UNITED
STATES
SECURITIES
AND EXCHANGE COMMISSION
Washington,
D.C. 20549
Form
10-Q
☒
QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934
For
the quarterly period ended June 30, 2024
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
Ascension Way , 6th Floor , Salt
Lake City , Utah
84123
(Address
of principal executive offices)
(Zip
Code)
(801)
264-1060
(Registrant’s telephone number, including area code)
Securities
registered pursuant to Section 12(b) of the Act:
Title
of each class
Trading
symbol
Name
of each exchange on which registered
Class
A Common Stock
SNFCA
The
Nasdaq Global Select Market
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 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 ☐ (Do not check if a smaller reporting company)
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 is a shell company (as defined in Rule 12b-2 of the Exchange Act).
Yes
☐ No ☒
As
of August 6, 2024, the registrant had 21,099,277 shares of Class A Common Stock, $ 2.00 par value, outstanding and 3,120,166 shares of
Class C Common Stock, $ 2.00 par value, outstanding.
SECURITY
NATIONAL FINANCIAL CORPORATION AND SUBSIDIARIES
FORM
10-Q
QUARTER
ENDED JUNE 30, 2024
Table
of Contents
Page
No.
Part I - Financial Information
Item
1.
Financial Statements
Condensed Consolidated Balance Sheets as of June 30, 2024 (unaudited) and December 31, 2023
3-4
Condensed Consolidated Statements of Earnings for the three and six month periods ended June 30, 2024 and 2023 (unaudited)
5
Condensed Consolidated Statements of Comprehensive Income for the three and six month periods ended June 30, 2024 and 2023 (unaudited)
6
Condensed Consolidated Statements of Stockholders’ Equity as of June 30, 2024 and June 30, 2023 (unaudited)
7
Condensed Consolidated Statements of Cash Flows for the six month periods ended June 30, 2024 and 2023 (unaudited)
8-9
Notes to Condensed Consolidated Financial Statements (unaudited)
10
Item
2.
Management’s Discussion and Analysis of Financial Condition and Results of Operations
66
Item
3.
Quantitative and Qualitative Disclosures about Market Risk
72
Item
4.
Controls and Procedures
72
Part II - Other Information
Item
1.
Legal Proceedings
72
Item
1A.
Risk Factors
72
Item
2.
Unregistered Sales of Equity Securities and Use of Proceeds
72
Item
3.
Defaults Upon Senior Securities
73
Item
4.
Mine Safety Disclosures
73
Item
5.
Other Information
73
Item
6.
Exhibits
74
Signatures
75
2
SECURITY
NATIONAL FINANCIAL CORPORATION
AND
SUBSIDIARIES
CONDENSED
CONSOLIDATED BALANCE SHEETS
Part
I - Financial Information
Item
1. Financial Statements.
June 30,
2024
(Unaudited)
December 31,
2023
Assets
Investments:
Fixed maturity securities, available for sale, at estimated fair
value
(amortized cost of $ 360,599,601
and $ 390,884,441
for 2024 and 2023,
respectively; net of allowance for credit losses of $ 394,260
and $ 314,549
for 2024 and 2023, respectively)
$ 349,358,027
$ 381,535,986
Equity securities at estimated fair value (cost of $ 11,266,705 and
$ 10,571,505 for 2024 and 2023, respectively)
15,019,179
13,636,071
Mortgage loans held for investment (net of allowance for credit losses
of $ 2,853,852 and $ 3,818,653 for 2024 and 2023, respectively)
284,343,531
275,616,837
Real estate held for investment (net of accumulated depreciation of
$ 28,582,113 and $ 29,307,791 for 2024 and 2023, respectively)
188,320,653
183,419,292
Real estate held for sale
1,010,530
3,028,973
Other investments and policy loans (net of allowance for credit losses
of $ 1,535,324 and $ 1,553,836 for 2024 and 2023, respectively)
72,520,587
69,404,617
Accrued investment income
8,838,006
10,170,790
Total investments
919,410,513
936,812,566
Cash and cash equivalents
143,632,984
126,941,658
Loans held for sale at estimated fair value
150,196,416
126,549,190
Receivables (net of allowance for credit losses of $ 1,770,911 and $ 1,897,887
for 2024 and 2023, respectively)
13,962,320
15,335,315
Restricted assets (including $ 10,107,237 and $ 9,239,063 for 2024 and 2023
respectively, at estimated fair value)
22,600,416
20,028,976
Cemetery perpetual care trust investments (including $ 5,197,829 and
$ 4,969,005 for 2024 and 2023, respectively, at estimated fair value)
8,452,082
8,082,917
Receivable from reinsurers
14,443,938
14,857,059
Cemetery land and improvements
9,546,015
9,163,691
Deferred policy and pre-need contract acquisition costs
119,038,952
116,351,067
Mortgage servicing rights, net
3,172,109
3,461,146
Property and equipment, net
18,048,120
19,175,099
Value of business acquired
8,076,263
8,467,613
Goodwill
5,253,783
5,253,783
Other
24,890,610
20,072,195
Total Assets
$ 1,460,724,521
$ 1,430,552,275
See
accompanying notes to condensed consolidated financial statements (unaudited).
3
SECURITY
NATIONAL FINANCIAL CORPORATION
AND
SUBSIDIARIES
CONDENSED
CONSOLIDATED BALANCE SHEETS (Continued)
June 30,
2024
(Unaudited)
December 31,
2023
Liabilities and Stockholders’ Equity
Liabilities
Future policy benefits and unpaid claims
$ 931,047,632
$ 916,038,616
Unearned premium reserve
2,441,180
2,543,822
Bank and other loans payable
103,540,666
105,555,137
Deferred pre-need cemetery and mortuary contract revenues
18,917,596
18,237,246
Cemetery perpetual care obligation
5,487,676
5,326,196
Accounts payable
3,295,434
2,936,968
Other liabilities and accrued expenses
55,612,594
53,266,090
Income taxes
14,615,750
13,752,981
Total liabilities
1,134,958,528
1,117,657,056
Stockholders’ Equity
Preferred Stock - non-voting - $ 1.00 par value; 5,000,000 shares authorized;
none issued or outstanding
-
-
Class A: common stock - $ 2.00 par value; 40,000,000 shares authorized;
21,085,936 shares issued and outstanding as of June 30, 2024 and
20,048,002 shares issued and outstanding as of December 31, 2023
42,171,872
40,096,004
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; 3,120,166 shares issued and outstanding as of June 30, 2024
and 2,971,854 shares issued and outstanding as of December 31, 2023
6,240,332
5,943,708
Common stock value
6,240,332
5,943,708
Additional paid-in capital
78,752,885
72,424,429
Accumulated other comprehensive loss, net of taxes
( 8,297,785 )
( 6,885,558 )
Retained earnings
213,570,620
206,978,373
Treasury stock at cost - 966,102 Class A shares and 37,503 Class C shares
as of June 30, 2024; and 806,311 Class A shares and 35,717 Class C
shares as of December 31, 2023
( 6,671,931 )
( 5,661,737 )
Total stockholders’ equity
325,765,993
312,895,219
Total Liabilities and Stockholders’ Equity
$ 1,460,724,521
$ 1,430,552,275
See
accompanying notes to condensed consolidated financial statements (unaudited).
4
SECURITY
NATIONAL FINANCIAL CORPORATION
AND
SUBSIDIARIES
CONDENSED
CONSOLIDATED STATEMENTS OF EARNINGS
(Unaudited)
2024
2023
2024
2023
Three Months Ended June 30,
Six Months Ended June 30,
2024
2023
2024
2023
Revenues:
Mortgage fee income
$ 29,619,516
$ 26,078,753
$ 51,451,186
$ 52,067,759
Insurance premiums and other considerations
29,960,558
28,813,299
59,812,651
56,780,591
Net investment income
18,044,808
20,171,974
37,991,376
37,946,857
Net mortuary and cemetery sales
7,768,947
7,168,714
14,717,438
13,640,143
Gains (losses) on investments and other assets
( 377,239 )
816,584
1,292,187
927,738
Other
774,746
796,835
1,714,696
1,983,805
Total revenues
85,791,336
83,846,159
166,979,534
163,346,893
Benefits and expenses:
Death benefits
14,070,165
15,455,305
29,783,918
32,133,671
Surrenders and other policy benefits
1,042,940
950,657
2,258,733
2,083,350
Increase in future policy benefits
9,212,937
8,499,804
18,558,824
16,554,743
Amortization of deferred policy and pre-need acquisition
costs and value of business acquired
4,301,389
4,251,321
9,045,302
9,134,902
Selling, general and administrative expenses:
Commissions
13,452,841
10,736,126
21,434,058
20,409,436
Personnel
20,802,576
20,508,415
40,657,711
42,470,927
Advertising
786,217
965,753
1,473,872
1,869,164
Rent and rent related
1,297,239
1,831,011
2,698,716
3,607,791
Depreciation on property and equipment
592,899
587,213
1,180,348
1,175,629
Costs related to funding mortgage loans
1,533,881
1,841,367
2,982,976
3,683,709
Other
6,999,384
7,403,409
13,285,294
15,183,944
Interest expense
1,073,816
1,414,802
2,101,290
2,868,135
Cost of goods and services sold-mortuaries and cemeteries
1,235,459
1,251,643
2,509,588
2,437,271
Total benefits and expenses
76,401,743
75,696,826
147,970,630
153,612,672
Earnings before income taxes
9,389,593
8,149,333
19,008,904
9,734,221
Income tax expense
( 2,118,044 )
( 1,796,627 )
( 4,262,833 )
( 2,141,343 )
Net earnings
$ 7,271,549
$ 6,352,706
$ 14,746,071
$ 7,592,878
Net
earnings per Class A Equivalent common share (1)
$ 0.31
$ 0.27
$ 0.63
$ 0.33
Net
earnings per Class A Equivalent common share-assuming dilution (1)
$ 0.30
$ 0.27
$ 0.62
$ 0.32
Weighted-average Class A equivalent common shares outstanding (1)
23,297,455
23,110,818
23,313,768
23,172,477
Weighted-average Class A equivalent common shares outstanding-assuming dilution
(1)
23,873,958
23,702,284
23,976,904
23,750,919
(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 condensed consolidated financial statements (unaudited).
5
SECURITY
NATIONAL FINANCIAL CORPORATION
AND
SUBSIDIARIES
CONDENSED
CONSOLIDATED STATEMENTS OF COMPREHENSIVE INCOME
(Unaudited)
2024
2023
2024
2023
Three Months Ended June 30,
Six Months Ended June 30,
2024
2023
2024
2023
Net earnings
$ 7,271,549
$ 6,352,706
$ 14,746,071
$ 7,592,878
Other comprehensive income:
Unrealized gains (losses) on fixed maturity securities available for sale
$ ( 650,489 )
( 4,993,177 )
( 1,782,140 )
224,852
Unrealized losses on restricted assets (1)
( 1,694 )
( 6,189 )
( 3,583 )
( 2,056 )
Unrealized losses on cemetery perpetual care trust investments
(1)
( 1,052 )
( 3,738 )
( 1,825 )
( 812 )
Other comprehensive income (loss), before income tax
( 653,235 )
( 5,003,104 )
( 1,787,548 )
221,984
Income tax (expense) benefit
136,106
1,051,052
375,321
( 46,478 )
Other comprehensive income (loss), net of income tax
( 517,129 )
( 3,952,052 )
( 1,412,227 )
175,506
Comprehensive income
$ 6,754,420
$ 2,400,654
$ 13,333,844
$ 7,768,384
(1) Fixed
maturity securities available for sale
See
accompanying notes to condensed consolidated financial statements (unaudited).
6
SECURITY
NATIONAL FINANCIAL CORPORATION
AND
SUBSIDIARIES
CONDENSED
CONSOLIDATED STATEMENTS OF STOCKHOLDERS’ EQUITY
(Unaudited)
Class A Common Stock
Class C Common Stock
Additional Paid-in Capital
Accumulated Other Comprehensive Income (Loss)
Retained Earnings
Treasury Stock
Total
Six Months Ended June 30, 2024
Class A Common Stock
Class C Common Stock
Additional Paid-in Capital
Accumulated Other Comprehensive Income (Loss)
Retained Earnings
Treasury Stock
Total
January 1, 2024
$ 40,096,004
$ 5,943,708
$ 72,424,429
$ ( 6,885,558 )
$ 206,978,373
$ ( 5,661,737 )
$ 312,895,219
Net earnings
-
-
-
-
7,474,522
-
7,474,522
Other comprehensive loss
-
-
-
( 895,098 )
-
-
( 895,098 )
Stock-based compensation expense
-
-
199,887
-
-
-
199,887
Vesting of restricted stock units
810
-
( 810 )
-
-
-
-
Sale of treasury stock
-
-
103,788
-
-
366,733
470,521
Purchase of treasury stock
-
-
-
-
-
( 41,077 )
( 41,077 )
Conversion Class C to Class A
348
( 348 )
-
-
-
-
-
March 31, 2024
$ 40,097,162
$ 5,943,360
$ 72,727,294
$ ( 7,780,656 )
$ 214,452,895
$ ( 5,336,081 )
$ 320,103,974
Net earnings
-
-
-
-
7,271,549
-
7,271,549
Other comprehensive loss
-
-
-
( 517,129 )
-
-
( 517,129 )
Stock-based compensation expense
-
-
184,066
-
-
-
184,066
Exercise of stock options
64,164
-
( 17,982 )
-
-
-
46,182
Vesting of restricted stock units
920
-
( 920 )
-
-
-
-
Sale of treasury stock
-
-
13,201
-
-
252,208
265,409
Purchase of treasury stock
-
-
-
-
-
( 1,588,058 )
( 1,588,058 )
Conversion Class C to Class A
184
( 184 )
-
-
-
-
-
Stock dividends
2,009,442
297,156
5,847,226
-
( 8,153,824 )
-
-
June 30, 2024
$ 42,171,872
$ 6,240,332
$ 78,752,885
$ ( 8,297,785 )
$ 213,570,620
$ ( 6,671,931 )
$ 325,765,993
Six Months Ended June 30, 2023
Class A Common Stock
Class C Common Stock
Additional Paid-in Capital
Accumulated Other Comprehensive Income (Loss)
Retained Earnings
Treasury Stock
Total
January 1, 2023
$ 37,516,062
$ 5,779,718
$ 64,767,769
$ ( 13,070,277 )
$ 202,160,306
$ ( 4,366,651 )
$ 292,786,927
Adoption of ASU 2016-13
-
-
-
-
( 671,506 )
-
( 671,506 )
Net earnings
-
-
-
-
1,240,172
-
1,240,172
Other comprehensive income
-
-
-
4,127,558
-
-
4,127,558
Stock-based compensation expense
-
-
143,671
-
-
-
143,671
Exercise of stock options
96,092
-
( 62,073 )
-
-
-
34,019
Sale of treasury stock
-
-
( 43,493 )
-
-
620,651
577,158
Purchase of treasury stock
-
-
-
-
-
( 1,204,357 )
( 1,204,357 )
Conversion Class C to Class A
1,872
( 1,872 )
-
-
-
-
-
March 31, 2023
$ 37,614,026
$ 5,777,846
$ 64,805,874
$ ( 8,942,719 )
$ 202,728,972
$ ( 4,950,357 )
$ 297,033,642
Balance
$ 37,614,026
$ 5,777,846
$ 64,805,874
$ ( 8,942,719 )
$ 202,728,972
$ ( 4,950,357 )
$ 297,033,642
Net earnings
-
-
-
-
6,352,706
-
6,352,706
Other comprehensive loss
-
-
-
( 3,952,052 )
-
-
( 3,952,052 )
Other comprehensive income (loss)
-
-
-
( 3,952,052 )
-
-
( 3,952,052 )
Stock-based compensation expense
-
-
141,954
-
-
-
141,954
Exercise of stock options
159,284
-
( 154,424 )
-
-
-
4,860
Vesting of restricted stock units
810
-
( 810 )
-
-
-
-
Sale of treasury stock
-
-
( 54,350 )
-
-
623,056
568,706
Purchase of treasury stock
-
-
126,990
-
-
( 1,514,049 )
( 1,387,059 )
Conversion Class C to Class A
113,930
( 113,930 )
-
-
-
-
-
Stock dividends
1,899,350
283,188
6,820,431
-
( 9,002,969 )
-
-
June 30, 2023
$ 39,787,400
$ 5,947,104
$ 71,685,665
$ ( 12,894,771 )
$ 200,078,709
$ ( 5,841,350 )
$ 298,762,757
Balance
$ 39,787,400
$ 5,947,104
$ 71,685,665
$ ( 12,894,771 )
$ 200,078,709
$ ( 5,841,350 )
$ 298,762,757
7
SECURITY
NATIONAL FINANCIAL CORPORATION
AND
SUBSIDIARIES
CONDENSED
CONSOLIDATED STATEMENTS OF CASH FLOWS
(Unaudited)
2024
2023
Six Months Ended June 30,
2024
2023
Cash flows from operating activities:
Net cash provided by operating activities
$ 8,104,137
$ 2,181,039
Cash flows from investing activities:
Purchases of fixed maturity securities
( 34,437,326 )
( 28,549,767 )
Sales, calls and maturities of fixed maturity securities
65,265,141
19,851,603
Purchases of equity securities
( 2,658,514 )
( 5,949,902 )
Sales of equity securities
1,996,963
5,430,156
Purchases of restricted assets
( 1,116,336 )
( 1,148,199 )
Sales, calls and maturities of restricted assets
483,871
64,746
Purchases of cemetery perpetual care trust investments
( 49,443 )
( 355,152 )
Sales, calls and maturities of perpetual care trust investments
122,773
91,504
Mortgage loans held for investment, other investments and policy loans made
( 364,394,871 )
( 326,286,179 )
Payments received for mortgage loans held for investment, other investments and policy loans
352,904,166
369,206,657
Purchases of property and equipment
( 423,139 )
( 527,285 )
Sales of property and equipment
377,521
10,973
Purchases of real estate
( 27,823,031 )
( 3,971,593 )
Sales of real estate
23,136,542
20,684,319
Net cash provided by investing activities
13,384,317
48,551,881
Cash flows from financing activities:
Investment contract receipts
6,775,570
6,103,142
Investment contract withdrawals
( 7,864,720 )
( 7,663,735 )
Proceeds from stock options exercised
46,182
38,879
Purchases of treasury stock
( 1,629,135 )
( 2,591,416 )
Repayment of bank loans
( 939,619 )
( 68,658,021 )
Proceeds from bank loans
-
66,000,000
Net change in warehouse line borrowings for loans held for sale
( 1,114,584 )
( 55,805,126 )
Net cash used in financing activities
( 4,726,306 )
( 62,576,277 )
Net change in cash, cash equivalents, restricted cash and restricted cash equivalents
16,762,148
( 11,843,357 )
Cash, cash equivalents, restricted cash and restricted cash equivalents at beginning of period
139,923,399
133,483,817
Cash, cash equivalents, restricted cash and restricted cash equivalents at end of period
$ 156,685,547
$ 121,640,460
Supplemental Disclosure of Cash Flow Information:
Cash paid during the year for:
Interest
$ 2,107,045
$ 3,056,099
Income taxes (net of refunds)
3,024,742
17,458,807
Non Cash Operating, Investing and Financing Activities:
Transfer of loans held for sale to mortgage loans held for investment
$ 1,867,552
$ 1,150,074
Right-of-use assets obtained in exchange for operating lease liabilities
1,130,610
139,095
Loans held for sale foreclosed into real estate held for sale
858,977
-
Benefit plans funded with treasury stock
735,930
1,145,864
Right-of-use assets obtained in exchange for finance lease liabilities
-
12,332
Transfer from mortgage loans held for investment to restricted assets
-
1,625,961
Transfer from mortgage loans held for investment to cemetery perpetual care trust investments
-
1,611,550
8
SECURITY
NATIONAL FINANCIAL CORPORATION
AND
SUBSIDIARIES
CONDENSED
CONSOLIDATED STATEMENTS OF CASH FLOWS (Continued)
(Unaudited)
Reconciliation
of cash, cash equivalents, restricted cash and restricted cash equivalents as shown in the condensed consolidated statements of cash
flows is presented in the table below:
Six Months Ended June 30,
2024
2023
Cash and cash equivalents
$ 143,632,984
$ 110,285,941
Restricted assets
11,849,488
10,276,918
Cemetery perpetual care trust investments
1,203,075
1,077,601
Total cash, cash equivalents, restricted cash and restricted cash equivalents
$ 156,685,547
$ 121,640,460
Cash, cash equivalents, restricted cash and restricted cash equivalents at end of period
$ 156,685,547
$ 121,640,460
See
accompanying notes to condensed consolidated financial statements (unaudited).
