible that actual experience could differ from the estimates and assumptions utilized which
could have a material impact on the financial statements. The following is a summary of our significant accounting estimates, and critical
issues that impact them:
Loan
Commitments
The
Company estimates the fair value of a mortgage loan commitment based on the change in estimated fair value of the underlying mortgage
loan, quoted mortgage-backed security (“MBS”) prices, estimates of the fair value of mortgage servicing rights, and an estimate
of the probability that the mortgage loan will fund within the terms of the commitment net of estimated commission expense. The change
in fair value of the underlying mortgage loan is measured from the date the mortgage loan commitment is issued and is shown net of related
expenses. Following issuance, the value of a loan commitment can be either positive or negative depending upon the change in value of
the underlying mortgage loans. Fallout rates and other factors from the Company’s recent historical data are used to estimate the
quantity and value of mortgage loans that will fund within the terms of the commitments.
Deferred
Acquisition Costs
Amortization
of deferred policy acquisition costs (“DAC”) for interest sensitive products is dependent upon estimates of current and future
gross profits or margins on this business. Key assumptions used include the following: yield on investments supporting the liabilities,
amount of interest or dividends credited to the policies, amount of policy fees and charges, amount of expenses necessary to maintain
the policies, amount of death and surrender benefits, and the length of time the policies will stay in force.
For
nonparticipating traditional life products, these costs are amortized over the premium paying period of the related policies in proportion
to the ratio of annual premium revenues to total anticipated premium revenues. Such anticipated premium revenues are estimated using
the same assumption used for computing liabilities for future policy benefits and are generally “locked in” at the date the
policies are issued.
Value
of Business Acquired
Value
of business acquired (“VOBA”) is the present value of estimated future profits of the acquired business and is amortized
similar to deferred acquisition costs. The critical issues explained for deferred acquisition costs would also apply for value of business
acquired.
Mortgage
Loans Foreclosed to Real Estate Held for Investment or Sale
These
properties are recorded at the lower of cost or fair value upon foreclosure. The Company believes that in an orderly market, fair value
approximates the replacement cost of a home and the rental income provides a cash flow stream for investment analysis. The Company believes
the highest and best use of the properties are as income producing assets since it is the Company’s intent to hold the properties
as rental properties, matching the income from the investment in rental properties with the funds required for estimated future policy
benefits. Accordingly, the fair value determination is generally weighted more heavily toward the rental analysis. The fair value is
also estimated by obtaining an independent appraisal, which typically considers area comparable properties and property condition.
24
Future
Policy Benefits
Reserves
for future policy benefits for traditional life insurance products requires the use of many assumptions, including the duration of the
policies, mortality experience, expenses, investment yield, lapse rates, surrender rates, and dividend crediting rates.
These
assumptions are made based upon historical experience, industry standards and a best estimate of future results and, for traditional
life products, include a provision for adverse deviation. For traditional life insurance, once established for a particular series of
products, these assumptions are generally held constant.
Unearned
Premium Reserve
The
universal life products the Company sells have significant policy initiation fees (front-end load) that are deferred and amortized into
revenues over the estimated expected gross profits from surrender charges and investment, mortality and expense margins. The same issues
that impact deferred acquisition costs apply to unearned revenue.
Premium
Deficiency and Loss Recognition Testing
At
least annually, the Company tests the adequacy of the net benefit reserves (liability for future policy benefits, net of DAC and VOBA)
recorded for life insurance and annuity products. The Company tests for recoverability by using the Company’s current best-estimate
assumptions as to policyholder mortality, persistency, maintenance expenses and invested asset returns. These tests evaluate whether
the present value of future contract-related cash flows will support the capitalized DAC and VOBA assets. These cash flows consist primarily
of premium income, less benefits and expenses. If the current contract liabilities plus the present value of future premiums is greater
than the sum of the present values of future policy benefits, commissions, and expenses plus the current DAC and VOBA less unearned premium
reserve balances, then the capitalized assets are deemed recoverable. The present values are calculated using the best estimate of the
after tax net investment earned rate.
Deferred
Pre-need Cemetery and Funeral Contracts Revenues and Estimated Future Cost of Pre-need Sales
The
revenue and cost associated with the sales of pre-need cemetery merchandise and funeral services are deferred until the merchandise is
delivered or the service is performed.
The
Company, through its cemetery and mortuary operations, provides a guaranteed funeral arrangement wherein a prospective customer can receive
future goods and services at guaranteed prices. To accomplish this, the Company, through its life insurance operations, sells to the
customer an increasing benefit life insurance policy that is assigned to the mortuaries. If, at the time of need, the policyholder or
potential mortuary customer utilizes one of the Company’s facilities, the guaranteed funeral arrangement contract that has been
assigned will provide the funeral goods and services at the contracted price. The increasing life insurance policy will cover the difference
between the original contract prices and current prices. Risks may arise if the difference cannot be fully met by the life insurance
policy.
Mortgage
Servicing Rights
Mortgage
Service Rights (“MSR”) arise from contractual agreements between the Company and third-party investors (or their agents)
when mortgage loans are sold. Under these contracts, the Company is obligated to retain and provide loan servicing functions on the loans
sold, in exchange for fees and other remuneration. The servicing functions typically performed include, among other responsibilities,
collecting and remitting loan payments; responding to borrower inquiries; accounting for principal and interest; holding custodial (impound)
funds for payment of property taxes and insurance premiums; counseling delinquent mortgagors; and supervising the acquisition of real
estate owned and property dispositions. The Company initially accounts for MSRs at fair value and subsequently accounts for them using
the amortization method. MSR amortization is determined by amortizing the MSR balance in proportion to, and over the period of the estimated
future net servicing income of the underlying financial assets. The Company periodically assesses MSRs accounted for using the amortization
method for impairment.
25
Mortgage
Allowance for Loan Losses and Loan Loss Reserve
The
Company provides for losses on its mortgage loans held for investment through an allowance for loan losses (a contra-asset account) and
through the mortgage loan loss reserve (a liability account). The allowance for loan losses is an allowance for losses on the Company’s
mortgage loans held for investment. The allowance is comprised of two components. The first component is an allowance for collectively
evaluated impairment that is based upon the Company’s historical experience in collecting similar receivables. The second component
is based upon individual evaluation of loans that are determined to be impaired.
Upon
determining impairment, the Company establishes an individual impairment allowance based upon an assessment of the fair value of the
underlying collateral. In addition, when a mortgage loan is past due more than 90 days, the Company does not accrue any interest income.
When a loan becomes delinquent, the Company proceeds to foreclose on the real estate and all expenses for foreclosure are expensed as
incurred. Once foreclosed, an adjustment for the lower of cost or fair value is made, if necessary, and the amount is classified as real
estate held for investment. The Company will rent the properties until it is deemed desirable to sell them.
The
mortgage loan loss reserve is an estimate of probable losses at the balance sheet date that the Company will realize in the future on
mortgage loans sold to third-party investors. The Company may be required to reimburse third-party investors for costs associated with
early payoff of loans within six months of origination of such loans and to repurchase loans where there is a default in any of the first
four monthly payments to the investors or, in lieu of repurchase, to pay a negotiated fee to the investors. The Company’s estimates
are based upon historical loss experience and the best estimate of the probable loan loss liabilities.
Upon
completion of a transfer that satisfies the conditions to be accounted for as a sale, the Company initially measures at fair value liabilities
incurred in a sale relating to any guarantee or recourse provisions in the event of defects in the representations and warranties made
at loan sale. The Company accrues a monthly allowance for indemnification losses to investors based on total production. This estimate
is based on the Company’s historical experience and is included as a component of mortgage fee income. Subsequent updates to the
recorded liability from changes in assumptions are recorded in selling, general and administrative expenses. The estimated liability
for indemnification losses is included in other liabilities and accrued expenses.
The
Company believes the allowance for loan losses and the loan loss reserve represent probable loan losses incurred as of the balance sheet
date.
Deferred
Tax Assets and Liabilities
Deferred
tax assets and liabilities require various estimates and judgments and may be affected favorably or unfavorably by various internal and
external factors. These estimates and judgments occur in the calculation of certain deferred tax assets and liabilities that arise from
temporary differences in the recognition of revenues and expenses for tax and financial reporting purposes and in estimating the ultimate
amount of deferred tax assets recoverable in future periods. Factors affecting the deferred tax assets and liabilities include, but are
not limited to, changes in tax laws, regulations and/or rates, changing interpretations of existing tax laws or regulations, and changes
to overall levels of pre-tax earnings. Changes in these estimates, judgments or factors may result in an increase or decrease to the
Company’s deferred tax assets and liabilities with a related increase or decrease in the Company’s provision for income taxes.
Results
of Consolidated Operations
2022
Compared to 2021
Total
revenues decreased by $81,043,000, or 17.2%, to $389,652,000 for 2022 from $470,695,000 for the fiscal year 2021. Contributing to this
decrease in total revenues was a $89,918,000 decrease in mortgage fee income and a $7,123,000 decrease in gains on investments and other
assets and other than temporary impairments. This decrease in total revenues was offset by a $7,933,000 increase in net investment income,
a $4,747,000 increase in insurance premiums and other considerations, a $2,997,000 increase in net cemetery and mortuary sales, a $281,000
increase in other revenues, and a $40,000 decrease in other than temporary impairments.
26
Mortgage
fee income decreased by $89,918,000, or 34.1%, to $173,500,000 for 2022, from $263,418,000 for 2021. This decrease was primarily due
to a $76,546,000 decrease in secondary gains from mortgage loans sold to third-party investors into the secondary market, a $13,258,000
decrease in loan fees and interest income, a $1,247,000 decrease in the fair value of loans held for sale and loan commitments. This
decrease in mortgage fee income was partially offset by a $1,133,000 decrease in the provision for loan loss reserve.
Insurance
premiums and other considerations increased by $4,747,000, or 4.7%, to $105,002,000 for 2022, from $100,255,000 for 2021. This increase
was due to an increase of $2,253,000 in renewal premiums due to the growth of the Company in recent years, particularly in whole life
products, which resulted in more premium paying policies in force and an increase of $2,494,000 in first year premiums as a result of
increased final expense insurance sales.
Net
investment income increased by $7,933,000, or 13.6%, to $66,198,000 for 2022, from $58,265,000 for 2021. This increase was primarily
attributable to a $6,191,000 increase in mortgage loan interest, a $2,228,000 increase in rental income from real estate held for investment,
a $1,626,000 increase in fixed maturity securities income, a $1,431,000 increase in interest on cash and cash equivalents, a $388,000
increase in income in other investments, and a $65,000 increase in equity securities income. This increase was partially offset by a
$3,039,000 increase in investment expenses, a $949,000 decrease in insurance assignment income, and an $8,000 decrease in policy loan
income.
Net
mortuary and cemetery sales increased by $2,997,000, or 12.5%, to $26,994,000 for 2022, from $23,997,000 for 2021. This increase was
primarily due to a $4,751,000 increase in mortuary at-need sales and a $311,000 increase in cemetery at-need sales. This increase was
partially offset by a $2,065,000 decrease in cemetery pre-need sales
Gains
on investments and other assets decreased by $7,123,000, or 113.7%, to $858,000 in losses for 2022, from $6,265,000 in gains for 2021.
This decrease in gains on investments and other assets was primarily due to a $5,243,000 decrease in gains on equity securities mostly
attributable to decreases in the fair value of these equity securities, a $1,197,000 decrease in gains on other assets mostly attributable
to a decrease in gains recognized on the sale of mortgage loans held for investment, and a $683,000 decrease in gains on fixed maturity
securities.
Other
revenues increased by $282,000, or 1.5%, to $18,817,000 for 2022 from $18,535,000 for 2021. This increase was primarily attributable
to an increase in servicing fee revenue.
Total
benefits and expenses were $355,275,000, or 91.2% of total revenues for 2022, as compared to $418,895,000, or 89.0% of total revenues
for 2021.
Death
benefits, surrenders and other policy benefits, and future policy benefits decreased by an aggregate of $556,000, or 0.6%, to $92,926,000
for 2022, from $93,482,000 for 2021. This decrease was primarily the result of a $3,870,000 decrease in death benefits ($4,296,000 for
COVID-19 related deaths). This decrease was partially offset by a $2,596,000 increase in future policy benefits and a $718,000 increase
in surrender and other policy benefits.
Amortization
of deferred policy and pre-need acquisition costs and value of business acquired increased by $1,807,000, or 11.2%, to $17,950,000 for
2022, from $16,143,000 for 2021. This increase was primarily due to an increase in the average outstanding balance of deferred policy
and pre-need acquisition costs.
Selling,
general and administrative expenses decreased by $66,590,000, or 22.3%, to $231,848,000 for 2022, from $298,438,000 for 2021. This decrease
was primarily the result of a $54,965,000 decrease in commissions, a $7,268,000 decrease in other expenses, a $3,002,000 decrease in
costs related to funding mortgage loans, a $928,000 decrease in advertising expenses, a $629,000 decrease in personnel expenses, and
a $359,000 decrease in rent and rent related expenses. This decrease was partially offset by a $561,000 increase in depreciation on property
and equipment.
Interest
expense increased by $703,000, or 9.9%, to $7,830,000 for 2022, from $7,127,000 for 2021. This increase was primarily due to a $1,587,000
increase in interest expense on bank loans, which was partially offset by a decrease of $884,000 in interest expense on mortgage warehouse
lines for loans held for sale.
27
Cost
of goods and services sold of the cemeteries and mortuaries increased by $1,017,000, or 27.5%, to $4,721,000 for 2022, from $3,704,000
for 2021. This increase was primarily due to a $1,196,000 increase in mortuary at-need sales and a $77,000 increase in cemetery at-need
sales, which was partially offset by a $256,000 decrease in cemetery pre-need sales.
Income
tax expense decreased by $3,595,000, or 29.3%, to $8,687,000 for 2022, from $12,282,000 for 2021. This decrease was primarily due to
a decrease in earnings before income taxes for 2022 compared to 2021.
Risks
The
following is a description of the material risks facing the Company and how it mitigates those risks:
Legal
and Regulatory Risks . Changes in the legal or regulatory environment in which the Company operates may create additional expenses
and risks not anticipated by the Company in developing and pricing its products. Regulatory initiatives designed to reduce insurer profits,
new legal theories or insurance company insolvencies through guaranty fund assessments may create costs for the insurer beyond those
recorded in the consolidated financial statements. In addition, changes in tax law with respect to mortgage interest deductions or other
public policy or legislative changes may affect the Company’s mortgage sales. Also, the Company may be subject to further regulations
in the cemetery and mortuary business. The Company aims to mitigate these risks by offering a wide range of products and by diversifying
its operations, thus reducing its exposure to any single product or jurisdiction, and also by employing underwriting practices that identify
and minimize the adverse impact of such risks.
Mortgage
Industry Risks . Developments in the mortgage industry and credit markets can adversely affect the Company’s ability to sell
its mortgage loans to investors, which can impact the Company’s financial results by requiring it to assume the risk of holding
and servicing any unsold loans.
The
mortgage loan loss reserve is an estimate of probable losses at the balance sheet date that the Company could realize in the future on
mortgage loans sold to third-party investors. The Company’s mortgage subsidiary may be required to reimburse third-party investors
for costs associated with early payoff of loans within the first six months of such loans and to repurchase loans where there is a default
in any of the first four monthly payments to the investors or, in lieu of repurchase, to pay a negotiated fee to the investors. The Company’s
estimates are based upon historical loss experience and the best estimate of the probable loan loss liabilities.
During
the twelve months ended December 31, 2022 and 2021 the Company increased its loan loss reserve by $1,079,000 and $2,211,000, respectively,
for loan originations, and the charges have been included in mortgage fee income. The estimated liability for indemnification losses
is included in other liabilities and accrued expenses and, as of December 31, 2022 and 2021, the balances were $1,726,000 and $2,447,000,
respectively. The Company believes the loan loss reserve represents probable loan losses incurred as of December 31, 2022. There is a
risk, however, that future loan losses may exceed the loan loss reserve.
As
of December 31, 2022, the Company’s mortgage loans held for investment portfolio consisted of mortgage loans in an aggregate principal
amount of $2,567,000 with delinquencies exceeding 90 days. Of this amount, loans with an aggregate principal amount of $1,281,000 were
in foreclosure proceedings. The Company has not received or recognized any interest income on the $2,567,000 in mortgage loans with delinquencies
exceeding 90 days. During the twelve months ended December 31, 2022 and 2021, the Company increased its allowance for loan losses by
$270,000 and by $305,000, respectively, which was charged to bad debt expense and included in selling, general and administrative expenses
for the period. The allowances for loan losses on the Company’s held for investment portfolio as of December 31, 2022 and 2021
were $1,970,000 and $1,700,000, respectively.
Interest
Rate Risk . Fluctuations in interest rates may cause a decrease in the value of the Company’s investments or impair the ability
of the Company to market its mortgage and cemetery and mortuary products. This change in rates may cause certain interest-sensitive products
to become uncompetitive or may cause disintermediation. The Company aims to mitigate this risk by charging fees for non-conformance with
certain policy provisions, by offering products that transfer this risk to the purchaser, and by attempting to match the maturity schedule
of its assets with the expected payouts of its liabilities. To the extent that liabilities come due more quickly than assets mature,
the Company might have to borrow funds or sell assets prior to maturity and potentially recognize a loss on the sale.
28
Mortality
and Morbidity Risks . The Company’s actuarial assumptions differing from actual mortality and morbidity experienced may mean
that the Company’s relevant products sold were underpriced, may require the Company to liquidate insurance or other claims earlier
than planned, and have other potentially adverse consequences to the business. The Company aims to minimize this risk through sound underwriting
practices, asset and liability duration matching, and sound actuarial practices.
COVID-19 .
Like most businesses, COVID-19 has impacted the Company, including the temporary adoption of work-from-home arrangements for employees
and a restructuring of selling techniques for its products and services. Throughout 2021 and 2022, the Company continued to adapt to
the impact of COVID-19 and its related economic effects. The Company experienced, like all life insurance companies, higher than expected
death rates during the pandemic. Death rates in 2022 declined over 2021 and 2020, but remain higher than pre-COVID-19 levels.
Banking
Environment . Item 7.01 Regulation FD Disclosure.
Silicon
Valley Bank was placed in receivership with the Federal Deposit Insurance Corporation (“ FDIC “). On March 12, 2023, the
FDIC announced that depositors of Silicon Valley Bank will have access to all of their funds starting Monday, March 13, 2023. On March
12, 2023, Signature Bank was placed in receivership with the FDIC. On March 12, 2023, the FDIC announced that banking activities will
resume on Monday, March 13, 2023.
The
Company does not maintain any deposit or other accounts or credit facilities with Silicon Valley Bank or Signature Bank, or their successors.
The Company holds one bond with a par value of $250,000 in the Company’s debt portfolio and is junior in priority to a debt investment
of Silicon Valley Bank or its successors. The Company continues to monitor the banking industry.
The
information furnished in this Item 7.01 shall not be deemed “filed” for purposes of Section 18 of the Securities Exchange
Act of 1934, as amended, and shall not be deemed incorporated by reference into any filing under the Securities Act of 1933, as amended,
except as shall be expressly set forth by specific reference in such filing.
Estimates .
The preparation of financial statements in conformity with GAAP requires management to make estimates and assumptions that affect the
amounts reported in the consolidated financial statements and accompanying notes. Actual results could differ from those estimates.
Material
estimates that are particularly susceptible to significant changes in the near term are those used in determining the value of derivative
assets and liabilities; those used in determining deferred acquisition costs and the value of business acquired; those used in determining
the value of mortgage loans foreclosed to real estate held for investment; those used in determining the liability for future policy
benefits and unearned revenue; those used in determining the estimated future costs for pre-need sales; those used in determining the
value of mortgage servicing rights; those used in determining allowances for loan losses for mortgage loans held for investment; those
used in determining loan loss reserve; and those used in determining deferred tax assets and liabilities. Although some variability is
inherent in these estimates, management believes the amounts provided are fairly stated in all material respects.
Liquidity
and Capital Resources
The
Company’s life insurance subsidiaries and cemetery and mortuary subsidiaries realize cash flow from premiums, contract payments
and sales on personal services rendered for cemetery and mortuary business, from interest and dividends on invested assets, and from
the proceeds from the sale or maturity of investments. The mortgage subsidiaries realize cash flow from fees generated by originating
and refinancing mortgage loans and fees on mortgage loans held for sale that are sold to investors into the secondary market. It should
be noted that current conditions in the financial markets and economy caused by COVID-19 may affect the realization of these expected
cash flows. The Company considers these sources of cash flow to be adequate to fund future policyholder and cemetery and mortuary liabilities,
which generally are long-term, and adequate to pay current policyholder claims, annuity payments, expenses related to the issuance of
new policies, the maintenance of existing policies, debt service, and to meet current operating expenses.
During
the twelve months ended December 31, 2022 and 2021, the Company’s operations provided cash of $130,450,000 and of $144,638,000,
respectively. The decrease in cash provided by operations was due primarily to decreased proceeds from the sale of loans held for sale.
29
The
Company’s liability for future policy benefits is expected to be paid out over the long-term due to the Company’s market
niche of selling funeral plans. Funeral plans are small face value life insurance policies that payout upon a person’s death to
cover funeral burial costs. Policyholders generally keep these policies in force and do not surrender them prior to death. Because of
the long-term nature of these liabilities, the Company is able to hold to maturity its bonds, real estate, and mortgage loans thus reducing
the risk of liquidating these long-term investments as a result of any sudden changes in their fair values.
The
Company attempts to match the duration of invested assets with its policyholder and cemetery and mortuary liabilities. The Company may
sell investments other than those held to maturity in the portfolio to help in this timing matching. The Company purchases short-term
investments on a temporary basis to meet the expectations of short-term requirements of the Company’s products. The Company’s
investment philosophy is intended to provide a rate of return, which will persist during the expected duration of policyholder and cemetery
and mortuary liabilities regardless of future interest rate movements.
The
Company’s investment policy is also to invest predominantly in fixed maturity securities, real estate, mortgage loans, and warehousing
of mortgage loans held for sale on a short-term basis before selling the loans to investors in accordance with the requirements and laws
governing the life insurance subsidiaries. Bonds owned by the insurance subsidiaries amounted to $345,598,000 (at estimated fair value)
and $259,005,000 (at estimated fair value) as of December 31, 2022 and 2021, respectively. This represented 36.4% and 31.5% of the total
investments as of December 31, 2022, and 2021, respectively. Generally, all bonds owned by the life insurance subsidiaries are rated
by the National Association of Insurance Commissioners. Under this rating system, there are six categories used for rating bonds. At
December 31, 2022, 2.2% (or $7,833,000) and at December 31, 2021, 3.9% (or $9,991,000) of the Company’s total bond investments
were invested in bonds in rating categories three through six, which are considered non-investment grade.
See
Note 2 of the Notes to Consolidated Financial Statements for the schedule of the maturity of fixed maturity securities available for
sale and for the schedule of principal payments for mortgage loans held for investment.
See
Note 7 of the Notes to Consolidated Financial Statements for a description of the Company’s sources of liquidity.
If
market conditions were to cause interest rates to change, the fair value of the Company’s fixed income portfolio (of approximately
$653,982,000), which includes bonds, preferred stocks and mortgage loans held for investment, could change by the following amounts based
on the respective basis point swing (the change in the fair values were calculated using a modeling technique):
-200
bps
-100
bps
+100
bps
+200
bps
Change
in Fair Value
(in thousands)
$ 60,877
$ 29,720
$ (32,592 )
$ (63,748 )
The
Company is subject to risk-based capital guidelines established by statutory regulators requiring minimum capital levels based on the
perceived risk of assets, liabilities, disintermediation, and business risk. At December 31, 2022 and 2021, the life insurance subsidiaries
were in compliance with the regulatory criteria.
The
Company’s total capitalization of stockholders’ equity, and bank loans and other loans payable was $454,499,000 as of December
31, 2022, as compared to $551,054,000 as of December 31, 2021. Stockholders’ equity as a percent of total capitalization was 64.4%
and 54.4% as of December 31, 2022 and December 31, 2021, respectively. Bank loans and other loans payable decreased by $89,574,000 for
the twelve months ended December 31, 2022 as compared to December 31, 2021, and stockholders’ equity decreased by $6,981,000 for
the twelve months ended December 31, 2022 as compared to December 31, 2021, thus causing the increase in the stockholders’ equity
percentage.
Lapse
rates measure the amount of insurance terminated during a particular period. The Company’s lapse rate for life insurance was 4.3%
in 2022 as compared to a rate of 4.8% for 2021.
30
The
combined statutory capital and surplus of the Company’s life insurance subsidiaries was $94,254,000 and $82,823,000 as of December
31, 2022 and 2021, respectively. The life insurance subsidiaries cannot pay a dividend to their parent company without the approval of
state insurance regulatory authorities.
Forward-Looking
Statements
The
Private Securities Litigation Reform Act of 1995 provides a safe harbor for forward-looking statements to encourage companies to provide
prospective information about their businesses without fear of litigation so long as those statements are identified as forward-looking
and are accompanied by meaningful cautionary statements identifying important factors that could cause actual results to differ materially
from those projected in such statements. The Company desires to take advantage of the “safe harbor” provisions of the act.
This
Annual Report on Form 10-K contains forward-looking statements, together with related data and projections, about the Company’s
projected financial results and its future plans and strategies. However, actual results and needs of the Company may vary materially
from forward-looking statements and projections made from time to time by the Company on the basis of management’s then-current
expectations. The business in which the Company is engaged involves changing and competitive markets, which may involve a high degree
of risk, and there can be no assurance that forward-looking statements and projections will prove accurate.
Factors
that may cause the Company’s actual results to differ materially from those contemplated or projected, forecast, estimated or budgeted
in such forward looking statements include among others, the following possibilities: (i) heightened competition, including the intensification
of price competition, the entry of new competitors, and the introduction of new products by new and existing competitors; (ii) adverse
state and federal legislation or regulation, including decreases in rates, limitations on premium levels, increases in minimum capital
and reserve requirements, benefit mandates and tax treatment of insurance products; (iii) fluctuations in interest rates causing a reduction
of investment income or increase in interest expense and in the market value of interest rate sensitive investment; (iv) failure to obtain
new customers, retain existing customers or reductions in policies in force by existing customers; (v) higher service, administrative,
or general expenses due to the need for additional advertising, marketing, administrative or management information systems expenditures;
(vi) loss or retirement of key executives or employees; (vii) increases in medical costs; (viii) changes in the Company’s liquidity
due to changes in asset and liability matching; (ix) restrictions on insurance underwriting based on genetic testing and other criteria;
(x) adverse changes in the ratings obtained by independent rating agencies; (xi) failure to maintain adequate reinsurance; (xii) possible
claims relating to sales practices for insurance products and claim denials; (xiii) adverse trends in mortality and morbidity; (xiv)
deterioration of real estate markets; and (xv) lawsuits in the ordinary course of business.
Off-Balance
Sheet Agreements
The
Company has entered into commitments to fund construction and land development loans and has also provided financing for land acquisition
and development. As of December 31, 2022, the Company’s commitments were approximately $231,250,000 for these loans, of which $175,754,000
had been funded. The Company advances funds once the work has been completed and an inspection is made. The maximum loan commitment ranges
between 50% and 80% of appraised value. The Company receives fees and interest for these loans and the interest rate is generally fixed
5.25% to 8.50% per annum. Maturities generally range between six and eighteen months.
Contractual
Obligations
In
the ordinary course of the Company’s operations, the Company enters into certain contractual obligations. Such obligations include
operating leases for office space, agreements with respect to borrowed funds and future policy benefits. See Notes 7, 22, 24 of the Notes
to Consolidated Financial Statements for more information about these obligations.
Casualty
Insurance Program
In
conjunction with the Company’s casualty insurance program, limited equity interests are held in a captive insurance entity. This
program permits the Company to self-insure a portion of losses, to gain access to a wide array of safety-related services, to pool insurance
risks and resources in order to obtain more competitive pricing for administration and reinsurance and to limit its risk of loss in any
particular year. The maximum exposure to loss related to the Company’s involvement with this entity is limited to approximately
$443,758, which is collateralized under a standby letter of credit issued on the insurance entity’s behalf. See Note 10, “Reinsurance,
Commitments and Contingencies,” for additional discussion of commitments associated with the insurance program. The Company does
not expect any material losses to result from the issuance of the standby letter of credit because claims are not expected to exceed
premiums paid.
Item
7A. Quantitative and Qualitative Disclosures about Market Risk
As
a smaller reporting company, the Company is not required to provide information typically disclosed under this item.
31
Item
8. Financial Statements and Supplementary Data
INDEX
TO CONSOLIDATED FINANCIAL STATEMENTS
Page
No.
Financial
Statements:
Report of Independent Registered Public Accounting Firm (PCAOB ID No. 34 )
33
Consolidated Balance Sheets, December 31, 2022 and 2021
35
Consolidated Statements of Earnings for the Years Ended December 31, 2022 and 2021
37
Consolidated Statements of Comprehensive Income for the Years Ended December 31, 2022 and 2021
38
Consolidated Statements of Stockholders’ Equity for the Years Ended December 31, 2022 and 2021
39
Consolidated Statements of Cash Flows for the Years Ended December 31, 2022 and 2021
40
Notes to Consolidated Financial Statements
42
32
REPORT
OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM
To
the Stockholders and the Board of Directors of Security National Financial Corporation:
Opinion
on the Financial Statements
We
have audited the accompanying consolidated balance sheets of Security National Financial Corporation and subsidiaries (the “Company”)
as of December 31, 2022 and 2021, the related consolidated statements of earnings, comprehensive income, stockholders’ equity, and
cash flows for each of the years then ended, and the related notes and the schedules listed in the Index at Item 15 (collectively referred
to as the “financial statements”). In our opinion, the financial statements present fairly, in all material respects, the
financial position of the Company as of December 31, 2022 and 2021, and the results of its operations and its cash flows for each of
the years then ended, in conformity with accounting principles generally accepted in the United States of America.
Basis
for Opinion
These
financial statements are the responsibility of the Company’s management. Our responsibility is to express an opinion on the Company’s
financial statements based on our audits. We are a public accounting firm registered with the 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 audit to obtain
reasonable assurance about whether the financial statements are free of material misstatement, whether due to error or fraud. The Company
is not required to have, nor were we engaged to perform, an audit of its internal control over financial reporting. As part of our audits,
we are required to obtain an understanding of internal control over financial reporting but not for the purpose of expressing an opinion
on the effectiveness of the Company’s internal control over financial reporting. Accordingly, we express no such opinion.