9
SECURITY
NATIONAL FINANCIAL CORPORATION AND SUBSIDIARIES
Notes
to Condensed Consolidated Financial Statements
June
30, 2024 (Unaudited)
1)
Basis of Presentation
The
accompanying unaudited condensed consolidated financial statements have been prepared in accordance with accounting principles generally
accepted in the United States of America for interim financial information and with the instructions to Form 10-Q and Articles 8 and
10 of Regulation S-X. Accordingly, they do not include all the information and disclosures required by accounting principles generally
accepted in the United States of America for complete financial statements. These financial statements should be read in conjunction
with the consolidated financial statements of the Company and notes thereto for the year ended December 31, 2023, included in the Company’s
Annual Report on Form 10-K (File Number 000-09341). In the opinion of management, all adjustments (consisting of normal recurring accruals)
considered necessary for a fair presentation have been included. Operating results for the three and six month periods ended June 30,
2024 are not necessarily indicative of the results that may be expected for the year ending December 31, 2024.
The
preparation of financial statements in conformity with accounting principles generally accepted in the United States of America requires
management to adopt policies and make estimates and assumptions that affect the amounts reported in the financial statements and accompanying
notes. In applying these policies and estimates, the Company makes judgments that frequently require assumptions about matters that are
inherently uncertain. Accordingly, significant estimates used in the preparation of the Company’s financial statements may be subject
to significant adjustments in future periods. 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 or sale; 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 the value of loans held for sale; those used in determining allowances
for credit losses; 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.
10
SECURITY
NATIONAL FINANCIAL CORPORATION AND SUBSIDIARIES
Notes
to Condensed Consolidated Financial Statements
June
30, 2024 (Unaudited)
2)
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 an amortized cost basis, Topic 326 eliminates
the probable initial recognition threshold 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 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,
decreased the opening balance of retained earnings in stockholders’ equity by $ 671,506 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
555,807
Total
665,030
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
671,506
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 standard is aimed at improving the accounting for certain market-based options or guarantees
associated with deposit or account balance contracts, simplifying 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 requires the standard to be adopted by the
Company commencing on January 1, 2025. The Company is nearing completion of its analysis and implementation of the new standard, including
the identification of cohorts, system updates, and design. The Company has engaged its team of actuaries, accountants, and systems specialists
and consulted external system providers as part of the implementation. The Company is in the process of estimating the impact of the
new guidance on the consolidated financial statements.
11
SECURITY
NATIONAL FINANCIAL CORPORATION AND SUBSIDIARIES
Notes
to Condensed Consolidated Financial Statements
June
30, 2024 (Unaudited)
2)
Recent Accounting Pronouncements (Continued)
ASU
No. 2023-09: “Income Taxes (Topic 740): Improvements to Income Tax Disclosures” — Issued in December 2023, ASU
2023-09 requires that public business entities, on an annual basis: (i) disclose specific categories in the rate reconciliation and (ii)
provide additional information for reconciling items that meet a quantitative threshold. In addition, the amendments in this update require
that all entities disclose on an annual basis the following information about income taxes paid: (i) the amount of income taxes paid
(net of refunds received) disaggregated by federal (national), state, and foreign taxes and (ii) the amount of income taxes paid (net
of refunds received) disaggregated by individual jurisdictions in which income taxes paid (net of refunds received) is equal to or greater
than 5 percent of total income taxes paid (net of refunds received). ASU 2023-09 is effective for the Company beginning on January 1,
2025. The Company is in the process of estimating the impact of the new guidance on the consolidated financial statements.
ASU
No. 2023-07: “Segment Reporting (Topic 280): Improvements to Reportable Segment Disclosures” — Issued in November
2023, ASU 2023-07 requires enhanced disclosures about significant segment expenses. The key amendments include: (i) disclosures on significant
segment expenses that are regularly provided to the chief operating decision maker (CODM) and included within each reported measure of
segment profit or loss on an annual and interim basis; (ii) disclosures on an amount for other segment items by reportable segment and
a description of its composition on an annual and interim basis. The other segment items category is the difference between segment revenue
less the significant expenses disclosed and each reported measure of segment profit or loss; (iii) providing all annual disclosures on
a reportable segment’s profit or loss and assets currently required by FASB ASC Topic 280, Segment Reporting in interim periods;
and (iv) specifying the title and position of the CODM. ASU 2023-07 is effective for the Company for annual periods beginning January
1, 2024 and interim periods beginning January 1, 2025. The Company is in the process of estimating the impact of the new guidance 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.
12
SECURITY
NATIONAL FINANCIAL CORPORATION AND SUBSIDIARIES
Notes
to Condensed Consolidated Financial Statements
June
30, 2024 (Unaudited)
3)
Investments
The
Company’s investments as of June 30, 2024 are summarized as follows:
Schedule
of Investments
Amortized Cost
Gross Unrealized Gains
Gross Unrealized Losses (1)
Allowance for Credit Losses
Estimated Fair Value
June 30, 2024:
Fixed maturity securities, available for sale, at estimated fair value:
U.S. Treasury securities and obligations of U.S. Government agencies
$ 84,577,137
$ 92,975
$ ( 961,257 )
$ -
$ 83,708,855
Obligations of states and political subdivisions
6,030,338
348
( 289,225 )
-
5,741,461
Corporate securities including public utilities
232,747,782
2,272,483
( 7,783,014 )
( 382,211 )
226,855,040
Mortgage-backed securities
36,994,344
260,021
( 4,449,645 )
( 12,049 )
32,792,671
Redeemable preferred stock
250,000
10,000
-
-
260,000
Total fixed maturity securities available for sale
$ 360,599,601
$ 2,635,827
$ ( 13,483,141 )
$ ( 394,260 )
$ 349,358,027
Equity securities at estimated fair value:
Common stock:
Industrial, miscellaneous and all other
$ 11,266,705
$ 4,219,352
$ ( 466,878 )
$ 15,019,179
Total equity securities at estimated fair value
$ 11,266,705
$ 4,219,352
$ ( 466,878 )
$ 15,019,179
Mortgage loans held for investment at amortized cost:
Residential
$ 103,667,890
Residential construction
112,571,713
Commercial
73,221,774
Less: Unamortized deferred loan fees, net
( 1,952,616 )
Less: Allowance for credit losses
( 2,853,852 )
Less: Net discounts
( 311,378 )
Total mortgage loans held for investment
$ 284,343,531
Real estate held for investment - net of accumulated depreciation:
Residential
$ 60,200,289
Commercial
128,120,364
Total real estate held for investment
$ 188,320,653
Real estate held for sale:
Residential
$ 858,977
Commercial
151,553
Total real estate held for sale
$ 1,010,530
Other investments and policy loans at amortized cost:
Policy loans
$ 13,472,198
Insurance assignments
48,406,690
Federal Home Loan Bank stock (2)
2,350,500
Other investments
9,826,523
Less: Allowance for credit losses for insurance assignments
( 1,535,324 )
Total other investments and policy loans
$ 72,520,587
Accrued investment income
$ 8,838,006
Total investments
$ 919,410,513
(1) Gross unrealized
losses are net of allowance for credit losses
(2)
Includes $ 553,900 of Membership stock and $ 1,796,600 of Activity
stock attributable to short-term borrowings and letters of credit.
13
SECURITY
NATIONAL FINANCIAL CORPORATION AND SUBSIDIARIES
Notes
to Condensed Consolidated Financial Statements
June
30, 2024 (Unaudited)
3)
Investments (Continued)
The
Company’s investments as of December 31, 2023 are summarized as follows:
Amortized Cost
Gross Unrealized Gains
Gross Unrealized Losses (1)
Allowance for Credit Losses
Estimated Fair Value
December 31, 2023:
Fixed maturity securities, available for sale, at estimated fair value:
U.S. Treasury securities and obligations of U.S. Government agencies
$ 111,450,753
$ 344,425
$ ( 1,416,448 )
$ -
$ 110,378,730
Obligations of states and political subdivisions
6,524,083
500
( 319,260 )
-
6,205,323
Corporate securities including public utilities
232,299,727
3,688,642
( 7,145,507 )
( 308,500 )
228,534,362
Mortgage-backed securities
40,359,878
506,647
( 4,702,905 )
( 6,049 )
36,157,571
Redeemable preferred stock
250,000
10,000
-
-
260,000
Total fixed maturity securities available for sale
$ 390,884,441
$ 4,550,214
$ ( 13,584,120 )
$ ( 314,549 )
$ 381,535,986
Equity securities at estimated fair value:
Common stock:
Industrial, miscellaneous and all other
$ 10,571,505
$ 3,504,141
$ ( 439,575 )
$ 13,636,071
Total equity securities at estimated fair value
$ 10,571,505
$ 3,504,141
$ ( 439,575 )
$ 13,636,071
Mortgage loans held for investment at amortized cost:
Residential
$ 103,153,587
Residential construction
104,052,748
Commercial
74,176,538
Less: Unamortized deferred loan fees, net
( 1,623,226 )
Less: Allowance for credit losses
( 3,818,653 )
Less: Net discounts
( 324,157 )
Total mortgage loans held for investment
$ 275,616,837
Real estate held for investment - net of accumulated depreciation:
Residential
$ 40,924,865
Commercial
142,494,427
Total real estate held for investment
$ 183,419,292
Real estate held for sale:
Residential
$ -
Commercial
3,028,973
Total real estate held for sale
$ 3,028,973
Other investments and policy loans at amortized cost:
Policy loans
$ 13,264,183
Insurance assignments
45,605,322
Federal Home Loan Bank stock (2)
2,279,800
Other investments
9,809,148
Less: Allowance for credit losses for insurance assignments
( 1,553,836 )
Total policy loans and other investments
$ 69,404,617
Accrued investment income
$ 10,170,790
Total investments
$ 936,812,566
(1) Gross unrealized
losses are net of allowance for credit losses
(2) Includes $ 530,900
of Membership stock and $ 1,748,900 of Activity stock due to short-term advances and letters of credit.
14
SECURITY
NATIONAL FINANCIAL CORPORATION AND SUBSIDIARIES
Notes
to Condensed Consolidated Financial Statements
June
30, 2024 (Unaudited)
3)
Investments (Continued)
There
were no investments, aggregated by issuer, of more than 10% of shareholders’ equity (before net unrealized gains and losses on
equity securities and fixed maturity securities) as of June 30, 2024, other than investments issued or guaranteed by the United States
Government.
Fixed
Maturity Securities
The
table below summarizes unrealized losses on fixed maturity securities available for sale that were carried at estimated fair value as
of June 30, 2024 and December 31, 2023. 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. The table below sets 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
Combined Fair Value
June 30, 2024
U.S. Treasury securities and obligations of U.S. Government agencies
$ 112,212
$ 42,279,344
$ 849,045
$ 22,526,803
$ 961,257
$ 64,806,147
Obligations of states and political subdivisions
-
-
289,225
5,291,113
289,225
5,291,113
Corporate securities
593,138
31,797,535
7,189,876
117,820,419
7,783,014
149,617,954
Mortgage-backed securities
9,481
2,816,918
4,440,164
22,812,836
4,449,645
25,629,754
Totals
$ 714,831
$ 76,893,797
$ 12,768,310
$ 168,451,171
$ 13,483,141
$ 245,344,968
December 31, 2023
U.S. Treasury securities and obligations of U.S. Government agencies
$ 29,394
$ 9,436,090
$ 1,387,054
$ 70,885,403
$ 1,416,448
$ 80,321,493
Obligations of states and political subdivisions
11,105
470,325
308,155
5,284,498
319,260
5,754,823
Corporate securities
529,660
32,507,773
6,615,847
107,556,216
7,145,507
140,063,989
Mortgage-backed securities
29,799
2,260,445
4,673,106
22,184,174
4,702,905
24,444,619
Totals
$ 599,958
$ 44,674,633
$ 12,984,162
$ 205,910,291
$ 13,584,120
$ 250,584,924
Relevant
holdings were comprised of 646 securities with fair values aggregating 94.8 % of the aggregate amortized cost as of June 30, 2024. Relevant
holdings were comprised of 606 securities with fair values aggregating 94.9 % of the aggregate amortized cost as of December 31, 2023.
Credit loss release of $ 16,289 and credit loss provision of $ 44,505 have been recognized for the three month periods ended June 30, 2024
and 2023, respectively. Credit loss provision of $ 79,711 and $ 224,005 have been recognized for the six month periods ended June 30, 2024
and 2023, respectively. Credit losses are included in gains (losses) on investments and other assets on the condensed consolidated statements
of earnings. Other unrealized losses for which no credit loss was recognized are primarily the result of increases in interest rates.
15
SECURITY
NATIONAL FINANCIAL CORPORATION AND SUBSIDIARIES
Notes
to Condensed Consolidated Financial Statements
June
30, 2024 (Unaudited)
3)
Investments (Continued)
Evaluation
of Allowance for Credit Losses
See
Note 2 regarding the adoption of ASU 2016-13.
On
a quarterly basis, the Company evaluates its fixed maturity securities classified as available for sale to identify any potential credit
losses. This evaluation includes a review of current ratings by the National Association of Insurance Commissions (“NAIC”)
and other industry rating agencies. Securities with a rating of 1 or 2 are considered investment grade and are not reviewed for credit
loss unless current market data or recent company news could lead to a credit downgrade. Securities with ratings of 3 to 5 are evaluated
for credit loss. The evaluation involves assessing all facts and circumstances surrounding each security including, but not limited 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. Securities with a rating of 6 are automatically
determined to be impaired and a credit loss is recognized in earnings.