Our
audits included performing procedures to assess the risks of material misstatement of the financial statements, whether due to error
or fraud, and performing procedures that respond to those risks. Such procedures included examining, on a test basis, evidence regarding
the amounts and disclosures in the financial statements. Our audits also included evaluating the accounting principles used and significant
estimates made by management, as well as evaluating the overall presentation of the financial statements. We believe that our audits
provide a reasonable basis for our opinion.
Critical
Audit Matter
The
critical audit matter communicated below is a matter arising from the current-period audit of the financial statements that was communicated
or required to be communicated to the audit committee and that (1) relates to accounts or disclosures that are material to the financial
statements and (2) involved our especially challenging, subjective, or complex judgments. The communication of critical audit matters
does not alter in any way our opinion on the 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.
Future
Policy Benefits and Amortization of Deferred Policy Acquisition Costs for Insurance Contracts and Value of Business Acquired - Refer
to Notes 1 and 22 to the financial statements
Critical
Audit Matter Description
The
Company’s management sets assumptions in (1) estimating a liability for policy benefit payments that will be made in the future
(future policy benefits) and (2) determining amortization of deferred policy acquisition costs for insurance contracts and value of business
acquired. The most significant assumptions include mortality, lapse, and projected investment yield. Assumptions are determined based
upon analysis of Company specific experience, industry standards, adjusted for changes in exposure and other relevant factors. Given
the inherent uncertainty of these significant assumptions, auditing the development of such assumptions involved especially subjective
judgment.
33
How
the Critical Audit Matter Was Addressed in the Audit
Our
audit procedures related to management’s judgments regarding the assumptions used in the development of future policy benefits
and the amortization of deferred policy acquisition costs for insurance contracts and value of business acquired, included the following,
among others:
●
We tested the design and implementation of controls over the assumption development process, the valuation of future policy benefits,
and the amortization of deferred policy acquisition costs for insurance contracts and value of business acquired.
●
With the assistance of our actuarial specialists, we:
●
evaluated
management’s selected actuarial assumptions, including testing the accuracy and completeness of the supporting experience studies,
●
evaluated
management’s judgments regarding the assumptions used in the development of future policy benefits and the amortization of
deferred policy acquisition costs and value of business acquired,
●
evaluated
the results of the Company’s annual premium deficiency tests.
/s/
Deloitte & Touche LLP
Salt
Lake City, UT
March
31, 2023
We
have served as the Company’s auditor since 2017.
34
SECURITY
NATIONAL FINANCIAL CORPORATION
AND
SUBSIDIARIES
CONSOLIDATED
BALANCE SHEETS
December
31
2022
2021
Assets
Investments:
Fixed
maturity securities, available for sale, at estimated fair value
(amortized cost of $ 362,750,511 and $ 236,303,310 for 2022 and
2021)
$ 345,858,492
$ 259,287,603
Equity
securities at estimated fair value (cost of $ 9,942,265 and
$ 8,275,772 for 2022 and 2021)
11,682,526
11,596,414
Mortgage
loans held for investment (net of allowances for loan losses
of $ 1,970,311 and $ 1,699,902 for 2022 and 2021)
308,123,927
277,306,046
Real
estate held for investment (net of accumulated depreciation
of $ 23,793,204 and $ 17,692,038 for 2022 and 2021)
191,328,616
197,365,797
Real
estate held for sale
11,161,582
3,731,300
Other
investments and policy loans (net of allowances for doubtful
accounts of $ 1,609,951 and $ 1,686,218 for 2022 and 2021)
70,508,156
67,955,155
Accrued
investment income
10,299,826
6,313,012
Total
investments
948,963,125
823,555,327
Cash
and cash equivalents
120,919,805
131,354,470
Loans
held for sale at estimated fair value
141,179,620
302,776,827
Receivables
(net of allowances for doubtful accounts of $ 2,229,791 and
$ 1,800,725 for 2022 and 2021)
28,573,092
18,316,116
Restricted
assets (including $ 6,565,552 and $ 5,205,510 for 2022 and 2021
at estimated fair value)
18,935,055
16,938,122
Cemetery
perpetual care trust investments (including $ 3,859,893 and $ 4,087,245 for 2022 and 2021 at estimated fair value)
7,276,210
7,835,721
Receivable
from reinsurers
15,033,938
14,850,608
Cemetery
land and improvements
9,101,474
8,977,877
Deferred
policy and pre-need contract acquisition costs
108,655,128
105,049,983
Mortgage
servicing rights, net
3,039,765
53,060,455
Property
and equipment, net
20,579,649
21,517,598
Value of business
acquired
9,803,736
8,421,432
Goodwill
5,253,783
5,253,783
Other
23,798,512
29,684,987
Total
Assets
$ 1,461,112,892
$ 1,547,593,306
See
accompanying notes to consolidated financial statements.
35
SECURITY
NATIONAL FINANCIAL CORPORATION
AND
SUBSIDIARIES
CONSOLIDATED
BALANCE SHEETS (Continued)
December
31
2022
2021
Liabilities
and Stockholders’ Equity
Liabilities
Future
policy benefits and unpaid claims
$ 889,327,303
$ 863,274,693
Unearned
premium reserve
2,773,616
3,060,738
Bank
and other loans payable
161,712,804
251,286,927
Deferred
pre-need cemetery and mortuary contract revenues
16,226,836
14,508,022
Cemetery
perpetual care obligation
5,099,542
4,915,285
Accounts
payable
5,361,449
10,166,573
Other
liabilities and accrued expenses
57,113,888
69,578,138
Income
taxes
30,710,527
31,036,096
Total
liabilities
1,168,325,965
1,247,826,472
Stockholders’
Equity
Preferred
Stock:
Preferred
stock - non-voting-$ 1.00 par value; 5,000,000 shares authorized;
none issued or outstanding
-
-
Common
Stock:
Class
A: common stock - $ 2.00 par value; 40,000,000 shares authorized;
issued 18,758,031 shares in 2022 and 17,642,722 shares in 2021
37,516,062
35,285,444
Class
B: non-voting common stock - $ 1.00 par value; 5,000,000
shares authorized; none issued or outstanding
-
-
Class
C: convertible common stock - $ 2.00 par value; 6,000,000 shares
authorized; issued 2,889,859 shares in 2022 and 2,866,565 shares
in 2021
5,779,718
5,733,130
Common stock, value
5,779,718
5,733,130
Additional
paid-in capital
64,767,769
57,985,947
Accumulated
other comprehensive income (loss), net of taxes
( 13,070,277 )
18,070,448
Retained
earnings
202,160,306
184,537,489
Treasury
stock, at cost - 525,870 Class A shares and 109,193 Class C shares
in 2022; 34,016 Class A shares and 109,193 Class C shares
in 2021
( 4,366,651 )
( 1,845,624 )
Total
stockholders’ equity
292,786,927
299,766,834
Total
Liabilities and Stockholders’ Equity
$ 1,461,112,892
$ 1,547,593,306
See
accompanying notes to consolidated financial statements.
36
SECURITY
NATIONAL FINANCIAL CORPORATION
AND
SUBSIDIARIES
Consolidated
Statements of Earnings
Years
Ended December 31
2022
2021
Revenues:
Mortgage
fee income
$ 173,499,681
$ 263,418,230
Insurance
premiums and other considerations
105,001,640
100,254,573
Net
investment income
66,197,592
58,264,683
Net
mortuary and cemetery sales
26,993,855
23,997,313
Gains
(losses) on investments and other assets
( 857,460 )
6,265,134
Other
than temporary impairments on investments
-
( 39,502 )
Other
18,817,020
18,535,111
Total
revenues
389,652,328
470,695,542
Benefits
and expenses:
Death
benefits
59,377,962
63,247,616
Surrenders
and other policy benefits
4,688,470
3,970,839
Increase
in future policy benefits
28,858,969
26,263,312
Amortization
of deferred policy and pre-need acquisition
costs and value of business acquired
17,950,202
16,142,970
Selling,
general and administrative expenses:
Commissions
63,321,092
118,286,469
Personnel
100,111,523
100,740,161
Advertising
5,697,998
6,626,418
Rent
and rent related
6,883,013
7,242,287
Depreciation
on property and equipment
2,496,906
1,935,613
Costs
related to funding mortgage loans
7,540,041
10,541,570
Other
45,797,753
53,065,982
Interest
expense
7,830,443
7,127,516
Cost
of goods and services sold – cemeteries and mortuaries
4,721,094
3,704,014
Total
benefits and expenses
355,275,466
418,894,767
Earnings
before income taxes
34,376,862
51,800,775
Income
tax expense
( 8,686,560 )
( 12,281,785 )
Net
earnings
$ 25,690,302
$ 39,518,990
Net
earnings per Class A equivalent common share (1)
$ 1.22
$ 1.87
Net
earnings per Class A equivalent common share -
assuming
dilution (1)
$ 1.17
$ 1.80
Weighted
average Class A equivalent common shares
outstanding (1)
21,137,941
21,146,713
Weighted
average Class A equivalent common shares
outstanding-assuming dilution (1)
21,946,244
21,959,629
(1) Net earnings per
share amounts have been adjusted retroactively for the effect of annual stock dividends. The weighted-average shares outstanding includes
the weighted-average Class A common shares and the weighted-average Class C common shares determined on an equivalent Class A common
stock basis. Net earnings per common share represent net earnings per equivalent Class A common share.
See
accompanying notes to consolidated financial statements.
37
SECURITY
NATIONAL FINANCIAL CORPORATION
AND
SUBSIDIARIES
Consolidated
Statements of comprehensive income
Years
Ended December 31
2022
2021
Net
earnings
$ 25,690,302
$ 39,518,990
Other
comprehensive income:
Unrealized
losses on fixed maturity securities available for sale
( 39,331,688 )
( 6,517,731 )
Unrealized
losses on restricted assets
( 71,035 )
( 23,250 )
Unrealized
losses on cemetery perpetual care trust investments
( 20,446 )
( 11,114 )
Foreign
currency translation adjustments
-
2,835
Other
comprehensive loss, before income tax
( 39,423,169 )
( 6,549,260 )
Income
tax benefit
8,282,444
1,376,575
Other
comprehensive loss, net of income tax
( 31,140,725 )
( 5,172,685 )
Comprehensive
income (loss)
$ ( 5,450,423 )
$ 34,346,305
See
accompanying notes to consolidated financial statements.
38
SECURITY
NATIONAL FINANCIAL CORPORATION
AND
SUBSIDIARIES
Consolidated
Statements of Stockholders’ Equity
Class
A Common Stock
Class
C Common Stock
Additional
Paid-in Capital
Accumulated
Other Comprehensive Income (Loss)
Retained
Earnings
Treasury
Stock
Total
Balance
at December 31, 2020
$ 33,191,566
$ 5,359,206
$ 50,287,253
$ 23,243,133
$ 153,739,167
$ ( 1,833,272 )
$ 263,987,053
Net
earnings
-
-
-
-
39,518,990
-
39,518,990
Other
comprehensive loss
-
-
-
( 5,172,685 )
-
-
( 5,172,685 )
Stock
based compensation expense
-
-
118,384
-
-
-
118,384
Exercise of stock
options
320,564
209,312
547,549
-
-
-
1,077,425
Sale
of treasury stock
-
-
250,019
-
-
5,757,383
6,007,402
Purchase
of treasury stock
-
-
-
-
-
( 5,769,735 )
( 5,769,735 )
Stock
dividends
1,674,820
263,106
6,782,742
-
( 8,720,668 )
-
-
Conversion
Class C to Class A
98,494
( 98,494 )
-
-
-
-
-
Balance
at December 31, 2021
35,285,444
5,733,130
57,985,947
18,070,448
184,537,489
( 1,845,624 )
299,766,834
Net
earnings
-
-
-
-
25,690,302
-
25,690,302
Other
comprehensive loss
-
-
-
( 31,140,725 )
-
-
( 31,140,725 )
Stock
based compensation expense
-
-
929,692
-
-
-
929,692
Exercise of stock
options
219,174
-
( 75,742 )
-
-
-
143,432
Sale
of treasury stock
-
-
( 187,757 )
-
-
5,249,054
5,061,297
Purchase
of treasury stock
-
-
106,176
-
-
( 7,770,081 )
( 7,663,905 )
Stock
dividends
1,779,108
278,924
6,009,453
-
( 8,067,485 )
-
-
Conversion
Class C to Class A
232,336
( 232,336 )
-
-
-
-
-
Balance
at December 31, 2022
$ 37,516,062
$ 5,779,718
$ 64,767,769
$ ( 13,070,277 )
$ 202,160,306
$ ( 4,366,651 )
$ 292,786,927
See
accompanying notes to consolidated financial statements.
39
SECURITY
NATIONAL FINANCIAL CORPORATION
AND
SUBSIDIARIES
Consolidated
Statements of Cash Flows
Years
Ended December 31
2022
2021
Cash
flows from operating activities:
Net
earnings
$ 25,690,302
$ 39,518,990
Adjustments
to reconcile net earnings to net cash used in operating activities:
Losses
(gains) on investments and other assets
857,460
( 6,265,134 )
Other
than temporary impairments on investments
-
39,502
Depreciation
8,598,072
5,540,672
Provision
for loan losses and doubtful accounts
1,331,887
965,736
Net
amortization of deferred fees and costs, premiums and discounts
( 1,018,200 )
( 1,154,604 )
Provision
for deferred income taxes
( 9,954,005 )
11,308,436
Policy
and pre-need acquisition costs deferred
( 20,233,669 )
( 19,985,257 )
Policy
and pre-need acquisition costs amortized
16,685,871
15,027,841
Value
of business acquired amortized
1,264,331
1,115,129
Mortgage
servicing rights, additions
( 10,243,922 )
( 32,701,819 )
Amortization
of mortgage servicing rights
9,078,706
14,851,880
Net
gains on the sale of mortgage servicing rights
( 34,051,938 )
-
Stock
based compensation expense
929,692
118,384
Benefit
plans funded with treasury stock
5,061,297
6,007,402
Net
change in fair value of loans held for sale
8,834,797
8,783,376
Originations
of loans held for sale
( 3,373,554,484 )
( 5,611,189,587 )
Proceeds
from sales of loans held for sale
3,549,405,402
5,900,076,766
Net
gains on sales of loans held for sale
( 74,779,721 )
( 177,876,915 )
Change
in assets and liabilities:
Land
and improvements held for sale
( 123,597 )
441,839
Future
policy benefits and unpaid claims
27,487,657
22,104,116
Other
operating assets and liabilities
( 815,484 )
( 32,088,511 )
Net
cash provided by operating activities
130,450,454
144,638,242
Cash
flows from investing activities:
Purchases
of fixed maturity securities
( 151,581,252 )
( 18,857,131 )
Sales,
calls and maturities of fixed maturity securities
25,163,141
48,015,753
Purchase
of equity securities
( 4,193,460 )
( 1,950,554 )
Sales
of equity securities
2,804,274
3,868,061
Net
changes in restricted assets
( 862,654 )
473,156
Net
changes in cemetery perpetual care trust investments
1,205,208
( 143,379 )
Mortgage
loans held for investment, other investments and policy loans made
( 752,301,471 )
( 838,524,150 )
Payments
received for mortgage loans held for investment, other investments and policy loans
759,243,828
818,108,666
Proceeds
from the sale of mortage servicing rights
79,981,150
-
Purchases
of property and equipment
( 1,600,195 )
( 5,219,928 )
Sales
of property and equipment
69,248
-
Purchases
of real estate
( 20,458,983 )
( 92,403,534 )
Sales
of real estate
25,369,430
35,644,576
Cash
paid for purchase of subsidiaries, net of cash acquired
-
( 12,625,142 )
Net
cash used in investing activities
( 37,161,736 )
( 63,613,606 )
40
SECURITY
NATIONAL FINANCIAL CORPORATION
AND
SUBSIDIARIES
Consolidated
Statements of Cash Flows (Continued)
Years
Ended December 31
2022
2021
Cash
flows from financing activities:
Investment
contract receipts
11,730,820
11,481,349
Investment
contract withdrawals
( 15,795,677 )
( 15,244,629 )
Proceeds
from stock options exercised
143,432
1,077,425
Purchase
of treasury stock
( 7,663,905 )
( 5,769,735 )
Repayment
of bank loans
( 50,308,296 )
( 69,039,725 )
Proceeds
from bank loans
59,618,050
106,995,930
Net
change in warehouse line borrowings for loans held for sale
( 98,943,607 )
( 84,576,055 )
Net
cash used in financing activities
( 101,219,183 )
( 55,075,440 )
Net
change in cash, cash equivalents, restricted cash and restricted cash equivalents
( 7,930,465 )
25,949,196
Cash,
cash equivalents, restricted cash and restricted cash equivalents at beginning of year
141,414,282
115,465,086
Cash,
cash equivalents, restricted cash and restricted cash equivalents at end of year
$ 133,483,817
$ 141,414,282
Supplemental
Disclosure of Cash Flow Information:
Cash
paid during the year for:
Interest
$ 7,697,921
$ 7,290,867
Income
taxes
729,687
5,127,913
Non
Cash Investing and Financing Activities:
Transfer
of loans held for sale to mortgage loans held for investment
$ 51,691,213
$ 201,951
Mortgage
loans held for investment foreclosed into real estate held for investment
10,998,485
931,079
Right-of-use
assets obtained in exchange for operating lease liabilities
2,054,534
5,216,048
Accrued
real estate construction costs and retainage
1,025,397
4,400,320
Transfer
of property and equipment to real estate held for investment
-
3,108,681
See
Note 20 regarding non cash transactions included in the acquisitions of Rivera Funerals, Cremations and Memorial Gardens and Holbrook
Mortuary
Reconciliation
of cash, cash equivalents, restricted cash and restricted cash equivalents as shown in the consolidated statements of cash flows is presented
in the table below:
Years
Ended December 31
2022
2021
Cash
and cash equivalents
$ 120,919,805
$ 131,354,470
Restricted
assets
10,638,034
9,000,293
Cemetery
perpetual care trust investments
1,925,978
1,059,519
Total
cash, cash equivalents, restricted cash and restricted cash equivalents
$ 133,483,817
$ 141,414,282
See
accompanying notes to consolidated financial statements.
41
SECURITY
NATIONAL FINANCIAL CORPORATION
AND
SUBSIDIARIES
Notes
to Consolidated Financial Statements
Years
Ended December 31, 2022 and 2021
1)
Significant Accounting Policies
General
Overview of Business
Security
National Financial Corporation and its wholly owned subsidiaries (the “Company”) operate in three reportable business segments:
life insurance, cemetery and mortuary, and mortgages. The life insurance segment is engaged in the business of selling and servicing
selected lines of life insurance, annuity products and accident and health insurance marketed primarily in the states located in western,
mid-western and southern regions of the United States. The cemetery and mortuary segment of the Company consists of eight mortuaries
and five cemeteries in Utah, one cemetery in California, and four mortuaries and one cemetery in New Mexico. The mortgage segment is
an approved government and conventional lender that originates and underwrites residential and commercial loans for new construction,
existing homes and real estate projects primarily in Florida, Nevada, Texas, and Utah.
Basis
of Presentation
The
accompanying consolidated financial statements have been prepared in accordance with generally accepted accounting principles in the
United States of America (“GAAP”).
Principles
of Consolidation
These
consolidated financial statements include the financial statements of the Company and its majority owned subsidiaries. All intercompany
transactions and accounts have been eliminated in consolidation.
Use
of Estimates
Management
of the Company has made a number of estimates and assumptions related to the reported amounts of assets and liabilities, reported amounts
of revenues and expenses, and the disclosure of contingent assets and liabilities to prepare these financial statements in conformity
with GAAP. Actual results could differ from those estimates.
Material
estimates that are particularly susceptible to significant changes in the near term are those used in determining the value of derivative
assets and liabilities; those used in determining deferred acquisition costs and the value of business acquired; those used in determining
the value of mortgage loans foreclosed to real estate held for investment; those used in determining the liability for future policy
benefits and unearned revenue; those used in determining the estimated future costs for pre-need sales; those used in determining the
value of mortgage servicing rights; those used in determining allowances for loan losses for mortgage loans held for investment; those
used in determining loan loss reserve; and those used in determining deferred tax assets and liabilities. Although some variability is
inherent in these estimates, management believes the amounts provided are fairly stated in all material respects.
Investments
The
Company’s management determines the appropriate classifications of investments in fixed maturity securities and equity securities
at the acquisition date and re-evaluates the classifications at each balance sheet date.
Fixed
maturity securities available for sale are carried at estimated fair value. Changes in fair values are reported as unrealized gains
or losses and are recorded in accumulated other comprehensive income.
Equity
securities are carried at estimated fair value. Changes in fair values are reported as unrealized gains or losses and are recorded
through net earnings as a component of gains on investments and other assets.
42
SECURITY
NATIONAL FINANCIAL CORPORATION
AND
SUBSIDIARIES
Notes
to Consolidated Financial Statements
Years
Ended December 31, 2022 and 2021
1)
Significant Accounting Policies (Continued)
Mortgage
loans held for investment are carried at their unpaid principal balances adjusted for net deferred fees, net discounts, charge-offs
and the related allowance for loan losses. Interest income is included in net investment income on the consolidated statements of earnings
and is recognized when earned. The Company defers related loan origination fees, net of related direct loan origination costs, and amortizes
the net fees over the term of the loans. Origination fees are included in net investment income on the consolidated statements of earnings.
Mortgage loans are secured by the underlying property and require an appraisal at the time of underwriting and funding. Generally, the
Company will fund a loan not to exceed 80% of the loan’s collateral fair market value. Amounts over 80% will require additional
collateral or mortgage insurance by an approved third-party insurer.
Real
estate held for investment is carried at cost, less accumulated depreciation provided on a straight-line basis over the estimated
useful lives of the properties, or is adjusted to a new basis for impairment in value, if any. Included are foreclosed properties which
the Company intends to hold for investment purposes. These properties are recorded at the lower of cost or fair value upon foreclosure.
Also, included are residential subdivision land developments which are carried at cost.
Real
estate held for sale is carried at lower of cost or fair value. Depreciation is not recognized on real estate classified as held
for sale.
Other
investments and policy loans are carried at the aggregate unpaid balances, less allowances for losses.
Accrued
investment income refers to earned income from investments that has not yet been received by the Company.
Gains
and losses on investments (except for equity securities carried at fair value through net earnings) arise when investments are sold
(as determined on a specific identification basis) or are other than temporarily impaired. If in management’s judgment a decline
in the value of an investment below cost is other than temporary, the cost of the investment is written down to fair value with a corresponding
charge to earnings. Factors considered in judging whether an impairment is other than temporary include: the financial condition, business
prospects and credit worthiness of the issuer, the length of time that fair value has been less than cost, the relative amount of the
decline, and the Company’s ability and intent to hold the investment until the fair value recovers, which is not assured.
Cash
and Cash Equivalents
The
Company considers all highly liquid instruments purchased with an original maturity of three months or less to be cash equivalents. The
Company maintains its cash in bank deposit accounts, which at times exceed federally insured limits. The Company has not experienced
any losses in such accounts and believes it is not exposed to any significant credit risk on cash and cash equivalents.
Loans
Held for Sale
Accounting
Standards Codification (“ASC”) No. 825, “Financial Instruments”, allows for the option to report certain financial
assets and liabilities at fair value initially and at subsequent measurement dates with changes in fair value included in earnings. The
option may be applied instrument by instrument, but it is irrevocable. The Company elected the fair value option for loans held for sale.
The Company believes the fair value option most closely aligns the timing of the recognition of gains and costs. These loans are intended
for sale and the Company believes that the fair value is the best indicator of the resolution of these loans. Electing fair value also
reduces certain timing differences and better matches changes in the fair value of these assets with changes in the fair value of the
related derivatives used for these assets. See Note 3 and Note 17 to Consolidated Financial Statements for additional disclosures regarding
loans held for sale.
43
SECURITY
NATIONAL FINANCIAL CORPORATION
AND
SUBSIDIARIES
Notes
to Consolidated Financial Statements
Years
Ended December 31, 2022 and 2021
1)
Significant Accounting Policies (Continued)
Mortgage
Fee Income
Mortgage
fee income consists of origination fees, processing fees, interest income and certain other income related to the origination of mortgage
loans held for sale. All revenues and costs are recognized when the mortgage loan is funded and any changes in fair value are shown as
a component of mortgage fee income. See Note 3 and Note 17 to Consolidated Financial Statements for additional disclosures regarding
loans held for sale.
The
Company, through its mortgage subsidiaries, sells mortgage loans to third-party investors without recourse unless defects are identified
in the representations and warranties made at loan sale. It may be required, however, to repurchase a loan or pay a fee instead of repurchase
under certain events, which include the following:
●
Failure
to deliver original documents specified by the investor,
●
The
existence of misrepresentation or fraud in the origination of the loan,
●
The
loan becomes delinquent due to nonpayment during the first several months after it is sold,
●
Early
pay-off of a loan, as defined by the agreements,
●
Excessive
time to settle a loan,
●
Investor
declines purchase, and
●
Discontinued
product and expired commitment.
Loan
purchase commitments generally specify a date 30 to 45 days after delivery upon which the underlying loans should be settled. Depending
on market conditions, these commitment settlement dates can be extended at a cost to the Company.
It
is the Company’s policy to cure any documentation problems regarding such loans at a minimal cost for up to a six-month time period
and to pursue efforts to enforce loan purchase commitments from third-party investors concerning the loans. The Company believes that
six months allows adequate time to remedy any documentation issues, to enforce purchase commitments, and to exhaust other alternatives.
Remedial methods include the following:
●
Research
reasons for rejection,
●
Provide
additional documents,
●
Request
investor exceptions,
●
Appeal
rejection decision to purchase committee, and
●
Commit
to secondary investors.
Once
purchase commitments have expired and other alternatives to remedy are exhausted, which could be earlier than the six-month time period,
the loans are repurchased and transferred to the long-term investment portfolio at the lower of cost or fair value and previously recorded
mortgage fee income that was to be received from a third-party investor is written off against the loan loss reserve.
Determining
Fair Value
Cost
for loans held for sale is equal to the amount paid to the warehouse bank and the amount originally funded by the Company. Fair value
is often difficult to determine and may contain significant unobservable inputs, but is based on the following:
●
For
loans that are committed, the Company uses the commitment price.
●
For
loans that are non-committed that have an active market, the Company uses the market price.
●
For
loans that are non-committed where there is no market but there is a similar product, the Company uses the market value for the similar
product.
●
For
loans that are non-committed where no active market exists, the Company determines that the unpaid principal balance best approximates
the market value, after considering the fair value of the underlying real estate collateral, estimated future cash flows, and the
loan interest rate.
44
SECURITY
NATIONAL FINANCIAL CORPORATION
AND
SUBSIDIARIES
Notes
to Consolidated Financial Statements
Years
Ended December 31, 2022 and 2021
1)
Significant Accounting Policies (Continued)
The
appraised value of the real estate underlying the original mortgage loan adds support to the Company’s determination of fair value
because if the loan becomes delinquent, the Company has sufficient value to collect the unpaid principal balance or the carrying value
of the loan, thus minimizing credit losses.
The
majority of loans originated are sold to third-party investors. The amounts expected to be sold to investors are shown on the consolidated
balance sheets as loans held for sale.
Loan
Loss Reserve
The
loan loss reserve is an estimate of probable losses at the balance sheet date that the Company will realize in the future on loans sold.
The Company may be required to reimburse third-party investors for costs associated with early payoff of loans within six months of origination
of such loans and to repurchase loans where there is a default in any of the first four monthly payments to the investors or, in lieu
of repurchase, to pay a negotiated fee to the investors. The Company’s estimates are based upon historical loss experience and
the best estimate of the probable loan loss liabilities.
Upon
completion of a transfer that satisfies the conditions to be accounted for as a sale, the Company initially measures at fair value liabilities
incurred in a sale relating to any guarantee or recourse provisions. The Company accrues a monthly allowance for indemnification losses
to investors based on total production. This estimate is based on the Company’s historical experience and is included as a component
of mortgage fee income. Subsequent updates to the recorded liability from changes in assumptions are recorded in selling, general and
administrative expenses as a component of provision for loan loss reserve. The estimated liability for indemnification losses is included
in other liabilities and accrued expenses.
The
loan loss reserve analysis involves mortgage loans that have been sold to third-party investors, which were believed to have met investor
underwriting guidelines at the time of sale, where the Company has received a demand from the investor. There are generally three types
of demands: make whole, repurchase, or indemnification. These types of demands are further described as follows:
Make
whole demand — A make whole demand occurs when an investor forecloses on a property and then sells the property. The make whole
amount is calculated as the difference between the original unpaid principal balance, payments received, accrued interest and fees, less
the sale proceeds.
Repurchase
demand — A repurchase demand usually occurs when there is a significant payment default, error in underwriting or detected
loan fraud.
Indemnification
demand — On certain loans the Company has negotiated a set fee that is to be paid in lieu of repurchase. The fee varies by
investor and by loan product type.
The
Company believes the allowance for loan losses and the loan loss reserve represent probable loan losses incurred as of the balance sheet
date.
Additional
information related to the Loan Loss Reserve is included in Note 3.
45
SECURITY
NATIONAL FINANCIAL CORPORATION
AND
SUBSIDIARIES
Notes
to Consolidated Financial Statements
Years
Ended December 31, 2022 and 2021
1)
Significant Accounting Policies (Continued)
Restricted
Assets
Restricted
assets are assets held in a trust account for future mortuary services and merchandise and consist of cash and cash equivalents; participations
in mortgage loans held for investment with Security National Life Insurance Company (“Security National Life”); mutual funds
carried at estimated fair value; equity securities carried at estimated fair value; and a surplus note with Security National Life (which
is eliminated in consolidation). Restricted assets also include escrows held for borrowers and investors under servicing and appraisal
agreements relating to mortgage loans, funds held by warehouse banks in accordance with loan purchase agreements and funds held in escrow
for certain real estate construction development projects. Additionally, the Company funded its medical benefit safe-harbor limit based
on the qualified direct costs, and has included this amount as a component of restricted cash.
Cemetery
Perpetual Care Trust Investments
Cemetery
endowment care trusts have been set up for five of the seven cemeteries owned by the Company. Under endowment care arrangements a portion
of the price for each lot sold is withheld and invested in a portfolio of investments similar to those described in the prior paragraph.
The earnings stream from the investments is designed to fund future maintenance and upkeep of the cemetery.