Where
the decline in fair value of fixed maturity securities is attributable to changes in market interest rates or to factors such as market
volatility, liquidity and spread widening, and the Company anticipates recovery of all contractual or expected cash flows, the Company
does not consider these securities to have credit loss because the Company does not intend to sell these securities and it is not more
likely than not the Company will be required to sell these securities before a recovery of amortized cost, which may be at maturity.
If
the Company intends to sell a fixed maturity security or if it is more likely than not that the Company will be required to sell a security
before recovery of its amortized cost basis, a credit loss has occurred and the difference between the amortized cost and the fair value
that relates to the expected credit loss is recognized as a loss in earnings, included in gains (losses) on investments and other assets
on the condensed consolidated statements of earnings.
If
the Company does not intend to sell a debt security and it is less likely than not that the Company will be required to sell the debt
security but the Company also does not expect to recover the entire amortized cost basis of the security, a credit loss is recognized
in earnings for the amount of the expected credit loss with a corresponding allowance for credit losses as a contra-asset account. The
credit loss is included in gains (losses) on investments and other assets on the condensed consolidated statements of earnings. The recognized
credit loss is limited to the total unrealized loss on the security due to a change in credit.
Amounts
on available for sale fixed maturities that are deemed to be uncollectible are written off and removed from the allowance for credit
loss. A write-off may also occur if the Company intends to sell a security or when it is more likely than not that the Company will be
required to sell the security before the recovery of its amortized cost.
The
Company does not measure a credit loss allowance on accrued interest receivable, included in accrued investment income on the condensed
consolidated balance sheets, as the Company writes off any accrued interest receivable balance to net investment income in a timely manner
(after 90 days) when the Company has concerns regarding collectability.
16
SECURITY
NATIONAL FINANCIAL CORPORATION AND SUBSIDIARIES
Notes
to Condensed Consolidated Financial Statements
June
30, 2024 (Unaudited)
3)
Investments (Continued)
Credit
Quality Indicators
The
NAIC assigns designations to fixed maturity securities. These designations range from Class 1 (highest quality) to Class 6 (lowest quality).
The NAIC designations are utilized by insurers in preparing their annual statutory statements. NAIC Class 1 and 2 are considered investment
grade while the NAIC Class 3 through 6 designations are considered non-investment grade. Based on the NAIC designations, the Company
had 98.1 % and 98.2 % of its fixed maturity securities rated investment grade as of June 30, 2024 and December 31, 2023, respectively.
The following table summarizes the credit quality, by NAIC designation, of the Company’s fixed maturity securities available for
sale, excluding redeemable preferred stock.
Schedule
of Credit Quality of Fixed Maturity Security Portfolio by NAIC Designation
June 30, 2024
December 31, 2023
NAIC Designation
Amortized
Cost
Estimated Fair
Value
Amortized
Cost
Estimated Fair
Value
1
$ 188,735,664
$ 182,709,415
$ 221,933,425
$ 216,975,288
2
164,475,503
159,828,103
161,062,016
157,346,803
3
6,067,391
5,716,888
6,418,829
5,953,542
4
827,044
806,121
982,290
948,478
5
242,804
37,500
236,648
51,875
6
1,195
-
1,233
-
Total
$ 360,349,601
$ 349,098,027
$ 390,634,441
$ 381,275,986
The
following tables present a roll forward of the Company’s allowance for credit losses on fixed maturity securities available for
sale for the three month periods ended June 30, 2024:
Schedule
of Allowance for Credit Losses on Fixed Maturity Securities Available for Sale
Three Months Ended June 30, 2024
U.S. Treasury securities and obligations of U.S. Government agencies
Obligations of states and political subdivisions
Corporate securities including public utilities
Mortgage-backed securities
Total
Beginning balance - March 31, 2024
$ -
$ -
$ 398,500
$ 12,049
$ 410,549
Additions for credit losses not previously recorded
-
-
-
-
-
Change in allowance on securities with previous allowance
-
-
( 16,289 )
-
( 16,289 )
Reductions for securities sold during the period
-
-
-
-
-
Reductions for securities with credit losses due to intent to sell
-
-
-
-
-
Write-offs charged against the allowance
-
-
-
-
-
Recoveries of amounts previously written off
-
-
-
-
-
Ending Balance - June 30, 2024
$ -
$ -
$ 382,211
$ 12,049
$ 394,260
17
SECURITY
NATIONAL FINANCIAL CORPORATION AND SUBSIDIARIES
Notes
to Condensed Consolidated Financial Statements
June
30, 2024 (Unaudited)
3)
Investments (Continued)
Three Months Ended June 30, 2023
U.S. Treasury securities and obligations of U.S. Government agencies
Obligations of states and political subdivisions
Corporate securities including public utilities
Mortgage-backed securities
Total
Beginning balance - March 31, 2023
$ -
$ -
$ 179,500
$ -
$ 179,500
Additions for credit losses not previously recorded
-
-
-
-
-
Change in allowance on securities with previous allowance
-
-
44,505
-
44,505
Reductions for securities sold during the period
-
-
-
-
-
Reductions for securities with credit losses due to intent to sell
-
-
-
-
-
Write-offs charged against the allowance
-
-
-
-
-
Recoveries of amounts previously written off
-
-
-
-
-
Ending Balance - June 30, 2023
$ -
$ -
$ 224,005
$ -
$ 224,005
The
following tables present a roll forward of the Company’s allowance for credit losses on fixed maturity securities available for
sale for the six month periods ended June 30, 2024:
Six Months Ended June 30, 2024
U.S. Treasury securities and obligations of U.S. Government agencies
Obligations of states and political subdivisions
Corporate securities including public utilities
Mortgage-backed securities
Total
Beginning balance - January 1, 2024
$ -
$ -
$ 308,500
$ 6,049
$ 314,549
Additions for credit losses not previously recorded
-
-
30,000
6,000
36,000
Change in allowance on securities with previous allowance
-
-
43,711
-
43,711
Reductions for securities sold during the period
-
-
-
-
-
Reductions for securities with credit losses due to intent to sell
-
-
-
-
-
Write-offs charged against the allowance
-
-
-
-
-
Recoveries of amounts previously written off
-
-
-
-
-
Ending Balance - June 30, 2024
$ -
$ -
$ 382,211
$ 12,049
$ 394,260
Six Months Ended June 30, 2023
U.S. Treasury securities and obligations of U.S. Government agencies
Obligations of states and political subdivisions
Corporate securities including public utilities
Mortgage-backed securities
Total
Beginning balance - January 1, 2023
$ -
$ -
$ -
$ -
$ -
Balance
$ -
$ -
$ -
$ -
$ -
Additions for credit losses not previously recorded
-
-
179,500
-
179,500
Change in allowance on securities with previous allowance
-
-
44,505
-
44,505
Reductions for securities sold during the period
-
-
-
-
-
Reductions for securities with credit losses due to intent to sell
-
-
-
-
-
Write-offs charged against the allowance
-
-
-
-
-
Recoveries of amounts previously written off
-
-
-
-
-
Ending Balance - June 30, 2023
$ -
$ -
$ 224,005
$ -
$ 224,005
Balance
$ -
$ -
$ 224,005
$ -
$ 224,005
18
SECURITY
NATIONAL FINANCIAL CORPORATION AND SUBSIDIARIES
Notes
to Condensed Consolidated Financial Statements
June
30, 2024 (Unaudited)
3)
Investments (Continued)
The
table below presents the amortized cost and the estimated fair value of fixed maturity securities available for sale as of June 30, 2024,
by contractual maturity. Actual or 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
$ 28,273,026
$ 28,077,221
Due in 2-5 years
127,055,688
124,443,548
Due in 5-10 years
102,523,947
101,192,513
Due in more than 10 years
65,502,596
62,592,074
Mortgage-backed securities
36,994,344
32,792,671
Redeemable preferred stock
250,000
260,000
Total
$ 360,599,601
$ 349,358,027
Information
regarding sales of fixed maturity securities available for sale is presented as follows.
Schedule
of Major Categories of Net Investment Income
2024
2023
2024
2023
Three Months Ended June 30,
Six Months Ended June 30,
2024
2023
2024
2023
Proceeds from sales
$ 427,253
$ -
$ 607,242
$ 955,610
Gross realized gains
24,031
-
24,334
11,257
Gross realized losses
( 36,646 )
-
( 37,499 )
( 54,104 )
19
SECURITY
NATIONAL FINANCIAL CORPORATION AND SUBSIDIARIES
Notes
to Condensed Consolidated Financial Statements
June
30, 2024 (Unaudited)
3)
Investments (Continued)
Assets
on Deposit, Held in Trust, and Pledged as Collateral
Assets
on deposit with life insurance regulatory authorities as required by law were as follows:
Schedule
of Assets on Deposit With Life Insurance
As of
June 30,
2024
As of
December 31,
2023
Fixed maturity securities available for sale at estimated fair value
$ 6,202,936
$ 6,206,650
Other investments
400,000
400,000
Cash and cash equivalents
1,424,707
1,909,215
Total assets on deposit
$ 8,027,643
$ 8,515,865
Assets
held in trust related to third-party reinsurance agreements were as follows:
As of
June 30,
2024
As of
December 31,
2023
Fixed maturity securities available for sale at estimated fair value
$ 28,134,790
$ 27,903,952
Cash and cash equivalents
776,883
2,101,052
Total assets on deposit
$ 28,911,673
$ 30,005,004
The
Company is a member of the Federal Home Loan Bank of Des Moines and Dallas (“FHLB”). Assets pledged as collateral with the
FHLB are presented below. These pledged securities are used as collateral for any FHLB cash advances.
As of
June 30,
2024
As of
December 31,
2023
Fixed maturity securities available for sale at estimated fair value
$ 58,645,012
$ 93,903,089
Total assets pledged as collateral
$ 58,645,012
$ 93,903,089
Real
Estate Held for Investment and Held for Sale
The
Company strategically deploys resources into real estate assets to match the income and yield durations of its primary obligations. The
sources for these real estate assets come through its various business units in the form of acquisition, development, and mortgage foreclosures.
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 resources. The geographic locations and asset classes of investments are determined by senior management under the direction
of the Board of Directors.
20
SECURITY
NATIONAL FINANCIAL CORPORATION AND SUBSIDIARIES
Notes
to Condensed Consolidated Financial Statements
June
30, 2024 (Unaudited)
3)
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 where the geographic location does not warrant full-time staff
or through strategic lease-up periods. The Company generally looks to acquire assets that are in regions expected to have high growth
in employment and population and that provide operational efficiencies.
The
Company currently owns and operates six commercial properties in two states. These properties include office buildings, flex office space,
and the redevelopment and expansion of its corporate campus (“Center53”) in Salt Lake City, Utah. The Company uses bank debt
in strategic cases, primarily where it is anticipated to improve yields, or facilitate the acquisition of higher quality assets or asset
class diversification.
The
aggregated net book value of commercial real estate serving as collateral for bank loans was $ 121,972,571 and $ 124,381,467 as of June
30, 2024 and December 31, 2023, respectively. The associated bank loan carrying values totaled $ 96,911,932 and $ 97,807,614 as of June
30, 2024 and December 31, 2023, respectively.
During
the three and six month periods ended June 30, 2024 and 2023, the Company did not record any impairment losses on commercial real estate
held for investment or held for sale. Impairment losses, if any, are included in gains (losses) on investment and other assets on the
condensed consolidated statements of earnings.
During
the three month periods ended June 30, 2024 and 2023, the Company recorded depreciation expense on commercial real estate held for investment
of $ 1,418,301 and $ 1,576,901 , respectively, and of $ 2,946,094 and $ 3,142,828 during the six month periods ended June 30, 2024 and 2023,
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.
The
Company’s commercial real estate held for investment is summarized as follows as of the respective dates indicated:
Schedule
of Commercial Real Estate Investment
Net Book Value
Total Square Footage
June 30,
2024
December 31, 2023
June 30,
2024
December 31, 2023
Utah (1)
$ 128,101,446
$ 142,475,177
546,941
625,920
Louisiana
18,918
19,250
1,622
1,622
$ 128,120,364
$ 142,494,427
548,563
627,542
(1) Includes Center53
21
SECURITY
NATIONAL FINANCIAL CORPORATION AND SUBSIDIARIES
Notes
to Condensed Consolidated Financial Statements
June
30, 2024 (Unaudited)
3)
Investments (Continued)
The
Company’s commercial real estate held for sale is summarized as follows as of the respective dates indicated:
Net Book Value
Total Square Footage
June 30,
2024
December 31, 2023
June 30,
2024
December 31, 2023
Mississippi (1)
$ 151,553
$ 3,028,973
-
19,694
$ 151,553
$ 3,028,973
-
19,694
(1) Consists of approximately
93 acres of undeveloped land for $ 151,553 for 2024 and 2023. The remaining property for $ 2,877,420 was sold in February 2024 for a gain
of approximately $ 250,000 .
The
property is being marketed with the assistance of commercial real estate brokers in Mississippi.
Residential
Real Estate Held for Investment and Held for Sale
The
Company occasionally acquires a small portfolio of residential homes primarily because of loan foreclosures. The Company has the option
to sell these properties or to continue to hold them for expected cash flow and price appreciation. The Company also invests in residential
subdivision development.
The
Company established Security National Real Estate Services (“SNRE”) to manage its residential property portfolio. SNRE cultivates
and maintains the preferred vendor relationships necessary to manage costs and quality of work performed on the Company’s entire
residential property portfolio.
During
the three and six month periods ended June 30, 2024 and 2023 the Company did no t record any impairment losses on residential real estate
held for sale or held for investment. Impairment losses, if any, are included in gains (losses) on investment and other assets on the
condensed consolidated statements of earnings.
During
the three month periods ended June 30, 2024 and 2023, the Company recorded depreciation expense on residential real estate held for investment
of $ 2,653 and $ 2,648 , respectively, and $ 5,305 and $ 5,296 during the six month periods ended June 30, 2024 and 2023, 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.
The
Company’s residential real estate held for investment is summarized as follows as of the respective dates indicated:
Schedule
of Residential Real Estate Investment
Net Book Value
June 30,
2024
December 31,
2023
Utah (1)
$ 60,200,289
$ 40,924,865
$ 60,200,289
$ 40,924,865
(1) Includes multiple
residential subdivision development projects
22
SECURITY
NATIONAL FINANCIAL CORPORATION AND SUBSIDIARIES
Notes
to Condensed Consolidated Financial Statements
June
30, 2024 (Unaudited)
3)
Investments (Continued)
The
following table presents additional information regarding the Company’s residential subdivision development in Utah:
June 30,
2024
December 31,
2023
Lots developed
50
42
Lots to be developed
1,293
1,145
Book Value
$ 60,019,930
$ 40,739,201
The
Company’s residential real estate held for sale is summarized as follows as of the respective dates indicated:
Net Book Value
June 30,
2024
December 31,
2023
Utah
$ 858,977
$ -
$ 858,977
$ -
The
net book value of foreclosed residential real estate included in residential real estate held for sale was $ 858,977 and nil as of June
30, 2024 and December 31, 2023, respectively.
Real
Estate Owned and Occupied by the Company
The
primary business units of the Company occupy a portion of the real estate owned by the Company. As of June 30, 2024, 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 (1)
Corporate Offices, Life Insurance, Cemetery/Mortuary Operations, and Mortgage Operations and Sales
221,000
50 %
1818 Marshall Street, Shreveport, LA (2)
Life Insurance Operations
12,274
100 %
812 Sheppard Street, Minden, LA (2) (3)
Life Insurance Sales
1,560
100 %
(1) Included in real
estate held for investment on the condensed consolidated balance sheets
(2) Included in property
and equipment on the condensed consolidated balance sheets
(3) Listed for sale
Mortgage
Loans Held for Investment
Mortgage
loans held for investment 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 the loans 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 the relevant debtors’ ability to honor obligations is dependent upon the economic stability
of the geographic region in which the debtors do business or are employed. As of June 30, 2024, the Company had 47 %, 10 %, 8 %, 7 % and
7 %, of its mortgage loans from borrowers located in the states of Utah, Texas, Florida, California, and Arizona, respectively. As of
December 31, 2023, the Company had 44 %, 11 %, 10 %, 7 % and 6 % of its mortgage loans from borrowers located in the states of Utah, Florida,
California, Texas, and Arizona respectively.
23
SECURITY
NATIONAL FINANCIAL CORPORATION AND SUBSIDIARIES
Notes
to Condensed Consolidated Financial Statements
June
30, 2024 (Unaudited)
3)
Investments (Continued)
Mortgage
loans held for investment are carried at their unpaid principal balances adjusted for net deferred fees, charge-offs, premiums, discounts,
and the related allowance for credit losses. Interest income is included in net investment income on the condensed consolidated statements
of earnings and is recognized when earned. The Company defers related material loan origination fees, net of related direct loan origination
costs, and amortizes the net fees over the terms of the loans. Origination fees are included in net investment income on the condensed
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
requires that loans not exceed 80% of the fair market value of the respective loan collateral. For loans of more than 80% of the fair
market value of the respective loan collateral, additional collateral or mortgage insurance by an approved third-party insurer is required.
Evaluation
of Allowance for Credit Losses
See
Note 2 regarding the adoption of ASU 2016-13.
The
allowance for credit losses is a valuation account that is deducted from the amortized cost basis of the Company’s mortgage loans
held for investment to present the net amount expected to be collected. The Company reports in net earnings, as a credit loss expense,
the amount necessary to adjust the allowance for credit losses for the Company’s current estimate of expected credit losses on
mortgage loans held for investment. This credit loss expense is included in other expenses on the condensed consolidated statements of
earnings.
Once
a mortgage loan is past due 90 days, it is the policy of the Company to end the accrual of interest income on the loan and reverse any
interest income that had been accrued. Given this policy, the Company does not measure a credit loss allowance on accrued interest receivable.
Accrued interest receivable is included in accrued investment income on the condensed consolidated balance sheets. Payments received
for mortgage loans on a non-accrual status are recognized when received. The interest income recognized from payments received for mortgage
loans on a non-accrual status was immaterial. Accrual of interest resumes if a mortgage loan is brought current. Interest not accrued
on these loans totaled approximately $ 274,000 and $ 237,000 as of June 30, 2024 and December 31, 2023, respectively.
The
Company measures expected credit losses based on the fair value of the collateral when the Company determines that foreclosure is probable.
When a mortgage loan becomes delinquent, the Company proceeds to foreclose and all expenses for foreclosure are expensed as incurred.
Once foreclosed, the property is classified as real estate held for investment or held for sale.
To
determine the allowance for credit 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 secondarily on the borrower’s (or
guarantor’s) ability to repay.
Commercial
loans are evaluated for credit loss by analyzing common metrics that are predictors for future credit losses such as debt service coverage
ratio (“DSCR”), loan to value (“LTV”), local market conditions, borrower quality, and underlying collateral.
The fair value of the underlying collateral is based on a third-party appraisal of the property at origination of the loan. The fair
value is assessed if the loan becomes 90 days delinquent. The Company uses these metrics to pool similar loans. The allowance for credit
losses is based on estimates, historical experience, probability of loss, value of the underlying collateral, and other factors that
affect the collectability of the loan. The Company applies a future loss factor to the outstanding balance of each group to arrive at
the allowance for credit losses.
24
SECURITY
NATIONAL FINANCIAL CORPORATION AND SUBSIDIARIES
Notes
to Condensed Consolidated Financial Statements
June
30, 2024 (Unaudited)
3)
Investments (Continued)
Residential
— These loans are secured by first and second mortgages on single-family dwellings. The borrower’s ability to repay is
sensitive to the life events and the general economic condition of the region. Where loan to value exceeds 80%, the loan is generally
guaranteed by private mortgage insurance, the FHA, or VA.
Residential
loans are evaluated for credit loss by using relevant available information from both internal and external sources. Among other things,
the Company uses its historical delinquency information and considers current and forecasted economic conditions. External sources include
a monthly analysis of its residential portfolio by a third party. The third party uses the Company’s current loan data and runs
it through various models to project cash flows and provide a projected life of loan loss. The models consider loan features such as
loan type, loan to value, payment status, age, and current property values. Analyzing the information from the various sources allows
the Company to arrive at the allowance for credit losses.
Residential
construction (including land acquisition and development) – These loans are 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, and factor in estimates of the value of construction projects upon completion. 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 acquisition and development loans are underwritten in accordance with the Company’s underwriting policies, which include independent
appraisal valuations as well as the estimated value associated with the land upon completion of development into finished lots. These
loans are 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.
Residential
construction mortgage loans are evaluated for credit loss by considering historical activity and current housing market trends to arrive
at a per loan basis point allowance that is recognized at loan origination and for subsequent draws. The per loan basis point is reviewed
at least annually or as loan losses or market trends require.
25
SECURITY
NATIONAL FINANCIAL CORPORATION AND SUBSIDIARIES
Notes
to Condensed Consolidated Financial Statements
June
30, 2024 (Unaudited)
3)
Investments (Continued)
The
following table presents a roll forward of the allowance for credit losses as of the dates indicated:
Schedule
of Allowance for Loan Losses
Three Months Ended
Commercial
Residential
Residential Construction
Total
Beginning balance - March 31, 2024
$ 859,622
$ 1,862,495
$ 199,497
$ 2,921,614
Adoption of ASU 2016-13 (1)
555,807
( 192,607 )
301,830
665,030
Change in provision for credit losses
( 10,299 )
( 83,109 )
25,646
( 67,762 )
Charge-offs
-
-
-
-
Ending balance - June 30, 2024
$ 849,323
$ 1,779,386
$ 225,143
$ 2,853,852
Beginning balance - March 31, 2023
$ 758,131
$ 1,685,100
$ 292,188
$ 2,735,419
Change in provision for credit losses (2)
72,924
( 95,240 )
( 49,543 )
( 71,859 )
Charge-offs
-
-
-
-
Ending balance - June 30, 2023
$ 831,055
$ 1,589,860
$ 242,645
$ 2,663,560
Six Months Ended
Commercial
Residential
Residential Construction
Total
Beginning balance - January 1, 2024
$ 1,219,653
$ 2,390,894
$ 208,106
$ 3,818,653
Change in provision for credit losses (2)
( 370,330 )
( 611,508 )
17,037
( 964,801 )
Charge-offs
-
-
-
-
Ending balance - June 30, 2024
$ 849,323
$ 1,779,386
$ 225,143
$ 2,853,852
Beginning balance - January 1, 2023
$ 187,129
$ 1,739,980
$ 43,202
$ 1,970,311
Adoption of ASU 2016-13 (1)
555,807
( 192,607 )
301,830
665,030
Change in provision for credit losses (2)
88,119
42,487
( 102,387 )
28,219
Charge-offs
-
-
-
-
Ending balance - June 30, 2023
$ 831,055
$ 1,589,860
$ 242,645
$ 2,663,560
(1) See Note 2 of the
notes to the condensed consolidated financial statements
(2) Included in other
expenses on the condensed consolidated statements of earnings
26
SECURITY
NATIONAL FINANCIAL CORPORATION AND SUBSIDIARIES
Notes
to Condensed Consolidated Financial Statements
June
30, 2024 (Unaudited)
3)
Investments (Continued)
The
following table presents the aging of mortgage loans held for investment by loan type as of the dates indicated:
Schedule
of Aging of Mortgage Loans
Commercial
Residential
Residential
Construction
Total
June 30, 2024
30-59 days past due
$ 2,150,000
$ 8,155,074
$ -
$ 10,305,074
60-89 days past due
109,510
1,807,652
-
1,917,162
Over 90 days past due (1)
405,000
3,367,379
-
3,772,379
In process of foreclosure (1)
191,508
1,965,642
-
2,157,150
Total past due
2,856,018
15,295,747
-
18,151,765
Current
70,365,756
88,372,143
112,571,713
271,309,612
Total mortgage loans
73,221,774
103,667,890
112,571,713
289,461,377
Allowance for credit losses
( 849,323 )
( 1,779,386 )
( 225,143 )
( 2,853,852 )
Unamortized deferred loan fees, net
( 119,303 )
( 1,195,913 )
( 637,400 )
( 1,952,616 )
Unamortized discounts, net
( 156,409 )
( 154,969 )
-
( 311,378 )
Net mortgage loans held for investment
$ 72,096,739
$ 100,537,622
$ 111,709,170
$ 284,343,531
December 31, 2023
30-59 days past due
$ -
$ 3,387,673
$ -
$ 3,387,673
60-89 days past due
-
3,472,760
-
3,472,760
Over 90 days past due (1)
405,000
3,480,931
-
3,885,931
In process of foreclosure (1)
1,241,508
1,021,790
-
2,263,298
Total past due
1,646,508
11,363,154
-
13,009,662
Current
72,530,030
91,790,433
104,052,748
268,373,211
Total mortgage loans
74,176,538
103,153,587
104,052,748
281,382,873
Allowance for credit losses
( 1,219,653 )
( 2,390,894 )
( 208,106 )
( 3,818,653 )
Unamortized deferred loan fees, net
( 172,989 )
( 1,135,491 )
( 314,746 )
( 1,623,226 )
Unamortized discounts, net
( 216,705 )
( 107,452 )
-
( 324,157 )
Net mortgage loans held for investment
$ 72,567,191
$ 99,519,750
$ 103,529,896
$ 275,616,837
(1) Interest income
is not recognized on loans which are more than 90 days past due or in foreclosure.
27
SECURITY
NATIONAL FINANCIAL CORPORATION AND SUBSIDIARIES
Notes
to Condensed Consolidated Financial Statements
June
30, 2024 (Unaudited)
3)
Investments (Continued)
Credit
Quality Indicators
The
Company evaluates and monitors the credit quality of its commercial loans by analyzing loan to value (“LTV”) and debt service
coverage ratios (“DSCR”). Monitoring a commercial mortgage loan increases when the loan is delinquent or earlier if there
is an indication of impairment.
The
aggregate unpaid principal balance of commercial mortgage loans by credit quality indicator and origination year was as follows as of
June 30, 2024:
Schedule
of Commercial Mortgage Loans By Credit Quality Indicator
Credit Quality Indicator
2024
2023
2022
2021
2020
Prior
Total
% of Total
LTV:
Less than 65%
$ 6,034,800
$ 33,954,450
$ 2,828,743
$ 3,033,422
$ -
$ 9,271,857
$ 55,123,272
75.28 %
65% to 80%
10,432,942
1,523,850
823,397
-
4,913,313
-
$ 17,693,502
24.16 %
Greater than 80%
-
-
-
405,000
-
-
$ 405,000
0.55 %
Total
$ 16,467,742
$ 35,478,300
$ 3,652,140
$ 3,438,422
$ 4,913,313
$ 9,271,857
$ 73,221,774
100.00 %
DSCR
>1.20x
$ 16,034,800
$ 20,990,000
$ 1,000,000
$ -
$ 4,913,313
$ 5,502,594
$ 48,440,707
66.16 %
1.00x - 1.20x
432,942
7,988,300
2,652,140
3,438,422
-
3,769,263
18,281,067
24.97 %
<1.00x
-
6,500,000
-
-
-
-
6,500,000
8.88 %
Total
$ 16,467,742
$ 35,478,300
$ 3,652,140
$ 3,438,422
$ 4,913,313
$ 9,271,857
$ 73,221,774
100.00 %
The
aggregate unpaid principal balance of commercial mortgage loans by credit quality indicator and origination year was as follows as of
December 31, 2023:
Credit Quality Indicator
2023
2022
2021
2020
2019
Prior
Total
% of Total
LTV:
Less than 65%
$ 34,304,954
$ 13,555,737
$ 3,778,248
$ -
$ 2,964,740
$ 6,565,389
$ 61,169,068
82.46 %
65% to 80%
1,523,926
5,115,231
1,050,000
4,913,313
-
-
12,602,470
16.99 %
Greater than 80%
-
-
405,000
-
-
-
405,000
0.55 %
Total
$ 35,828,880
$ 18,670,968
$ 5,233,248
$ 4,913,313
$ 2,964,740
$ 6,565,389
$ 74,176,538
100.00 %
DSCR
>1.20x
$ 20,990,000
$ 1,000,000
$ 700,000
$ 4,913,313
$ 2,964,740
$ 2,612,625
$ 33,180,678
44.73 %
1.00x - 1.20x
8,338,880
8,496,127
3,483,248
-
-
3,952,764
24,271,019
32.72 %
<1.00x
6,500,000
9,174,841 (1) (1)
1,050,000
-
-
-
16,724,841
22.55 %
Total
$ 35,828,880
$ 18,670,968
$ 5,233,248
$ 4,913,313
$ 2,964,740
$ 6,565,389
$ 74,176,538
100.00 %
(1) Commercial construction
loan
28
SECURITY
NATIONAL FINANCIAL CORPORATION AND SUBSIDIARIES
Notes
to Condensed Consolidated Financial Statements
June
30, 2024 (Unaudited)
3)
Investments (Continued)
The
Company evaluates and monitors the credit quality of its residential mortgage loans by analyzing LTV and loan performance. The Company
defines non-performing mortgage loans as loans more than 90 days past due and on a non-accrual status. Monitoring a residential mortgage
loan increases when the loan is delinquent or earlier if there is an indication of impairment.
The
aggregate unpaid principal balance of residential mortgage loans by credit quality indicator and origination year was as follows as of
June 30, 2024:
Credit Quality Indicator
2024
2023
2022
2021
2020
Prior
Total
% of Total
Performance Indicators:
Performing
$ 5,918,960
$ 13,236,536
$ 50,568,628
$ 6,657,886
$ 7,669,161
$ 14,283,699
$ 98,334,870
94.86 %
Non-performing (1)
-
2,880,161
696,461
365,061
406,356
984,981
5,333,020
5.14 %
Total
$ 5,918,960
$ 16,116,697
$ 51,265,089
$ 7,022,947
$ 8,075,517
$ 15,268,680
$ 103,667,890
100.00 %
(1) Includes residential
mortgage loans in the process of foreclosure of $ 1,965,642
LTV:
Less than 65%
$ 1,196,344
$ 3,388,129
$ 6,276,467
$ 2,422,737
$ 2,343,791
$ 6,296,278
$ 21,923,746
21.15 %
65% to 80%
4,722,616
10,345,277
40,410,742
3,134,505
3,829,636
7,013,035
69,455,811
67.00 %
Greater than 80%
-
2,383,291
4,577,880
1,465,705
1,902,090
1,959,367
12,288,333
11.85 %
Total
$ 5,918,960
$ 16,116,697
$ 51,265,089
$ 7,022,947
$ 8,075,517
$ 15,268,680
$ 103,667,890
100.00 %
The
aggregate unpaid principal balance of residential mortgage loans by credit quality indicator and origination year was as follows as of
December 31, 2023:
Credit Quality Indicator
2023
2022
2021
2020
2019
Prior
Total
% of Total
Performance Indicators:
Performing
$ 15,337,828
$ 53,875,389
$ 7,156,934
$ 7,453,796
$ 2,786,562
$ 12,040,357
$ 98,650,866
95.63 %
Non-performing (1)
-
2,202,114
365,061
613,101
-
1,322,445
4,502,721
4.37 %
Total
$ 15,337,828
$ 56,077,503
$ 7,521,995
$ 8,066,897
$ 2,786,562
$ 13,362,802
$ 103,153,587
100.00 %
(1) Includes residential
mortgage loans in the process of foreclosure of $ 1,021,790
LTV:
Less than 65%
$ 3,280,144
$ 7,049,522
$ 1,843,286
$ 1,746,970
$ 446,675
$ 5,206,095
$ 19,572,692
18.97 %
65% to 80%
10,962,770
44,371,320
4,269,894
4,222,170
2,339,887
5,711,440
71,877,481
69.68 %
Greater than 80%
1,094,914
4,656,661
1,408,815
2,097,757
-
2,445,267
11,703,414
11.35 %
Total
$ 15,337,828
$ 56,077,503
$ 7,521,995
$ 8,066,897
$ 2,786,562
$ 13,362,802
$ 103,153,587
100.00 %
29
SECURITY
NATIONAL FINANCIAL CORPORATION AND SUBSIDIARIES
Notes
to Condensed Consolidated Financial Statements
June
30, 2024 (Unaudited)
3)
Investments (Continued)
The
company evaluates and monitors the credit quality of its residential construction loans (including land acquisition and development loans)
by analyzing LTV and loan performance. Monitoring a residential construction mortgage loan increases when the loan is delinquent or earlier
if there is an indication of impairment.
The
aggregate unpaid principal balance of residential construction mortgage loans by credit quality indicator and origination year was as
follows as of June 30, 2024:
Schedule of Residential Construction Mortgage Loans
Credit Quality Indicator
2024
2023
2022
2021
Total
% of Total
Performance Indicators:
Performing
$ 60,704,074
$ 35,864,948
$ 4,585,632
$ 11,417,059
$ 112,571,713
100.00 %
Non-performing
-
-
-
-
-
0.00 %
Total
$ 60,704,074
$ 35,864,948
$ 4,585,632
$ 11,417,059
$ 112,571,713
100.00 %
LTV:
Less than 65%
$ 18,845,154
$ 26,531,552
$ 3,038,388
$ 11,417,059
$ 59,832,153
53.15 %
65% to 80%
41,858,920
9,333,396
1,547,244
-
52,739,560
46.85 %
Greater than 80%
-
-
-
-
-
0.00 %
Total
$ 60,704,074
$ 35,864,948
$ 4,585,632
$ 11,417,059
$ 112,571,713
100.00 %
The
aggregate unpaid principal balance of residential construction mortgage loans by credit quality indicator and origination year was as
follows as of December 31, 2023:
Credit Quality Indicator
2023
2022
2021
Total
% of Total
Performance Indicators:
Performing
$ 60,311,679
$ 16,624,182
$ 27,116,887
$ 104,052,748
100.00 %
Non-performing
-
-
-
-
0.00 %
Total
$ 60,311,679
$ 16,624,182
$ 27,116,887
$ 104,052,748
100.00 %
LTV:
Less than 65%
$ 40,215,360
$ 8,732,500
$ 20,442,302
$ 69,390,162
66.69 %
65% to 80%
20,096,319
7,891,682
6,674,585
34,662,586
33.31 %
Greater than 80%
-
-
-
-
0.00 %
Total
$ 60,311,679
$ 16,624,182
$ 27,116,887
$ 104,052,748
100.00 %
30
SECURITY
NATIONAL FINANCIAL CORPORATION AND SUBSIDIARIES
Notes
to Condensed Consolidated Financial Statements
June
30, 2024 (Unaudited)
3)
Investments (Continued)
Insurance
Assignments
The
following table presents the aging of insurance assignments, included in other investments and policy loans on the condensed consolidated
balance sheets:
Schedule
of Aging of Insurance Assignments
As of June 30,
2024
As of December 31,
2023
30-59 days past due
$ 10,983,745
$ 10,829,629
60-89 days past due
4,082,558
3,709,754
Over 90 days past due
5,580,886
4,329,468
Total past due
20,647,189
18,868,851
Current
27,759,501
26,736,471
Total insurance assignments
48,406,690
45,605,322
Allowance for credit losses
( 1,535,324 )
( 1,553,836 )
Net insurance assignments
$ 46,871,366
$ 44,051,486
The
Company records an allowance for credit losses when the insurance assignment is funded. Once an insurance assignment moves to 90 days
or legal proceedings, it is monitored for write-off and collectability, and any adjustments to the allowance are recorded at that time.