Cemetery
Land and Improvements
The
development of a cemetery involves not only the initial acquisition of raw land but also the installation of roads, water lines, landscaping
and other costs to establish a marketable cemetery lot. The costs of developing the cemetery are shown as an asset on the balance sheet.
The amount on the balance sheet is reduced by the total cost assigned to the development of a particular lot when the criterion for recognizing
a sale of that lot is met.
Deferred
Policy Acquisition Costs and Value of Business Acquired
Commissions
and other costs, net of commission and expense allowances for reinsurance ceded, that vary with and are primarily related to the production
of new insurance business have been deferred. Deferred policy acquisition costs (“DAC”) for traditional life insurance are
amortized over the premium paying period of the related policies using assumptions consistent with those used in computing policy benefit
reserves. For interest-sensitive insurance products, deferred policy acquisition costs are amortized generally in proportion to the present
value of expected gross profits from surrender charges, investment, mortality and expense margins. This amortization is adjusted when
estimates of current or future gross profits to be realized from a group of products are reevaluated. Deferred acquisition costs are
written off when policies lapse or are surrendered.
When
accounting for DAC, the Company considers internal replacements of insurance and investment contracts. An internal replacement is a modification
in product benefits, features, rights or coverage that occurs by the exchange of a contract for a new contract, or by amendment, endorsement,
or rider to contract, or by the election of a feature or coverage within a contract. Modifications that result in a replacement contract
that is substantially changed from the replaced contract are accounted for as an extinguishment of the replaced contract. Unamortized
DAC, unearned revenue liabilities and deferred sales inducements from the replaced contract are written-off. Modifications that result
in a contract that is substantially unchanged from the replaced contract are accounted for as a continuation of the replaced contract.
Value
of business acquired (“VOBA”) is the present value of estimated future profits of the acquired business and is amortized
similar to deferred policy acquisition costs.
46
SECURITY
NATIONAL FINANCIAL CORPORATION
AND
SUBSIDIARIES
Notes
to Consolidated Financial Statements
Years
Ended December 31, 2022 and 2021
1)
Significant Accounting Policies (Continued)
Premium
Deficiency and Loss Recognition Testing
At
least annually, the Company tests the adequacy of the net benefit reserves (liability for future policy benefits, net of DAC and VOBA)
recorded for life insurance and annuity products. The Company tests for recoverability by using the Company’s current best-estimate
assumptions as to policyholder mortality, persistency, maintenance expenses and invested asset returns. These tests evaluate whether
the present value of future contract-related cash flows will support the capitalized DAC and VOBA assets. These cash flows consist primarily
of premium income, less benefits and expenses. If the current contract liabilities plus the present value of future premiums is greater
than the sum of the present values of future policy benefits, commissions, and expenses plus the current DAC and VOBA less unearned premium
reserve balances, then the capitalized assets are deemed recoverable. The present values are calculated using the best estimate of the
after tax net investment earned rate.
Mortgage
Servicing Rights
Mortgage
Servicing Rights (“MSR”) arise from contractual agreements between the Company and third-party investors (or their agents)
when mortgage loans are sold. Under these contracts, the Company is obligated to retain and provide loan servicing functions on loans
sold, in exchange for fees and other remuneration. The servicing functions typically performed include, among other responsibilities,
collecting and remitting loan payments; responding to borrower inquiries; accounting for principal and interest, holding custodial (impound)
funds for payment of property taxes and insurance premiums; counseling delinquent mortgagors; and supervising the acquisition of real
estate owned and property dispositions.
The
total residential mortgage loans serviced for others consist primarily of agency conforming fixed-rate mortgage loans. The value of MSRs
is derived from the net cash flows associated with the servicing contracts. The Company receives a servicing fee of generally about 0.25 %
annually on the remaining outstanding principal balances of the loans. Based on the result of the cash flow analysis, an asset or liability
is recorded for mortgage servicing rights. The servicing fees are collected from the monthly payments made by the mortgagors. The Company
generally receives other remuneration including rights to various mortgagor-contracted fees such as late charges, and collateral reconveyance
charges and the Company is generally entitled to retain the interest earned on funds held pending remittance of mortgagor principal,
interest, tax and insurance payments. Contractual servicing fees and late fees are included in other revenues on the consolidated statements
of earnings.
The
Company’s subsequent accounting for MSRs is based on the class of MSRs. The Company has identified two classes of MSRs: MSRs backed
by mortgage loans with initial term of 30 years and MSRs backed by mortgage loans with initial term of 15 years. The Company distinguishes
between these classes of MSRs due to their differing sensitivities to change in value as the result of changes in market. After being
initially recorded at fair value, MSRs backed by mortgage loans are accounted for using the amortization method. Amortization expense
is included in other expenses on the consolidated statements of earnings. MSR amortization is determined by amortizing the MSR balance
in proportion to, and over the period of the estimated future net servicing income of the underlying financial assets.
Interest
rate risk, prepayment risk, and default risk are inherent risks in MSR valuation. Interest rate changes largely drive prepayment rates.
Refinance activity generally increases as rates decline. A significant decrease in rates beyond expectation could cause a decline in
the value of the MSR. On the contrary, if rates increase borrowers are less likely to refinance or prepay their mortgage, which extends
the duration of the loan and MSR values are likely to rise. Because of these risks, discount rates and prepayment speeds are used to
estimate the fair value.
The
Company periodically assesses MSRs for impairment. Impairment occurs when the current fair value of the MSR falls below the asset’s
carrying value (carrying value is the amortized cost reduced by any related valuation allowance). If MSRs are impaired, the impairment
is recognized in current period earnings and the carrying value of the MSRs is adjusted through a valuation allowance.
47
SECURITY
NATIONAL FINANCIAL CORPORATION
AND
SUBSIDIARIES
Notes
to Consolidated Financial Statements
Years
Ended December 31, 2022 and 2021
1)
Significant Accounting Policies (Continued)
Management
periodically reviews the various loan strata to determine whether the value of the MSRs in a given stratum is impaired and likely to
recover. When management deems recovery of the value to be unlikely in the foreseeable future, a write-down of the cost of the MSRs for
that stratum to its estimated recoverable value is charged to the valuation allowance.
Property
and Equipment
Property
and equipment are recorded at cost. Depreciation is calculated principally on the straight-line method over the estimated useful lives
of the assets which range from three to forty years . Leasehold improvements paid for by the Company as a lessee are amortized over the
lesser of the useful life or remaining lease terms.
Long-lived
Assets
Long-lived
assets to be held and used, including property and equipment and real estate held for investment, are reviewed for impairment whenever
events or changes in circumstances indicate that the related carrying amount may not be recoverable. When required, impairment losses
on assets to be held and used are recognized based on the fair value of the asset, and long-lived assets to be disposed of are reported
at the lower of carrying amount or fair value less costs to sell. No impairment of long-lived assets has been recognized in the accompanying
financial statements except for certain impairments of real estate held for sale as disclosed in Note 2.
Derivative
Instruments
Mortgage
Banking Derivatives
Loan
Commitments
The
Company is exposed to price risk due to the potential impact of changes in interest rates on the values of loan commitments from the
time a loan commitment is made to an applicant to the time the loan that would result from the exercise of that loan commitment is funded.
Managing price risk is complicated by the fact that the ultimate percentage of loan commitments that will be exercised (i.e., the number
of loans that will be funded) fluctuates. The probability that a loan will not be funded or the loan application is denied or withdrawn
within the terms of the commitment is driven by a number of factors, particularly the change, if any, in mortgage rates following the
issuance of the loan commitment.
In
general, the probability of funding increases if mortgage rates rise and decreases if mortgage rates fall. This is due primarily to the
relative attractiveness of current mortgage rates compared to the applicant’s committed rate. The probability that a loan will
not be funded within the terms of the mortgage loan commitment also is influenced by the source of the applications (retail, broker or
correspondent channels), proximity to rate lock expiration, purpose for the loan (purchase or refinance), product type and the application
approval status. The Company has developed fallout estimates using historical data that take into account all of the variables, as well
as renegotiations of rate and point commitments that tend to occur when mortgage rates fall. These fallout estimates are used to estimate
the number of loans that the Company expects to be funded within the terms of the loan commitments and are updated periodically to reflect
the most current data.
The
Company estimates the fair value of a loan commitment based on the change in estimated fair value of the underlying mortgage loan, quoted
mortgage-backed securities (“MBS”) prices, estimates of the fair value of mortgage servicing rights, and an estimate of the
probability that the mortgage loan will fund within the terms of the commitment. The change in fair value of the underlying mortgage
loan is measured from the date the loan commitment is issued and is shown net of expenses. Following issuance, the value of a loan commitment
can be either positive or negative depending upon the change in value of the underlying mortgage loans. Fallout rates and other factors
from the Company’s recent historical data are used to estimate the quantity and value of mortgage loans that will fund within the
terms of the commitments.
48
SECURITY
NATIONAL FINANCIAL CORPORATION
AND
SUBSIDIARIES
Notes
to Consolidated Financial Statements
Years
Ended December 31, 2022 and 2021
1)
Significant Accounting Policies (Continued)
Forward
Sale Commitments
The
Company utilizes forward commitments to economically hedge the price risk associated with its outstanding mortgage loan commitments.
A forward commitment protects the Company from losses on sales of the loans arising from exercise of the loan commitments. Management
expects these types of commitments will experience changes in fair value opposite to changes in fair value of the loan commitments, thereby
reducing earnings volatility related to the recognition in earnings of changes in the values of the commitments.
The
net changes in fair value of loan commitments and forward sale commitments are shown in current earnings as a component of mortgage fee
income on the consolidated statements of earnings. Mortgage banking derivatives are shown in other assets and other liabilities and accrued
expenses on the consolidated balance sheets.
Call
and Put Option Derivatives
The
Company uses a strategy of selling “out of the money” call options on its equity securities as a source of revenue. The options
give the purchaser the right to buy from the Company specified equity securities at a set price up to a pre-determined date in the future.
The Company uses the strategy of selling put options as a means of generating cash or purchasing equity securities at lower than current
market prices. The Company receives an immediate payment of cash for the value of the option and establishes a liability for the fair
value of the option. The liability for options is adjusted to fair value at each reporting date. In the event a call option is exercised,
the Company sells the equity security at a favorable price enhanced by the value of the option that was sold. If the option expires unexercised,
the Company recognizes a gain from the expired option. In the event a put option is exercised, the Company acquires an equity security
at the strike price of the option reduced by the value received from the sale of the put option. The equity security is then treated
as a normal equity security in the Company’s portfolio. The net changes in the fair value of call and put options are shown in
current earnings as a component of gains (losses) on investments and other assets. Call and put options are shown in other liabilities
and accrued expenses on the consolidated balance sheets.
Allowance
for Doubtful Accounts and Loan Losses and Impaired Loans
The
Company records an allowance and recognizes an expense for potential losses from mortgage loans held for investment, other investments
and receivables in accordance with GAAP.
Receivables
are the result of cemetery and mortuary operations, mortgage loan operations and life insurance operations. The allowance is based upon
the Company’s historical experience for collectively evaluated impairment. Other allowances are based upon receivables individually
evaluated for impairment. Collectability of the cemetery and mortuary receivables is significantly influenced by current economic conditions.
The critical issues that impact recovery of mortgage loan operations are interest rate risk, loan underwriting, new regulations and the
overall economy.
The
Company provides for losses on its mortgage loans held for investment through an allowance for loan losses (a contra-asset account).
The allowance is comprised of two components. The first component is an allowance for collectively evaluated impairment that is based
upon the Company’s historical experience in collecting similar receivables. The second component is based upon individual evaluation
of loans that are determined to be impaired. As a practical expedient, upon determining impairment, the Company establishes an individual
impairment allowance based upon an assessment of the fair value of the underlying collateral. See the schedules in Note 2 for additional
information. In addition, when a mortgage loan is past due more than 90 days, the Company does not accrue any interest income. When a
loan becomes delinquent, the Company proceeds to foreclose on the real estate and all expenses for foreclosure are expensed as incurred.
Once foreclosed, an adjustment for the lower of cost or fair value is made, if necessary, and the amount is classified as real estate
held for investment or held for sale.
49
SECURITY
NATIONAL FINANCIAL CORPORATION
AND
SUBSIDIARIES
Notes
to Consolidated Financial Statements
Years
Ended December 31, 2022 and 2021
1)
Significant Accounting Policies (Continued)
The
allowance for losses on mortgage loans held for investment could change based on changes in the value of the underlying collateral, the
performance status of the loans, or the Company’s actual collection experience. The actual losses could change, in the near term,
from the established allowance, based upon the occurrence or non-occurrence of these events.
For
purposes of determining the allowance for losses, the Company has segmented its mortgage loans held for investment by loan type. The
Company’s loan types are commercial, residential, and residential construction. The inherent risks within the portfolio vary depending
upon the loan type as follows:
Commercial
— Underwritten in accordance with the Company’s policies to determine the borrower’s ability to repay the obligation
as agreed. Commercial loans are made primarily based on the underlying collateral supporting the loan. Accordingly, the repayment of
a commercial loan depends primarily on the collateral and its ability to generate income and secondary on the borrower’s (or guarantors)
ability to repay.
Residential
— Secured by family dwelling units. These loans are secured by first and second mortgages on the unit. The borrower’s
ability to repay is sensitive to the life events and general economic condition of the region. Where loan to values exceed 80%, the loan
is generally guaranteed by private mortgage insurance, FHA or VA.
Residential
construction (including land acquisition and development) — Underwritten in accordance with the Company’s underwriting
policies which include a financial analysis of the builders, borrowers (guarantors), construction cost estimates, and independent appraisal
valuations. These loans will rely on the value associated with the project upon completion. These cost and valuation estimates may be
inaccurate. Construction loans generally involve the disbursement of substantial funds over a short period of time with repayment substantially
dependent upon the success of the completed project and the ability of the borrower to secure long-term financing. Additionally, land
is underwritten according to the Company’s policies, which include independent appraisal valuations as well as the estimated value
associated with the land upon completion of development into finished lots. These cost and valuation estimates may be inaccurate. These
loans are considered to be of a higher risk than other mortgage loans due to their ultimate repayment being sensitive to general economic
conditions, availability of long-term or construction financing, and interest rate sensitivity.
Future
Policy Benefits and Unpaid Claims
Future
policy benefit reserves for traditional life insurance are computed using a net level method, including assumptions as to investment
yields, mortality, morbidity, withdrawals, and other assumptions based on the life insurance subsidiaries’ experience, modified
as necessary to give effect to anticipated trends and to include provisions for possible unfavorable deviations. Such liabilities are,
for some plans, graded to equal statutory values or cash values at or prior to maturity, which are deemed a reasonable equivalent for
GAAP. The range of assumed interest rates for all traditional life insurance policy reserves was 4 % to 10 %. Benefit reserves for traditional
limited-payment life insurance policies include the deferred portion of the premiums received during the premium-paying period. Deferred
premiums are recognized as income over the life of the policies. Policy benefit claims are charged to expense in the period the claims
are incurred. Increases in future policy benefits are charged to expense.
Future
policy benefit reserves for interest-sensitive insurance products are computed under a retrospective deposit method and represent policy
account balances before applicable surrender charges. Policy benefits and claims that are charged to expense include benefit claims incurred
in the period in excess of related policy account balances. Interest crediting rates for interest-sensitive insurance products ranged
from 3 % to 6.5 %.
50
SECURITY
NATIONAL FINANCIAL CORPORATION
AND
SUBSIDIARIES
Notes
to Consolidated Financial Statements
Years
Ended December 31, 2022 and 2021
1)
Significant Accounting Policies (Continued)
The
Company records an unpaid claims liability for claims in the course of settlement equal to the death benefit amount less any reinsurance
recoverable amount for claims reported. There is also an unpaid claims liability for claims incurred but not reported. This liability
is based on the historical experience of the net amount of claims that were reported in reporting periods subsequent to the reporting
period when claims were incurred.
Participating
Insurance
Participating
business constituted 2 % of insurance in force for the years ended 2022 and 2021. The provision for policyholders’ dividends included
in policyholder obligations is based on dividend scales anticipated by management. Amounts to be paid are determined by the Board of
Directors. The expense recognized for policyholder dividends is included in surrenders and other policy benefits on the consolidated
statements of earnings.
Recognition
of Insurance Premiums and Other Considerations
Premiums
and other consideration for traditional life insurance products (which include those products with fixed and guaranteed premiums and
benefits and consist principally of whole life insurance policies, limited payment life insurance policies, and certain annuities with
life contingencies) are recognized as revenues when due from policyholders. Premiums and other consideration for interest-sensitive insurance
policies (which include universal life policies, interest-sensitive life policies, deferred annuities, and annuities without life contingencies)
are recognized when earned and consist of amounts assessed against policyholder account balances during the period for policy administration
charges and surrender charges.
Reinsurance
The
Company follows the procedure of reinsuring risks in excess of $ 100,000 to provide for greater diversification of business to allow management
to control exposure to potential losses arising from large risks, and provide additional capacity for growth. The Company remains liable
for amounts ceded in the event the reinsurers are unable to meet their obligations.
The
Company entered into coinsurance agreements with unaffiliated insurance companies under which the Company assumed 100 % of the risk for
certain life insurance policies and certain other policy-related liabilities of the insurance company.
Reinsurance
premiums, commissions, expense reimbursements, and reserves related to reinsured business are accounted for on a basis consistent with
those used in accounting for the original policies issued and the terms of the reinsurance contracts. Expense allowances received in
connection with reinsurance ceded are accounted for as a reduction of the related policy acquisition costs and are deferred and amortized
accordingly.
Pre-need
Sales and Costs
Pre-need
contract sales of funeral services and caskets - revenue and costs associated with the sales of pre-need funeral services and caskets
are deferred until the performance obligations are fulfilled (services are performed or the caskets are delivered).
Sales
of cemetery interment rights (cemetery burial property) - revenue and costs associated with the sale of cemetery interment rights
are deferred until 10% of the sales price has been collected.
Pre-need
contract sales of cemetery merchandise (primarily markers and vaults) - revenue and costs associated with the sale of pre-need cemetery
merchandise is deferred until the merchandise is delivered to the Company.
51
SECURITY
NATIONAL FINANCIAL CORPORATION
AND
SUBSIDIARIES
Notes
to Consolidated Financial Statements
Years
Ended December 31, 2022 and 2021
1)
Significant Accounting Policies (Continued)
Pre-need
contract sales of cemetery services (primarily merchandise delivery, installation fees and burial opening and closing fees) - revenue
and costs associated with the sales of pre-need cemetery services are deferred until the services are performed.
Prearranged
funeral and pre-need cemetery customer acquisition costs - costs incurred related to obtaining new pre-need contract cemetery and
prearranged funeral services, which include only costs that vary with and are primarily related to the acquisition of new pre-need cemetery
and prearranged funeral services, are deferred until the merchandise is delivered or services are performed.
Revenues
and costs for at-need sales are recorded when a valid contract exists, the services are performed, collection is reasonably assured and
there are no significant performance obligations remaining.
The
Company, through its cemetery and mortuary operations, provides guaranteed funeral arrangements wherein a prospective customer can receive
future goods and services at guaranteed prices. To accomplish this, the Company, through its life insurance operations, sells to the
customer an increasing benefit life insurance policy that is assigned to the mortuaries. If, at the time of need, the policyholder/potential
mortuary customer utilizes one of the Company’s facilities, the guaranteed funeral arrangement contract that has been assigned
will provide the funeral goods and services at the contracted price. The increasing life insurance policy will cover the difference between
the original contract prices and current prices. Risks may arise if the difference cannot be fully met by the life insurance policy.
However, management believes that given current inflation rates and related price increases of goods and services, the risk of exposure
is minimal.
Goodwill
Previous
acquisitions have been accounted for as purchases under which assets acquired and liabilities assumed were recorded at their fair values
with the excess purchase price recognized as goodwill. The Company evaluates annually or when changes in circumstances warrant the recoverability
of goodwill and if there is a decrease in value, the related impairment is recognized as a charge against income. No impairment of goodwill
has been recognized in the accompanying financial statements.
Other
Intangibles
Other
intangibles are recognized apart from goodwill whenever an acquired intangible asset arises from contractual or other legal rights, or
whenever it is capable of being separated or divided from the acquired entity and sold, transferred, licensed, rented, or exchanged,
either individually or in combination with a related contract, asset, or liability. The Company engages a third-party valuation firm
to analyze the value of the intangible assets that result from significant acquisitions. The value of the intangible assets that result
from these acquisitions are included in Other Assets and are determined using the income approach, relying on a relief from the royalty
method.
52
SECURITY
NATIONAL FINANCIAL CORPORATION
AND
SUBSIDIARIES
Notes
to Consolidated Financial Statements
Years
Ended December 31, 2022 and 2021
1)
Significant Accounting Policies (Continued)
Income
Taxes
Income
taxes include taxes currently payable plus deferred taxes. Deferred tax assets and liabilities are recognized for the future tax consequences
attributable to the temporary differences in the financial reporting basis and tax basis of assets and liabilities and operating loss
carry-forwards. Deferred tax assets are measured using enacted tax rates expected to apply to taxable income in the years in which these
temporary differences are expected to be recovered or settled.
Liabilities
are established for uncertain tax positions expected to be taken in income tax returns when such positions are judged to meet the “more-likely-than-not”
threshold based on the technical merits of the positions. Estimated interest and penalties related to uncertain tax penalties are included
as a component of income tax expense.
Earnings
Per Common Share
The
Company computes earnings per share which requires presentation of basic and diluted earnings per share. Basic earnings per equivalent
Class A common share are computed by dividing net earnings by the weighted-average number of Class A common shares outstanding during
each year presented, after the effect of the assumed conversion of Class C common stock to Class A common stock. Diluted earnings per
share is computed by dividing net earnings by the weighted-average number of common shares outstanding during the year used to compute
basic earnings per share plus dilutive potential incremental shares by application of the treasury stock method. Basic and diluted earnings
per share amounts have been adjusted retroactively for the effect of annual stock dividends.
Stock
Based Compensation
The
cost of employee services received in exchange for an award of equity instruments is recognized in the financial statements and is measured
based on the fair value on the grant date of the award. The fair value of stock options is calculated using the Black Scholes Option
Pricing Model. Stock option compensation expense is recognized over the period during which an employee is required to provide service
in exchange for the award and is included in personnel expenses on the consolidated statements of earnings.
Concentration
of Credit Risk
For
a description of the concentration risk regarding available for sale debt securities, mortgage loans held for investment and real estate
held for investment, refer to Note 2, and for receivables from reinsurers, refer to Note 10 of the Notes to Consolidated Financial Statements.
Advertising
The
Company expenses advertising costs as incurred.
53
SECURITY
NATIONAL FINANCIAL CORPORATION
AND
SUBSIDIARIES
Notes
to Consolidated Financial Statements
Years
Ended December 31, 2022 and 2021
1)
Significant Accounting Policies (Continued)
Recent
Accounting Pronouncements
Accounting
Standards Adopted in 2023
ASU
No. 2016-13: “Financial Instruments – Credit Losses (Topic 326)” — Issued in September 2016, ASU 2016-13
amends guidance on reporting credit losses for assets held at amortized cost basis (such as mortgage loans held for investment and held
to maturity debt securities) and available for sale debt securities. For assets held at amortized cost basis, Topic 326 eliminates the
probable initial recognition threshold in current GAAP and, instead, requires an entity to reflect its current estimate of all expected
credit losses. The allowance for credit losses is a valuation account that is deducted from the amortized cost basis of the financial
assets to present the net amount expected to be collected. For available for sale debt securities, credit losses are measured in a manner
similar to current GAAP; however, Topic 326 requires that credit losses be presented as an allowance rather than as a write-down. The
Company adopted this standard on January 1, 2023, and after a review of the affected assets, determined that it would decrease the opening
balance of retained earnings in stockholders’ equity by $ 671,505 on January 1, 2023. The allowances for credit losses increased
(decreased) by the following amounts.
Schedule
of Increased (Decrease) in Allowances for Credit Losses Upon ASU
Amount
Mortgage
loans held for investment:
Residential
$ ( 192,607 )
Residential
construction
301,830
Commercial
555,806
Total
665,029
Restriced
assets - mortgage loans held for investment:
Residential
construction
3,463
Cemetery
perpetual care trust investments - mortgage loans held for investment:
Residential
construction
3,013
Grand
Total
671,505
Accounting
Standards Issued But Not Yet Adopted
ASU
No. 2018-12: “Financial Services – Insurance (Topic 944): Targeted Improvements to the Accounting for Long-Duration Contracts”
— Issued in August 2018, ASU 2018-12 is intended to improve the timeliness of recognizing changes in the liability for future
policy benefits on traditional long-duration contracts by requiring that assumptions be updated after contract inception and by modifying
the rate used to discount future cash flows. The ASU will improve the accounting for certain market-based options or guarantees associated
with deposit or account balance contracts, simplify amortization of deferred acquisition costs while improving and expanding required
disclosures. In November 2020, the FASB issued an update to ASU No. 2018-12 that made the ASU effective for the Company on January 1,
2025. The Company has made progress in the implementation of the new standard, including the involvement of actuaries, accountants, and
systems specialists. However, the Company has not yet estimated the impact the new guidance will have on the consolidated financial statements.
The
Company has reviewed other recent accounting pronouncements and has determined that they will not significantly impact the Company’s
results of operations or financial position.
54
SECURITY
NATIONAL FINANCIAL CORPORATION
AND
SUBSIDIARIES
Notes
to Consolidated Financial Statements
Years
Ended December 31, 2022 and 2021
2)
Investments
The
Company’s investments as of December 31, 2022 are summarized as follows:
Schedule
of Investments
Amortized
Cost
Gross
Unrealized Gains
Gross
Unrealized Losses
Estimated
Fair Value
December
31, 2022:
Fixed
maturity securities, available for sale, at estimated fair value:
U.S.
Treasury securities and obligations of U.S. Government agencies
$ 93,182,210
$ 180,643
$ ( 2,685,277 )
$ 90,677,576
Obligations
of states and political subdivisions
6,675,071
13,869
( 458,137 )
6,230,803
Corporate
securities including public utilities
229,141,544
1,909,630
( 11,930,773 )
219,120,401
Mortgage-backed
securities
33,501,686
168,700
( 4,100,674 )
29,569,712
Redeemable
preferred stock
250,000
10,000
-
260,000
Total
fixed maturity securities available for sale
$ 362,750,511
$ 2,282,842
$ ( 19,174,861 )
$ 345,858,492
Equity
securities at estimated fair value:
Common
stock:
Industrial,
miscellaneous and all other
$ 9,942,265
$ 2,688,375
$ ( 948,114 )
$ 11,682,526
Total
equity securities at estimated fair value
$ 9,942,265
$ 2,688,375
$ ( 948,114 )
$ 11,682,526
Mortgage
loans held for investment at amortized cost:
Residential
$ 93,355,623
Residential
construction
172,516,125
Commercial
46,311,955
Less:
Unamortized deferred loan fees, net
( 1,746,605 )
Less:
Allowance for loan losses
( 1,970,311 )
Less:
Net discounts
( 342,860 )
Total
mortgage loans held for investment
$ 308,123,927
Real
estate held for investment - net of accumulated depreciation:
Residential
$ 38,437,960
Commercial
152,890,656
Total
real estate held for investment
$ 191,328,616
Real
estate held for sale:
Residential
$ 11,010,029
Commercial
151,553
Total
real estate held for sale
$ 11,161,582
Other
investments and policy loans at amortized cost:
Policy
loans
$ 13,095,473
Insurance
assignments
46,942,536
Federal
Home Loan Bank stock (1)
2,600,300
Other
investments
9,479,798
Less:
Allowance for doubtful accounts
( 1,609,951 )
Total
policy loans and other investments
$ 70,508,156
Accrued
investment income
$ 10,299,826
Total
investments
$ 948,963,125
(1) Includes $ 938,500
of Membership stock and $ 1,661,800 of Activity stock due to short-term advances and letters of credit.
55
SECURITY
NATIONAL FINANCIAL CORPORATION
AND
SUBSIDIARIES
Notes
to Consolidated Financial Statements
Years
Ended December 31, 2022 and 2021
2)
Investments (Continued)
The
Company’s investments as of December 31, 2021 are summarized as follows:
Amortized
Cost
Gross
Unrealized Gains
Gross
Unrealized Losses
Estimated
Fair Value
December
31, 2021:
Fixed
maturity securities, available for sale, at estimated fair value:
U.S.
Treasury securities and obligations of U.S. Government agencies
$ 22,307,736
$ 578,567
$ -
$ 22,886,303
Obligations
of states and political subdivisions
4,649,917
212,803
( 1,989 )
4,860,731
Corporate
securities including public utilities
174,711,061
21,791,370
( 353,668 )
196,148,763
Mortgage-backed
securities
34,365,382
905,159
( 161,332 )
35,109,209
Redeemable
preferred stock
269,214
13,383
-
282,597
Total
fixed maturity securities available for sale
$ 236,303,310
$ 23,501,282
$ ( 516,989 )
$ 259,287,603
Equity
securities at estimated fair value:
Common
stock:
Industrial,
miscellaneous and all other
$ 8,275,772
$ 3,626,444
$ ( 305,802 )
$ 11,596,414
Total
equity securities at estimated fair value
$ 8,275,772
$ 3,626,444
$ ( 305,802 )
$ 11,596,414
Mortgage
loans held for investment at amortized cost:
Residential
$ 53,533,712
Residential
construction
175,117,783
Commercial
51,683,022
Less:
Unamortized deferred loan fees, net
( 918,586 )
Less:
Allowance for loan losses
( 1,699,902 )
Less:
Net discounts
( 409,983 )
Total
mortgage loans held for investment
$ 277,306,046
Real
estate held for investment - net of accumulated depreciation:
Residential
$ 41,972,462
Commercial
155,393,335
Total
real estate held for investment
$ 197,365,797
Real
estate held for sale:
Residential
$ 1,190,602
Commercial
2,540,698
Total
real estate held for sale
$ 3,731,300
Other
investments and policy loans at amortized cost:
Policy
loans
$ 13,478,214
Insurance
assignments
48,632,808
Federal
Home Loan Bank stock (1)
2,547,100
Other
investments
4,983,251
Less:
Allowance for doubtful accounts
( 1,686,218 )
Total
policy loans and other investments
$ 67,955,155
Accrued
investment income
$ 6,313,012
Total
investments
$ 823,555,327
(1) Includes $ 905,700 of Membership
stock and $ 1,641,400 of Activity stock due to short-term advances and letters of credit.