See Note 2 regarding the adoption of ASU 2016-13.
The
following table presents a roll forward of the allowance for credit losses for insurance assignments as of the dates indicated:
Schedule
of Allowance for Credit Losses
Three Months Ended
Beginning balance - March 31, 2024
$ 1,587,525
Change in provision for credit losses (1)
242,046
Charge-offs
( 294,247 )
Ending balance - June 30, 2024
$ 1,535,324
Beginning balance - March 31, 2023
$ 1,685,901
Change in provision for credit losses (1)
219,213
Charge-offs
( 214,421 )
Ending balance - June 30, 2023
$ 1,690,693
Six Months Ended
Beginning balance - January 1, 2024
$ 1,553,836
Change in provision for credit losses (1)
492,613
Charge-offs
( 511,125 )
Ending balance - June 30, 2024
$ 1,535,324
Beginning balance - January 1, 2023
$ 1,609,951
Change in provision for credit losses (1)
452,326
Charge-offs
( 371,584 )
Ending balance - June 30, 2023
$ 1,690,693
(1) Included in other
expenses on the condensed consolidated statements of earnings
31
SECURITY
NATIONAL FINANCIAL CORPORATION AND SUBSIDIARIES
Notes
to Condensed Consolidated Financial Statements
June
30, 2024 (Unaudited)
3)
Investments (Continued)
Investment
Related Earnings
The
following table presents the realized gains and losses from sales, calls, and maturities, and unrealized gains and losses on equity securities
from investments and other assets:
Schedule
of Gain (Loss) on Investments
2024
2023
2024
2023
Three Months Ended June 30,
Six Months Ended June 30,
2024
2023
2024
2023
Fixed maturity securities:
Gross realized gains
$ 24,031
$ 1,563
$ 24,334
$ 17,054
Gross realized losses
( 36,646 )
( 36,908 )
( 37,499 )
( 91,799 )
Net credit loss release (provision)
16,289
( 44,505 )
( 79,711 )
( 224,005 )
Equity securities:
Gains (losses) on securities sold
43,733
5,363
( 17,370 )
( 46,952 )
Unrealized gains (losses) on securities held at the end of the period
( 424,455 )
566,633
1,118,405
898,064
Real estate held for investment and sale:
Gross realized gains
38,890
161,028
288,852
161,028
Gross realized losses
-
-
( 39,081 )
-
Other assets:
Gross realized gains
( 39,081 )
163,410
35,486
214,348
Gross realized losses
-
-
( 1,229 )
-
Total
$ ( 377,239 )
$ 816,584
$ 1,292,187
$ 927,738
The
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 $ 202,800 in net losses and $ 197,580 in net gains for the three month periods ended June 30, 2024 and 2023, respectively,
and of $ 379,363 and $ 251,510 in net gains for the six month periods ended June 30, 2024 and 2023, respectively.
32
SECURITY
NATIONAL FINANCIAL CORPORATION AND SUBSIDIARIES
Notes
to Condensed Consolidated Financial Statements
June
30, 2024 (Unaudited)
3)
Investments (Continued)
Major
categories of net investment income were as follows:
2024
2023
2024
2023
Three Months Ended June 30,
Six Months Ended June 30,
2024
2023
2024
2023
Fixed maturity securities available for sale
$ 4,345,704
$ 4,143,768
$ 8,749,262
$ 8,156,500
Equity securities
176,448
140,709
344,596
281,216
Mortgage loans held for investment
7,021,559
9,467,407
15,835,595
17,955,063
Real estate held for investment and sale
3,285,019
4,897,672
6,800,080
8,262,596
Policy loans
189,131
207,441
490,398
407,655
Insurance assignments
4,886,015
4,461,813
9,962,563
9,230,016
Other investments
201,342
213,103
400,301
342,160
Cash and cash equivalents
1,715,910
780,146
3,406,867
1,567,907
Gross investment income
21,821,128
24,312,059
45,989,662
46,203,113
Investment expenses
( 3,776,320 )
( 4,140,085 )
( 7,998,286 )
( 8,256,256 )
Net investment income
$ 18,044,808
$ 20,171,974
$ 37,991,376
$ 37,946,857
Net
investment income includes income earned by the restricted assets of the cemeteries and mortuaries of $ 470,808 and $ 1,250,861 for the
three month periods ended June 30, 2024 and 2023, respectively, and of $ 1,404,359 and $ 1,852,352 for the six month periods ended June
30, 2024 and 2023, 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.
Accrued
Investment Income
Accrued
investment income consists of the following:
Schedule
of Accrued Investment Income
As of June 30,
2024
As of December 31,
2023
Fixed maturity securities available for sale
$ 4,125,306
$ 3,984,695
Equity securities
10,876
20,451
Mortgage loans held for investment
1,121,383
2,661,092
Real estate held for investment
3,507,053
3,486,115
Cash and cash equivalents
73,388
18,437
Total accrued investment income
$ 8,838,006
$ 10,170,790
33
SECURITY
NATIONAL FINANCIAL CORPORATION AND SUBSIDIARIES
Notes
to Condensed Consolidated Financial Statements
June
30, 2024 (Unaudited)
4)
Loans Held for Sale
The
Company’s loans held for sale portfolio is valued using the fair value option. 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 recognition of mortgage loan interest income and is included in mortgage fee income on the condensed consolidated statement
of earnings. Included in loans held for sale are loans in the process of foreclosure with an aggregate unpaid principal balance of $ 311,117
and $ 1,636,090 as of June 30, 2024 and December 31, 2023, respectively. See Note 8 to the condensed 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
As of June 30,
2024
As of December 31,
2023
Aggregate fair value
$ 150,196,416
$ 126,549,190
Unpaid principal balance
149,936,883
127,185,867
Unrealized gain (loss)
259,533
( 636,677 )
Mortgage
Fee Income
Mortgage
fee income consists of origination fees, processing fees, interest income and 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
2024
2023
2024
2023
Three Months Ended June 30,
Six Months Ended June 30,
2024
2023
2024
2023
Loan fees
$ 7,366,232
$ 5,986,802
$ 12,886,697
$ 10,375,215
Interest income
2,263,915
2,620,489
3,746,735
4,627,546
Secondary gains
18,674,595
19,298,213
33,405,569
37,259,571
Change in fair value of loan commitments
429,823
( 151,382 )
991,601
526,570
Change in fair value of loans held for sale
1,197,075
( 1,401,738 )
896,185
( 607,123 )
Provision for loan loss reserve
( 312,124 )
( 273,631 )
( 475,601 )
( 114,020 )
Mortgage fee income
$ 29,619,516
$ 26,078,753
$ 51,451,186
$ 52,067,759
Loan
Loss Reserve
Repurchase
demands from third party investors that correspond to mortgage loans previously held for sale and sold are reviewed and relevant data
is captured so that an estimated future loss can be calculated. The key factors that are used in the estimated future 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 can resolve
the issues relating to the repurchase demand by the third-party investor without having to make any payments to the investor.
The
loan loss reserve, which is included in other liabilities and accrued expenses, is summarized as follows:
Schedule
of Loan Loss Reserve Included in Other Liabilities and Accrued Expenses
As of June 30,
2024
As of December 31,
2023
Balance, beginning of period
$ 547,233
$ 1,725,667
Provision on current loan originations (1)
475,601
27,164
Charge-offs, net of recaptured amounts
( 273,801 )
( 1,205,598 )
Balance, end of period
$ 749,033
$ 547,233
(1) Included in mortgage
fee income
The
Company maintains reserves for estimated losses on current production volumes. For the six month period ended June 30, 2024, $ 475,601
in reserves were added at a rate of 4.4 basis points per loan, the equivalent of $ 440 per $ 1,000,000 in loans originated. This is a decrease
over the six month period ended June 30, 2023, when reserves of $ 513,431 were added at a rate of 4.5 basis points per loan originated,
the equivalent of $ 450 per $ 1,000,000 in loans originated. The Company monitors market data and trends, economic conditions (including
forecasts), and its own experience to maintain adequate loss reserves on current production.
34
SECURITY
NATIONAL FINANCIAL CORPORATION AND SUBSIDIARIES
Notes
to Condensed Consolidated Financial Statements
June
30, 2024 (Unaudited)
5)
Stock Compensation Plans
The
Company has equity incentive plans (the “2013 Plan”, the “2014 Director Plan” and the “2022 Plan”).
Stock
Options
Stock
based compensation expense for stock options issued of $ 183,184 and $ 142,696 has been recognized for these plans for the three month
periods ended June 30, 2024 and 2023, respectively, and $ 382,182 and $ 284,883 has been recognized for these plans for the six month periods
ended June 30, 2024 and 2023, respectively, and is included in personnel expenses on the condensed consolidated statements of earnings.
As of June 30, 2024, the total unrecognized compensation expense related to the options issued was $ 329,670 , which is expected to be
recognized over the remaining vesting period.
The
fair value of each 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.
Activity
of the stock option plans during the six month period ended June 30, 2024, is summarized as follows:
Schedule of Activity of Stock Option Plans
Number of
Class A Shares
Weighted Average Exercise Price (2)
Number of
Class C Shares
Weighted Average Exercise Price (2)
Outstanding at January 1, 2024
833,570
$ 4.91
1,520,062
$ 5.57
Adjustment for the effect of stock dividends
38,724
76,005
Granted
16,500
-
Exercised
( 45,671 )
-
Cancelled
( 16,538 )
-
Outstanding at June 30, 2024
826,585
$ 5.09
1,596,067
$ 5.57
As of June 30, 2024:
Options exercisable
768,960
$ 4.89
1,443,567
$ 5.35
As of June 30, 2024:
Available options for future grant
38,564
556,238
Weighted average contractual term of options outstanding at June 30, 2024
5.05 years
6.00 years
Weighted average contractual term of options exercisable at June 30, 2024
4.72 years
5.75 years
Aggregated intrinsic value of options outstanding at June 30, 2024 (1)
$ 2,083,992
$ 3,255,564
Aggregated intrinsic value of options exercisable at June 30, 2024 (1)
$ 2,089,110
$ 3,264,864
(1) The Company used
a stock price of $ 7.61 as of June 30, 2024 to derive intrinsic value.
(2) Adjusted for the
effect of annual stock dividends.
35
SECURITY
NATIONAL FINANCIAL CORPORATION AND SUBSIDIARIES
Notes
to Condensed Consolidated Financial Statements
June
30, 2024 (Unaudited)
5)
Stock Compensation Plans (Continued)
Activity
of the stock option plans during the six month period ended June 30, 2023, is summarized as follows:
Number of
Class A Shares
Weighted Average Exercise Price (2)
Number of
Class C Shares
Weighted Average Exercise Price
Outstanding at January 1, 2023
976,605
$ 4.56
1,157,203
$ 5.31
Adjustment for the effect of stock dividends
38,266
57,859
Granted
16,000
-
Exercised
( 214,989 )
-
Cancelled
-
-
Outstanding at June 30, 2023
815,882
$ 4.75
1,215,062
$ 5.31
As of June 30, 2023:
Options exercisable
764,632
$ 4.64
1,067,562
$ 5.18
As of June 30, 2023:
Available options for future grant
171,386
834,750
Weighted average contractual term of options outstanding at June 30, 2023
4.87 years
6.41 years
Weighted average contractual term of options exercisable at June 30, 2023
4.56 years
6.14 years
Aggregated intrinsic value of options outstanding at June 30, 2023 (1)
$ 3,018,675
$ 3,815,225
Aggregated intrinsic value of options exercisable at June 30, 2023 (1)
$ 2,910,455
$ 3,487,200
(1) The Company used
a stock price of $ 8.45 as of June 30, 2023 to derive intrinsic value.
(2) Adjusted for the
effect of annual stock dividends.
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 six month periods ended June 30, 2024 and 2023 was $ 142,210 and $ 387,561 , respectively.
36
SECURITY
NATIONAL FINANCIAL CORPORATION AND SUBSIDIARIES
Notes
to Condensed Consolidated Financial Statements
June
30, 2024 (Unaudited)
5)
Stock Compensation Plans (Continued)
Restricted
Stock Units (“RSUs”)
Stock
based compensation expense for RSUs issued of $ 882 and nil has been recognized under these plans for the three month periods ended June
30, 2024 and 2023, respectively, and of $ 1,771 and $ 742 has been recognized under these plans for the six month periods ended June 30,
2024 and 2023, respectively, and is included in personnel expenses on the condensed consolidated statements of earnings. The fair value
of each RSU granted is determined by the Company’s stock price on the date of the grant. As of June 30, 2024, the total unrecognized
compensation expense related to the RSUs issued was $ 1,493 , which is expected to be recognized over the remaining vesting period.
Activity
of the RSUs during the six month period ended June 30, 2024 is summarized as follows:
Schedule of Activity Restricted Stock Units
Number of
Class A Shares
Weighted Average Grant Date Fair Value
Non-vested at January 1, 2024
2,245
$ 7.72
Granted
-
Vested
( 865 )
Non-vested at June 30, 2024
1,380
$ 7.99
Available RSUs for future grant
16,540
Activity
of the RSUs during the six month period ended June 30, 2023 is summarized as follows:
Number of
Class A Shares
Weighted Average Grant Date Fair Value
Non-vested at January 1, 2023
1,620
$ 6.48
Granted
-
Vested
( 405 )
Non-vested at March 31, 2023
1,215
$ 6.48
Available RSUs for future grant
18,380
37
SECURITY
NATIONAL FINANCIAL CORPORATION AND SUBSIDIARIES
Notes
to Condensed Consolidated Financial Statements
June
30, 2024 (Unaudited)
6)
Earnings Per Share
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
2024
2023
2024
2023
Three Months Ended
June 30,
Six Months Ended
June 30,
2024
2023
2024
2023
Numerator:
Net earnings
$ 7,271,549
$ 6,352,706
$ 14,746,071
$ 7,592,878
Denominator:
Basic weighted-average shares outstanding
23,297,455
23,110,818
23,313,768
23,172,477
Effect of dilutive securities:
Employee stock options
576,503
591,466
663,136
578,442
Diluted weighted-average shares outstanding
23,873,958
23,702,284
23,976,904
23,750,919
Basic net earnings per share
$ 0.31
$ 0.27
$ 0.63
$ 0.33
Diluted net earnings per share
$ 0.30
$ 0.27
$ 0.62
$ 0.32
For
the six month periods ended June 30, 2024 and 2023, there were 143,456 and 55,125 anti-dilutive 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.
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, 2022
18,758,031
2,889,859
Exercise of stock options
127,688
-
Vesting of restricted stock units
405
-
Stock dividends
949,675
141,594
Conversion of Class C to Class A
57,901
( 57,901 )
Outstanding shares at June 30, 2023
19,893,700
2,973,552
Outstanding shares at December 31, 2023
20,048,002
2,971,854
Common stock, outstanding shares, beginning
20,048,002
2,971,854
Exercise of stock options
32,082
-
Vesting of restricted stock units
865
-
Stock dividends
1,004,721
148,578
Conversion of Class C to Class A
266
( 266 )
Outstanding shares at June 30, 2024
21,085,936
3,120,166
Common stock, outstanding shares, ending
21,085,936
3,120,166
38
SECURITY
NATIONAL FINANCIAL CORPORATION AND SUBSIDIARIES
Notes
to Condensed Consolidated Financial Statements
June
30, 2024 (Unaudited)
7)
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 policyholders 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 origination of residential mortgage loans and interest earned and interest expenses from warehousing loans held for sale.
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 of the Form 10-K
for the year ended December 31, 2023. 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.