56
SECURITY
NATIONAL FINANCIAL CORPORATION
AND
SUBSIDIARIES
Notes
to Consolidated Financial Statements
Years
Ended December 31, 2022 and 2021
2)
Investments (Continued)
Fixed
Maturity Securities
The
following table summarizes unrealized losses on fixed maturities securities available for sale that were carried at estimated fair value
at December 31, 2022 and at December 31, 2021. The unrealized losses were primarily related to interest rate fluctuations and inflation.
The tables set forth unrealized losses by duration with the fair value of the related fixed maturity securities:
Schedule of Fair Value of Fixed Maturity Securities
Unrealized
Losses for Less than Twelve Months
Fair
Value
Unrealized
Losses for More than Twelve Months
Fair
Value
Total
Unrealized Loss
Fair
Value
At
December 31, 2022
U.S.
Treasury securities and obligations of U.S. Government agencies
$ 2,685,277
$ 79,400,753
$ -
$ -
$ 2,685,277
$ 79,400,753
Obligations
of States and Political Subdivisions
378,067
5,467,910
80,070
429,020
458,137
5,896,930
Corporate
Securities
10,935,114
162,995,969
995,659
5,781,822
11,930,773
168,777,791
Mortgage
and other asset-backed securities
2,884,731
19,909,907
1,215,943
6,978,745
4,100,674
26,888,652
Total
unrealized losses
$ 16,883,189
$ 267,774,539
$ 2,291,672
$ 13,189,587
$ 19,174,861
$ 280,964,126
At
December 31, 2021
Obligations
of States and Political Subdivisions
$ 1,989
$ 548,715
$ -
$ -
$ 1,989
$ 548,715
Corporate
Securities
73,507
4,638,750
280,161
3,771,813
353,668
8,410,563
Mortgage
and other asset-backed securities
72,952
7,934,760
88,380
1,582,804
161,332
9,517,564
Total
unrealized losses
$ 148,448
$ 13,122,225
$ 368,541
$ 5,354,617
$ 516,989
$ 18,476,842
There
were 713 securities with fair value of 93.6 % of amortized cost at December 31, 2022. There were 55 securities with fair value of 97.3 %
of amortized cost at December 31, 2021. Credit losses of nil and $ 39,502 have been recognized for the years ended December 31, 2022 and
2021, respectively.
On
a quarterly basis, the Company evaluates its fixed maturity securities classified as available for sale. This evaluation includes a review
of current ratings by the National Association of Insurance Commissions (“NAIC”). Securities with a rating of 1 or 2 are
considered investment grade and are not reviewed for impairment, unless current market or recent company news could lead to a credit
downgrade. Securities with ratings of 3 to 5 are evaluated for impairment. Securities with a rating of 6 are automatically determined
to be impaired and are written down. The evaluation involves an analysis of the securities in relation to historical values, interest
payment history, projected earnings and revenue growth rates as well as a review of the reason for a downgrade in the NAIC rating. Based
on the analysis of a security that is rated 3 to 5, a determination is made whether the security will likely make interest and principal
payments in accordance with the terms of the financial instrument. If it is unlikely that the security will meet contractual obligations,
the loss is considered to be other than temporary, the security is written down to the new anticipated market value and an impairment
loss is recognized.
The
fair values of fixed maturity securities are based on quoted market prices, when available. For fixed maturity securities not actively
traded, fair values are estimated using values obtained from independent pricing services, or in the case of private placements, are
estimated by discounting expected future cash flows using a current market value applicable to the coupon rate, credit and maturity of
the investments.
57
SECURITY
NATIONAL FINANCIAL CORPORATION
AND
SUBSIDIARIES
Notes
to Consolidated Financial Statements
Years
Ended December 31, 2022 and 2021
2)
Investments (Continued)
The
following table presents a rollforward of the Company’s cumulative other than temporary credit impairments (“OTTI”)
recognized in earnings on fixed maturity securities available for sale.
Schedule of Earnings on Fixed Maturity
Securities
2022
2021
Balance
of credit-related OTTI at January 1
$ 264,977
$ 370,975
Additions
for credit impairments recognized on:
Securities
not previously impaired
-
39,502
Securities
previously impaired
-
-
Reductions
for credit impairments previously recognized on:
Securities
that matured or were sold during the period (realized)
( 39,502 )
( 145,500 )
Securities
due to an increase in expected cash flows
-
-
Balance
of credit-related OTTI at December 31
$ 225,475
$ 264,977
The
following table presents the amortized cost and estimated fair value of fixed maturity securities available for sale at December 31,
2022, by contractual maturity. Expected maturities may differ from contractual maturities because certain borrowers may have the right
to call or prepay obligations with or without call or prepayment penalties.
Schedule of Investments Classified by Contractual
Maturity Date
Amortized
Cost
Estimated
Fair
Value
Due
in 1 year
$ -
$ -
Due
in 2-5 years
139,431,212
135,093,083
Due
in 5-10 years
87,552,213
84,011,366
Due
in more than 10 years
102,015,400
96,924,331
Mortgage-backed
securities
33,501,686
29,569,712
Redeemable
preferred stock
250,000
260,000
Total
$ 362,750,511
$ 345,858,492
The
Company is a member of the Federal Home Loan Bank of Des Moines and Dallas (“FHLB”). The Company pledged a total of $ 93,034,880 ,
at estimated fair value, of fixed maturity securities with the FHLB at December 31, 2022. These securities are used as collateral on
any cash borrowings from the FHLB. As of December 31, 2022, the Company owed nil to the FHLB and its estimated maximum borrowing capacity
was $ 86,032,116 .
58
SECURITY
NATIONAL FINANCIAL CORPORATION
AND
SUBSIDIARIES
Notes
to Consolidated Financial Statements
Years
Ended December 31, 2022 and 2021
2)
Investments (Continued)
Investment
Related Earnings
The
following table presents the net realized gains and losses from sales, calls, and maturities, unrealized gains and losses on equity securities,
and other than temporary impairments from investments and other assets.
Schedule of Gain (Loss) on Investments
2022
2021
Years
Ended December 31
2022
2021
Fixed
maturity securities available for sale:
Gross
realized gains
$ 205,949
$ 984,740
Gross
realized losses
( 43,776 )
( 139,728 )
Other
than temporary impairments
-
( 39,502 )
Equity
securities:
Gains
(losses) on securities sold
( 10,519 )
390,597
Unrealized
gains (losses) on securities held at the
end of the period
( 2,109,556 )
2,732,130
Mortgage
loans held for investment:
Gross
realized gains
-
1,890,826
Gross
realized losses
-
( 4,190 )
Real
estate held for investment and sale:
Gross
realized gains
1,239,332
2,347,924
Gross
realized losses
( 825,593 )
( 2,426,428 )
Other
assets, including call and put option derivatives:
Gross
realized gains
686,703
547,785
Gross
realized losses
-
( 58,522 )
Total
$ ( 857,460 )
$ 6,225,632
The
net realized gains and losses on the sale of securities are recorded on the trade date, and the cost of the securities sold is determined
using the specific identification method.
Net
realized gains and losses includes gains and losses by the restricted assets and cemetery perpetual care trust investments of the cemeteries
and mortuaries of $ 817,000 in net losses and $ 933,045 in net gains for the years ended December 31, 2022 and 2021, respectively.
Information
regarding sales of fixed maturity securities available for sale is presented as follows.
Schedule of Major
Categories of Net Investment Income
2022
2021
Years
Ended December 31
2022
2021
Proceeds
from sales
$ 3,091,105
$ 2,896,351
Gross
realized gains
24,281
208,698
Gross
realized losses
( 32,976 )
( 4,046 )
59
SECURITY
NATIONAL FINANCIAL CORPORATION
AND
SUBSIDIARIES
Notes
to Consolidated Financial Statements
Years
Ended December 31, 2022 and 2021
2)
Investments (Continued)
Major
categories of net investment income were as follows:
2022
2021
Years
Ended December 31
2022
2021
Fixed
maturity securities available for sale
$ 12,395,764
$ 10,769,979
Equity
securities
511,118
446,337
Mortgage
loans held for investment
34,949,763
28,758,614
Real
estate held for investment and sale
14,563,269
12,334,989
Policy
loans
932,362
940,890
Insurance
assignments
18,112,840
19,062,052
Other
investments
518,865
131,145
Cash
and cash equivalents
1,666,945
235,470
Gross
investment income
83,650,926
72,679,476
Investment
expenses
( 17,453,334 )
( 14,414,793 )
Net
investment income
$ 66,197,592
$ 58,264,683
Net
investment income includes income earned by the restricted assets and cemetery perpetual care trust investments of the cemeteries and
mortuaries of $ 2,404,277 and $ 1,472,295 for the years ended December 31, 2022 and 2021, respectively.
Net
investment income on real estate consists primarily of rental revenue.
Investment
expenses consist primarily of depreciation, property taxes, operating expenses of real estate and an estimated portion of administrative
expenses relating to investment activities.
Securities
on deposit for regulatory authorities as required by law amounted to $ 11,032,165 and $ 10,168,853 at December 31, 2022 and 2021, respectively
(the December 31, 2021 amount has been corrected from that previously reported due to a typographical error). The restricted securities
are included in various assets under investments on the accompanying consolidated balance sheets.
There
were no investments, aggregated by issuer, in excess of 10% of shareholders’ equity (before net unrealized gains and losses) at
December 31, 2022, other than investments issued or guaranteed by the United States Government.
Real
Estate Held for Investment and Held for Sale
The
Company strategically deploys resources into real estate to match the income and yield durations of its primary obligations. The sources
for these real estate assets come through its various business segments in the form of acquisition, development and mortgage foreclosures.
The Company reports real estate held for investment and held for sale pursuant to the accounting policy discussed in Note 1 of the Notes
to Consolidated Financial Statements.
Commercial
Real Estate Held for Investment and Held for Sale
The
Company owns and manages commercial real estate assets as a means of generating investment income. These assets are acquired in accordance
with the Company’s goals and objectives for risk-adjusted returns. Due diligence is conducted on each asset using internal and
third-party reports. Geographic locations and asset classes of the investment activity is determined by senior management under the direction
of the Board of Directors.
60
SECURITY
NATIONAL FINANCIAL CORPORATION
AND
SUBSIDIARIES
Notes
to Consolidated Financial Statements
Years
Ended December 31, 2022 and 2021
2)
Investments (Continued)
The
Company employs full-time employees to attend to the day-to-day operations of those assets within the greater Salt Lake area and close
surrounding markets. The Company utilizes third-party property managers when the geographic boundary does not warrant full-time staff
or through strategic lease-up periods. The Company generally looks to acquire assets in regions that are high growth regions for employment
and population and assets that provide operational efficiencies.
The
Company currently owns and operates nine commercial properties in three states. These properties include office buildings, flex office
space, and includes the redevelopment and expansion of its corporate campus (“Center53”) in Salt Lake City, Utah. The Company
does use debt in strategic cases to leverage established yields or to acquire a higher quality or different class of asset.
The
aggregated net ending balance of commercial real estate that serves as collateral for bank loans was $ 129,330,119 and $ 134,251,205 as
of December 31, 2022 and 2021, respectively. The associated bank loan carrying values totaled $ 97,112,131 and $ 85,663,148 as of December
31, 2022 and 2021, respectively.
During
the years ended December 31, 2022 and 2021, the Company recorded impairment losses on commercial real estate held for sale of nil and
$ 2,028,378 , respectively. Impairment losses are included in gains (losses) on investments and other assets on the consolidated statements
of earnings.
During
the years ended December 31, 2022 and 2021, the Company recorded depreciation expense on commercial real estate held for investment of
$ 6,090,575 and $ 3,592,207 , respectively. Commercial real estate held for investment is stated at cost and is depreciated over the estimated
useful life, primarily using the straight-line method. Depreciation is included in net investment income on the consolidated statements
of earnings.
Operating
leases arise from the leasing of the Company’s commercial real estate held for investment. Initial lease terms generally range
from three to ten years .
The
Company’s commercial real estate held for investment is summarized as follows:
Schedule of Commercial Real Estate Investment
Net
Ending Balance
Total
Square Footage
December
31
December
31
2022
2021
2022
2021
Utah
(1)
$ 147,627,946
$ 150,105,948
625,920
625,920
Louisiana
2,380,847
2,426,612
31,778
31,778
Mississippi
2,881,863
2,860,775
19,694
19,694
$ 152,890,656
$ 155,393,335
677,392
677,392
(1) Includes Center53
phase 1 and phase 2
61
SECURITY
NATIONAL FINANCIAL CORPORATION
AND
SUBSIDIARIES
Notes
to Consolidated Financial Statements
Years
Ended December 31, 2022 and 2021
2)
Investments (Continued)
The
following is a maturity analysis of the annual undiscounted cash flows of the operating lease payments to be received.
Schedule of Annual Undiscounted Cash Flows of Operating Lease Payments
2023
$ 11,650,181
2024
10,310,144
2025
9,933,831
2026
8,282,769
2027
6,720,796
Thereafter
50,530,849
Total
$ 97,428,570
The
Company’s commercial real estate held for sale is summarized as follows:
Net
Ending Balance
Total
Square Footage
December
31
December
31
2022
2021
2022
2021
Kansas
$ -
$ 2,000,000
-
222,679
Louisiana
-
389,145
-
2,872
Mississippi
(1)
151,553
151,553
-
-
$ 151,553
$ 2,540,698
-
225,551
(1) Approximately 93
acres of undeveloped land
This
property is being marketed with the assistance of commercial real estate brokers in the markets where the property is located.
Residential
Real Estate Held for Investment and Held for Sale
The
Company occasionally owns a small portfolio of residential homes primarily as a result of loan foreclosures. The Company has the option
to sell them or to continue to hold them for cash flow and acceptable returns. The Company also invests in residential subdivision land
developments.
The
Company established Security National Real Estate Services (“SNRE”) to manage the residential portfolio. SNRE cultivates
and maintains the preferred vendor relationships necessary to manage costs and quality of work performed on the residential portfolio
across the country.
During
the years ended December 31, 2022 and 2021, the Company recorded impairment losses on residential real estate held for sale of $ 94,400
and nil , respectively. These impairment losses are included in gains (losses) on investments and other assets on the consolidated statements
of earnings.
During
the years ended December 31, 2022 and 2021, the Company recorded depreciation expense on residential real estate held for investment
of $ 10,592 and $ 12,850 , respectively. Residential real estate held for investment is stated at cost and is depreciated over the estimated
useful life, primarily using the straight-line method. Depreciation is included in net investment income on the consolidated statements
of earnings.
62
SECURITY
NATIONAL FINANCIAL CORPORATION
AND
SUBSIDIARIES
Notes
to Consolidated Financial Statements
Years
Ended December 31, 2022 and 2021
2)
Investments (Continued)
The
net ending balance of foreclosed residential real estate included in residential real estate held for investment or sale was $ 11,010,029
and $ 1,190,602
as of December 31, 2022 and 2021, respectively.
The
Company’s residential real estate held for investment is summarized as follows:
Schedule of Residential Real Estate Investment
Net
Ending Balance
December
31
2022
2021
Utah
(1)
$ 38,437,960
$ 41,686,281
Washington
(2)
-
286,181
$ 38,437,960
$ 41,972,462
(1) Including subdivision
land developments
(2) Improved residential
lots
The
following table presents additional information regarding the Company’s subdivision land developments in Utah.
December
31
2022
2021
Lots
available for sale
80
67
Lots
to be developed
1,131
548
Ending Balance
$ 38,241,705
$ 41,479,434
The
Company’s residential real estate held for sale is summarized as follows:
2022
2021
Net
Ending Balance
December
31
2022
2021
Utah
$ 11,010,029
$ -
Nevada
-
979,640
Texas
-
200,962
Ohio
-
10,000
Real
estate held for sale
$ 11,010,029
$ 1,190,602
These
properties are all actively being marketed with the assistance of residential real estate brokers. The Company expects these properties
to sell within the coming 12 months.
63
SECURITY
NATIONAL FINANCIAL CORPORATION
AND
SUBSIDIARIES
Notes
to Consolidated Financial Statements
Years
Ended December 31, 2022 and 2021
2)
Investments (Continued)
Real
Estate Owned and Occupied by the Company
The
primary business units of the Company occupy a portion of the commercial real estate owned by the Company. As of December 31, 2022, real
estate owned and occupied by the Company is summarized as follows:
Schedule
of Real Estate Owned and Occupied by the Company
Location
Business Segment
Approximate Square Footage
Square Footage Occupied by the Company
433 Ascension Way, Floors 4, 5 and 6, Salt Lake City, UT - Center53 Building 2
Corporate Offices, Life Insurance, Cemetery/Mortuary Operations, and Mortgage Operations and Sales
221,000
50 %
1044 River Oaks Dr., Flowood, MS
Life Insurance Operations
19,694
28 %
1818 Marshall Street, Shreveport, LA (1)
Life Insurance Operations
12,274
100 %
909 Foisy Street, Alexandria, LA (1)
Life Insurance Sales
8,059
100 %
812 Sheppard Street, Minden, LA (1)
Life Insurance Sales
1,560
100 %
1550 N 3rd Street, Jena, LA (1)
Life Insurance Sales
1,737
100 %
(1) Included in property
and equipment on the consolidated balance sheets
Mortgage
Loans Held for Investment
The
Company reports mortgage loans held for investment pursuant to the accounting policy discussed in Note 1 of the Notes to Consolidated
Financial Statements.
Mortgage
loans consist of first and second mortgages. The mortgage loans bear interest at rates ranging from 2.0 % to 10.5 %, maturity dates range
from nine months to 30 years and are secured by real estate. Concentrations of credit risk arise when a number of mortgage loan debtors
have similar economic characteristics that would cause their ability to meet contractual obligations to be similarly affected by changes
in economic conditions. Although the Company has a diversified mortgage loan portfolio consisting of residential mortgages, commercial
loans and residential construction loans and requires collateral on all real estate exposures, a substantial portion of its debtors’
ability to honor obligations is reliant on the economic stability of the geographic region in which the debtors do business. At December
31, 2022, the Company had 64 %, 10 %, 5 %, 5 %, 3 % and 3 % of its mortgage loans from borrowers located in the states of Utah, Florida, California,
Texas, Nevada and Arizona, respectively. At December 31, 2021, the Company had 70 %, 7 %, 5 %, 4 %, 4 % and 2 % of its mortgage loans from
borrowers located in the states of Utah, Florida, California, Texas, Nevada and Arizona, respectively.
64
SECURITY
NATIONAL FINANCIAL CORPORATION
AND
SUBSIDIARIES
Notes
to Consolidated Financial Statements
Years
Ended December 31, 2022 and 2021
2)
Investments (Continued)
The
Company establishes a valuation allowance for credit losses in its mortgage loans held for investment portfolio. The following table
presents the valuation allowance for loan losses as a contra-asset account.
Schedule of Allowance for Loan Losses as
Contra Asset Account
Commercial
Residential
Residential Construction
Total
December 31, 2022
Allowance for credit losses:
Beginning balance
$ 187,129
$ 1,469,571
$ 43,202
$ 1,699,902
Charge-offs
-
-
-
-
Provision
-
270,409
-
270,409
Ending balance
$ 187,129
$ 1,739,980
$ 43,202
$ 1,970,311
Ending balance: individually evaluated for impairment
$ -
$ 225,667
$ -
$ 225,667
Ending balance: collectively evaluated for impairment
$ 187,129
$ 1,514,313
$ 43,202
$ 1,744,644
Mortgage loans:
Ending balance
$ 46,311,955
$ 93,355,623
$ 172,516,125
$ 312,183,703
Ending balance: individually evaluated for impairment
$ 405,000
$ 2,162,385
$ -
$ 2,567,385
Ending balance: collectively evaluated for impairment
$ 45,906,955
$ 91,193,238
$ 172,516,125
$ 309,616,318
December 31, 2021
Allowance for credit losses:
Beginning balance
$ 187,129
$ 1,774,796
$ 43,202
$ 2,005,127
Charge-offs
-
-
-
-
Provision
-
( 305,225 )
-
( 305,225 )
Ending balance
$ 187,129
$ 1,469,571
$ 43,202
$ 1,699,902
Ending balance: individually evaluated for impairment
$ -
$ 105,384
$ -
$ 105,384
Ending balance: collectively evaluated for impairment
$ 187,129
$ 1,364,187
$ 43,202
$ 1,594,518
Mortgage loans:
Ending balance
$ 51,683,022
$ 53,533,712
$ 175,117,783
$ 280,334,517
Ending balance: individually evaluated for impairment
$ 1,723,372
$ 2,548,656
$ -
$ 4,272,028
Ending balance: collectively evaluated for impairment
$ 49,959,650
$ 50,985,056
$ 175,117,783
$ 276,062,489 (1)
(1)
Amount
corrected from that previously reported due to a typographical error.
65
SECURITY
NATIONAL FINANCIAL CORPORATION
AND
SUBSIDIARIES
Notes
to Consolidated Financial Statements
Years
Ended December 31, 2022 and 2021
2)
Investments (Continued)
The
following table presents the aging of mortgage loans held for investment.
Schedule of Aging of Mortgage Loans
Commercial
Residential
Residential
Construction
Total
December 31, 2022
30-59 Days Past Due
$ 1,000,000
$ 3,553,390
$ -
$ 4,553,390
60-89 Days Past Due
-
814,184
-
814,184
Greater Than 90 Days (1)
-
1,286,211
-
1,286,211
In Process of Foreclosure (1)
405,000
876,174
-
1,281,174
Total Past Due
1,405,000
6,529,959
-
7,934,959
Current
44,906,955
86,825,664
172,516,125
304,248,744
Total Mortgage Loans
46,311,955
93,355,623
172,516,125
312,183,703
Allowance for Loan Losses
( 187,129 )
( 1,739,980 )
( 43,202 )
( 1,970,311 )
Unamortized deferred loan fees, net
( 199,765 )
( 1,212,994 )
( 333,846 )
( 1,746,605 )
Unamortized discounts, net
( 230,987 )
( 111,873 )
-
( 342,860 )
Net Mortgage Loans
$ 45,694,074
$ 90,290,776
$ 172,139,077
$ 308,123,927
December 31, 2021
30-59 Days Past Due
$ -
$ 3,117,826
$ 1,363,127
$ 4,480,953
60-89 Days Past Due
100,204
580,815
-
681,019
Greater Than 90 Days (1)
1,723,372
2,052,062
-
3,775,434
In Process of Foreclosure (1)
-
496,594
-
496,594
Total Past Due
1,823,576
6,247,297
1,363,127
9,434,000
Current
49,859,446
47,286,415
173,754,656
270,900,517
Total Mortgage Loans
51,683,022
53,533,712
175,117,783
280,334,517
Allowance for Loan Losses
( 187,129 )
( 1,469,571 )
( 43,202 )
( 1,699,902 )
Unamortized deferred loan fees, net
( 36,813 )
( 498,600 )
( 383,173 )
( 918,586 )
Unamortized discounts, net
( 240,614 )
( 169,369 )
-
( 409,983 )
Net Mortgage Loans
$ 51,218,466
$ 51,396,172
$ 174,691,408
$ 277,306,046
(1)
Interest
income is not recognized on loans past due greater than 90 days or in foreclosure.
66
SECURITY
NATIONAL FINANCIAL CORPORATION
AND
SUBSIDIARIES
Notes
to Consolidated Financial Statements
Years
Ended December 31, 2022 and 2021
2)
Investments (Continued)
Impaired
Mortgage Loans Held for Investment
Impaired
mortgage loans held for investment include loans with a related specific valuation allowance or loans whose carrying amount has been
reduced to the expected collectible amount because the impairment has been considered other than temporary. The recorded investment in
and unpaid principal balance of impaired loans along with the related loan specific allowance for losses, if any, for each reporting
period and the average recorded investment and interest income recognized during the time the loans were impaired are summarized as follows:
Schedule of Impaired Mortgage Loans
Recorded Investment
Unpaid Principal Balance
Related Allowance
Average Recorded Investment
Interest Income Recognized
December 31, 2022
With no related allowance recorded:
Commercial
$ 405,000
$ 405,000
$ -
$ 762,175
$ -
Residential
1,142,494
1,142,494
-
998,798
-
Residential construction
-
-
-
103,976
-
With an allowance recorded:
Commercial
$ -
$ -
$ -
$ -
$ -
Residential
1,019,891
1,019,891
225,667
683,922
-
Residential construction
-
-
-
-
-
Total:
Commercial
$ 405,000
$ 405,000
$ -
$ 762,175
$ -
Residential
2,162,385
2,162,385
225,667
1,682,720
-
Residential construction
-
-
-
103,976
-
December 31, 2021
With no related allowance recorded:
Commercial
$ 1,723,372
$ 1,723,372
$ -
$ 1,053,865
$ -
Residential
1,591,368
1,591,368
-
2,731,421
-
Residential construction
-
-
-
100,481
-
With an allowance recorded:
Commercial
$ -
$ -
$ -
$ -
$ -
Residential
957,288
957,288
105,384
726,449
-
Residential construction
-
-
-
-
-
Total:
Commercial
$ 1,723,372
$ 1,723,372
$ -
$ 1,053,865
$ -
Residential
2,548,656
2,548,656
105,384
3,457,870
-
Residential construction
-
-
-
100,481
-
Credit
Risk Profile Based on Performance Status
The
Company’s mortgage loans held for investment portfolio is monitored based on performance of the loans. Monitoring a mortgage loan
increases when the loan is delinquent or earlier if there is an indication of impairment. The Company defines non-performing mortgage
loans as loans 90 days or greater delinquent or on non-accrual status.
67
SECURITY
NATIONAL FINANCIAL CORPORATION
AND
SUBSIDIARIES
Notes
to Consolidated Financial Statements
Years
Ended December 31, 2022 and 2021
2)
Investments (Continued)
The
Company’s performing and non-performing mortgage loans held for investment are summarized as follows:
Schedule of Credit Risk of Mortgage Loans Based on Performance Status
Commercial
Residential
Residential Construction
Total
December 31
December 31
December 31
December 31
2022
2021
2022
2021
2022
2021
2022
2021
Performing
$ 45,906,955
$ 49,959,650
$ 91,193,238
$ 50,985,056
$ 172,516,125
$ 175,117,783
$ 309,616,318
$ 276,062,489
Non-performing
405,000
1,723,372
2,162,385
2,548,656
-
-
2,567,385
4,272,028
Total
$ 46,311,955
$ 51,683,022
$ 93,355,623
$ 53,533,712
$ 172,516,125
$ 175,117,783
$ 312,183,703
$ 280,334,517
Non-Accrual
Mortgage Loans Held for Investment
Once
a loan is past due 90 days, it is the policy of the Company to end the accrual of interest income on the loan and write off any income
that had been accrued. Payments received for loans on a non-accrual status are recognized on a cash basis. Interest income recognized
from any payments received for loans on a non-accrual status was immaterial. Accrual of interest resumes if a loan is brought current.
Interest not accrued on these loans totals approximately $ 226,000 and $ 236,000 as of December 31, 2022 and 2021, respectively.
Principal
Amounts Due
The
following table presents the amortized cost and contractual payments on mortgage loans held for investment by category as of December
31, 2022. Expected principal payments may differ from contractual obligations because certain borrowers may elect to pay off mortgage
obligations with or without early payment penalties.
Schedule
of Mortgage loans Held for Investment
Principal
Principal
Principal
Amounts
Amounts
Amounts
Due in
Due in
Due
Total
1 Year
2-5 Years
Thereafter
Residential
$ 93,355,623
$ 1,332,862
$ 10,000,042
$ 82,022,719
Residential Construction
172,516,125
167,805,559
4,710,566
-
Commercial
46,311,955
9,405,903
28,597,132
8,308,920
Total
$ 312,183,703
$ 178,544,324
$ 43,307,740
$ 90,331,639
68
SECURITY
NATIONAL FINANCIAL CORPORATION
AND
SUBSIDIARIES
Notes
to Consolidated Financial Statements
Years
Ended December 31, 2022 and 2021
3)
Loans Held for Sale
The
Company elected the fair value option for loans held for sale. Changes in the fair value of the loans are included in mortgage fee income.
Interest income is recorded based on the contractual terms of the loan and in accordance with the Company’s policy on mortgage
loans held for investment and is included in mortgage fee income on the consolidated statement of earnings. There aren’t any loans
that are 90 or more days past due and on a nonaccrual status as of December 31, 2022. See Note 17 of the Notes to Consolidated Financial
Statements for additional disclosures regarding loans held for sale.
The
following table presents the aggregate fair value and the aggregate unpaid principal balance of loans held for sale.
Schedule
of Aggregate Fair Value Loans Held for Sale
2022
2021
December 31
2022
2021
Aggregate fair value
$ 141,179,620
$ 302,776,827
Unpaid principal balance
141,337,811
294,481,503
Unrealized (loss) gain
( 158,191 )
8,295,324
Mortgage
Fee Income
Mortgage
fee income consists of origination fees, processing fees, interest income and certain other income related to the origination and sale
of mortgage loans held for sale.
Major
categories of mortgage fee income for loans held for sale are summarized as follows:
Schedule of Mortgage Fee Income for Loans Held for Sale
2022
2021
Years Ended December 31
2022
2021
Loan fees
$ 24,184,972
$ 37,723,433
Interest income
9,666,149
9,385,469
Secondary gains
153,870,807 (1)
230,417,029
Change in fair value of loan commitments
( 4,308,638 )
( 3,113,095 )
Change in fair value of loans held for sale
( 8,834,797 )
( 8,783,376 )
Provision for loan loss reserve
( 1,078,812 )
( 2,211,230 )
Mortgage fee income
$ 173,499,681
$ 263,418,230
(1) Includes a net
gain of $ 34,051,938 for the sale of mortgage servicing rights
Loan
Loss Reserve
When
a repurchase demand corresponding to a mortgage loan previously held for sale and sold to a third-party investor is received from a third-party
investor, the relevant data is reviewed and captured so that an estimated future loss can be calculated. The key factors that are used
in the estimated loss calculation are as follows: (i) lien position, (ii) payment status, (iii) claim type, (iv) unpaid principal balance,
(v) interest rate, and (vi) validity of the demand. Other data is captured and is useful for management purposes; the actual estimated
loss is generally based on these key factors. The Company conducts its own review upon the receipt of a repurchase demand. In many instances,
the Company is able to resolve the issues relating to the repurchase demand by the third-party investor without having to make any payments
to the investor.
69
SECURITY
NATIONAL FINANCIAL CORPORATION
AND
SUBSIDIARIES
Notes
to Consolidated Financial Statements
Years
Ended December 31, 2022 and 2021
3)
Loans Held for Sale (Continued)
The
loan loss reserve, which is included in other liabilities and accrued expenses, is summarized as follows:
Summary of Loan Loss Reserve Included in Other Liabilities and
Accrued Expenses
December 31
2022
2021
Balance, beginning of period
$ 2,447,139
$ 20,583,618
Provision for current loan originations (1)
1,078,812
2,211,230
Charge-offs, net of recaptured amounts
( 1,800,284 )
( 20,347,709 )
Balance, at December 31
$ 1,725,667
$ 2,447,139
(1) Included in Mortgage
fee income
The
Company maintains reserves for estimated losses on current production volumes. For the year ended December 31, 2022, $ 1,078,812
in reserves were added at a rate of 3.19 basis points per loan, the equivalent of $ 319
per $ 1,000,000
in loans originated. This is a decrease over the year ended December 31, 2021, when $ 2,211,230
in reserves were added at a rate of 3.9 basis points per loan originated, the equivalent of $ 390
per $ 1,000,000
in loans originated. In February 2021, SecurityNational Mortgage executed a settlement
agreement with Lehman Holdings in relation to two adversary proceedings wherein all mortgage loan related claims were resolved,
thereby ending all liabilities asserted by Lehman Holdings and conclusively ending all proceedings between SecurityNational Mortgage
and Lehman Holdings. The full amount of SecurityNational Mortgage’s settlement payment was accounted for in the
Company’s loan loss reserve as of December 31, 2020 and was paid during the first quarter 2021. The unique nature of
COVID-19 creates significant difficulty for forecasting potential future losses. The Company will continue to monitor data and
economic conditions in order to maintain adequate loss reserves on current production. Thus, the Company believes that the final
loan loss reserve as of December 31, 2022, represents its best estimate for adequate loss reserves on loans sold.
70
SECURITY
NATIONAL FINANCIAL CORPORATION
AND
SUBSIDIARIES
Notes
to Consolidated Financial Statements
Years
Ended December 31, 2022 and 2021
4)
Receivables
Receivables
consist of the following:
Schedule of Receivables
2022
2021
December 31
2022
2021
Trade contracts
$ 5,392,779
$ 5,298,636
Receivables from sales agents
2,209,185
2,360,807
Other
23,200,919
12,457,398
Total receivables
30,802,883
20,116,841
Allowance for doubtful accounts
( 2,229,791 )
( 1,800,725 )
Net receivables
$ 28,573,092
$ 18,316,116
5)
Value of Business Acquired, Goodwill and Other Intangible Assets
Information
with regard to value of business acquired was as follows:
Schedule of Value of Business Acquired
2022
2021
December 31
2022
2021
Balance at beginning of year
$ 8,421,432
$ 8,955,249
Value of business acquired
2,136,085
586,840
Imputed interest at 7 % included in earnings
642,919 (1)
613,028 (1)
Amortization included in earnings
( 1,907,250 )(1)
( 1,728,157 )(1)
Shadow amortization included in other comprehensive income
510,550
( 5,528 )
Net amortization
( 753,781 )
( 1,120,657 )
Balance at end of year
$ 9,803,736
$ 8,421,432
(1) Included in Amortization
of deferred policy and pre-need acquistion costs and value of business acquired on the consolidated statements of earnings
Presuming
no additional acquisitions, net amortization charged to income is expected to approximate the following:
Schedule
of Acquisitions Net Amortization Charged to Income
2023
$ 1,181,000
2024
1,098,000
2025
995,000
2026
924,000
2027
841,000
Thereafter
4,764,736
Total
$ 9,803,736
Actual
amortization may vary based on changes in assumptions or experience. As of December 31, 2022, value of business acquired is being amortized
over a weighted average life of 5.7 years.
71
SECURITY
NATIONAL FINANCIAL CORPORATION
AND
SUBSIDIARIES
Notes
to Consolidated Financial Statements
Years
Ended December 31, 2022 and 2021
5)
Value of Business Acquired, Goodwill and Other Intangible Assets (Continued)
Information
regarding goodwill by segment was as follows:
Schedule of Goodwill by Segment
Life Insurance
Cemetery/
Mortuary
Total
Balance at January 1, 2021:
Goodwill
$ 2,765,570
$ 754,018
$ 3,519,588
Accumulated impairment
-
-
-
Total goodwill, net
2,765,570
754,018
3,519,588
Acquisition
-
1,734,195 (1)
1,734,195
Balance at December 31, 2021:
Goodwill
2,765,570
2,488,213
5,253,783
Accumulated impairment
-
-
-
Total goodwill, net
2,765,570
2,488,213
5,253,783
Acquisition
-
-
-
Balance at December 31, 2022:
Goodwill
2,765,570
2,488,213
5,253,783
Accumulated impairment
-
-
-
Total goodwill, net
$ 2,765,570
$ 2,488,213
$ 5,253,783
(1) See Note 20 regarding
the acquisition of Rivera Funerals, Cremations and Memorial Gardens and Holbrook Mortuary
Goodwill
is not amortized but is tested annually for impairment. The annual impairment tests resulted in no impairment of goodwill for the years
ended December 31, 2022 and 2021.
72
SECURITY
NATIONAL FINANCIAL CORPORATION
AND
SUBSIDIARIES
Notes
to Consolidated Financial Statements
Years
Ended December 31, 2022 and 2021
5)
Value of Business Acquired, Goodwill and Other Intangible Assets (Continued)
The
carrying value of the Company’s other intangible assets were as follows which is included in other assets:
Schedule of Carrying Value of Intangible Asset
December 31
Useful Life
2022
2021
Intangible asset - trade name (1)
15 years
$ 2,100,000
$ 2,100,000
Intangible asset - customer lists
15 years
890,000
890,000
Intangible asset - trade name (2)
15 years
610,000
610,000
Intangible assets - other (1)
15 years
210,000
210,000
Less accumulated amortization
( 553,333 )
( 297,333 )
Balance at end of year
$ 3,256,667
$ 3,512,667
(1) See Note 20 regarding
the acquisition of Rivera Funerals, Cremations and Memorial Gardens
(2) Kilpatrick Life
Amortization
expense for the years ended December 31, 2022 and 2021 was $ 256,000 and $ 99,999 , respectively, and is included in other expenses on the
consolidated statements of earnings.
The
following table summarizes the Company’s estimate of future amortization for the other intangible assets:
Schedule of Estimate of Future Amortization for Other Intangible
Assets
2023
$ 254,000
2024
254,000
2025
254,000
2026
254,000
2027
254,000
Thereafter
1,986,667
Total
$ 3,256,667
73
SECURITY
NATIONAL FINANCIAL CORPORATION
AND
SUBSIDIARIES
Notes
to Consolidated Financial Statements
Years
Ended December 31, 2022 and 2021
6)
Property and Equipment
Property
and equipment is summarized below:
Schedule of Property, Plant and Equipment
2022
2021
December 31
2022
2021
Land and buildings
$ 16,545,799
$ 16,532,593
Furniture and equipment
17,567,906
24,799,115
Property, plant and equipment,
gross
34,113,705
41,331,708
Less accumulated depreciation
( 13,534,056 )
( 19,814,110 )
Total
$ 20,579,649
$ 21,517,598
Depreciation
expense for the years ended December 31, 2022 and 2021 was $ 2,496,906 and $ 1,935,613 , respectively. Property and equipment are stated
at cost and are depreciated over their estimated useful lives, primarily using the straight-line method. During 2021, the Company reclassified
a building with a gross building cost of $ 3,640,755 with its associated accumulated depreciation of $ 532,074 from property and equipment
to real estate held for investment. See Note 20 for additional information regarding property and equipment acquired through acquisitions.
74
SECURITY
NATIONAL FINANCIAL CORPORATION
AND
SUBSIDIARIES
Notes
to Consolidated Financial Statements
Years
Ended December 31, 2022 and 2021
7)
Bank and Other Loans Payable
Bank
and other loans payable are summarized as follows:
Summary of Bank Loans Payable
December 31
2022
2021
$ 1,690,892
$ 2,481,878
Prime rate note payable in monthly installments of $ 75,108 including principal and interest,collateralized by shares of Security National Life Insurance Company stock, due December 2024.
$ 1,690,892
$ 2,481,878
4.329 % fixed note payable in monthly installments of $ 9,775 including principal and interest,collateralized by real property with a book value of approximately $ 3,023,000 , paid in full April 2022.
-
1,825,608
4.00 % variable with LIBOR at a 1 % floor and a spread at 3 % rate construction loan collateralized by real property with a book value of approximately $ 65,422,000 , paid off with long term financing in May 2022.
-
34,547,181
3.85 % fixed note payable in monthly installments of $ 243,781 including principal and interest, collateralized by real property with a book value of approximately $ 65,422,000 , due June 2032.
48,613,833
-
3.30 % fixed note payable in monthly installments of $ 179,562 including principal and interest, collateralized by real property with a book value of approximately $ 46,960,000 , due April 2031.
39,298,298
40,090,359
4.7865 % fixed interest only note payable in monthly installments, collateralized by real property with
a book value of approximately $ 16,948,000 , due June 2028.
9,200,000
9,200,000
1 month SOFR rate plus 2.1 % loan purchase agreement with a warehouse line availability of $ 100,000,000 , matures June 2023.
17,978,527
66,305,025
1 month SOFR rate plus 2 % loan purchase agreement with a warehouse line availability of $ 100,000,000 , matures November 2023.
29,768,762
50,555,909
1 month SOFR rate plus 2.5 % loan purchase agreement with a warehouse line availability of $ 75,000,000 , matures May 2023.
15,131,410
43,196,986
1 month SOFR rate plus 2.1 % loan purchase agreement with a warehouse line availability of $ 50,000,000 , matures June 2023.
-
1,764,386
Other short-term borrowings (1)
-
1,250,000
Finance lease liabilities
31,082
62,767
Other loans payable
-
6,828
Total bank and other loans
161,712,804
251,286,927
Less current installments
65,560,608
164,747,672
Bank and other loans, excluding current installments
$ 96,152,196
$ 86,539,255
(1) Revolving Line
of Credit
75
SECURITY
NATIONAL FINANCIAL CORPORATION
AND
SUBSIDIARIES
Notes
to Consolidated Financial Statements
Years
Ended December 31, 2022 and 2021
7)
Bank and Other Loans Payable (Continued)
Sources
of Liquidity
Federal
Home Loan Bank Membership
The
Federal Home Loan Banks (“the FHLBs”) are a group of cooperatives that lending institutions use to finance housing and economic
development in local communities. The Company is a member of the FHLB based in Des Moines, Iowa and based in Dallas, Texas. As a member
of the FHLB, the Company is required to maintain a minimum investment in capital stock of the FHLB and may pledge collateral to the bank
for advances of funds to be used in its operations.
Federal
Home Loan Bank of Des Moines
At
December 31, 2022, the amount available for borrowings from the FHLB of Des Moines was approximately $ 80,312,445 , compared with $ 19,259,722
at December 31, 2021. United States Treasury fixed maturity securities with an estimated fair value of $ 86,338,880 at December 31, 2022
have been pledged at the FHLB of Des Moines as collateral for current and potential borrowings compared with $ 20,244,900 at December
31, 2021. At December 31, 2022 and 2021, the Company had no outstanding FHLB borrowings. At December 31, 2022, the Company’s total
investment in FHLB stock was $ 856,800 compared with $ 826,800 at December 31, 2021. At December 31, 2022, the Company was contingently
liable under standby letters of credit aggregating $ 968,903 , $ 443,758 to be used as collateral to cover any contingency related to additional
risk assessments pertaining to the Company’s captive insurance program and $ 525,145 for land developments.
Federal
Home Loan Bank of Dallas
At
December 31, 2022, the amount available for borrowings from the FHLB of Dallas was approximately $ 5,719,671 , compared with $ 7,794,625
at December 31, 2021. Mortgage-Backed fixed maturity securities with an estimated fair value of $ 6,696,100 at December 31, 2022 have
been pledged at the FHLB of Dallas as collateral for current and potential borrowings compared with $ 8,774,352 at December 31, 2021.
At December 31, 2022 and 2021, the Company had no outstanding FHLB borrowings. At December 31, 2022, the Company’s total investment
in FHLB stock was $ 1,743,500 compared with $ 1,720,300 at December 31, 2021.
Revolving
Lines of Credit
The
Company has a $ 2,000,000 revolving line-of-credit with a bank with interest payable at the prime rate plus 1.25 % with a 3 % prime floor,
secured by the capital stock of Security National Life and maturing December 31, 2023 , renewable annually. At December 31, 2022, the
Company was contingently liable under standby letters of credit aggregating $ 622,293 , to be used as collateral for residential subdivision
land developments. The standby letters of credit will draw on the line of credit if necessary. The Company does not expect any material
losses to result from the issuance of the standby letters of credit. As of December 31, 2022, there were no amounts outstanding under
the revolving line-of-credit.
The
Company also has a $ 2,500,000 revolving line-of-credit with a bank with interest payable at the daily simple SOFR plus 2.35 %, which includes
a mandatory .10% credit spread adjustment, maturing December 31, 2023 . As of December 31, 2022, there were no amounts outstanding under
the revolving line-of-credit.
76
SECURITY
NATIONAL FINANCIAL CORPORATION
AND
SUBSIDIARIES
Notes
to Consolidated Financial Statements
Years
Ended December 31, 2022 and 2021
7)
Bank and Other Loans Payable (Continued)
Debt
Covenants for Mortgage Warehouse Lines of Credit
The
Company, through its subsidiary SecurityNational Mortgage, has a $ 100,000,000 line of credit with Wells Fargo Bank N.A. The agreement
charges interest at the 1-Month SOFR rate plus 2.1% and matures on June 2, 2023 . SecurityNational Mortgage is required to comply with
covenants for adjusted tangible net worth, unrestricted cash balance, the ratio of indebtedness to adjusted tangible net worth, and the
liquidity overhead coverage ratio, and a quarterly gross profit of at least $ 1.00 .
The
Company, through its subsidiary SecurityNational Mortgage, has a line of credit with Texas Capital Bank N.A. This agreement with the
bank allows SecurityNational Mortgage to borrow up to $ 100,000,000 for the sole purpose of funding mortgage loans. The agreement charges
interest at the 1-Month SOFR rate plus 2% and matures on November 9, 2023 . The Company is required to comply with covenants for adjusted
tangible net worth, unrestricted cash balance, and minimum combined pre-tax income (excluding any changes in the fair value of mortgage
servicing rights) of at least $ 1.00 on a rolling four-quarter basis.
The
Company through its subsidiary SecurityNational Mortgage, has a line of credit with Comerica Bank. This agreement with the bank allows
SecurityNational Mortgage to borrow up to $ 75,000,000 for the sole purpose of funding mortgage loans. The agreement charges interest
at the 1-Month SOFR rate plus 2.50% and matures on May 26, 2023 . The Company is required to comply with covenants for adjusted tangible
net worth, unrestricted cash balance, and minimum combined pre-tax income (excluding any changes in the fair value of mortgage servicing
rights) of at least $ 1.00 on a rolling twelve months.
The
Company through its subsidiary SecurityNational Mortgage, has a line of credit with U.S Bank. This agreement with the bank allows SecurityNational
Mortgage to borrow up to $ 50,000,000 for the sole purpose of funding mortgage loans. The agreement charges interest at 2.10% plus the
greater of (i) 0% , and (ii) the one-month forward-looking term rate based on SOFR and matures on June 2, 2023 . The Company is required
to comply with covenants for adjusted tangible net worth, unrestricted cash balance, and minimum combined pre-tax income (excluding any
changes in the fair value of mortgage servicing rights) of at least $ 1.00 on a rolling twelve months.
The
agreements for warehouse lines include cross default provisions in that a covenant violation under one agreement constitutes a covenant
violation under the other agreement. As of December 31, 2022, the Company was in compliance with all debt covenants.
The
following tabulation shows the combined maturities of bank and other loans payable:
Schedule of Combined Maturities of Bank Loans Payable Lines of Credit and Notes and Contracts Payable
2023
$ 65,560,608
2024
2,785,674
2025
1,981,991
2026
1,883,515
2027
1,997,551
Thereafter
87,503,465
Total
$ 161,712,804
Interest
expense in 2022 and 2021 was $ 7,830,443 and $ 7,127,516 , respectively. Interest paid in 2022 and 2021 was $ 7,697,921 and $ 7,290,867 , respectively.
77
SECURITY
NATIONAL FINANCIAL CORPORATION
AND
SUBSIDIARIES
Notes
to Consolidated Financial Statements
Years
Ended December 31, 2022 and 2021
8)
Cemetery Perpetual Care Trust Investments and Obligation and Restricted Assets
Cemetery
Perpetual Care Trust Investments and Obligation
State
law requires the Company to pay into endowment care trusts a portion of the proceeds from the sale of certain cemetery property interment
rights for cemeteries that have established an endowment care trust. These endowment care trusts are defined as variable interest entities
pursuant to GAAP. Also, management has determined that the Company is the primary beneficiary of these trusts, as it absorbs both a majority
of the losses and returns associated with the trusts. The Company has consolidated cemetery endowment care trust investments with a corresponding
amount recorded as Cemetery Perpetual Care Obligation in the accompanying consolidated balance sheets .
The
components of the cemetery perpetual care investments and obligation as of December 31, 2022 are as follows:
Schedule
of Investments
Amortized Cost
Gross Unrealized Gains
Gross Unrealized Losses
Estimated Fair Value
December 31, 2022:
Fixed maturity securities, available for sale, at estimated fair value:
U.S. Treasury securities and obligations of U.S. Government agencies
$ 89,004
$ 42
$ ( 38 )
$ 89,008
Obligations of states and political subdivisions
174,201
-
( 8,478 )
165,723
Total fixed maturity securities available for sale
$ 263,205
$ 42
$ ( 8,516 )
$ 254,731
Equity securities at estimated fair value:
Common stock:
Industrial, miscellaneous and all other
$ 3,195,942
$ 584,383
$ ( 175,163 )
$ 3,605,162
Total equity securities at estimated fair value
$ 3,195,942
$ 584,383
$ ( 175,163 )
$ 3,605,162
Mortgage loans held for investment at amortized cost:
Residential construction
$ 1,506,517
Real estate held for investment: Residential
$ ( 16,178 )
Cash and cash equivalents
$ 1,925,978
Total cemetery perpetual care trust investments
$ 7,276,210
Cemetery perpetual care obligation
$ ( 5,099,542 )
Trust investments in excess of trust obligations
$ 2,176,668
78
SECURITY
NATIONAL FINANCIAL CORPORATION
AND
SUBSIDIARIES
Notes
to Consolidated Financial Statements
Years
Ended December 31, 2022 and 2021
8)
Cemetery Perpetual Care Trust Investments and Obligation and Restricted Assets (Continued)
The
components of the cemetery perpetual care investments and obligation as of December 31, 2021 are as follows:
Amortized Cost
Gross Unrealized Gains
Gross Unrealized Losses
Estimated Fair Value
December 31, 2021:
Fixed maturity securities, available for sale, at estimated fair value:
Obligations of states and political subdivisions
$ 280,023
$ 4,872
$ ( 928 )
$ 283,967
Corporate securities including public utilities
492,770
8,028
-
500,798
Total fixed maturity securities available for sale
$ 772,793
$ 12,900
$ ( 928 )
$ 784,765
Equity securities at estimated fair value:
Common stock:
Industrial, miscellaneous and all other
$ 2,597,745
$ 737,696
$ ( 32,961 )
$ 3,302,480
Total equity securities at estimated fair value
$ 2,597,745
$ 737,696
$ ( 32,961 )
$ 3,302,480
Mortgage loans held for investment at amortized cost:
Residential construction
$ 1,823,533
Real estate held for investment: Residential
$ 865,424
Cash and cash equivalents
$ 1,059,519
Total cemetery perpetual care trust investments
$ 7,835,721
Cemetery perpetual care obligation
$ ( 4,915,285 )
Trust investments in excess of trust obligations
$ 2,920,436
Fixed
Maturity Securities
The
following tables summarize unrealized losses on fixed maturities securities that were carried at estimated fair value at December 31,
2022 and at December 31, 2021. The unrealized losses were primarily related to interest rate fluctuations and inflation. The tables set
forth unrealized losses by duration with the fair value of the related fixed maturity securities:
Schedule
of Fair Value of Fixed Maturity Securities
Unrealized Losses for Less than Twelve Months
Fair Value
Unrealized Losses for More than Twelve Months
Fair Value
Total Unrealized Loss
Fair Value
At December 31, 2022
U.S. Treasury securities and obligations of U.S. Government agencies
$ 38
$ 59,392
$ -
$ -
$ 38
$ 59,392
Obligations of states and political subdivisions
1,845
94,612
6,633
71,112
8,478
165,724
Total unrealized losses
$ 1,883
$ 154,004
$ 6,633
$ 71,112
$ 8,516
$ 225,116
At December 31, 2021
Obligations of states and political subdivisions
$ 928
$ 105,060
$ -
$ -
$ 928
$ 105,060
Total unrealized losses
$ 928
$ 105,060
$ -
$ -
$ 928
$ 105,060
There
were 5 securities with fair value of 96.4 % of aggregate amortized cost at December 31, 2022. There were 2 securities with fair value
of 99.1 % of aggregate amortized cost at December 31, 2021. No credit losses have been recognized for the years ended December 31, 2022
and 2021, since the increase in unrealized losses is primarily a result of the recent rise in interest rates.
79
SECURITY
NATIONAL FINANCIAL CORPORATION
AND
SUBSIDIARIES
Notes
to Consolidated Financial Statements
Years
Ended December 31, 2022 and 2021
8)
Cemetery Perpetual Care Trust Investments and Obligation and Restricted Assets (Continued)
The
following table presents the amortized cost and estimated fair value of fixed maturity securities available for sale at December 31,
2022, by contractual maturity. Expected maturities may differ from contractual maturities because certain borrowers may have the right
to call or prepay obligations with or without call or prepayment penalties.
Schedule of Investments Classified by Contractual
Maturity Date
Amortized
Estimated Fair
Cost
Value
Due in 1 year
$ 89,004
$ 89,008
Due in 2-5 years
77,745
71,112
Due in 5-10 years
41,621
40,816
Due in more than 10 years
54,835
53,795
Total
$ 263,205
$ 254,731
Restricted
Assets
The
Company has also established certain restricted assets to provide for future merchandise and service obligations incurred in connection
with its pre-need sales for its cemetery and mortuary segment.
Restricted
cash also represents escrows held for borrowers and investors under servicing and appraisal agreements relating to mortgage loans, funds
held by warehouse banks in accordance with loan purchase agreements and funds held in escrow for certain real estate construction development
projects. Additionally, the Company elected to maintain its medical benefit fund without change from the prior year and has included
this amount as a component of restricted cash. These restricted cash items are for the Company’s life insurance and mortgage segments.
Restricted
assets as of December 31, 2022 are summarized as follows:
Schedule of Restricted Assets in Cemetery and Mortuary Endowment Care and Pre need Merchandise Funds
Amortized Cost
Gross Unrealized Gains
Gross Unrealized Losses
Estimated Fair Value
December 31, 2022:
Fixed maturity securities, available for sale, at estimated fair value:
Obligations of states and political subdivisions
$ 1,033,047
$ 866
$ ( 15,360 )
$ 1,018,553
Corporate securities including public utilities
201,771
-
( 3,016 )
198,755
Total fixed maturity securities available for sale
$ 1,234,818
$ 866
$ ( 18,376 )
$ 1,217,308
Equity securities at estimated fair value:
Common stock:
Industrial, miscellaneous and all other
$ 4,955,360
$ 703,049
$ ( 310,165 )
$ 5,348,244
Total equity securities at estimated fair value
$ 4,955,360
$ 703,049
$ ( 310,165 )
$ 5,348,244
Mortgage loans held for investment at amortized cost:
Residential construction
$ 1,731,469
Cash and cash equivalents (1)
$ 10,638,034
Total restricted assets
$ 18,935,055
(1) Including cash
and cash equivalents of $ 8,527,620 for the life insurance and mortgage segments.
80
SECURITY
NATIONAL FINANCIAL CORPORATION
AND
SUBSIDIARIES
Notes
to Consolidated Financial Statements
Years
Ended December 31, 2022 and 2021
8)
Cemetery Perpetual Care Trust Investments and Obligation and Restricted Assets (Continued)
Restricted
assets as of December 31, 2021 are summarized as follows:
Amortized Cost
Gross Unrealized Gains
Gross Unrealized Losses
Estimated Fair Value
December 31, 2021:
Fixed maturity securities, available for sale, at estimated fair value:
Obligations of states and political subdivisions
$ 1,058,449
$ 42,456
$ ( 309 )
$ 1,100,596
Corporate securities including public utilities
489,714
13,139
( 1,761 )
501,092
Total fixed maturity securities available for sale
$ 1,548,163
$ 55,595
$ ( 2,070 )
$ 1,601,688
Equity securities at estimated fair value:
Common stock:
Industrial, miscellaneous and all other
$ 2,781,041
$ 852,443
$ ( 29,662 )
$ 3,603,822
Total equity securities at estimated fair value
$ 2,781,041
$ 852,443
$ ( 29,662 )
$ 3,603,822
Mortgage loans held for investment at amortized cost:
Residential construction
$ 2,732,319
Cash and cash equivalents (1)
$ 9,000,293
Total restricted assets
$ 16,938,122
(1) Including cash
and cash equivalents of $ 7,869,295 for the life insurance and mortgage segments.
A
surplus note receivable in the amount of $ 4,000,000 at December 31, 2022 and 2021, from Security National Life, was eliminated in consolidation.
Fixed
Maturity Securities
The
following tables summarize unrealized losses on fixed maturities securities that were carried at estimated fair value at December 31,
2022 and at December 31, 2021. The unrealized losses were primarily related to interest rate fluctuations and inflation. The tables set
forth unrealized losses by duration with the fair value of the related fixed maturity securities:
Schedule
of Fair Value of Fixed Maturity Securities
Unrealized Losses for Less than Twelve Months
Fair Value
Unrealized Losses for More than Twelve Months
Fair Value
Total Unrealized Loss
Fair Value
At December 31, 2022
Obligations of states and political subdivisions
$ 11,891
$ 760,255
$ 3,469
$ 58,072
$ 15,360
$ 818,327
Corporate securities including public utilities
3,016
198,755
-
-
3,016
198,755
Total unrealized losses
$ 14,907
$ 959,010
$ 3,469
$ 58,072
$ 18,376
$ 1,017,082
At December 31, 2021
Obligations of states and political subdivisions
$ 309
$ 114,208
$ -
$ -
$ 309
$ 114,208
Corporate securities including public utilities
1,761
232,239
-
-
1,761
232,239
Total unrealized losses
$ 2,070
$ 346,447
$ -
$ -
$ 2,070
$ 346,447
There
were 17 securities with fair value of 98.2 % of aggregate amortized cost at December 31, 2022. There were 4 securities with fair value
of 99.4 % of aggregate amortized cost at December 31, 2021. No credit losses have been recognized for the years ended December 31, 2022
and 2021, since the increase in unrealized losses is primarily a result of the recent rise in interest rates.
81
SECURITY
NATIONAL FINANCIAL CORPORATION
AND
SUBSIDIARIES
Notes
to Consolidated Financial Statements
Years
Ended December 31, 2022 and 2021
8)
Cemetery Perpetual Care Trust Investments and Obligation and Restricted Assets (Continued)
The
following table presents the amortized cost and estimated fair value of fixed maturity securities available for sale at December 31,
2022, by contractual maturity. Expected maturities may differ from contractual maturities because certain borrowers may have the right
to call or prepay obligations with or without call or prepayment penalties.
Schedule of Investments Classified by Contractual
Maturity Date
Amortized
Estimated Fair
Cost
Value
Due in 1 year
$ -
$ -
Due in 2-5 years
320,972
312,708
Due in 5-10 years
153,284
152,191
Due in more than 10 years
760,562
752,409
Total
$ 1,234,818
$ 1,217,308
See
Notes 1, 2 and 17 for additional information regarding restricted assets and cemetery perpetual care trust investments.
82
SECURITY
NATIONAL FINANCIAL CORPORATION
AND
SUBSIDIARIES
Notes
to Consolidated Financial Statements
Years
Ended December 31, 2022 and 2021
9)
Income Taxes
The
Company’s income tax liability is summarized as follows:
Summary of Income Tax Liability
2022
2021
December 31
2022
2021
Current
$ 16,352,190
$ ( 1,558,687 )
Deferred
14,358,337
32,594,783
Total
$ 30,710,527
$ 31,036,096
Significant
components of the Company’s deferred tax (assets) and liabilities are approximately as follows:
Schedule of Deferred Tax Assets and Liabilities
2022
2021
December 31
2022
2021
Assets
Future policy benefits
$ ( 13,974,221 )
$ ( 13,015,255 )
Loan loss reserve
( 448,673 )
( 636,256 )
Unearned premium
( 582,459 )
( 642,755 )
Net operating loss
( 237,855 )
( 898,029 )
Deferred compensation
( 2,166,593 )
( 2,750,406 )
Deposit obligations
( 631,232 )
( 635,878 )
Tax on unrealized appreciation
( 2,590,726 )
-
Other
( 601,335 )
( 1,712,895 )
Less: Valuation allowance
1,506,144
882,535
Total deferred tax assets
( 19,726,950 )
( 19,408,939 )
Liabilities
Deferred policy acquisition costs
17,511,778
17,166,200
Basis difference in property, equipment and real estate
11,959,391
9,247,242
Value of business acquired
2,058,785
1,768,501
Deferred gains
1,490,946
15,598,360
Trusts
1,064,387
1,064,387
Tax on unrealized appreciation
-
7,159,032
Total deferred tax liabilities
34,085,287
52,003,722
Net deferred tax liability
$ 14,358,337
$ 32,594,783
The
valuation allowance relates to differences between recorded deferred tax assets and liabilities and ultimate anticipated realization.