39
SECURITY
NATIONAL FINANCIAL CORPORATION AND SUBSIDIARIES
Notes
to Condensed Consolidated Financial Statements
June
30, 2024 (Unaudited)
7)
Business Segment Information (Continued)
Schedule of Revenues and Expenses by Reportable Segment
Life Insurance
Cemetery/
Mortuary
Mortgage
Intercompany
Eliminations
Consolidated
For the Three Months Ended
June 30, 2024
Revenues from external customers
$ 47,237,315
$ 8,277,868
$ 30,276,153
$ -
$ 85,791,336
Intersegment revenues
1,905,973
84,767
144,989
( 2,135,729 )
-
Segment profit (loss) before income taxes
7,164,715
2,090,520
134,358
-
9,389,593
For the Six Months Ended
June 30, 2024
Revenues from external customers
$ 97,207,950
$ 17,065,446
$ 52,706,138
$ 166,979,534
Intersegment revenues
3,285,548
169,535
291,595
( 3,746,678 )
-
Segment profit (loss) before income taxes
15,694,224
5,143,941
( 1,829,261 )
19,008,904
Identifiable Assets
$ 1,356,015,599
$ 102,122,157
$ 96,262,785
$ ( 98,929,803 )
$ 1,455,470,738
Goodwill
2,765,570
2,488,213
-
-
5,253,783
Total Assets
$ 1,358,781,169
$ 104,610,370
$ 96,262,785
$ ( 98,929,803 )
$ 1,460,724,521
For the Three Months Ended
June 30, 2023
Revenues from external customers
$ 48,071,089
$ 8,812,508
$ 26,962,562
$ -
$ 83,846,159
Intersegment revenues
2,517,490
84,767
135,807
( 2,738,064 )
-
Segment profit (loss) before income taxes
9,158,186
2,828,159
( 3,837,012 )
-
8,149,333
For the Six Months Ended
June 30, 2023
Revenues from external customers
$ 93,486,386
$ 16,010,904
$ 53,849,603
$ 163,346,893
Intersegment revenues
4,027,518
168,603
259,506
( 4,455,627 )
-
Segment profit (loss) before income taxes
12,841,921
4,612,751
( 7,720,451 )
9,734,221
Identifiable Assets
$ 1,284,084,674
$ 89,589,716
$ 114,402,197
$ ( 89,723,622 )
$ 1,398,352,965
Goodwill
2,765,570
2,488,213
-
-
5,253,783
Total Assets
$ 1,286,850,244
$ 92,077,929
$ 114,402,197
$ ( 89,723,622 )
$ 1,403,606,748
40
SECURITY
NATIONAL FINANCIAL CORPORATION AND SUBSIDIARIES
Notes
to Condensed Consolidated Financial Statements
June
30, 2024 (Unaudited)
8)
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 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.
Restricted
Assets : A portion of these assets include equity securities and fixed maturity securities 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 condensed 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 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 condensed consolidated balance sheets for these financial instruments approximate their fair values due to their
short-term nature.
Additionally,
there were no transfers between Level 1 and Level 2 in the fair value hierarchy.
41
SECURITY
NATIONAL FINANCIAL CORPORATION AND SUBSIDIARIES
Notes
to Condensed Consolidated Financial Statements
June
30, 2024 (Unaudited)
8)
Fair Value of Financial Instruments (Continued)
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. Fair value is often difficult to determine in volatile markets and may contain significant unobservable inputs.
Loan
Commitments and Forward Sale Commitments : The Company’s mortgage segment enters loan commitments with potential borrowers
and forward sale commitments to sell loans with 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,
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 be funded 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 comparable sales
in the area, property condition, and potential rental income that could be generated (particularly for commercial properties). For residential
construction loans, the collateral is typically incomplete, so the 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.
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 uses 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 conditions 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 Mortgage Servicing Rights (“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.
42
SECURITY
NATIONAL FINANCIAL CORPORATION AND SUBSIDIARIES
Notes
to Condensed Consolidated Financial Statements
June
30, 2024 (Unaudited)
8)
Fair Value of Financial Instruments (Continued)
The
following tables summarize Level 1, 2 and 3 financial assets and financial liabilities measured at fair value on a recurring basis by
their classification in the condensed consolidated balance sheet as of June 30, 2024:
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
$ 349,358,027
$ -
$ 348,120,558
$ 1,237,469
Equity securities
15,019,179
15,019,179
-
-
Loans held for sale
150,196,416
-
-
150,196,416
Restricted assets (1)
1,560,266
-
1,560,266
-
Restricted assets (2)
8,546,971
8,546,971
-
-
Cemetery perpetual care trust investments (1)
603,199
-
603,199
-
Cemetery perpetual care trust investments (2)
4,594,630
4,594,630
-
-
Derivatives - loan commitments (3)
5,623,512
-
-
5,623,512
Total assets accounted for at fair value on a
recurring basis
$ 535,502,200
$ 28,160,780
$ 350,284,023
$ 157,057,397
Liabilities accounted for at fair value on a
recurring basis
Derivatives - loan commitments (4)
( 3,048,649 )
-
-
( 3,048,649 )
Total liabilities accounted for at fair value
on a recurring basis
$ ( 3,048,649 )
$ -
$ -
$ ( 3,048,649 )
(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
43
SECURITY
NATIONAL FINANCIAL CORPORATION AND SUBSIDIARIES
Notes
to Condensed Consolidated Financial Statements
June
30, 2024 (Unaudited)
8)
Fair Value of Financial Instruments (Continued)
The
following tables summarize Level 1, 2 and 3 financial assets and financial liabilities measured at fair value on a recurring basis by
their classification in the condensed consolidated balance sheet as of December 31, 2023:
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
$ 381,535,986
$ -
$ 380,297,330
$ 1,238,656
Equity securities
13,636,071
13,636,071
-
-
Loans held for sale
126,549,190
-
-
126,549,190
Restricted assets (1)
1,853,860
-
1,853,860
-
Restricted assets (2)
7,385,203
7,385,203
-
-
Cemetery perpetual care trust investments (1)
641,704
-
641,704
-
Cemetery perpetual care trust investments (2)
4,327,301
4,327,301
-
-
Derivatives - loan commitments (3)
4,995,486
-
-
4,995,486
Total assets accounted for at fair value on a
recurring basis
$ 540,924,801
$ 25,348,575
$ 382,792,894
$ 132,783,332
Liabilities accounted for at fair value on a
recurring basis
Derivatives - loan commitments (4)
$ ( 3,412,224 )
$ -
$ -
$ ( 3,412,224 )
Total liabilities accounted for at fair value
on a recurring basis
$ ( 3,412,224 )
$ -
$ -
$ ( 3,412,224 )
(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
44
SECURITY
NATIONAL FINANCIAL CORPORATION AND SUBSIDIARIES
Notes
to Condensed Consolidated Financial Statements
June
30, 2024 (Unaudited)
8)
Fair Value of Financial Instruments (Continued)
For
Level 3 assets and liabilities measured at fair value on a recurring basis as of June 30, 2024, the significant unobservable inputs used
in the fair value measurements were as follows:
Schedule
of Level 3 Assets and Liabilities Measured at Fair Value on Recurring Basis
Significant
Range of Inputs
Fair Value at
Valuation
Unobservable
Minimum
Maximum
Weighted
June 30, 2024
Technique
Input(s)
Value
Value
Average
Loans held for sale
$ 150,196,416
Market approach
Investor contract pricing as a percentage of unpaid principal balance
72.0 %
108.0 %
100.0 %
Derivatives - loan commitments (net)
2,574,863
Market approach
Pull-through rate
65.0 %
100.0 %
85.0 %
Initial-Value
N/A
N/A
N/A
Servicing
0 bps
135 bps
44 bps
Fixed maturity securities available for sale
1,237,469
Broker quotes
Pricing quotes
$ 99.74
$ 100.00
$ 99.51
For
Level 3 assets and liabilities measured at fair value on a recurring basis as of December 31, 2023, 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
December 31, 2023
Technique
Input(s)
Value
Value
Average
Loans held for sale
$ 126,549,190
Market approach
Investor contract pricing as a percentage of unpaid principal balance
70.0 %
121.0 %
100.0 %
Derivatives - loan commitments (net)
1,583,262
Market approach
Pull-through rate
70.0 %
99.0 %
86.0 %
Initial-Value
N/A
N/A
N/A
Servicing
0 bps
119 bps
49 bps
Fixed maturity securities available for sale
1,238,656
Broker quotes
Pricing quotes
$ 98.40
$ 102.46
$ 99.86
45
SECURITY
NATIONAL FINANCIAL CORPORATION AND SUBSIDIARIES
Notes
to Condensed Consolidated Financial Statements
June
30, 2024 (Unaudited)
8)
Fair Value of Financial Instruments (Continued)
The
following table is a summary of changes in the condensed consolidated balance sheet line items measured using level 3 inputs for the
three month period ended June 30, 2024:
Schedule of Changes in Consolidated Balance Sheet Line Items Measured Using Level 3 Inputs
Net Loan Commitments
Loans Held for Sale
Fixed Maturity Securities Available for Sale
Balance - March 31, 2024
$ 2,145,040
$ 112,678,958
$ 1,232,187
Originations and purchases
-
624,218,401
-
Sales, maturities and paydowns
-
( 599,685,654 )
-
Total gains (losses):
Included in earnings
429,823 (1)
12,984,711 (1)
- (2)
Included in other comprehensive income
-
-
5,282
Balance - June 30, 2024
$ 2,574,863
$ 150,196,416
$ 1,237,469
(1) As a component
of Mortgage fee income on the condensed consolidated statements of earnings
(2) As a component
of Net investment income on the condensed consolidated statements of earnings
The
following table is a summary of changes in the condensed consolidated balance sheet line items measured using level 3 inputs for the
three month period ended June 30, 2023:
Net Loan Commitments
Loans Held for Sale
Fixed Maturity Securities Available for Sale
Balance - March 31, 2023
$ 3,384,829
$ 173,015,404
$ 1,435,519
Originations and purchases
-
607,867,445
-
Sales, maturities and paydowns
-
( 628,567,681 )
-
Transfer to mortgage loans held for investment
( 1,150,074 )
Total gains (losses):
Included in earnings
( 151,382 )(1)
10,144,966 (1)
- (2)
Included in other comprehensive income
-
-
( 3,645 )
Balance - June 30, 2023
$ 3,233,447
$ 161,310,060
$ 1,431,874
(1) As a component
of Mortgage fee income on the condensed consolidated statements of earnings
(2) As a component
of Net investment income on the condensed consolidated statements of earnings
46
SECURITY
NATIONAL FINANCIAL CORPORATION AND SUBSIDIARIES
Notes
to Condensed Consolidated Financial Statements
June
30, 2024 (Unaudited)
8)
Fair Value of Financial Instruments (Continued)
The
following table is a summary of changes in the condensed consolidated balance sheet line items measured using level 3 inputs for the
six month period ended June 30, 2024:
Net Loan Commitments
Loans Held for Sale
Fixed Maturity Securities Available for Sale
Balance - December 31, 2023
$ 1,583,262
$ 126,549,190
$ 1,238,656
Originations and purchases
-
1,089,823,515
-
Sales, maturities and paydowns
-
( 1,085,736,592 )
-
Transfer to mortgage loans held for investment
-
( 1,867,552 )
-
Loans held for sale foreclosed into real estate held for sale
( 858,977 )
Total gains (losses):
Included in earnings
991,601 (1)
22,286,832 (1)
- (2)
Included in other comprehensive income
-
-
( 1,187 )
Balance - June 30, 2024
$ 2,574,863
$ 150,196,416
$ 1,237,469
(1) As a component
of Mortgage fee income on the condensed consolidated statements of earnings
(2) As a component
of Net investment income on the condensed consolidated statements of earnings
The
following table is a summary of changes in the condensed consolidated balance sheet line items measured using level 3 inputs for the
six month period ended June 30, 2023:
Net Loan Commitments
Loans Held for Sale
Fixed Maturity Securities Available for Sale
Balance - December 31, 2022
$ 2,706,877
$ 141,179,620
$ 1,435,519
Originations and purchases
-
1,139,735,241
-
Sales, maturities and paydowns
-
( 1,140,477,623 )
-
Transfer to mortgage loans held for investment
-
( 1,150,074 )
-
Total gains (losses):
Included in earnings
526,570 (1)
22,022,896 (1)
- (2)
Included in other comprehensive income
-
-
( 3,645 )
Balance - June 30, 2023
$ 3,233,447
$ 161,310,060
$ 1,431,874
(1) As a component
of Mortgage fee income on the condensed consolidated statements of earnings
(2) As a component
of Net investment income on the condensed consolidated statements of earnings
The
Company did not have any financial assets and financial liabilities measured at fair value on a nonrecurring basis as of June 30, 2024
and as of December 31, 2023.
47
SECURITY
NATIONAL FINANCIAL CORPORATION AND SUBSIDIARIES
Notes
to Condensed Consolidated Financial Statements
June
30, 2024 (Unaudited)
8)
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.
The
Company 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 as of June 30, 2024 and December
31, 2023.
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 June 30, 2024:
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
$ 100,537,622
$ -
$ -
$ 99,598,873
$ 99,598,873
Residential construction
111,709,170
-
-
111,709,170
111,709,170
Commercial
72,096,739
-
-
71,457,137
71,457,137
Mortgage loans held for investment, net
$ 284,343,531
$ -
$ -
$ 282,765,180
$ 282,765,180
Policy loans
13,472,198
-
-
13,472,198
13,472,198
Insurance assignments, net (1)
46,871,366
-
-
46,871,366
46,871,366
Restricted assets (2)
637,783
-
-
637,783
637,783
Cemetery perpetual care trust investments (2)
2,030,930
-
-
2,030,930
2,030,930
Mortgage servicing rights, net
3,172,109
-
-
4,667,158
4,667,158
Liabilities
Bank and other loans payable
$ ( 103,540,666 )
$ -
$ -
$ ( 84,778,875 )
$ ( 84,778,875 )
Policyholder account balances (3)
( 38,842,923 )
-
-
( 40,844,813 )
( 40,844,813 )
Future policy benefits - annuities (3)
( 106,166,278 )
-
-
( 104,501,993 )
( 104,501,993 )
(1) Included in other
investments and policy loans on the condensed consolidated balance sheets
(2) Mortgage loans
held for investment
(3) Included in future
policy benefits and unpaid claims on the condensed consolidated balance sheets
48
SECURITY
NATIONAL FINANCIAL CORPORATION AND SUBSIDIARIES
Notes
to Condensed Consolidated Financial Statements
June
30, 2024 (Unaudited)
8)
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, 2023:
Carrying Value
Level 1
Level 2
Level 3
Total Estimated Fair Value
Assets
Mortgage loans held for investment
Residential
$ 99,519,750
$ -
$ -
$ 96,998,106
$ 96,998,106
Residential construction
103,529,896
-
-
103,529,896
103,529,896
Commercial
72,567,191
-
-
72,149,530
72,149,530
Mortgage loans held for investment, net
$ 275,616,837
$ -
$ -
$ 272,677,532
$ 272,677,532
Policy loans
13,264,183
-
-
13,264,183
13,264,183
Insurance assignments, net (1)
44,051,486
-
-
44,051,486
44,051,486
Restricted assets (2)
675,219
-
-
675,219
675,219
Cemetery perpetual care trust investments (2)
246,865
-
-
246,865
246,865
Mortgage servicing rights, net
3,461,146
-
-
4,543,657
4,543,657
Liabilities
Bank and other loans payable
$ ( 105,555,137 )
$ -
$ -
$ ( 105,555,137 )
$ ( 105,555,137 )
Policyholder account balances (3)
( 39,245,123 )
-
-
( 48,920,691 )
( 48,920,691 )
Future policy benefits - annuities (3)
( 106,285,010 )
-
-
( 102,177,585 )
( 102,177,585 )
(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 these 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 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 condensed 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 primarily short in maturity, accordingly, the carrying amounts reported in the accompanying
condensed consolidated balance sheet for these financial instruments approximate their fair values.
49
SECURITY
NATIONAL FINANCIAL CORPORATION AND SUBSIDIARIES
Notes
to Condensed Consolidated Financial Statements
June
30, 2024 (Unaudited)
8)
Fair Value of Financial Instruments (Continued)
Bank
and Other Loans Payable : The carrying amounts reported in the accompanying condensed consolidated balance sheet for warehouse
lines of credit approximate their fair values due to their relatively short-term maturities and variable interest rates. The estimated
fair value for bank loans collateralized by real estate is determined by estimating future cash flows of payments and discounting them
using current market 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 of more than 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.
9)
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 several 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 consider all 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 net of estimated commission expense. 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 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 be funded within the terms of the commitments.
50
SECURITY
NATIONAL FINANCIAL CORPORATION AND SUBSIDIARIES
Notes
to Condensed Consolidated Financial Statements
June
30, 2024 (Unaudited)
9)
Derivative Instruments (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 condensed consolidated balance sheets.