83
SECURITY
NATIONAL FINANCIAL CORPORATION
AND
SUBSIDIARIES
Notes
to Consolidated Financial Statements
Years
Ended December 31, 2022 and 2021
9)
Income Taxes (Continued)
The
Company’s income tax expense is summarized as follows:
Schedule of Components of Income Tax Expense (Benefit)
2022
2021
December 31
2022
2021
Current
Federal
$ 15,346,331
$ 629,921
State
3,294,234
343,428
Total Current Income Tax Expense (Benefit)
18,640,565
973,349
Deferred
Federal
( 7,400,620 )
9,832,556
State
( 2,553,385 )
1,475,880
Total Deferred Income Tax
Expense (Benefit)
( 9,954,005 )
11,308,436
Total
$ 8,686,560
$ 12,281,785
The
reconciliation of income tax expense at the U.S. federal statutory rates is as follows:
Schedule of Effective Income Tax Rate Reconciliation
2022
2021
December 31
2022
2021
Computed expense at statutory rate
$ 7,219,141
$ 10,878,163
State tax expense, net of federal tax benefit
585,269
1,437,255
Change in valuation allowance
623,609
( 79,385 )
Other, net
258,541
45,752
Income tax expense
$ 8,686,560
$ 12,281,785
The
Company’s overall effective tax rate for the years ended December 31, 2022 and 2021 was 25.3 % and 23.7 % respectively. The Company’s
effective tax rates differ from the U.S. federal statutory rate of 21 % partially due to its provision for state income taxes and an increase
to the valuation allowance related to Kilpatrick Life Insurance Company. The increase in the effective tax rate when compared to the
prior year is partially due to an increase to the valuation allowance in the current period when compared to the prior period year.
At
December 31, 2022, the Company had no significant unrecognized tax benefits. As of December 31, 2022, the Company does not expect any
material changes to the estimated amount of unrecognized tax benefits in the next twelve months. Federal and state income tax returns
for 2019 through 2022 are subject to examination by taxing authorities.
Net
Operating Losses and Tax Credit Carryforwards:
Summary of Operating Loss Carryforwards
Year of Expiration
2023
$ -
2024
-
2025
-
2026
-
2027
-
Thereafter up through 2037
1,070,413
Indefinite carryforwards
-
$ 1,070,413
84
SECURITY
NATIONAL FINANCIAL CORPORATION
AND
SUBSIDIARIES
Notes
to Consolidated Financial Statements
Years
Ended December 31, 2022 and 2021
10)
Reinsurance, Commitments and Contingencies
Reinsurance
The
Company follows the procedure of reinsuring risks in excess of a specified limit, which ranged from $ 25,000 to $ 100,000 during the years
2022 and 2021. The Company is liable for these amounts in the event such reinsurers are unable to pay their portion of the claims. The
Company evaluates the financial condition of reinsurers and monitors the concentration of credit risk. The Company had a significant
concentration of credit risk with a single reinsurer of 93.7 % and 93.6 % of ceded life insurance in force as of December 31, 2022 and
2021, respectively. This represented approximately 11.3 % and 11.9 % of the Company’s total life insurance in force as of December
31, 2022 and 2021, respectively. The Company has also assumed insurance from other companies. See Financial Statement Schedule IV for
information regarding life insurance in force and premiums for reinsurance.
Mortgage
Loan Loss Settlements
Future
loan losses can be extremely difficult to estimate. However, the Company believes that its reserve methodology and its current practice
of property preservation allow it to estimate potential losses on loans sold. The estimated liability for indemnification losses is included
in other liabilities and accrued expenses and, as of December 31, 2022 and 2021, the balances were $ 1,725,667 and $ 2,447,139 , respectively.
The Company believes that the loan loss reserve as of December 31, 2022, represents its best estimate for adequate loss reserves on loans
sold.
Non-Cancelable
Leases
The
Company leases office space and equipment under various non-cancelable agreements. See Note 24 regarding leases.
Other
Contingencies and Commitments
The
Company has entered into commitments to fund construction and land development loans and has also provided financing for land acquisition
and development. As of December 31, 2022, the Company’s commitments were approximately $ 231,250,000 , for these loans of which $ 175,754,000
had been funded. The Company advances funds once the work has been completed and an independent inspection is made. The maximum loan
commitment ranges between 50 % and 80 % of appraised value. The Company receives fees and interest for these loans and the interest rate
is generally fixed 5.25 % to 8.50 % per annum. Maturities range between six and eighteen months.
The
Company belongs to a captive insurance group for certain casualty insurance, worker compensation and liability programs. Insurance reserves
are maintained relative to these programs. The level of exposure from catastrophic events is limited by the purchase of stop-loss and
aggregate liability reinsurance coverage. When estimating the insurance liabilities and related reserves, the captive insurance management
considers a number of factors, which include historical claims experience, demographic factors, severity factors and valuations provided
by independent third-party actuaries. If actual claims or adverse development of loss reserves occurs and exceed these estimates, additional
reserves may be required. The estimation process contains uncertainty since captive insurance management must use judgment to estimate
the ultimate cost that will be incurred to settle reported claims and unreported claims for incidents incurred but not reported as of
the balance sheet date.
The
Company is a defendant in various other legal actions arising from the normal conduct of business. Management believes that none of the
actions will have a material effect on the Company’s financial position or results of operations. Based on management’s assessment
and legal counsel’s representations concerning the likelihood of unfavorable outcomes, no amounts have been accrued for the above
claims in the consolidated financial statements.
85
SECURITY
NATIONAL FINANCIAL CORPORATION
AND
SUBSIDIARIES
Notes
to Consolidated Financial Statements
Years
Ended December 31, 2022 and 2021
10)
Reinsurance, Commitments and Contingencies (Continued)
The
Company is not a party to any other material legal proceedings outside the ordinary course of business or to any other legal proceedings,
which, if adversely determined, would have a material adverse effect on its financial condition or results of operations.
11)
Retirement Plans
The
Company and its subsidiaries had a noncontributory Employee Stock Ownership Plan (“ESOP”) for all eligible employees. On
November 25, 2019, the Company distributed a notice of intent to terminate the ESOP Plan to all current plan participants. The Company
also filed Form 5310 application for determination for terminating plan, with the IRS on December 6, 2019. As of the 4 th quarter
of 2020, the Company began to distribute the ESOP Plan assets to participants that had made a distribution election. The Company received
approval of its application from the IRS and distributed all the remaining ESOP Plan assets to the participants during 2021.
The
Company has three 401(k) savings plans covering all eligible employees which includes employer participation in accordance with the provisions
of Section 401(k) of the Internal Revenue Code. The plans allow participants to make pretax contributions up to a maximum of $ 20,500
and $ 19,500 for the years 2022 and 2021, respectively or the statutory limits. Beginning in January 2008, the Company elected to be a
“Safe Harbor” Plan for its matching 401(k) contributions. The Company matched 100% of up to 3% of an employee’s total
annual compensation and matched 50% of 4% to 5% of an employee’s annual compensation. The match was in Company stock. The Company’s
contribution for the years ended December 31, 2022 and 2021 was $ 2,573,956 and $ 2,820,315 , respectively under the “Safe Harbor”
plan.
In
2001, the Company’s Board of Directors adopted a Non-Qualified Deferred Compensation Plan, and this plan was amended in 2005. Under
the terms of the Plan, the Company will provide deferred compensation for a select group of management or highly compensated employees,
within the meaning of Sections 201(2), 301(a)(3) and 401(a)(1) of the Employee Retirement Income Security Act of 1974, as amended. The
Board has appointed a Committee of the Company to be the Plan Administrator and to determine the employees who are eligible to participate
in the plan. The employees who participate may elect to defer a portion of their compensation into the plan. The Company may contribute
into the plan at the discretion of the Company’s Board of Directors. The Company did not make any contributions for 2022 and 2021.
Effective
December 2, 2022, the Board members approved a motion to extend the Chief Executive Officer’s employment agreement, dated December
4, 2012, for an additional two-year term ending December 2024. In the event of disability, the Chief Executive Officer’s salary
would be continued for up to five years at 75% of its current level of compensation. In the event of a sale or merger of the Company
and the Chief Executive Officer is not retained in his current position, the Company would be obligated to continue paying the Chief
Executive Officer’s current compensation and benefits for seven years following the merger or sale. The agreement further provides
that the Chief Executive Officer is entitled to receive annual retirement benefits beginning (i) one month from the date of his retirement
(to commence no sooner than age 65), (ii) five years following complete disability, or (iii) upon termination of his employment without
cause. These retirement benefits are to be paid for a period of twenty years in annual installments in the amount equal to 75% of his
then current level of compensation. In the event that the Chief Executive Officer dies prior to receiving all retirement benefits thereunder,
the remaining benefits are to be paid to his heirs. The Company expensed nil and $ 900,000 during the years ended December 31, 2022 and
2021, respectively, to cover the present value of anticipated retirement benefits under the employment agreement. The liability accrued
was $ 7,556,363 and $ 7,556,363 as of December 31, 2022 and 2021, respectively.
86
SECURITY
NATIONAL FINANCIAL CORPORATION
AND
SUBSIDIARIES
Notes
to Consolidated Financial Statements
Years
Ended December 31, 2022 and 2021
11)
Retirement Plans (Continued)
The
Company, through its wholly owned subsidiary, SecurityNational Mortgage, also has an employment agreement with its former Vice President
of Mortgage Operations and President of SecurityNational Mortgage, who retired from the Company on December 31, 2015. Under the terms
of the employment agreement, this individual is entitled to receive retirement benefits from the Company for a period of ten years in
an amount equal to 50% of his rate of compensation at the time of his retirement , which was $ 267,685 for the year ended December 31,
2015. Such retirement payments are paid monthly during the ten-year period. In the event that this individual dies prior to receiving
all of his retirement benefits under his employment agreement, the remaining benefits will be made to his heirs. The company paid $ 133,843
and $ 133,843 in retirement compensation to this individual during the years ended December 31, 2022 and 2021, respectively. The liability
accrued was $ 401,529 and $ 535,370 as of December 31, 2022 and 2021, respectively and is included in Other liabilities and accrued expenses
on the consolidated balance sheets.
12)
Capital Stock
The
Company has one class of preferred stock of $ 1.00 par value, 5,000,000 shares authorized, of which none are issued. The preferred stock
is non-voting.
The
Company has two classes of common stock with shares outstanding, Class A common shares and Class C common shares. Class C shares have
10 votes per share on all matters except for the election of one third of the directors who are elected solely by the Class A shares.
Class C shares are convertible into Class A shares at any time on a one to one ratio.
Stockholders
of both Class A and Class C common stock have received 5% stock dividends in the years 1990 through 2019, a 7.5% stock dividend in the
year 2020, and a 5% stock dividend in the years 2021 and 2022, as authorized by the Company’s Board of Directors.
The
Company has Class B common stock of $ 1.00 par value, 5,000,000 shares authorized, of which none are issued. Class B shares are non-voting
stock except to any proposed amendment to the Articles of Incorporation which would affect Class B common stock.
The
following table summarizes the activity in shares of capital stock.
Summary
of Activities in Shares of Capital Stock
Class A
Class C
Outstanding shares at December 31, 2020
16,595,783
2,679,603
Exercise of stock options
160,282
104,656
Stock dividends
837,410
131,553
Conversion of Class C to Class A
49,247
( 49,247 )
Outstanding shares at December 31, 2021
17,642,722
2,866,565
Exercise of stock options
109,587
-
Stock dividends
889,554
139,462
Conversion of Class C to Class A
116,168
( 116,168 )
Outstanding shares at December 31, 2022
18,758,031
2,889,859
87
SECURITY
NATIONAL FINANCIAL CORPORATION
AND
SUBSIDIARIES
Notes
to Consolidated Financial Statements
Years
Ended December 31, 2022 and 2021
12)
Capital Stock (Continued)
Earnings
per share amounts have been retroactively adjusted for the effect of annual stock dividends. In accordance with GAAP, the basic and diluted
earnings per share amounts were calculated as follows:
Schedule of Earnings Per Share, Basic and Diluted
2022
2021
Years Ended December 31
2022
2021
Numerator:
Net earnings
$ 25,690,302
$ 39,518,990
Denominator:
Denominator for basic earnings per share-weighted-average shares
21,137,941
21,146,713
Effect of dilutive securities
Employee stock options
807,927
812,916
Unvested restricted stock units
374
-
Dilutive potential common shares
808,301
812,916
Denominator for diluted earnings per share-adjusted weighted-average
shares and assumed conversions
21,946,242
21,959,629
Basic earnings per share
$ 1.22
$ 1.87
Diluted earnings per share
$ 1.17
$ 1.80
For
the years ended December 31, 2022 and 2021, there were 339,150 and 50,000 of anti-dilutive employee stock option shares, respectively,
that were not included in the computation of diluted net earnings per common share as their effect would be anti-dilutive. Basic and
diluted earnings per share amounts are the same for each class of common stock.
88
SECURITY
NATIONAL FINANCIAL CORPORATION
AND
SUBSIDIARIES
Notes
to Consolidated Financial Statements
Years
Ended December 31, 2022 and 2021
13)
Stock Compensation Plans
The
Company has three stock compensation plans (the “2013 Plan”, the “2014 Director Plan” and the “2022 Equity
Incentive Plan”).
Stock
Options
Stock
based compensation expense for stock options issued of $ 929,321 and $ 118,384 has been recognized under these plans for the years ended
December 31, 2022 and 2021, respectively, and is included in personnel expenses on the consolidated statements of earnings. As of December
31, 2022, the total unrecognized compensation expense related to the stock options issued was $ 506,701 , which is expected to be recognized
over the vesting period.
The
fair value of each stock option granted is estimated on the date of grant using the Black Scholes Option Pricing Model. The Company estimates
the expected life of the options using the simplified method. Future volatility is estimated based upon the weighted historical volatility
of the Company’s Class A common stock over a period equal to the expected life of the options. The risk-free interest rate for
the expected life of the options is based upon the Federal Reserve Board’s daily interest rates in effect at the time of the grant.
The
following table summarizes the assumptions used in estimating the fair value of each stock option granted along with the weighted-average
fair value of the stock options granted.
Schedule of Assumptions Used
Assumptions
Grant Date
Plan
Weighted-Average Fair Value of Each Option
Expected Dividend Yield (1)
Underlying stock FMV
Weighted-Average Volatility
Weighted-Average Risk-Free Interest Rate
Weighted-Average Expected Life (years)
December 2, 2022
All Plans
$ 1.48
5 %
$ 6.48
37.03 %
3.69 %
4.88
December 3, 2021
All Plans
$ 2.99
5 %
$ 8.62
36.50 %
1.15 %
5.31
(1) Stock dividend
89
SECURITY
NATIONAL FINANCIAL CORPORATION
AND
SUBSIDIARIES
Notes
to Consolidated Financial Statements
Years
Ended December 31, 2022 and 2021
13)
Stock Compensation Plans (Continued)
Activity
of the stock option plans is summarized as follows:
Schedule of Activity of Stock Option Plans
Number of
Class A Shares
Weighted Average Exercise Price
Number of
Class C Shares
Weighted Average Exercise Price
Outstanding at January 1, 2021
1,072,863
$ 4.12
662,666
$ 4.50
Adjustment for the effect of stock dividends
47,594
33,136
Granted
89,500
230,000
Exercised
( 183,935 )
( 104,656 )
Cancelled
( 1,671 )
-
Outstanding at December 31, 2021
1,024,351
$ 4.38
821,146
$ 5.26
Adjustment for the effect of stock dividends
47,780
41,057
Granted
82,500
295,000
Exercised
( 176,435 )
-
Cancelled
( 1,591 )
-
Outstanding at December 31, 2022
976,605
$ 4.78
1,157,203
$ 5.59
Exercisable at end of year
897,105
$ 4.63
862,203
$ 5.26
Available options for future grant
132,313
795,000
Weighted average contractual term of options
outstanding at December 31, 2022
4.72 years
6.90 years
Weighted average contractual term of options
exercisable at December 31, 2022
4.26 years
6.24 years
Aggregated intrinsic value of options outstanding at December 31, 2022 (1)
$ 2,460,755
$ 1,979,588
Aggregated intrinsic value of options exercisable at December 31, 2022 (1)
$ 2,397,275
$ 1,758,488
(1) The Company used
a stock price of $ 7.30 as of December 31, 2022 to derive intrinsic value.
The
total intrinsic value (which is the amount by which the fair value of the underlying stock exceeds the exercise price of an option on
the exercise date) of stock options exercised during the years ended December 31, 2022 and 2021 was $ 619,064 and $ 1,153,417 , respectively.
90
SECURITY
NATIONAL FINANCIAL CORPORATION
AND
SUBSIDIARIES
Notes
to Consolidated Financial Statements
Years
Ended December 31, 2022 and 2021
13)
Stock Compensation Plans (Continued)
Restricted
Stock Units (“RSUs”)
Stock
based compensation expense for RSUs issued of $ 371 and nil has been recognized under these plans for the years ended December 31, 2022
and 2021, respectively, and is included in personnel expenses on the consolidated statements of earnings. As of December 31, 2022, the
total unrecognized compensation expense related to the RSUs issued was $ 742 , which is expected to be recognized over the vesting period
of three months. The fair value of each RSU granted is determined based on the Company’s stock price on the date of grant. The
weighted average grant date fair value of RSUs granted on December 2, 2022 was $ 6.48 .
Activity
of the RSUs is summarized as follows:
Schedule of Activity Restricted Stock Units
Number of
Class A Shares
Weighted Average Grant Date Fair Value
Non-vested at December 31, 2021
-
$
-
Granted
1,620
6.48
Vested
-
Non-vested at December 31, 2022
1,620
$ 6.48
Available RSUs for future grant
18,380
Aggregated intrinsic value of RSUs outstanding at December 31, 2022 (1)
$ 1,328
(1) The Company used
a stock price of $ 7.30 as of December 31, 2022 to derive intrinsic value.
91
SECURITY
NATIONAL FINANCIAL CORPORATION
AND
SUBSIDIARIES
Notes
to Consolidated Financial Statements
Years
Ended December 31, 2022 and 2021
14)
Statutory Financial Information and Dividend Limitations
The
Company’s insurance subsidiaries prepare their statutory-basis financial statements in conformity with accounting practices prescribed
or permitted by the insurance department of the applicable state of domicile. Prescribed statutory accounting practices include a variety
of publications of the NAIC, as well as state laws, regulations and general administrative rules. Permitted statutory accounting practices
encompass all accounting practices not so prescribed.
The
states in which the Company’s life insurance subsidiaries are domiciled require the preparation of statutory-basis financial statements
in conformity with the NAIC Accounting Practices and Procedures Manual, subject to any deviations prescribed or permitted by the applicable
insurance commissioner and/or director. Statutory accounting practices differ from GAAP primarily since they require charging policy
acquisition and certain sales inducement costs to expense as incurred, establishing life insurance reserves based on different actuarial
assumptions, and valuing certain investments and establishing deferred taxes on a different basis.
Statutory
net income and capital and surplus of the Company’s insurance subsidiaries, determined in accordance with statutory accounting
practices prescribed or permitted by insurance regulatory authorities are as follows:
Schedule of Statutory Accounting Practices
Statutory Net Income
Statutory Capital and Surplus
Years Ended December 31
December 31
2022
2021
2022
2021
Amounts by insurance subsidiary:
Security National Life Insurance Company
$ 9,126,955
$ 5,552,116
$ 66,753,938
$ 57,424,808
Kilpatrick Life Insurance Company
2,373,682
1,312,718
17,300,717
15,566,231
First Guaranty Insurance Company
1,007,026
624,550
8,107,405
7,734,357
Memorial Insurance Company of America
-
37
-
-
Southern Security Life Insurance Company, Inc.
( 2,691 )
275
1,579,971
1,578,225
Trans-Western Life Insurance Company
4,008
( 2,089 )
512,555
508,547
Total
$ 12,508,980
$ 7,487,607
$ 94,254,586
$ 82,812,168
The
Utah, Louisiana, Mississippi and Texas Insurance Departments impose minimum risk-based capital (“RBC”) requirements that
were developed by the NAIC on insurance enterprises. The formulas for determining the RBC specify various factors that are applied to
financial balances or various levels of activity based on the perceived degree of risk. Regulatory compliance is determined by a ratio
(the Ratio) of the enterprise’s regulatory total adjusted capital, as defined by the NAIC, to its authorized control level, as
defined by the NAIC. Enterprises below specific trigger points or ratios are classified within certain levels, each of which requires
specified corrective action. The life insurance subsidiaries each have a ratio that is greater than the first level of regulatory action
as of December 31, 2022. The Company does not have any guarantees to maintain the capital and surplus of any affiliates except for the Company’s
agreement to provide additional capital to Security National Life Insurance Company in the event risk-based capital drops below 350% of
the authorized control level.
Generally,
the net assets of the life insurance subsidiaries available for transfer to the Company are limited to the amounts of the life insurance
subsidiaries net assets, as determined in accordance with statutory accounting practices, that exceed minimum statutory capital requirements.
Additional requirements must be met depending on the state, and payments of such amounts as dividends are subject to approval by regulatory
authorities.
92
SECURITY
NATIONAL FINANCIAL CORPORATION
AND
SUBSIDIARIES
Notes
to Consolidated Financial Statements
Years
Ended December 31, 2022 and 2021
14)
Statutory Financial Information and Dividend Limitations (Continued)
Under
the Utah Insurance Code, Security National Life Insurance Company is permitted to pay stockholder dividends, or otherwise make distributions,
to the Company subject to certain limitations. Security National Life Insurance Company must ensure that its surplus held for policyholders
is reasonable in relation to its outstanding liabilities and adequate to its financial needs after payment of any such dividend or distribution.
Furthermore, where any dividend or distribution, together with all other dividends and distributions made within the preceding 12 months,
exceeds the lesser of (i) 10% of its surplus held for policyholders as of the next preceding December 31; or (ii) its net gain from operations,
not including realized capital gains, for the 12-month period ending the next preceding December 31, such dividend or distribution constitutes
“extraordinary” under Utah law and Security National Life Insurance Company would be required to file notice of its intention
to declare such a dividend or make such a distribution with the Utah Commissioner and the Utah Commissioner must either approve the distribution
or dividend or not disapprove the dividend or distribution within 30 days’ of the notice filing. Based on Security National Life
Insurance Company’s surplus held for policyholders and net gain from operations as of December 31, 2022, the maximum aggregate
amount of dividends and distributions that it could pay or make in 2023 and which would not constitute an “extraordinary”
dividend or distribution under Utah law, and would therefore not require notice and approval or lack of disproval from the Utah Commissioner,
would be approximately $ 6,420,000 .
Under
the Louisiana Insurance Code, First Guaranty Insurance Company and Kilpatrick Life Insurance Company are permitted to pay stockholder
dividends, or otherwise make distributions, to the Company subject to certain limitations. First Guaranty Insurance Company and Kilpatrick
Life Insurance Company must ensure that its surplus held for policyholders is reasonable in relation to its outstanding liabilities and
adequate to its financial needs after payment of any such dividend or distribution. Furthermore, where any dividend or distribution,
together with all other dividends and distributions made within the preceding 12 months, exceeds the lesser of (i) 10% of its surplus
held for policyholders as of the next preceding December 31; or (ii) its net gain from operations, not including realized capital gains,
for the 12-month period ending the next preceding December 31, such dividend or distribution constitutes “extraordinary”
under Louisiana law and First Guaranty Insurance Company and Kilpatrick Life Insurance Company would be required to file notice of its
intention to declare such a dividend or make such a distribution with the Louisiana Commissioner and the Louisiana Commissioner must
either approve the distribution or dividend or not disapprove the dividend or distribution within 30 days’ of the notice filing.
Based on First Guaranty Insurance Company’s and Kilpatrick Life Insurance Company’s surplus held for policyholders and net
gain from operations as of December 31, 2022, the maximum aggregate amount of dividends and distributions that it could pay or make in
2023 and which would not constitute an “extraordinary” dividend or distribution under Louisiana law, and would therefore
not require notice and approval or lack of disproval from the Louisiana Commissioner, would be approximately $ 710,000 for First Guaranty
Insurance Company and $ 1,650,000 for Kilpatrick Life Insurance Company.
93
SECURITY
NATIONAL FINANCIAL CORPORATION
AND
SUBSIDIARIES
Notes
to Consolidated Financial Statements
Years
Ended December 31, 2022 and 2021
15)
Business Segment Information
Description
of Products and Services by Segment
The
Company has three reportable business segments: life insurance, cemetery and mortuary, and mortgage. The Company’s life insurance
segment consists of life insurance premiums and operating expenses from the sale of insurance products sold by the Company’s independent
agency force and net investment income derived from investing policyholder and segment surplus funds. The Company’s cemetery and
mortuary segment consists of revenues and operating expenses from the sale of at-need cemetery and mortuary merchandise and services
at its mortuaries and cemeteries, pre-need sales of cemetery spaces after collection of 10% or more of the purchase price and the net
investment income from investing segment surplus funds. The Company’s mortgage segment consists of fee income and expenses from
the originations of residential mortgage loans and interest earned and interest expenses from warehousing pre-sold loans before the funds
are received from financial institutional investors.
Measurement
of Segment Profit or Loss and Segment Assets
The
accounting policies of the reportable segments are the same as those described in the Significant Accounting Principles. Intersegment
revenues are recorded at cost plus an agreed upon intercompany profit, and are eliminated upon consolidation.
Factors
Management Used to Identify the Enterprise’s Reportable Segments
The
Company’s reportable segments are business units that are managed separately due to the different products provided and the need
to report separately to the various regulatory jurisdictions. The Company regularly reviews the quantitative thresholds and other criteria
to determine when other business segments may need to be reported.
94
SECURITY
NATIONAL FINANCIAL CORPORATION
AND
SUBSIDIARIES
Notes
to Consolidated Financial Statements
Years
Ended December 31, 2022 and 2021
15)
Business Segment Information (Continued)
Schedule of Revenues and Expenses by Reportable Segment
Insurance
Mortuary
Mortgage
Eliminations
Consolidated
Year Ended December 31, 2022
Life
Cemetery/
Intercompany
Insurance
Mortuary
Mortgage
Eliminations
Consolidated
Revenues:
From external sources:
Revenue from customers
$ 105,144,646
$ 26,993,855
$ 173,356,675
-
$ 305,495,176
Net investment income
62,565,021
2,444,599
1,187,972
-
66,197,592
Gains (losses) on investments and other assets
( 459,462 )
( 796,096 )
398,098
-
( 857,460 )
Other than temporary impairments
-
-
-
-
-
Other revenues
1,932,402
305,073
16,579,545
-
18,817,020
Intersegment revenues:
Net investment income
6,601,132
451,139
356,574
( 7,408,845 )
-
Total revenues
175,783,739
29,398,570
191,878,864
( 7,408,845 )
389,652,328
Expenses:
Death, surrenders and other policy benefits
64,066,432
-
-
-
64,066,432
Increase in future policy benefits
28,858,969
-
-
-
28,858,969
Amortization of deferred policy and pre-need acquisition costs and value of business acquired
17,352,803
597,399
-
-
17,950,202
Selling, general and administrative expenses:
Commissions
4,097,680
1,372,200
57,851,212
-
63,321,092
Personnel
26,285,207
9,305,429
64,520,887
-
100,111,523
Advertising
1,649,273
628,114
3,420,611
-
5,697,998
Rent and rent related
384,908
163,182
6,334,923
-
6,883,013
Depreciation on property and equipment
1,036,521
759,415
700,970
-
2,496,906
Provision for loan loss reserve
-
-
-
-
-
Cost related to funding mortgage loans
-
-
7,540,041
-
7,540,041
Intersegment
232,915
160,690
1,795,507
( 2,189,112 )
-
Other
13,190,827
5,321,730
27,285,196
-
45,797,753
Interest expense:
Intersegment
462,753
274,911
4,482,069
( 5,219,733 )
-
Other
3,969,905
710
3,859,828
-
7,830,443
Costs of goods and services sold-mortuaries and cemeteries
-
4,721,094
-
-
4,721,094
Total benefits and expenses
161,588,193
23,304,874
177,791,244
( 7,408,845 )
355,275,466
Earnings before income taxes
$ 14,195,546
$ 6,093,696
$ 14,087,620
$ -
$ 34,376,862
Income tax expense
( 4,034,979 )
( 1,523,954 )
( 3,127,627 )
-
( 8,686,560 )
Net earnings
$ 10,160,567
$ 4,569,742
$ 10,959,993
$ -
$ 25,690,302
Identifiable assets
$ 1,246,840,586
$ 82,320,929
$ 219,872,163
$ ( 93,174,569 )
$ 1,455,859,109
Goodwill
$ 2,765,570
$ 2,488,213
$ -
$ -
$ 5,253,783
95
SECURITY
NATIONAL FINANCIAL CORPORATION
AND
SUBSIDIARIES
Notes
to Consolidated Financial Statements
Years
Ended December 31, 2022 and 2021
15)
Business Segment Information (Continued)
Insurance
Mortuary
Mortgage
Eliminations
Consolidated
Year Ended December 31, 2021
Life
Cemetery/
Intercompany
Insurance
Mortuary
Mortgage
Eliminations
Consolidated
Revenues:
From external sources:
Revenue from customers
$ 100,254,573
$ 23,997,313
$ 263,418,230
-
$ 387,670,116
Net investment income
56,091,725
1,653,940
519,018
-
58,264,683
Gains on investments and other assets
4,554,528
1,511,965
198,641
-
6,265,134
Other than temporary impairments
( 39,502 )
-
-
-
( 39,502 )
Other revenues
2,152,531
100,255
16,282,325
-
18,535,111
Intersegment revenues:
Net investment income
7,569,875
314,001
599,115
( 8,482,991 )
-
Total revenues
170,583,730
27,577,474
281,017,329
( 8,482,991 )
470,695,542
Expenses:
Death, surrenders and other policy benefits
67,218,455
-
-
-
67,218,455
Increase in future policy benefits
26,263,312
-
-
-
26,263,312
Amortization of deferred policy and pre-need acquisition costs and value of business acquired
15,611,374
531,596
-
-
16,142,970
Selling, general and administrative expenses:
Commissions
3,514,498
1,917,899
112,854,072
-
118,286,469
Personnel
25,009,096
6,850,617
68,880,448
-
100,740,161
Advertising
1,160,640
570,924
4,894,854
-
6,626,418
Rent and rent related
733,726
109,318
6,399,243
-
7,242,287
Depreciation on property and equipment
806,543
479,005
650,065
-
1,935,613
Provision for loan loss reserve
-
-
-
-
-
Cost related to funding mortgage loans
-
-
10,541,570
-
10,541,570
Intersegment
497,113
113,062
671,107
( 1,281,282 )
-
Other
12,075,374
5,224,178
35,766,430
-
53,065,982
Interest expense:
Intersegment
392,003
97,195
6,712,511
( 7,201,709 )
-
Other
2,328,868
54,620
4,744,028
-
7,127,516
Costs of goods and services sold-mortuaries and cemeteries
-
3,704,014
-
-
3,704,014
Total benefits and expenses
155,611,002
19,652,428
252,114,328
( 8,482,991 )
418,894,767
Earnings before income taxes
$ 14,972,728
$ 7,925,046
$ 28,903,001
$ -
$ 51,800,775
Income tax expense
( 2,943,715 )
( 1,975,787 )
( 7,362,283 )
-
( 12,281,785 )
Net earnings
$ 12,029,013
$ 5,949,259
$ 21,540,718
$ -
$ 39,518,990
Identifiable assets
$ 1,236,406,558
$ 73,432,116
$ 328,600,841
$ ( 96,099,992 )
$ 1,542,339,523
Goodwill
$ 2,765,570
$ 2,488,213
$ -
$ -
$ 5,253,783
96
SECURITY
NATIONAL FINANCIAL CORPORATION
AND
SUBSIDIARIES
Notes
to Consolidated Financial Statements
Years
Ended December 31, 2022 and 2021
16)
Related Party Transactions
The
Company’s Board of Directors has a written procedure, which requires disclosure to the Board of any material interest or any affiliation
on the part of any of its officers, directors or employees that is in conflict or may be in conflict with the interests of the Company.
The Company and its Board of Directors is unaware of any related party transactions that require disclosure as of December 31, 2022.
17)
Fair Value of Financial Instruments
GAAP
defines fair value as the exchange price that would be received for an asset or paid to transfer a liability (an exit price) in the principal
or most advantageous market for the asset or liability in an orderly transaction between market participants. GAAP also specifies a fair
value hierarchy based upon the observability of inputs used in valuation techniques. Observable inputs (highest level) reflect market
data obtained from independent sources, while unobservable inputs (lowest level) reflect internally developed market assumptions. Fair
value measurements are classified under the following hierarchy:
Level
1: Financial assets and financial liabilities whose values are based on unadjusted quoted prices for identical assets or liabilities
in an active market that the Company can access.
Level
2: Financial assets and financial liabilities whose values are based on the following:
a)
Quoted prices for similar assets or liabilities in active markets;
b)
Quoted prices for identical or similar assets or liabilities
in non-active markets; or
c)
Valuation models whose inputs are observable, directly or indirectly,
for substantially the full term of the asset or liability.
Level
3: Financial assets and financial liabilities whose values are based on prices or valuation techniques that require inputs that are
both unobservable and significant to the overall fair value measurement. These inputs may reflect the Company’s estimates of the
assumptions that market participants would use in valuing the financial assets and financial liabilities.
The
Company utilizes a combination of third-party valuation service providers, brokers, and internal valuation models to determine fair value.
The
following methods and assumptions were used by the Company in estimating the fair value disclosures related to significant financial
instruments:
The
items shown under Level 1 and Level 2 are valued as follows:
Fixed
Maturity Securities Available for Sale : The fair values of fixed maturity securities are based on quoted market prices, when
available. For fixed maturity securities not actively traded, fair values are estimated using values obtained from independent pricing
services, or in the case of private placements (considered Level 3 financial assets), are estimated by discounting expected future cash
flows using a current market value applicable to the coupon rate, credit and maturity of the investments.
Equity
Securities : The fair values for equity securities are based on quoted market prices.
97
SECURITY
NATIONAL FINANCIAL CORPORATION
AND
SUBSIDIARIES
Notes
to Consolidated Financial Statements
Years
Ended December 31, 2022 and 2021
17)
Fair Value of Financial Instruments (Continued)
Restricted
Assets : A portion of these assets include mutual funds, equity securities and fixed maturity securities available for sale that
have quoted market prices that are used to determine fair value. Also included are cash and cash equivalents and participations in mortgage
loans. The carrying amounts reported in the accompanying consolidated balance sheets for these financial instruments approximate their
fair values due to their short-term nature.
Cemetery
Perpetual Care Trust Investments : A portion of these assets include equity securities and fixed maturity securities available
for sale that have quoted market prices that are used to determine fair value. Also included are cash and cash equivalents. The carrying
amounts reported in the accompanying consolidated balance sheets for these financial instruments approximate their fair values due to
their short-term nature
Call
and Put Options : The Company uses quoted market prices to value its call and put options.
Additionally,
there were no transfers between Level 1 and Level 2 in the fair value hierarchy.
The
items shown under Level 3 are valued as follows:
Loans
Held for Sale : The Company elected the fair value option for loans held for sale. The fair value is based on quoted market prices,
when available. When a quoted market price is not readily available, the Company uses the market price from its last sale of similar
assets.
Loan
Commitments and Forward Sale Commitments : The Company’s mortgage segment enters into loan commitments with potential borrowers
and forward sale commitments to sell loans to third-party investors. The Company also uses a hedging strategy for these transactions.
A loan commitment binds the Company to lend funds to a qualified borrower at a specified interest rate and within a specified period
of time, generally up to 30 days after issuance of the loan commitment. Loan commitments are defined to be derivatives under GAAP and
are recognized at fair value on the consolidated balance sheets with changes in their fair values recorded in current earnings.
The
Company estimates the fair value of a loan commitment based on the change in estimated fair value of the underlying mortgage loan, quoted
MBS prices, estimates of the fair value of mortgage servicing rights, and an estimate of the probability that the mortgage loan will
fund within the terms of the commitment. The change in fair value of the underlying mortgage loan is measured from the date the loan
commitment is issued. Following issuance, the value of a mortgage loan commitment can be either positive or negative depending upon the
change in value of the underlying mortgage loans. Fallout rates and other factors from the Company’s recent historical data are
used to estimate the quantity and value of mortgage loans that will fund within the terms of the commitments.
Impaired
Mortgage Loans Held for Investment : The Company believes that the fair value of these nonperforming loans will approximate the
unpaid principal balance expected to be recovered based on the fair value of the underlying collateral. For residential and commercial
properties, the collateral value is estimated by obtaining an independent appraisal. The appraisal typically considers area comparables
and property condition as well as potential rental income that could be generated (particularly for commercial properties). For residential
construction loans, the collateral is typically incomplete, so fair value is estimated as the replacement cost using data from a provider
of building cost information to the real estate construction.
Impaired
Real Estate Held for Investment : The Company believes that in an orderly market, fair value will approximate the replacement
cost of a home and the rental income provides a cash flow stream for investment analysis. The Company believes the highest and best use
of the properties are as income producing assets since it is the Company’s intent to hold the properties as rental properties,
matching the income from the investment in rental properties with the funds required for future estimated policy claims.
98
SECURITY
NATIONAL FINANCIAL CORPORATION
AND
SUBSIDIARIES
Notes
to Consolidated Financial Statements
Years
Ended December 31, 2022 and 2021
17)
Fair Value of Financial Instruments (Continued)
It
should be noted that for replacement cost, when determining the fair value of real estate held for investment, the Company uses a provider
of building cost information to the real estate construction industry. For the investment analysis, the Company used market data based
upon its real estate operation experience and projected the present value of the net rental income over seven years. The Company also
considers area comparable properties and property condition when determining fair value.
In
addition to this analysis performed by the Company, the Company depreciates Real Estate Held for Investment. This depreciation reduces
the book value of these properties and lessens the exposure to the Company from further deterioration in real estate values.
Mortgage
Servicing Rights : The Company initially recognizes MSRs at their estimated fair values derived from the net cash flows associated
with the servicing contracts, where the Company assumes the obligation to service the loan in the sale transaction.
The
following table summarizes Level 1, 2 and 3 financial assets and financial liabilities measured at fair value on a recurring basis by
their classification in the consolidated balance sheet at December 31, 2022.
Schedule of Fair Value Assets and Liabilities Measured on a Recurring Basis
Total
Quoted Prices in Active Markets for Identical Assets
(Level 1)
Significant Observable Inputs
(Level 2)
Significant Unobservable Inputs
(Level 3)
Assets accounted for at fair value on a recurring basis
Fixed maturity securities available for sale
$ 345,858,492
$ -
$ 344,422,973
$ 1,435,519
Equity securities
11,682,526
11,682,526
-
-
Loans held for sale
141,179,620
-
-
141,179,620
Restricted assets (1)
1,217,308
-
1,217,308
-
Restricted assets (2)
5,348,244
5,348,244
-
-
Cemetery perpetual care trust investments (1)
254,731
-
254,731
-
Cemetery perpetual care trust investments (2)
3,605,162
3,605,162
-
-
Derivatives - loan commitments (3)
4,089,856
-
-
4,089,856
Total assets accounted for at fair value on a recurring basis
$ 513,235,939
$ 20,635,932
$ 345,895,012
$ 146,704,995
Liabilities accounted for at fair value on a recurring basis
Derivatives - call options (4)
$ ( 29,715 )
$ ( 29,715 )
$ -
$ -
Derivatives - put options (4)
( 13,888 )
( 13,888 )
-
-
Derivatives - loan commitments (4)
( 1,382,979 )
-
-
( 1,382,979 )
Total liabilities accounted for at fair value on a recurring basis
$ ( 1,426,582 )
$ ( 43,603 )
$ -
$ ( 1,382,979 )
(1) Fixed maturity
securities available for sale
(2) Equity securities
(3) Included in other
assets on the consolidated balance sheets
(4) Included in other
liabilities and accrued expenses on the consolidated balance sheets
99
SECURITY
NATIONAL FINANCIAL CORPORATION
AND
SUBSIDIARIES
Notes
to Consolidated Financial Statements
Years
Ended December 31, 2022 and 2021
17)
Fair Value of Financial Instruments (Continued
The
following table summarizes Level 1, 2 and 3 financial assets and financial liabilities measured at fair value on a recurring basis by
their classification in the consolidated balance sheet at December 31, 2021.
Total
Quoted Prices in Active Markets for Identical Assets
(Level 1)
Significant Observable Inputs
(Level 2)
Significant Unobservable Inputs
(Level 3)
Assets accounted for at fair value on a
recurring basis
Fixed maturity securities available for sale
$ 259,287,603
$ -
$ 257,264,255
$ 2,023,348
Equity securities
11,596,414
11,596,414
-
-
Loans held for sale
302,776,827
-
-
302,776,827
Restricted assets (1)
1,601,688
-
1,601,688
-
Restricted assets (2)
3,603,822
3,603,822
-
-
Cemetery perpetual care trust investments (1)
784,765
-
784,765
-
Cemetery perpetual care trust investments (2)
3,302,480
3,302,480
-
-
Derivatives - loan commitments (3)
8,563,410
-
-
8,563,410
Total assets accounted for at fair value on a recurring basis
$ 591,517,009
$ 18,502,716
$ 259,650,708
$ 313,363,585
Liabilities accounted for at fair value on a recurring basis
Derivatives - call options (4)
$ ( 50,936 )
$ ( 50,936 )
$ -
$ -
Derivatives - put options (4)
( 4,493 )
( 4,493 )
-
-
Derivatives - loan commitments (4)
( 1,547,895 )
-
-
( 1,547,895 )
Total liabilities accounted for at fair value on a recurring basis
$ ( 1,603,324 )
$ ( 55,429 )
$ -
$ ( 1,547,895 )
(1) Fixed maturity
securities available for sale
(2) Equity securities
(3) Included in other
assets on the consolidated balance sheets
(4) Included in other
liabilities and accrued expenses on the consolidated balance sheets
For
Level 3 assets and liabilities measured at fair value on a recurring basis as of December 31, 2022, the significant unobservable inputs
used in the fair value measurements were as follows:
Assets and Liabilities Measured at Fair Value on A Recurring Basis
Significant
Range of Inputs
Fair Value at
Valuation
Unobservable
Minimum
Maximum
Weighted
12/31/2022
Technique
Input(s)
Value
Value
Average
Loans held for sale
$ 141,179,620
Market approach
Investor contract pricing as a percentage of unpaid principal balance
69.9 %
106.1 %
99.8 %
Derivatives - loan commitments (net)
2,706,877
Market approach
Pull-through rate
65.0 %
95.0 %
82.2 %
Initial-Value
N/A
N/A
N/A
Servicing
0 bps
153 bps
73 bps
Fixed maturity securities available for sale
1,435,519
Broker quotes
Pricing quotes
$ 100.00
$ 111.11
$ 104.97
100
SECURITY
NATIONAL FINANCIAL CORPORATION
AND
SUBSIDIARIES
Notes
to Consolidated Financial Statements
Years
Ended December 31, 2022 and 2021
17)
Fair Value of Financial Instruments (Continued)
For
Level 3 assets and liabilities measured at fair value on a recurring basis as of December 31, 2021, the significant unobservable inputs
used in the fair value measurements were as follows:
Significant
Range of Inputs
Fair Value at
Valuation
Unobservable
Minimum
Maximum
Weighted
12/31/2021
Technique
Input(s)
Value
Value
Average
Loans held for sale
$ 302,776,827
Market approach
Investor contract pricing as a percentage of unpaid principal balance
95.0 %
109.0 %
103.0 %
Derivatives - loan commitments (net)
7,015,515
Market approach
Pull-through rate
66.0 %
95.0 %
81.0 %
Initial-Value
N/A
N/A
N/A
Servicing
0 bps
148 bps
61 bps
Fixed maturity securities available for sale
2,023,348
Broker quotes
Pricing quotes
$ 96.87
$ 111.11
$ 106.73
The
following table is a summary of changes in the consolidated balance sheet line items measured using level 3 inputs:
Schedule of Changes in the Consolidated Balance Sheet Line Items Measured Using Level 3 Inputs
Net Derivatives Loan Commitments
Loans Held for Sale
Fixed Maturity Securities Available for Sale
Balance - December 31, 2021
$ 7,015,515
$ 302,776,827
$ 2,023,348
Originations/purchases
-
3,373,554,484
-
Sales, maturities and paydowns
-
( 3,549,405,402 )
( 528,980 )
Transfer to mortgage loans held for investment
-
( 51,691,213 )
-
Total gains (losses):
Included in earnings
( 4,308,638 )(1)
65,944,924 (1)
1,957 (2)
Included in other comprehensive income
-
-
( 60,806 )
Balance - December 31, 2022
$ 2,706,877
$ 141,179,620
$ 1,435,519
(1) As a component
of mortgage fee income on the consolidated statements of earnings
(2) As a component
of net investment income on the consolidated statements of earnings
The
following table is a summary of changes in the consolidated balance sheet line items measured using level 3 inputs:
Net Derivatives Loan Commitments
Loans Held for Sale
Fixed Maturity Securities Available for Sale
Balance - December 31, 2020
$ 10,128,610
$ 422,772,418
$ 2,201,175
Originations/purchases
-
5,611,189,587
-
Sales, maturities and paydowns
-
( 5,900,076,766 )
( 45,700 )
Transfer to mortgage loans held for investment
-
( 201,951 )
-
Total gains (losses):
Included in earnings
( 3,113,095 )(1)
169,093,539 (1)
3,674 (2)
Included in other comprehensive income
-
-
( 135,801 )
Balance - December 31, 2021
$ 7,015,515
$ 302,776,827
$ 2,023,348
(1) As a component
of mortgage fee income on the consolidated statements of earnings
(2) As a component
of net investment income on the consolidated statements of earnings
101
SECURITY
NATIONAL FINANCIAL CORPORATION
AND
SUBSIDIARIES
Notes
to Consolidated Financial Statements
Years
Ended December 31, 2022 and 2021
17)
Fair Value of Financial Instruments (Continued)
The
following table summarize Level 1, 2 and 3 financial assets and financial liabilities measured at fair value on a nonrecurring basis
by their classification in the consolidated balance sheet at December 31, 2022.
Schedule of Fair Value Assets Measured on a Nonrecurring Basis
Total
Quoted Prices in Active Markets for Identical Assets
(Level 1)
Significant Observable Inputs
(Level 2)
Significant Unobservable Inputs
(Level 3)
Assets accounted for at fair value on a
nonrecurring basis
Impaired mortgage loans held for investment
$ 794,224
$ -
$ -
$ 794,224
Total assets accounted for at fair value on
a nonrecurring basis
$ 794,224
$ -
$ -
$ 794,224
The
following table summarize Level 1, 2 and 3 financial assets and financial liabilities measured at fair value on a nonrecurring basis
by their classification in the consolidated balance sheet at December 31, 2021.
Total
Quoted Prices in Active Markets for Identical Assets
(Level 1)
Significant Observable Inputs
(Level 2)
Significant Unobservable Inputs
(Level 3)
Assets accounted for at fair value on a
nonrecurring basis
Impaired mortgage loans held for investment
$ 851,903
$ -
$ -
$ 851,903
Impaired real estate held for sale
2,000,000
-
-
2,000,000
Total assets accounted for at fair value on
a nonrecurring basis
$ 2,851,903
$ -
$ -
$ 2,851,903
102
SECURITY
NATIONAL FINANCIAL CORPORATION
AND
SUBSIDIARIES
Notes
to Consolidated Financial Statements
Years
Ended December 31, 2022 and 2021
17)
Fair Value of Financial Instruments (Continued)
Fair
Value of Financial Instruments Carried at Other Than Fair Value
ASC
825, Financial Instruments, requires disclosure of fair value information about financial instruments, whether or not recognized in the
balance sheet, for which it is practicable to estimate that value.
Management
uses its best judgment in estimating the fair value of the Company’s financial instruments; however, there are inherent limitations
in any estimation technique. Therefore, for substantially all financial instruments, the fair value estimates presented herein are not
necessarily indicative of the amounts the Company could have realized in a sales transaction at December 31, 2022 and 2021.
The
carrying values and estimated fair values for such financial instruments, and their corresponding placement in the fair value hierarchy,
are summarized as follows as of December 31, 2022:
Schedule of Financial Instruments Carried at Other Than Fair Value
Carrying Value
Level 1
Level 2
Level 3
Total Estimated Fair Value
Assets
Mortgage loans held for investment
Residential
$ 90,290,776
$ -
$ -
$ 88,575,293
$ 88,575,293
Residential construction
172,139,077
-
-
172,139,077
172,139,077
Commercial
45,694,074
-
-
44,079,537
44,079,537
Mortgage loans held for investment, net
$ 308,123,927
$ -
$ -
$ 304,793,907
$ 304,793,907
Policy loans
13,095,473
-
-
13,095,473
13,095,473
Insurance assignments, net (1)
45,332,585
-
-
45,332,585
45,332,585
Restricted assets (2)
1,731,469
-
-
1,731,469
1,731,469
Cemetery perpetual care trust investments (2)
1,506,517
-
-
1,506,517
1,506,517
Mortgage servicing rights, net
3,039,765
-
-
3,927,877
3,927,877
Liabilities
Bank and other loans payable
$ ( 161,712,804 )
$ -
$ -
$ ( 161,712,804 )
$ ( 161,712,804 )
Policyholder account balances (3)
( 41,146,171 )
-
-
( 42,181,089 )
( 42,181,089 )
Future policy benefits - annuities (3)
( 106,637,094 )
-
-
( 126,078,031 )
( 126,078,031 )
(1) Included in other
investments and policy loans on the consolidated balance sheets
(2) Mortgage loans
held for investment
(3) Included in future
policy benefits and unpaid claims on the consolidated balance sheets
103
SECURITY
NATIONAL FINANCIAL CORPORATION
AND
SUBSIDIARIES
Notes
to Consolidated Financial Statements
Years
Ended December 31, 2022 and 2021
17)
Fair Value of Financial Instruments (Continued)
The
carrying values and estimated fair values for such financial instruments, and their corresponding placement in the fair value hierarchy,
are summarized as follows as of December 31, 2021:
Carrying Value
Level 1
Level 2
Level 3
Total Estimated Fair Value
Assets
Mortgage loans held for investment
Residential
$ 51,396,172
$ -
$ -
$ 55,159,167
$ 55,159,167
Residential construction
174,691,408
-
-
174,691,408
174,691,408
Commercial
51,218,466
-
-
51,008,709
51,008,709
Mortgage loans held for investment, net
$ 277,306,046
$ -
$ -
$ 280,859,284
$ 280,859,284
Policy loans
13,478,214
-
-
13,478,214
13,478,214
Insurance assignments, net (1)
46,946,590
-
-
46,946,590
46,946,590
Restricted assets (2)
2,732,320
-
-
2,732,320
2,732,320
Cemetery perpetual care trust investments (2)
1,823,533
-
-
1,823,533
1,823,533
Mortgage servicing rights, net
53,060,455
-
-
68,811,809
68,811,809
Liabilities
Bank and other loans payable
$ ( 251,286,927 )
$ -
$ -
$ ( 251,286,927 )
$ ( 251,286,927 )
Policyholder account balances (3)
( 42,939,055 )
-
-
( 35,855,934 )
( 35,855,934 )
Future policy benefits - annuities (3)
( 107,992,830 )
-
-
( 116,215,717 )
( 116,215,717 )
(1) Included in other
investments and policy loans on the consolidated balance sheets
(2) Mortgage loans
held for investment
(3) Included in future
policy benefits and unpaid claims on the consolidated balance sheets
The
methods, assumptions and significant valuation techniques and inputs used to estimate the fair value of financial instruments are summarized
as follows:
Mortgage
Loans Held for Investment : The estimated fair value of the Company’s mortgage loans held for investment is determined using
various methods. The Company’s mortgage loans are grouped into three categories: Residential, Residential Construction and Commercial.
When estimating the expected future cash flows, it is assumed that all loans will be held to maturity, and any loans that are non-performing
are evaluated individually for impairment.
Residential
— The estimated fair value of mortgage loans is determined through a combination of discounted cash flows (estimating expected
future cash flows of payments and discounting them using current interest rates from single family mortgages) and considering pricing
of similar loans that were sold recently.
Residential
Construction — These loans are primarily short in maturity. Accordingly, the estimated fair value is determined to be the carrying
value.
Commercial
— The estimated fair value is determined by estimating expected future cash flows of payments and discounting them using current
interest rates for commercial mortgages.
Policy
Loans : The carrying amounts reported in the accompanying consolidated balance sheet for these financial instruments approximate
their fair values because they are fully collateralized by the cash surrender value of the underlying insurance policies.
Insurance
Assignments, Net : These investments are short in maturity. Accordingly, the carrying amounts reported in the accompanying consolidated
balance sheet for these financial instruments approximate their fair values.
104
SECURITY
NATIONAL FINANCIAL CORPORATION
AND
SUBSIDIARIES
Notes
to Consolidated Financial Statements
Years
Ended December 31, 2022 and 2021
17)
Fair Value of Financial Instruments (Continued)
Bank
and Other Loans Payable : The carrying amounts reported in the accompanying consolidated balance sheet for these financial instruments
approximate their fair values due to their relatively short-term maturities and variable interest rates.
Policyholder
Account Balances and Future Policy Benefits-Annuities : Future policy benefit reserves for interest-sensitive insurance products
are computed under a retrospective deposit method and represent policy account balances before applicable surrender charges. Policy benefits
and claims that are charged to expense include benefit claims incurred in the period in excess of related policy account balances. Interest
crediting rates for interest-sensitive insurance products ranged from 1.5% to 6.5%. The fair values for these investment-type insurance
contracts are estimated based on the present value of liability cash flows. The fair values for the Company’s insurance contracts
other than investment-type contracts are not required to be disclosed. However, the fair values of liabilities under all insurance contracts
are taken into consideration in the Company’s overall management of interest rate risk, such that the Company’s exposure
to changing interest rates is minimized through the matching of investment maturities with amounts due under insurance contracts.
18)
Accumulated Other Comprehensive Income
The
following summarizes the changes in accumulated other comprehensive income:
Schedule of Changes in Accumulated Other Comprehensive Income
2022
2021
December 31
2022
2021
Unrealized gains on fixed maturity securities available for sale
$ ( 39,493,861 )
$ ( 7,323,241 )
Amounts reclassified into net earnings
162,173
805,510
Net unrealized gains before taxes
( 39,331,688 )
( 6,517,731 )
Tax expense
8,259,656
1,368,721
Net
( 31,072,032 )
( 5,149,010 )
Unrealized gains on restricted assets (1)
( 71,035 )
( 23,250 )
Tax expense
17,695
5,792
Net
( 53,340 )
( 17,458 )
Unrealized gains on cemetery perpetual care trust investments (1)
( 20,446 )
( 11,114 )
Unrealized gains before taxes
( 20,446 )
( 11,114 )
Tax expense
5,093
2,769
Net
( 15,353 )
( 8,345 )
Unrealized gains for foreign currency translations adjustments
-
2,835
Tax expense
-
( 707 )
Net
-
2,128
Other comprehensive income changes
$ ( 31,140,725 )
$ ( 5,172,685 )
(1) Fixed maturity
securities available for sale
105
SECURITY
NATIONAL FINANCIAL CORPORATION
AND
SUBSIDIARIES
Notes
to Consolidated Financial Statements
Years
Ended December 31, 2022 and 2021
The
following is the accumulated balances of other comprehensive income as of December 31, 2022:
Schedule of Accumulated Balances of Other Comprehensive Income
Beginning Balance December 31, 2021
Change for the period
Ending Balance December 31,
2022
Unrealized gains (losses) on fixed maturity securities
available for sale
$ 18,021,265
$ ( 31,072,032 )
$ ( 13,050,767 )
Unrealized gains (losses) on restricted assets (1)
40,192
( 53,340 )
( 13,148 )
Unrealized gains (losses) on cemetery perpetual
care trust investments (1)
8,991
( 15,353 )
( 6,362 )
Other comprehensive income
$ 18,070,448
$ ( 31,140,725 )
$ ( 13,070,277 )
(1) Fixed maturity
securities available for sale
The
following is the accumulated balances of other comprehensive income as of December 31, 2021:
Beginning Balance December 31, 2020
Change for the period
Ending Balance December 31, 2021
Unrealized gains (losses) on fixed maturity securities
available for sale
$ 23,170,275
$ ( 5,149,010 )
$ 18,021,265
Unrealized gains (losses) on restricted assets (1)
57,650
( 17,458 )
40,192
Unrealized gains (losses) on cemetery perpetual
care trust investments (1)
17,336
( 8,345 )
8,991
Foreign currency translation adjustments
( 2,128 )
2,128
-
Other comprehensive income
$ 23,243,133
$ ( 5,172,685 )
$ 18,070,448
(1) Fixed maturity
securities available for sale
106
SECURITY
NATIONAL FINANCIAL CORPORATION
AND
SUBSIDIARIES
Notes
to Consolidated Financial Statements
Years
Ended December 31, 2022 and 2021
19)
Derivative Instruments
The
following table shows the fair value and notional amounts of derivative instruments.
Schedule of Derivative Assets at Fair Value
December 31, 2022
December 31, 2021
Balance Sheet Location
Notional Amount
Asset Fair Value
Liability Fair Value
Notional Amount
Asset Fair Value
Liability Fair Value
Derivatives not designated as hedging instruments:
Loan commitments
Other assets and Other liabilities
$ 453,371,808
$ 4,089,856
$ 1,382,979
$ 862,568,967
$ 8,563,410
$ 1,547,895
Call options
Other liabilities
868,600
—
29,715
982,500
—
50,936
Put options
Other liabilities
654,500
—
13,888
362,900
—
4,493
Total
$ 454,894,908
$ 4,089,856
$ 1,426,582
$ 863,914,367
$ 8,563,410
$ 1,603,324
The
following table presents the gains (losses) on derivatives. There were no gains or losses reclassified from accumulated other comprehensive
income into income or gains or losses recognized in income on derivatives ineffective portion or any amounts excluded from effective
testing.
Schedule of Gains and Losses on Derivatives
Years ended December 31
Derivative
Classification
2022
2021
Loan commitments
Mortgage fee income
$ ( 4,308,638 )
$ ( 3,113,095 )
Call and put options
Gains on investments and other assets
$ 202,886
$ 160,410
107
SECURITY
NATIONAL FINANCIAL CORPORATION
AND
SUBSIDIARIES
Notes
to Consolidated Financial Statements
Years
Ended December 31, 2022 and 2021
20)
Acquisitions
Rivera
Funerals, Cremations and Memorial Gardens
On
December 21, 2021, the Company, through its wholly-owned subsidiary, Memorial Estates Inc., completed a business combination transaction
with Rivera Funerals, Cremations and Memorial Gardens. The mortuaries and cemetery are located in New Mexico.
Under
the terms of the transaction, as set forth in the Asset Purchase Agreement, dated December 21, 2021, Memorial Estates Inc. paid a net
purchase price of $ 10,693,395 for the business and assets of Rivera Funerals, Cremations and Memorial Gardens, subject to holdback amounts
held by Memorial Estates, Inc. in the total amount of $ 1,120,000 . Pursuant to the Asset Purchase Agreement, Memorial Estates, Inc. used
$ 70,000 of the holdback amount to pay trade accounts payable of Rivera Funerals, Cremations and Memorial Gardens to third parties that
remained unpaid at the time of purchase. The remaining $ 1,050,000 holdback amount is to be released and paid by Memorial Estates Inc.
in annual payments of up to $ 105,000 each, beginning in January 2023.
The
estimated fair values of the assets acquired and liabilities assumed as of the date of acquisition were as follows:
Schedule
of Estimated Fair Values of Assets Acquired and Liabilities Assumed
Restricted assets (1)
$ 618,006
Property and equipment (2)
6,255,836
Cemetery land and improvements
658,280
Goodwill
1,338,763
Other (3)
2,440,516
Total assets acquired
11,311,401
Cemetery perpetual care obligation
( 618,006 )
Other liabilities - holdback
( 1,120,000 )
Total liabilities assumed
( 1,738,006 )
Fair value of net assets acquired/consideration paid
$ 9,573,395
(1) Includes $ 39,000
of cash and $ 579,006 of fixed maturity securities, available for sale, at estimated fair value which is a Level 2 asset in the fair value
hierarchy
(2) At estimated fair
value which is a Level 3 asset in the fair value hierarchy
(3) Including $ 2,310,000
of intangible assets
Rivera
Funerals, Cremations and Memorial Gardens revenues and net earnings since the date of acquisition for the year ended December 31, 2021
were $ 137,386 and $ 14,892 , respectively.
108
SECURITY
NATIONAL FINANCIAL CORPORATION
AND
SUBSIDIARIES
Notes
to Consolidated Financial Statements
Years
Ended December 31, 2022 and 2021
20)
Acquisitions (Continued)
Holbrook
Mortuary
On
December 28, 2021, the Company, through its wholly-owned subsidiary, Memorial Mortuary Inc., completed a business combination transaction
with Holbrook Mortuary located in Salt Lake City, Utah.
Under
the terms of the transaction, as set forth in the Asset Purchase Agreement, dated December 28, 2021, Memorial Mortuary Inc. paid a net
purchase price of $ 3,051,747 for the business and assets of Holbrook Mortuary.