The
following table shows the fair value and notional amounts of derivative instruments:
Schedule of Derivative Assets at Fair Value
June 30, 2024
December 31, 2023
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
$ 229,458,247
$ 5,623,512
$ 3,048,649
$ 161,832,250
$ 4,995,486
$ 3,412,224
Total
$ 229,458,247
$ 5,623,512
$ 3,048,649
$ 161,832,250
$ 4,995,486
$ 3,412,224
The
table below 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
Net Amount Gain (Loss)
Net Amount Gain (Loss)
Three Months Ended June 30,
Six Months Ended June 30,
Derivative
Classification
2024
2023
2024
2023
Loan commitments
Mortgage fee income
$ 429,823
$ ( 151,382 )
$ 991,601
$ 526,570
51
SECURITY
NATIONAL FINANCIAL CORPORATION AND SUBSIDIARIES
Notes
to Condensed Consolidated Financial Statements
June
30, 2024 (Unaudited)
10)
Reinsurance, Commitments and Contingencies
Reinsurance
The
Company follows the procedure of reinsuring risks of more than a specified limit, which ranges from $ 25,000 to $ 100,000 on newly issued
policies. The Company has also assumed various reinsurance agreements through acquisition of various life companies. The Company is ultimately
liable for these reinsured 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 is also a reinsurer of insurance with
other companies.
Mortgage
Loan Loss Settlements
Future
loan losses can be extremely difficult to estimate. However, the Company believes that the Company’s reserve methodology and its
current practice of property preservation allow it to estimate its potential losses on loans sold. See Note 4 to the condensed consolidated
financial statements for additional information about the Company’s loan loss reserve.
Debt
Covenants for Mortgage Warehouse Lines of Credit
The
Company, through its subsidiary SecurityNational Mortgage Company (“SecurityNational Mortgage”), has a line of credit with
Texas Capital Bank N.A. This agreement allows SecurityNational Mortgage to borrow up to $ 100,000,000 for the sole purpose of funding
mortgage loans (the “Texas Capital Bank Warehouse Line of Credit”). The agreement charges interest at the 1-Month SOFR rate
plus 2.0% and matures on November 30, 2024 . 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 U.S Bank. This agreement allows SecurityNational
Mortgage to borrow up to $ 15,000,000 for the sole purpose of funding mortgage loans (the “U.S. Bank Warehouse Line of Credit”
and, together with the Texas Capital Bank Warehouse Line of Credit, the “Warehouse Lines of Credit”). 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 20,
2025 . 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 Western Alliance Bank. This agreement allows SecurityNational
Mortgage to borrow up to $ 35,000,000 for the sole purpose of funding mortgage loans (the “Western Alliance Bank Warehouse Line
of Credit”). The agreement charges interest at the 1-Month SOFR rate plus 2.0% and matures on June 20, 2025 . The Company is required
to comply with covenants for adjusted tangible net worth, unrestricted cash balance, and minimum combined pre-tax income of at least
$ 1.00 on a quarterly basis.
52
SECURITY
NATIONAL FINANCIAL CORPORATION AND SUBSIDIARIES
Notes
to Condensed Consolidated Financial Statements
June
30, 2024 (Unaudited)
10)
Reinsurance, Commitments and Contingencies (Continued)
The
agreements for the warehouse lines of credit include cross default provisions where certain events of default under other of SecurityNational
Mortgage’s obligations constitute events of default under the warehouse lines of credit. As of June 30, 2024, the Company was not
in compliance with the net income covenant of the warehouse lines of credit and its operating cash flow covenant for its standby letter
of credit with its primary bank. SecurityNational Mortgage has received or is in the process of receiving waivers under the warehouse
lines of credit from the warehouse banks. In the unlikely event the Company is required to repay the outstanding advances of approximately
$ 6,617,000 on the warehouse line of credit that has not provided a covenant waiver, the Company has sufficient cash and borrowing capacity
on the warehouse lines of credit that have provided covenant waivers to fund its origination activities. The Company has performed an
internal analysis of its funding capacities of both internal and external sources and has determined that there are sufficient funds
to continue its business model. The Company continues to negotiate other warehouse lines of credit with other lenders.
Debt
Covenants for Revolving Lines of Credit and Bank Loans
The
Company has debt covenants on its revolving lines of credit and is required to comply with minimum operating cash flow ratios and minimum
net worth for each of its business segments. The Company also has debt covenants for one of its loans on real estate for a minimum consolidated
operating cash flow ratio, minimum liquidity, and consolidated net worth. In addition to these financial debt covenants, the Company
is required to provide segment specific financial statements and building specific financial statements on all bank loans. As of June
30, 2024, the Company was in compliance with all these debt covenants.
Other
Contingencies and Commitments
The
Company has commitments to fund existing construction and land development loans pursuant to the various loan agreements. As of June
30, 2024, the Company’s commitments were approximately $ 169,193,000 for these loans, of which $ 113,325,774 had been funded. The
Company advances funds in accordance with the loan agreements 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 at 5.25 % to 8.50 % per annum. Maturities range between six and eighteen months.
The
Company belongs to a captive insurance group (“the captive group”) for certain casualty insurance, worker compensation and
general liability programs. The captive group maintains insurance reserves 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 group considers several 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 from the Company and its members. 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. The Company believes that none of
the actions, if adversely determined, will have a material effect on the Company’s financial position or results of operations.
Based on the Company’s assessment and legal counsel’s analysis concerning the likelihood of unfavorable outcomes, no amounts
have been accrued for the above claims in the consolidated financial statements. 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.
53
SECURITY
NATIONAL FINANCIAL CORPORATION AND SUBSIDIARIES
Notes
to Condensed Consolidated Financial Statements
June
30, 2024 (Unaudited)
11)
Mortgage Servicing Rights
The
Company initially records its MSRs at fair value as discussed in Note 8.
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.
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.
The
Company periodically reviews the various loan strata to determine whether the value of the MSRs in each stratum is impaired and likely
to recover. If the Company 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.
The
following table presents the MSR activity:
Schedule of Mortgage Servicing Rights
As of June 30,
2024
As of December 31,
2023
Amortized cost:
Balance before valuation allowance at beginning of year
$ 3,461,146
$ 3,039,765
MSR additions resulting from loan sales (1)
30,606
1,009,312
Amortization (2)
( 319,643 )
( 587,931 )
Sale of MSRs
-
-
Application of valuation allowance to write down MSRs with other than temporary
impairment
-
-
Balance before valuation allowance at end of period
$ 3,172,109
$ 3,461,146
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 end of period
$ -
$ -
Mortgage servicing rights, net
$ 3,172,109
$ 3,461,146
Estimated fair value of MSRs at end of period
$ 4,667,158
$ 4,543,657
(1) Included in mortgage
fee income on the condensed consolidated statements of earnings
(2) Included in other
expenses on the condensed consolidated statements of earnings
54
SECURITY
NATIONAL FINANCIAL CORPORATION AND SUBSIDIARIES
Notes
to Condensed Consolidated Financial Statements
June
30, 2024 (Unaudited)
11)
Mortgage Servicing Rights (Continued)
The
table below summarizes the Company’s estimate of future amortization of its existing MSRs carried at amortized cost. This projection
was developed using the Company’s assumptions in its June 30, 2024 valuation of MSRs. The assumptions used in the following table
are likely to change as market conditions, portfolio composition and borrower behavior change, causing both actual and projected amortization
levels to change over time.
Schedule
of Finite-Lived Intangible Assets, Future Amortization Expense, Mortgage Servicing Rights
Estimated MSR Amortization
2024
630,403
2025
503,024
2026
408,681
2027
325,593
2028
259,506
Thereafter
1,044,902
Total
$ 3,172,109
The
Company collected the following contractual servicing fee income and late fee income as reported in other revenues on the condensed consolidated
statement of earnings.
Schedule
of Other Revenues
2024
2023
2024
2023
Three Months Ended
June 30,
Six Months Ended
June 30,
2024
2023
2024
2023
Contractual servicing fees
$ 241,944
$ 233,218
$ 498,606
$ 643,618
Late fees
53,004
14,008
76,212
63,321
Total
$ 294,948
$ 247,226
$ 574,818
$ 706,939
The
following is a summary of the unpaid principal balances (“UPB”) of the servicing portfolio.
Summary
of Unpaid Principal Balances of the Servicing Portfolio
As of June 30,
2024
As of December 31, 2023
Servicing UPB
$ 396,558,128
$ 414,147,436
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
June 30, 2024
9.20
8.12
12.11
December 31, 2023
9.70
7.79
11.85
55
SECURITY
NATIONAL FINANCIAL CORPORATION AND SUBSIDIARIES
Notes
to Condensed Consolidated Financial Statements
June
30, 2024 (Unaudited)
12)
Income Taxes
The
Company’s overall effective tax rate for the three month periods ended June 30, 2024 and 2023 was 22.6 % and 22.0 %, respectively,
which resulted in a provision for income taxes of $ 2,118,044 and $ 1,796,627 , respectively, and for the six month periods ended June 30,
2024 and 2023 was 22.4 % and 22.0 %, respectively, which resulted in a provision for income taxes of $ 4,262,833 and $ 2,141,343 , respectively.
The Company’s effective tax rate is higher than the U.S. federal statutory rate of 21 % due to, among other factors, state income
taxes as offset by certain state income tax benefits, along with certain permanent tax adjustments such as meals and entertainment and
stock-based compensation. The increase in the effective tax rate when compared to the prior year was primarily due to the Company’s
state income tax provision.
Interim
income taxes are based on an estimated annualized effective tax rate applied to the respective quarterly periods, adjusted for discrete
tax items in the period in which they occur. Although the Company believes its tax estimates are reasonable, the Company can make no
assurance that the final tax outcome of these matters will not be different from that which it has reflected in its historical income
tax provisions and accruals.
13)
Revenues from Contracts with Customers
The
Company reports revenues from contracts with customers pursuant to ASC No. 606, Revenue from 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
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.
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.
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. 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 a 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. The transfer of goods and
services does not fulfill an obligation and revenue remains deferred.
56
SECURITY
NATIONAL FINANCIAL CORPORATION AND SUBSIDIARIES
Notes
to Condensed Consolidated Financial Statements
June
30, 2024 (Unaudited)
13)
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 (January 1, 2024)
$ 6,321,573
$ -
$ 18,237,246
Closing (June 30, 2024)
6,784,501
-
18,917,596
Increase/(decrease)
462,928
-
680,350
Contract Balances
Receivables (1)
Contract Asset
Contract Liability
Opening (January 1, 2023)
$ 5,392,779
$ -
$ 16,226,836
Closing (December 31, 2023)
6,321,573
-
18,237,246
Increase/(decrease)
928,794
-
2,010,410
(1) Included in Receivables,
net on the condensed consolidated balance sheets
The
amount of revenue recognized and included in the opening contract liability balance for the three month periods ended June 30, 2024 and
2023 was $ 1,429,381 and $ 1,116,566 , respectively, and for the six month periods ended June 30, 2024 and 2023 was $ 2,935,495 and $ 2,236,898 ,
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
2024
2023
2024
2023
Three Months Ended
June 30,
Six Months Ended
June 30,
2024
2023
2024
2023
Major goods/service lines
At-need
$ 4,864,380
$ 4,999,450
$ 10,274,680
$ 10,153,486
Pre-need
2,904,567
2,169,264
4,442,758
3,486,657
Net mortuary and cemetery sales
$ 7,768,947
$ 7,168,714
$ 14,717,438
$ 13,640,143
Timing of Revenue Recognition
Goods transferred at a point in time
$ 5,032,430
$ 4,528,969
$ 9,222,652
$ 8,558,635
Services transferred at a point in time
2,736,517
2,639,745
5,494,786
5,081,508
Net mortuary and cemetery
sales
$ 7,768,947
$ 7,168,714
$ 14,717,438
$ 13,640,143
57
SECURITY
NATIONAL FINANCIAL CORPORATION AND SUBSIDIARIES
Notes
to Condensed Consolidated Financial Statements
June
30, 2024 (Unaudited)
13)
Revenues from Contracts with Customers (Continued)
The
following table reconciles revenues from cemetery and mortuary contracts to Note 7 – Business Segment Information for the Cemetery/Mortuary
Segment for the periods presented:
Schedule
of Reconciliation of Revenues from Cemetery and Mortuary Contracts to Business Segment Information
2024
2023
2024
2023
Three Months Ended
June 30,
Six Months Ended
June 30,
2024
2023
2024
2023
Net mortuary and cemetery sales
$ 7,768,947
$ 7,168,714
$ 14,717,438
$ 13,640,143
Gains on investments and other assets
( 202,810 )
197,579
379,352
251,510
Net investment income
574,957
1,343,274
1,659,149
1,944,765
Other revenues
136,774
102,941
309,507
174,486
Revenues from external customers
8,277,868
8,812,508
17,065,446
16,010,904
14)
Receivables
Receivables
consist of the following:
Schedule of Receivables
As of June 30, 2024
As of December 31, 2023
Contracts with customers
$ 6,784,501
$ 6,321,573
Receivables from sales agents
3,533,612
3,252,840
Other
5,415,118
7,658,789
Total receivables
15,733,231
17,233,202
Allowance for credit losses
( 1,770,911 )
( 1,897,887 )
Net receivables
$ 13,962,320
$ 15,335,315
The
Company records an allowance for credit losses for its receivables in accordance with GAAP. See Note 2 regarding the adoption of ASU
2016-13.
The
following table presents a roll forward of the allowance for credit losses as of the dates indicated:
Schedule
of Allowance Credit Losses
Three Months Ended
Beginning balance - March 31, 2024
$ 1,755,553
Change in provision for credit losses (1)
31,494
Charge-offs
( 16,136 )
Ending balance - June 30, 2024
$ 1,770,911
Beginning balance - March 31, 2023
$ 1,867,124
Change in provision for credit losses (1)
( 332,644 )
Charge-offs
( 41,546 )
Ending balance - June 30, 2023
$ 1,492,934
(1) Included in other
expenses on the condensed consolidated statements of earnings
The
following table presents a roll forward of the allowance for credit losses as of the dates indicated:
Six Months Ended
Beginning balance - January 1, 2024
$ 1,897,887
Change in provision for credit losses (1)
( 87,003 )
Charge-offs
( 39,973 )
Ending balance - June 30, 2024
$ 1,770,911
Beginning balance - January 1, 2023
$ 2,229,791
Change in provision for credit losses (1)
( 651,308 )
Charge-offs
( 85,549 )
Ending balance - June 30, 2023
$ 1,492,934
(1) Included in other
expenses on the condensed consolidated statements of earnings
58
SECURITY
NATIONAL FINANCIAL CORPORATION AND SUBSIDIARIES
Notes
to Condensed Consolidated Financial Statements
June
30, 2024 (Unaudited)
15)
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. The Company is the primary beneficiary of these trusts, as it absorbs both the losses and any expenses 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 June 30, 2024, are as follows:
Schedule
of Investments
Amortized Cost
Gross Unrealized Gains
Gross Unrealized Losses
Allowance for Credit Losses
Estimated Fair Value
June 30, 2024:
Fixed maturity securities, available for sale, at estimated fair value:
U.S. Treasury securities and obligations of U.S. Government agencies
$ 443,508
$ 1,481
$ ( 1,975 )
$ -
$ 443,014
Obligations of states and political subdivisions
167,073
20
( 6,908 )
-
160,185
Total fixed maturity securities available for sale
$ 610,581
$ 1,501
$ ( 8,883 )
$ -
$ 603,199
Equity securities at estimated fair value:
Common stock:
Industrial, miscellaneous and all other
$ 3,739,763
$ 1,059,494
$ ( 204,627 )
$ 4,594,630
Total equity securities at estimated fair value
$ 3,739,763
$ 1,059,494
$ ( 204,627 )
$ 4,594,630
Mortgage loans held for investment at amortized cost:
Residential construction
$ 115,000
Commercial
1,920,000
Less: Allowance for credit losses
( 4,070 )
Total mortgage loans held for investment
$ 2,030,930
Accrued investment income
$ 20,248
Cash and cash equivalents
$ 1,203,075
Total cemetery perpetual care trust investments
$ 8,452,082
Cemetery perpetual care obligation
$ ( 5,487,676 )
Trust investments in excess of trust obligations
$ 2,964,406
59
SECURITY
NATIONAL FINANCIAL CORPORATION AND SUBSIDIARIES
Notes
to Condensed Consolidated Financial Statements
June
30, 2024 (Unaudited)
15)
Cemetery Perpetual Care Trust Investments and Obligations and Restricted Assets (Continued)
The
components of the cemetery perpetual care investments and obligation as of December 31, 2023, are as follows:
Amortized Cost
Gross Unrealized Gains
Gross Unrealized Losses
Estimated Fair Value
December 31, 2023:
Fixed maturity securities, available for sale, at estimated fair value:
U.S. Treasury securities and obligations of U.S. Government agencies
$ 477,797
$ 302
$ ( 574 )
$ 477,525
Obligations of states and political subdivisions
115,792
-
( 5,114 )
110,678
Corporate securities including public utilities
53,672
-
( 171 )
53,501
Total fixed maturity securities available for sale
$ 647,261
$ 302
$ ( 5,859 )
$ 641,704
Equity securities at estimated fair value:
Common stock:
Industrial, miscellaneous and all other
$ 3,614,392
$ 859,680
$ ( 146,771 )
$ 4,327,301
Total equity securities at estimated fair value
$ 3,614,392
$ 859,680
$ ( 146,771 )
$ 4,327,301
Mortgage loans held for investment at amortized cost:
Residential construction
$ 247,360
Less: Allowance for credit losses
( 495 )
Total mortgage loans held for investment
$ 246,865
Cash and cash equivalents
$ 2,867,047
Total cemetery perpetual care trust investments
$ 8,082,917
Cemetery perpetual care obligation
$ ( 5,326,196 )
Trust investments in excess of trust obligations
$ 2,756,721
Fixed
Maturity Securities
The
table below summarizes unrealized losses on fixed maturity securities available for sale that were carried at estimated fair value as
of June 30, 2024 and December 31, 2023. 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
June 30, 2024
U.S. Treasury securities and obligations of U.S. Government agencies
$ 1,975
$ 144,156
$ -
$ -
$ 1,975
$ 144,156
Obligations of states and political subdivisions
-
-
6,908
120,165
6,908
120,165
Totals
$ 1,975
$ 144,156
$ 6,908
$ 120,165
$ 8,883
$ 264,321
December 31, 2023
U.S. Treasury securities and obligations of U.S. Government agencies
$ 574
$ 143,448
$ -
$ -
$ 574
$ 143,448
Obligations of states and political subdivisions
-
-
5,114
110,678
5,114
110,678
Corporate securities including public utilities
-
-
171
53,501
171
53,501
Totals
$ 574
$ 143,448
$ 5,285
$ 164,179
$ 5,859
$ 307,627
60
SECURITY
NATIONAL FINANCIAL CORPORATION AND SUBSIDIARIES
Notes
to Condensed Consolidated Financial Statements
June
30, 2024 (Unaudited)
15)
Cemetery Perpetual Care Trust Investments and Obligations and Restricted Assets (Continued)
Relevant
holdings were comprised of three securities with fair values aggregating 96.7 % of the aggregate amortized cost as of June 30, 2024. Relevant
holdings were comprised of four securities with fair values aggregating 98.1 % of aggregate amortized cost as of December 31, 2023. No
credit losses have been recognized for the three and six month periods ended June 30, 2024 and 2023, since the increase in unrealized
losses is primarily a result of increases in interest rates. See Note 3 for additional information regarding the Company’s evaluation
of the allowance for credit losses for fixed maturity securities available for sale.