The
estimated fair values of the assets acquired and liabilities assumed as of the date of acquisition were as follows:
Estimated Fair Values of Assets Acquired and Liabilities Assumed
Property and equipment (1)
$ 2,641,210
Goodwill
395,432
Other
15,105
Total assets acquired
3,051,747
Fair value of net assets acquired/consideration paid
$ 3,051,747
(1) At estimated fair
value which is a Level 3 asset in the fair value hierarchy
Holbrook
Mortuary’s revenues and net loss since the date of acquisition for the year ended December 31, 2021 were nil and $ ( 98,531 ) , respectively.
109
SECURITY
NATIONAL FINANCIAL CORPORATION
AND
SUBSIDIARIES
Notes
to Consolidated Financial Statements
Years
Ended December 31, 2022 and 2021
21)
Mortgage Servicing Rights
The
Company reports MSRs pursuant to the accounting policy discussed in Note 1 of the Notes to Consolidated Financial Statements.
The
following table presents the MSR activity.
Schedule
of Mortgage Servicing Rights
2022
2021
December 31
2022
2021
Amortized cost:
Balance before valuation allowance at beginning of year
$ 53,060,455
$ 35,210,516
MSR additions resulting from loan sales
10,243,922
32,701,819
Amortization (1)
( 9,078,706 )
( 14,851,880 )
Sale of MSRs
( 51,185,906 )
-
Application of valuation allowance to write down MSRs with other than temporary impairment
-
-
Balance before valuation allowance at year end
$ 3,039,765
$ 53,060,455
Valuation allowance for impairment of MSRs:
Balance at beginning of year
$ -
$ -
Additions
-
-
Application of valuation allowance to write down MSRs with other than temporary impairment
-
-
Balance at year end
$ -
$ -
Mortgage servicing rights, net
$ 3,039,765
$ 53,060,455
Estimated fair value of MSRs at year end
$ 3,927,877
$ 68,811,809
(1) Included in other
expenses on the consolidated statements of earnings
The
following table summarizes the Company’s estimate of future amortization of its existing MSRs carried at amortized cost. This projection
was developed using the assumptions made by management in its December 31, 2022 valuation of MSRs. The assumptions underlying the following
estimate will change as market conditions and portfolio composition and behavior change, causing both actual and projected amortization
levels to change over time. Therefore, the following estimates will change in a manner and amount not presently determinable by management.
Schedule
of Finite-Lived Intangible Assets, Future Amortization Expense, Mortgage Servicing Rights
Estimated MSR Amortization
2023
$ 316,449
2024
286,934
2025
260,259
2026
234,139
2027
211,523
Thereafter
1,730,461
Total
$ 3,039,765
110
SECURITY
NATIONAL FINANCIAL CORPORATION
AND
SUBSIDIARIES
Notes
to Consolidated Financial Statements
Years
Ended December 31, 2022 and 2021
21)
Mortgage Servicing Rights (Continued)
The
Company collected the following contractual servicing fee income and late fee income as reported in other revenues on the consolidated
statements of earnings.
Schedule
of Other Revenues
2022
2021
Years Ended December 31
2022
2021
Contractual servicing fees
$ 15,792,105
$ 15,471,307
Late fees
398,754
321,337
Total
$ 16,190,859
$ 15,792,644
The
following is a summary of the unpaid principal balances (“UPB”) of the servicing portfolio.
Summary
of Unpaid Principal Balances of the Servicing Portfolio
December 31
2022
2021
Servicing UPB
$ 360,023,384
$ 7,060,536,350
The
following key assumptions were used in determining MSR value.
Schedule
of Assumptions Used in Determining MSR Value
Prepayment
Speeds
Average
Life(Years)
Discount
Rate
December 31, 2022
8.12
8.49
11.95
December 31, 2021
11.60
6.64
9.50
On
October 31, 2022, the Company sold certain of its MSRs. The MSRs related to mortgage loans previously originated by the Company in aggregate
unpaid principal amount of approximately $ 7.02 billion. As a result of the sale, the book value of the Company’s MSRs decreased
$ 51,185,906 and generated a gain of $ 34,051,938 included in mortgage fee income on the consolidated statements of earnings. Substantially
all of the consideration was received by the Company with the remainder subject to certain holdbacks during transfer of the MSRs. The
Company completed the physical transfer of files prior to its deadline and anticipates the release of the holdbacks in the first quarter
of 2023.
111
SECURITY
NATIONAL FINANCIAL CORPORATION
AND
SUBSIDIARIES
Notes
to Consolidated Financial Statements
Years
Ended December 31, 2022 and 2021
22)
Future Policy Benefits and Unpaid Claims
The
Company reports future policy benefits and unpaid claims pursuant to the accounting policy discussed in Note 1 of the Notes to Consolidated
Financial Statements.
The
following table provides information regarding future policy benefits and unpaid claims and the related receivable from reinsurers.
Schedule of Liability for Future Policy Benefits, by Product Segment
December 31
2022
2021
Life
$ 726,462,594
$ 698,366,477
Annuities
106,637,094
107,992,830
Policyholder account balances
41,146,171
42,939,055
Accident and health
603,526
629,302
Other policyholder funds
4,279,218
4,352,217
Reported but unpaid claims
5,651,030
4,887,934
Incurred but not reported claims
4,547,670
4,106,878
Gross future policy benefits and unpaid claims
$ 889,327,303
$ 863,274,693
Receivable from reinsurers
Life
10,600,613
10,482,428
Annuities
4,225,873
4,082,877
Accident and health
79,467
88,474
Reported but unpaid claims
110,985
177,829
Incurred but not reported claims
17,000
19,000
Total receivable from reinsurers
15,033,938
14,850,608
Net future policy benefits and unpaid claims
$ 874,293,365
$ 848,424,085
Net unpaid claims
$ 10,070,715
$ 8,797,983
The
following table provides a rollforward of the Company’s liability for reported but unpaid claims and incurred but not reported
claims, net of the related receivable from reinsurers.
Summary
of Liability for Reported but Unpaid Claims and Incurred but not Reported
Claims
Life
Annuities
Accident and Health
Total
Balance at 12/31/2020
$ 10,286,319
$ 1,111,441
$ 17,000
$ 11,414,760
Incurred
63,247,616 (1)
14,036,473 (2)
230,395 (3)
77,514,484
Settled
( 65,518,834 )
( 14,469,536 )
( 142,891 )
( 80,131,261 )
Balance at 12/31/2021
8,015,101
678,378
104,504
8,797,983
Incurred
59,377,962 (1)
13,987,576 (2)
40,744 (3)
73,406,282
Settled
( 57,988,800 )
( 14,016,502 )
( 128,248 )
( 72,133,550 )
Balance at 12/31/2022
$ 9,404,263
$ 649,452
$ 17,000
$ 10,070,715
(1) See death benefits
on the consolidated statements of earnings
(2) Included in increase
in future benefits on the consolidated statements of earnings
(3) Included in surrender
and other policy benefits on the consolidated statements of earnings
112
SECURITY
NATIONAL FINANCIAL CORPORATION
AND
SUBSIDIARIES
Notes
to Consolidated Financial Statements
Years
Ended December 31, 2022 and 2021
23)
Revenues from Contracts with Customers
The
Company reports revenues from contracts with customers pursuant to ASC No. 606, Revenue from Contracts with Customers.
Contracts
with Customers
Information
about Performance Obligations and Contract Balances
The
Company’s cemetery and mortuary segment sells a variety of goods and services to customers in both at-need and pre-need situations.
Due to the timing of the fulfillment of the obligation, revenue is deferred until that obligation is fulfilled. The total contract liability
for future obligations is included in deferred pre-need cemetery and mortuary contract revenues on the consolidated balance sheets and,
as of December 31, 2022 and 2021, the balances were $ 16,226,836 and $ 14,508,022 , respectively.
The
Company’s three types of future obligations are as follows:
Pre-need
Merchandise and Service Revenue : All pre-need merchandise and service revenue is deferred and the funds are placed in trust until
the need arises, the merchandise is received or the service is performed. The trust is then relieved, and the revenue and commissions
are recognized. As of December 31, 2022 and 2021, the balances were $ 15,289,901 and $ 13,722,348 , respectively.
At-need
Specialty Merchandise Revenue : At-need specialty merchandise revenue consists of customizable merchandise ordered from a manufacturer
such as markers and bases. When specialty merchandise is ordered, it can take time to manufacture and deliver the product. Revenue is
deferred until the at-need merchandise is received. As of December 31, 2022 and 2021, the balances were $ 936,935 and $ 785,674 , respectively.
Deferred revenue for at-need specialty revenue is not placed in trust.
Deferred
Pre-need Land Revenue : Deferred pre-need revenue and corresponding commissions are deferred until 10 % of the funds are received
from the customer through regular monthly payments. As of December 31, 2022 and 2021, the balances were nil and nil , respectively. Deferred
pre-need land revenue is not placed in trust.
Complete
payment of the contract does not constitute fulfillment of the performance obligation. Goods or services are deferred until such time
the service is performed or merchandise is received. Pre-need contracts are required to be paid in full prior to a customer using a good
or service from a pre-need contract. Goods and services from pre-need contracts can be transferred when paid in full from one owner to
another. In such cases, the Company will act as an agent in transferring the requested goods and services. A transfer of goods and services
does not fulfill an obligation and revenue remains deferred.
113
SECURITY
NATIONAL FINANCIAL CORPORATION
AND
SUBSIDIARIES
Notes
to Consolidated Financial Statements
Years
Ended December 31, 2022 and 2021
23)
Revenues from Contracts with Customers (Continued)
The
opening and closing balances of the Company’s receivables, contract assets and contract liabilities are as follows:
Schedule of Opening and Closing Balances of Receivables, Contract Assets and Contract Liabilities
Contract Balances
Receivables (1)
Contract Asset
Contract Liability
Opening (1/1/2022)
$ 5,298,636
$ -
$ 14,508,022
Closing (12/31/2022)
5,392,779
-
16,226,836
Increase/(decrease)
94,143
-
1,718,814
Contract Balances
Receivables (1)
Contract Asset
Contract Liability
Opening (1/1/2021)
$ 4,119,988
$ -
$ 13,080,179
Closing (12/31/2021)
5,298,636
-
14,508,022
Increase/(decrease)
1,178,648
-
1,427,843
(1) Included in Receivables,
net on the consolidated balance sheets
The
following table disaggregates the opening and closing balances of the Company’s contract balances.
Schedule of Opening and Closing Balances of the Assets and Liabilities
Contract Balances
Contract Asset
Contract Liability
Pre-need merchandise and services
$ -
$ 13,722,348
At-need specialty merchandise
-
785,674
Pre-need land sales
-
-
Opening (1/1/2022)
$ -
$ 14,508,022
Pre-need merchandise and services
$ -
$ 15,289,901
At-need specialty merchandise
-
936,935
Pre-need land sales
-
-
Closing (12/31/2022)
$ -
$ 16,226,836
Contract Balances
Contract Asset
Contract Liability
Pre-need merchandise and services
$ -
$ 12,545,753
At-need specialty merchandise
-
534,426
Pre-need land sales
-
-
Opening (1/1/2021)
$ -
$ 13,080,179
Pre-need merchandise and services
$ -
$ 13,722,348
At-need specialty merchandise
-
785,674
Pre-need land sales
-
-
Closing (12/31/2021)
$ -
$ 14,508,022
114
SECURITY
NATIONAL FINANCIAL CORPORATION
AND
SUBSIDIARIES
Notes
to Consolidated Financial Statements
Years
Ended December 31, 2022 and 2021
23)
Revenues from Contracts with Customers (Continued)
The
amount of revenue recognized for the years ended December 31, 2022 and 2021 that was included in the opening contract liability balance
was $ 4,588,290 and $ 4,528,646 , respectively.
The
difference between the opening and closing balances of the Company’s contract assets and contract liabilities primarily results
from the timing difference between the Company’s performance and the customer’s payment.
Disaggregation
of Revenue
The
following table disaggregates revenue for the Company’s cemetery and mortuary contracts.
Schedule
of Revenues of the Cemetery and Mortuary Contracts
2022
2021
Years Ended December 31
2022
2021
Major goods/service lines
At-need
$ 21,283,237
$ 16,220,541
Pre-need
5,710,618
7,776,772
Net mortuary and cemetery
sales
$ 26,993,855
$ 23,997,313
Timing of Revenue Recognition
Goods transferred at a point in time
$ 16,412,963
$ 16,793,439
Services transferred at a point in time
10,580,892
7,203,874
Net mortuary and cemetery
sales
$ 26,993,855
$ 23,997,313
Significant
Judgments and Estimates
The
Company’s cemetery and mortuary segment recognizes revenue on future performance obligations when goods are delivered and when
services are performed and is not determined by the terms or payments of the contract as long as any good or service is paid in full
prior to delivery. Prices are determined based on the market at the time a contract is created. Goods or services are not partially completed.
There are no significant judgements, estimations or allocation methods when revenue should be recognized.
Practical
Expedients
The
Company has not elected to use any of the practical expedients under ASC 606.
Contract
Costs
The
Company’s cemetery and mortuary segment defers certain costs associated with obtaining a contract on future obligations.
Pre-need
Merchandise and Service Revenue : Pre-need merchandise and service revenues are deferred until the goods or services are delivered.
Recognition can be years until the obligations are satisfied. Commissions and other costs are capitalized and deferred until the obligation
is satisfied. Other costs include rent on pre-need offices and training rooms, and call center costs. Costs that are allocated based
on a percentage include family service advisor compensation, bonuses, utilities and supplies that are all used to procure a pre-need
sale.
At-need
Specialty Merchandise Revenue : At-need specialty merchandise is ordered from a third-party manufacturer. Generally, at-need specialty
merchandise is ordered and received within 90 days of order. These orders are also short-term in nature and are deferred until the product
is received from the manufacturer and the obligation is satisfied.
115
SECURITY
NATIONAL FINANCIAL CORPORATION
AND
SUBSIDIARIES
Notes
to Consolidated Financial Statements
Years
Ended December 31, 2022 and 2021
23)
Revenues from Contracts with Customers (Continued)
Deferred
Pre-need Land Revenue : Revenue is recognized on pre-need land sales when the customer has paid at least 10% toward the land price.
In cases where customers pay less than 10% the revenue and associated commissions are deferred until such time when 10% of the contract
price is received.
The
following table disaggregates contract costs that are included in deferred policy and pre-need contract acquisition costs on the consolidated
balances sheets.
Reconciliation of Revenues from Cemetery and mortuary contracts to Business Segment Information
2022
2021
Years Ended December 31
2022
2021
Pre-need merchandise and services
$ 3,780,173
$ 3,688,579
At-need specialty merchandise
35,371
29,688
Pre-need land sales
-
-
Deferred policy and pre-need
contract acquisition costs
$ 3,815,544
$ 3,718,267
24)
Leases
A
lease is defined as a contract, or part of a contract, that conveys the right to control the use of identified property, plant, or equipment
(an identified asset) for a period of time in exchange for consideration. The Company determines if a contract is a lease at the inception
of the contract. At the commencement date of a lease, the Company measures the lease liability at the present value of the lease payments
over the lease term, discounted using the discount rate for the lease. The Company uses the rate implicit in the lease, if available,
otherwise the Company uses its incremental borrowing rate. Also, at the commencement date of a lease, the Company measures the cost of
the related right-of-use asset which consists of the amount of the initial measurement of the lease liability, any lease payments made
to the lessor at or before the commencement date, minus any lease incentives received and any initial direct costs incurred by the Company.
Information
about the Nature of Leases and Subleases
The
Company leases office space and equipment from third-parties under various non-cancelable agreements. The Company has operating leases
for office space for its segments in areas where it conducts business. The Company subleases some of this office space. The Company also
has finance leases for certain equipment, such as copy machines and postage machines. The Company does not have any lease agreements
with variable lease payments. The Company has not included any options to extend or terminate leases in the recognition of the right-of-use
assets or lease liabilities because of the uncertainty that they will be exercised. No residual value guarantees have been provided to
the Company. The Company does not have any restrictions or covenants imposed by leases.
Leases
that have not Commenced
The
Company does not have any leases that have not commenced that create significant rights or obligations for the Company.
Related
Party Lease Transactions
The
Company does not have any related party lease transactions that require disclosure as of December 31, 2022.
116
SECURITY
NATIONAL FINANCIAL CORPORATION
AND
SUBSIDIARIES
Notes
to Consolidated Financial Statements
Years
Ended December 31, 2022 and 2021
24)
Leases (Continued)
Short-term
Leases
The
Company made an accounting policy election not to apply the recognition requirements of ASC 842 to short-term leases, which are leases
that, at the commencement date, have a lease term of 12 months or less and do not include an option to purchase the underlying assets
that the lessee is reasonably certain to exercise.
Significant
Judgments and Assumptions
The
Company does not use any significant judgments or assumptions regarding the determination of whether a contract contains a lease; the
allocation of the consideration in a contract between lease and nonlease components; or the determination of the discount rates for the
leases. The following table presents the Company’s total lease cost recognized in earnings, amounts capitalized as right-of-use
assets and cash flows from lease transactions.
Schedule of Lease Cost Recognized in Earnings
2022
2021
Years Ended December 31
2022
2021
Lease Cost
Finance lease cost:
Amortization of right-of-use assets (1)
$ 30,163
$ 41,925
Interest on lease liabilities (2)
2,773
4,713
Operating lease cost (3)
4,498,894
4,896,315
Short-term lease cost (3)(4)
1,135,003
167,551
Sublease income (3)
( 209,455 )
( 275,038 )
Total lease cost
$ 5,457,378
$ 4,835,466
Other Information
Cash paid for amounts included in the measurement of lease liabilities:
Operating cash flows from operating leases
$ 4,250,630
$ 4,697,819
Operating cash flows from finance leases
2,773
4,713
Financing cash flows from finance leases
31,685
42,184
Right-of-use assets obtained in exchange for lease liabilities:
Operating leases
$ 2,054,534
$ 5,216,048
Finance leases
-
-
Weighted-average remaining lease term (in years)
Finance leases
1.25
2.07
Operating leases
3.46
6.04
Weighted-average discount rate
Finance leases
5.78 %
5.74 %
Operating leases
4.50 %
4.14 %
(1) Included in Depreciation
on property and equipment on the consolidated statements of earnings
(2) Included in Interest
expense on the consolidated statements of earnings
(3) Included in Rent
and rent related expenses on the consolidated statements of earnings
(4) Includes leases
with a term of 12 months or less
117
SECURITY
NATIONAL FINANCIAL CORPORATION
AND
SUBSIDIARIES
Notes
to Consolidated Financial Statements
Years
Ended December 31, 2022 and 2021
24)
Leases (Continued)
The
following table presents the maturity analysis of the Company’s lease liabilities.
Schedule
of Future Minimum Rental Payments for Finance Leases and Operating Leases
Finance Leases
Operating Leases
Lease payments due in:
2023
$ 27,220
$ 3,929,227
2024
4,354
3,328,744
2025
692
2,166,880
2026
-
1,454,848
2027
-
340,112
Thereafter
-
324,548
Total undiscounted lease payments
32,266
11,544,359
Less: Discount on cash flows
( 1,184 )
( 947,888 )
Present value of lease liabilities
$ 31,082
$ 10,596,471
The
following table presents the Company’s right-of-use assets and lease liabilities.
Schedule of Right-of-Use Assets and Lease
Liabilities
Year Ended December 31
Balance Sheet Location
2022
2021
Operating Leases
Right-of-use assets
Other assets
$ 9,987,699
$ 12,483,638
Right-of-use assets
Other assets
$ 9,987,699
$ 12,483,638
Lease liabilities
Other liabilities and accrued expenses
$ 10,596,471
$ 12,939,691
Lease liabilities
Other liabilities and accrued expenses
$ 10,596,471
$ 12,939,691
Finance Leases
Right-of-use assets
$ 228,221
$ 235,867
Accumulated amortization
( 200,178 )
( 177,660 )
Right-of-use assets, net
Property and equipment, net
$ 28,043
$ 58,207
Right-of-use assets, net
Property and equipment, net
$ 28,043
$ 58,207
Lease liabilities
Bank and other loans payable
$ 31,082
$ 62,767
Lease liabilities
Bank and other loans payable
$ 31,082
$ 62,767
The
Company is also a lessor and has operating lease agreements with various tenants that lease its commercial and residential properties.
See Note 2 for information about the Company’s real estate held for investment.
118
Item
9. Changes in and Disagreements with Accountants on Accounting and Financial Disclosure
None
Item
9A. Controls and Procedures
Under
the supervision and with the participation of the Company’s management, including the Chief Executive Officer and Chief Financial
Officer, the Company has evaluated the effectiveness of its disclosure controls and procedures as required by Exchange Act Rule 13a-15(b)
as of the end of the period covered by this report. Based on that evaluation, the Chief Executive Officer and Chief Financial Officer
have concluded that these disclosure controls and procedures are effective.
(a)
Management’s annual report on internal control over financial reporting.
Management
is responsible for establishing and maintaining adequate internal control over financial reporting. The Company’s internal control
over financial reporting is a process that is 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 (“GAAP”),
and includes those policies and procedures that:
●
Pertain
to the maintenance of records that, in reasonable detail, accurately and fairly reflect the transactions and dispositions of assets
of the Company,
●
Provide
reasonable assurance that transactions are recorded as necessary to permit preparation of financial statements in accordance with
GAAP, and that receipts and expenditures are being made only in accordance with authorizations of management and the Board of Directors
of the Company, and 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 and procedures may deteriorate.
Management
performed an assessment of the effectiveness of the Company’s internal control over financial reporting as of December 31, 2022
based on the framework in “Internal Control-Integrated Framework (2013)” issued by the Committee of Sponsoring Organizations
of the Treadway Commission. The objective of this assessment was to determine whether the Company’s internal control over financial
reporting was effective as of December 31, 2022. Based on that assessment management believes that at December 31, 2022, the Company’s
internal control over financial reporting was effective.
This
annual report on internal control over financial reporting does not include an attestation report of the Company’s registered public
accounting firm regarding internal control over financial reporting. Management’s report was not subject to attestation by the
Company’s registered public accounting firm pursuant to rules of the Securities and Exchange Commission that permit the Company
to provide only management’s report in this annual report.
(b)
Changes in internal control over financial reporting.
There
was no change in the Company’s internal control over financial reporting that occurred in the fourth quarter 2022 that has materially
affected, or is reasonably likely to materially affect, the Company’s internal control over financial reporting.
Item
9B. Other Information
None
Item
9C. Disclosure Regarding Foreign Jurisdictions that Prevent Inspections
Not
applicable
119
PART
III
Items
10, 11, 12, 13 and 14.
The
information required by these items is incorporated by reference to the Company’s definitive proxy statement relating to its 2023
Annual Meeting of Shareholders. The Company currently anticipates that its definitive proxy statement will be filed with the SEC not
later than 120 days after December 31, 2022, pursuant to Regulation 14A of the Securities and Exchange Act of 1934, as amended.
PART
IV
Item
15. Exhibits, Financial Statement Schedules
(a)(1)
Financial Statements
See
“Index to Consolidated Financial Statements” under Item 8 above.
(a)(2)
Financial Statement Schedules
IV.
Reinsurance
V.
Valuation and Qualifying Accounts
All
other schedules to the consolidated financial statements required by Article 7 of Regulation S-X are not required under the related instructions
or are inapplicable and therefore have been omitted.
(a)(3)
Exhibits
The
following Exhibits are filed herewith pursuant to Rule 601 of Regulation S-K or are incorporated by reference to previous filings.
3.1
Amended and Restated Articles of Incorporation (4)
3.2
Amended and Restated Bylaws (6)
4.1
Specimen
Class A Stock Certificate (1)
4.2
Specimen
Class C Stock Certificate (1)
4.3
Specimen
Preferred Stock Certificate and Certificate of Designation of Preferred Stock (1)
10.1
Employee
Stock Ownership Plan, as amended and restated (ESOP) and Trust Agreement (1)
10.2
Amended and Restated 2013 Stock Option and Other Equity Incentive Awards Plan (3)
10.3
Amended and Restated 2014 Director Stock Option Plan (7)
10.4
Employment Agreement with Scott M. Quist (2)
10.5
Stock Repurchase Plan (5)
14
Code of Business Conduct and Ethics (6)
21
Subsidiaries of the Registrant
31.1
Certification pursuant to 18 U.S.C. Section 1350, as enacted by Section 302 of the Sarbanes-Oxley Act of 2002
31.2
Certification pursuant to 18 U.S.C. Section 1350, as enacted by Section 302 of the Sarbanes-Oxley Act of 2002
32.1
Certification pursuant to 18 U.S.C. Section 1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002
32.2
Certification pursuant to 18 U.S.C. Section 1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002
101.INS
Inline
XBRL Instance Document
101.SCH
Inline
XBRL Taxonomy Extension Schema Document
101.CAL
Inline
XBRL Taxonomy Extension Calculation Linkbase Document
101.DEF
Inline
XBRL Taxonomy Extension Definition Linkbase Document
101.LAB
Inline
XBRL Taxonomy Extension Label Linkbase Document
101.PRE
Inline
XBRL Taxonomy Extension Presentation Linkbase Document
104
Cover
Page Interactive Data File (embedded within the Inline XBRL document)
(1)
Incorporated
by reference from Registration Statement on Form S-1, as filed on June 29, 1987
(2)
Incorporated
by reference from Report on Form 10-Q, as filed on November 13, 2015
(3)
Incorporated
by reference from Report on Form 10-Q, as filed on August 15, 2016
(4)
Incorporated
by reference from Report on Form 10-K, as filed on March 31, 2017
(5)
Incorporated
by reference from Report on Form 10-Q, as filed on November 13, 2018
(6)
Incorporated
by reference from Report on Form 10-Q, as filed on May 15, 2019
(7)
Incorporated
by reference from Report on Form 10-Q, as filed on August 14, 2020
Item
16. Form 10-K Summary
Not
applicable
120
SIGNATURES
Pursuant
to the requirements of Section 13 or 15(d) of the Securities Exchange Act of 1934, the Registrant has duly caused this report to be signed
on its behalf by the undersigned, thereunto duly authorized.
SECURITY
NATIONAL FINANCIAL CORPORATION
Dated:
March 31, 2023
By:
/s/
Scott M. Quist
Scott
M. Quist
Chairman
of the Board, President, and Chief Executive Officer
Pursuant
to the requirements of the Securities Exchange Act of 1934, this report has been signed below by the following persons on behalf of the
Registrant and in the capacities and on the dates indicated:
SIGNATURE
TITLE
DATE
/s/
Scott M. Quist
Chairman
of the Board, President, and Chief Executive
Scott
M. Quist
Officer (Principal Executive Officer)
March 31, 2023
/s/
Garrett S. Sill
Chief
Financial Officer and Treasurer
Garrett
S. Sill
(Principal Financial and Accounting Officer)
March 31, 2023
/s/
Jason G. Overbaugh
Vice
President and Director
March
31, 2023
Jason
G. Overbaugh
/s/
S. Andrew Quist
Vice
President and Director
March
31, 2023
S.
Andrew Quist
/s/
Adam G. Quist
Vice
President and Director
March
31, 2023
Adam
G. Quist
/s/
John L. Cook
Director
March
31, 2023
John
L. Cook
/s/
Gilbert A. Fuller
Director
March
31, 2023
Gilbert
A. Fuller
/s/
Robert G. Hunter
Director
March
31, 2023
Robert
G. Hunter
/s/
Ludmya B. Love
Director
March
31, 2023
Ludmya
B. Love
/s/
Shital A. Mehta
Director
March
31, 2023
Shital
A. Mehta
/s/
H. Craig Moody
Director
March
31, 2023
H.
Craig Moody
121
Schedule
IV
SECURITY
NATIONAL FINANCIAL CORPORATION
AND
SUBSIDIARIES
Reinsurance
Percentage
Ceded to
Assumed
of Amount
Direct
Other
from Other
Net
Assumed
Amount
Companies
Companies
Amount
to Net
2022
Life Insurance in force ($000)
$ 2,741,183
$ 346,749
$ 124,774
$ 2,519,208
5.0 %
Premiums:
Life Insurance
$ 105,697,658
$ 2,004,925
$ 766,529
$ 104,459,262
0.7 %
Accident and Health Insurance
542,370
-
8
542,378
0.0 %
Total premiums
$ 106,240,028
$ 2,004,925
$ 766,537
$ 105,001,640
0.7 %
2021
Life Insurance in force ($000)
$ 2,734,592
$ 364,471
$ 129,166
$ 2,499,287
5.2 %
Premiums:
Life Insurance
$ 101,448,883
$ 2,074,552
$ 527,702
$ 99,902,033
0.5 %
Accident and Health Insurance
352,528
-
12
352,540
0.0 %
Total premiums
$ 101,801,411
$ 2,074,552
$ 527,714
$ 100,254,573
0.5 %
122
Schedule
V
SECURITY
NATIONAL FINANCIAL CORPORATION
AND
SUBSIDIARIES
Valuation
and Qualifying Accounts
Additions
Deductions
Balance at
Charged to
Disposals
Balance
Beginning
Costs and
and
Other Items and
at End of
of Year
Expenses
Write-offs
Reclassifications
Year
For the Year Ended December 31, 2022
Accumulated depreciation on real estate held for investment
$ 17,692,038
$ 6,101,166
$ -
$ -
$ 23,793,204
Allowance for losses on mortgage loans held for investment
1,699,902
270,409
-
-
1,970,311
Accumulated depreciation on property and equipment
19,814,110
2,496,906
(8,776,960 )
-
13,534,056
Allowance for doubtful accounts on receivables
1,800,725
171,998
(370,820 )
627,888
2,229,791
Allowance for doubtful accounts on other investments
1,686,218
889,480
(965,747 )
-
1,609,951
For the Year Ended December 31, 2021
Accumulated depreciation on real estate held for investment
$ 13,800,973
$ 3,605,059
$ (246,068 )
$ 532,074
$ 17,692,038
Allowance for losses on mortgage loans held for investment
2,005,127
(305,225 )
-
-
1,699,902
Accumulated depreciation on property and equipment
19,179,139
1,935,613
(742,252 )
(558,390 )
19,814,110
Allowance for doubtful accounts on receivables
1,685,382
327,905
(212,562 )
-
1,800,725
Allowance for doubtful accounts on other investments
1,645,475
943,055
(902,312 )
-
1,686,218
123
Text extracted from the filing as submitted to EDGAR. Formatting, tables and exhibits are simplified for reading; the original document is authoritative for anything you rely on.