The
table below presents the amortized cost and estimated fair value of fixed maturity securities available for sale as of June 30, 2024,
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
$ 297,377
$ 298,857
Due in 2-5 years
260,123
252,508
Due in 5-10 years
-
-
Due in more than 10 years
53,081
51,834
Total
$ 610,581
$ 603,199
61
SECURITY
NATIONAL FINANCIAL CORPORATION AND SUBSIDIARIES
Notes
to Condensed Consolidated Financial Statements
June
30, 2024 (Unaudited)
15)
Cemetery Perpetual Care Trust Investments and Obligations and Restricted Assets (Continued)
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 June 30, 2024, 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
Allowance for Credit Losses
Estimated Fair Value
June 30, 2024:
Fixed maturity securities, available for sale, at estimated fair value:
U.S. Treasury securities and obligations of U.S. Government agencies
$ 796,855
$ 3,235
$ ( 3,440 )
$ -
$ 796,650
Obligations of states and political subdivisions
551,620
6
( 6,935 )
-
544,691
Corporate securities including public utilities
221,710
23
( 2,808 )
-
218,925
Total fixed maturity securities available for sale
$ 1,570,185
$ 3,264
$ ( 13,183 )
$ -
$ 1,560,266
Equity securities at estimated fair value:
Common stock:
Industrial, miscellaneous and all other
$ 7,435,400
$ 1,487,896
$ ( 376,325 )
$ 8,546,971
Total equity securities at estimated fair value
$ 7,435,400
$ 1,487,896
$ ( 376,325 )
$ 8,546,971
Mortgage loans held for investment at amortized cost:
Residential construction
$ 639,061
Less: Allowance for credit losses
( 1,278 )
Total mortgage loans held for investment
$ 637,783
Accrued investment income
$ 5,908
Cash and cash equivalents (1)
$ 11,849,488
Total restricted assets
$ 22,600,416
(1) Including cash
and cash equivalents of $ 8,178,110 for the life insurance and mortgage segments.
62
SECURITY
NATIONAL FINANCIAL CORPORATION AND SUBSIDIARIES
Notes
to Condensed Consolidated Financial Statements
June
30, 2024 (Unaudited)
15)
Cemetery Perpetual Care Trust Investments and Obligations and Restricted Assets (Continued)
Restricted
assets as of December 31, 2023, are summarized as follows:
Amortized Cost
Gross Unrealized Gains
Gross Unrealized Losses
Estimated Fair Value
December 31, 2023:
Fixed maturity securities, available for sale, at estimated fair value:
U.S. Treasury securities and obligations of U.S. Government agencies
$ 932,737
$ 1,433
$ ( 1,000 )
$ 933,170
Obligations of states and political subdivisions
652,770
305
( 4,542 )
648,533
Corporate securities including public utilities
274,688
209
( 2,740 )
272,157
Total fixed maturity securities available for sale
$ 1,860,195
$ 1,947
$ ( 8,282 )
$ 1,853,860
Equity securities at estimated fair value:
Common stock:
Industrial, miscellaneous and all other
$ 6,516,044
$ 1,117,155
$ ( 247,996 )
$ 7,385,203
Total equity securities at estimated fair value
$ 6,516,044
$ 1,117,155
$ ( 247,996 )
$ 7,385,203
Mortgage loans held for investment at amortized cost:
Residential construction
$ 676,572
Less: Allowance for credit losses
( 1,353 )
Total mortgage loans held for investment
$ 675,219
Cash and cash equivalents (1)
$ 10,114,694
Total restricted assets
$ 20,028,976
(1) Including cash and cash equivalents of $ 6,930,930 for the life insurance and mortgage segments.
Fixed
Maturity Securities
The
table below summarizes unrealized losses on fixed maturity securities available for sale that were carried at estimated fair value as
of June 30, 2024 and December 31, 2023. 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
June 30, 2024
U.S. Treasury securities and obligations of U.S. Government agencies
$ 3,440
$ 251,111
$ -
$ -
$ 3,440
$ 251,111
Obligations of states and political subdivisions
2,161
230,634
4,774
289,322
6,935
519,956
Corporate securities including public utilities
81
25,331
2,727
168,571
2,808
193,902
Totals
$ 5,682
$ 507,076
$ 7,501
$ 457,893
$ 13,183
$ 964,969
December 31, 2023
U.S. Treasury securities and obligations of U.S. Government agencies
$ 1,000
$ 249,877
$ -
$ -
$ 1,000
$ 249,877
Obligations of states and political subdivisions
-
-
4,542
451,985
4,542
451,985
Corporate securities including public utilities
-
-
2,740
221,334
2,740
221,334
Totals
$ 1,000
$ 249,877
$ 7,282
$ 673,319
$ 8,282
$ 923,196
63
SECURITY
NATIONAL FINANCIAL CORPORATION AND SUBSIDIARIES
Notes
to Condensed Consolidated Financial Statements
June
30, 2024 (Unaudited)
15)
Cemetery Perpetual Care Trust Investments and Obligations and Restricted Assets (Continued)
Relevant
holdings were comprised of 14 securities with fair values aggregating 98.7 % of the aggregate amortized cost as of June 30, 2024. Relevant
holdings were comprised of 12 securities with fair values aggregating 99.1 % of the aggregate amortized cost as of December 31, 2023.
No credit losses have been recognized for the three and six month periods ended June 30, 2024 and 2023, since the increase in unrealized
losses is primarily a result of increases in interest. See Note 3 for additional information regarding the Company’s evaluation
of the allowance for credit losses for fixed maturity securities available for sale.
The
table below presents the amortized cost and estimated fair value of fixed maturity securities available for sale as of June 30, 2024,
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
$ 542,305
$ 545,540
Due in 2-5 years
362,834
356,778
Due in 5-10 years
101,523
100,716
Due in more than 10 years
563,523
557,232
Total
$ 1,570,185
$ 1,560,266
See
Notes 3 and 8 for additional information regarding restricted assets and cemetery perpetual care trust investments.
64
SECURITY
NATIONAL FINANCIAL CORPORATION AND SUBSIDIARIES
Notes to Condensed Consolidated Financial Statements
June 30, 2024 (Unaudited)
16)
Accumulated Other Comprehensive Income (loss)
The
following table summarizes the changes in accumulated other comprehensive income (loss):
Schedule of Changes in Accumulated Other Comprehensive Income
2024
2023
2024
2023
Three Months Ended June 30,
Six Months Ended June 30,
2024
2023
2024
2023
Unrealized gains (losses) on fixed maturity securities available for
sale
$ ( 654,164 )
$ ( 4,913,327 )
$ ( 1,689,264 )
$ 523,602
Amounts reclassified into net earnings
3,675
( 79,850 )
( 92,876 )
( 298,750 )
Net unrealized gains (losses) before taxes
( 650,489 )
( 4,993,177 )
( 1,782,140 )
224,852
Tax (expense) benefit
135,422
1,048,567
373,973
( 47,219 )
Net
( 515,067 )
( 3,944,610 )
( 1,408,167 )
177,633
Unrealized losses on restricted assets (1)
( 1,694 )
( 6,189 )
( 3,583 )
( 2,056 )
Tax benefit
422
1,542
893
512
Net
( 1,272 )
( 4,647 )
( 2,690 )
( 1,544 )
Unrealized losses on cemetery perpetual care
trust investments (1)
( 1,052 )
( 3,738 )
( 1,825 )
( 812 )
Tax benefit
262
943
455
229
Net
( 790 )
( 2,795 )
( 1,370 )
( 583 )
Other comprehensive income (loss) changes
$ ( 517,129 )
$ ( 3,952,052 )
$ ( 1,412,227 )
$ 175,506
(1) Fixed maturity
securities available for sale
The
following table presents the accumulated balances of other comprehensive income (loss) as of June 30, 2024:
Schedule of Accumulated Balances of Other Comprehensive Income
Beginning Balance December 31, 2023
Change for the period
Ending Balance June 30,
2024
Unrealized losses on fixed maturity securities available for sale
$ ( 6,876,629 )
$ ( 1,408,167 )
$ ( 8,284,796 )
Unrealized losses on restricted assets (1)
( 4,757 )
( 2,690 )
( 7,447 )
Unrealized losses on cemetery perpetual care trust investments (1)
( 4,172 )
( 1,370 )
( 5,542 )
Other comprehensive loss
$ ( 6,885,558 )
$ ( 1,412,227 )
$ ( 8,297,785 )
(1) Fixed maturity securities available for sale
The
following table presents the accumulated balances of other comprehensive income (loss) as of December 31, 2023:
Beginning Balance December 31, 2022
Change for the period
Ending Balance December 31,
2023
Unrealized gains (losses) on fixed maturity securities available for sale
$ ( 13,050,767 )
$ 6,174,138
$ ( 6,876,629 )
Unrealized gains (losses) on restricted assets (1)
( 13,148 )
8,391
( 4,757 )
Unrealized gains (losses) on cemetery perpetual care trust investments (1)
( 6,362 )
2,190
( 4,172 )
Other comprehensive income (loss)
$ ( 13,070,277 )
$ 6,184,719
$ ( 6,885,558 )
(1) Fixed maturity
securities available for sale
65
Item
2. 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 the cemetery and mortuary business; and (iii) capitalizing on an improving housing market by
originating mortgage loans.
Insurance
Operations
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.
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 is less competitive 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.
The
following table shows the condensed financial results of the insurance operations for the three and six month periods ended June 30,
2024 and 2023. See Note 7 to the condensed consolidated financial statements.
Three months ended June 30,
(in thousands of dollars)
Six months ended June 30,
(in thousands of dollars)
2024
2023
% Increase (Decrease)
2024
2023
% Increase (Decrease)
Revenues from external customers
Insurance premiums
$ 29,961
$ 28,813
4 %
$ 59,813
$ 56,781
5 %
Mortgage fee income
-
22
(100 %)
-
66
(100 %)
Net investment income
17,184
18,420
(7 %)
35,796
35,175
2 %
Gains (losses) on investments and other assets
(211 )
458
(146 %)
878
515
70 %
Other
303
358
(15 %)
721
949
(24 %)
Total
$ 47,237
$ 48,071
(2 %)
$ 97,208
$ 93,486
4 %
Intersegment revenue
$ 1,906
$ 2,517
(24 %)
$ 3,286
$ 4,028
(18 %)
Earnings before income taxes
$ 7,165
$ 9,158
(22 %)
$ 15,694
$ 12,842
22 %
Profitability
for the six month period ended June 30, 2024 increased due to (a) a $3,032,000 increase in insurance premiums and other considerations,
(b) a $2,174,000 decrease in death, surrenders and other policy benefits, (c) a $621,000 increase in net investment income, (d) a $480,000
decrease in interest expense, (e) a $363,000 increase in gains on investments and other assets, and (f) a $255,000 decrease in amortization
of deferred policy acquisition costs, which were partially offset by (i) a $2,004,000 increase in future policy benefits, (ii) a $1,001,000
increase in selling, general and administrative expenses, (iii) a $742,000 decrease in intersegment revenue, (iv) a $228,000 decrease
in other revenues, (v) a $66,000 decrease in mortgage fee income, and (vi) a $32,000 increase in intersegment interest expense and other
expenses.
66
Cemetery
and Mortuary Operations
The
Company sells mortuary services and products through its nine mortuaries in Utah and three mortuaries in New Mexico. The Company also
sells cemetery products and services through its five cemeteries in Utah, one cemetery in San Diego County, California, and one cemetery
in Santa Fe, New Mexico. At-need product sales and services are recognized as revenue when the services are performed or when the products
are delivered. Pre-need cemetery product sales are deferred until the merchandise is delivered and services performed. Recognition of
revenue for cemetery land sales occurs when 10% of the purchase price is received.
The
following table shows the condensed financial results of the cemetery and mortuary operations for the three and six month periods ended
June 30, 2024 and 2023. See Note 7 to the condensed consolidated financial statements.
Three months ended June 30,
(in thousands of dollars)
Six months ended June 30,
(in thousands of dollars)
2024
2023
% Increase (Decrease)
2024
2023
% Increase (Decrease)
Revenues from external customers
Mortuary revenues
$ 3,125
$ 3,125
0 %
$ 6,539
$ 6,400
2 %
Cemetery revenues
4,644
4,044
15 %
8,178
7,240
13 %
Net investment income
575
1,343
(57 %)
1,659
1,945
(15 %)
Gains on investments and other assets
(203 )
198
(203 %)
379
252
50 %
Other
137
103
33 %
310
174
78 %
Total
$ 8,278
$ 8,813
(6 %)
$ 17,065
$ 16,011
7 %
Earnings before income taxes
$ 2,091
$ 2,828
(26 %)
$ 5,144
$ 4,613
12 %
Profitability
in the six month period ended June 30, 2024 increased due to (a) a $956,000 increase in cemetery pre-need sales, (b) a $139,000 increase
in mortuary at-need sales, (c) a $135,000 increase in other revenues, (d) a $128,000 increase in gains on investments and other assets,
(e) a $7,000 decrease in intersegment interest expense and other expenses, and (f) a $1,000 increase in intersegment revenues, which
were partially offset by (i) a $293,000 increase in selling, general and administrative expenses, (ii) a $286,000 decrease in net investment
income, (iii) a $166,000 increase in amortization of deferred policy acquisition costs, (iv) an $72,000 increase in cost of goods and
services sold, and (v) a $18,000 decrease in cemetery at-need sales.
Mortgage
Operations
The
Company’s wholly owned subsidiary, SecurityNational Mortgage Company (“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 originates mortgages 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 SecurityNational Mortgage 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 mortgage
servicing rights on approximately 0.28% of its loan origination volume. These mortgage loans are serviced by either SecurityNational
Mortgage or an approved third-party sub-servicer.
Mortgage
rates have followed the US Treasury yields up in response to the increased 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 ‘purchases,’
although not as significant as those in the refinance classification.
For
the six month periods ended June 30, 2024 and 2023, SecurityNational Mortgage originated 3,494 loans ($1,089,824,000 total volume) and
3,738 loans ($1,139,735,000 total volume), respectively.
67
The
following table shows the condensed financial results of the mortgage operations for the three and six month periods ended June 30, 2024
and 2023. See Note 7 to the condensed consolidated financial statements.
Three months ended June 30,
(in thousands of dollars)
Six months ended June 30,
(in thousands of dollars)
2024
2023
% Increase (Decrease)
2024
2023
% Increase (Decrease)
Revenues from external customers
Secondary gains from investors
$ 18,675
$ 19,276
(3 %)
$ 33,405
$ 37,193
(10 %)
Income from loan originations
9,318
8,334
12 %
16,158
14,889
9 %
Change in fair value of loans held for sale
1,197
(1,402 )
185 %
896
(607 )
248 %
Change in fair value of loan commitments
430
(151 )
385 %
992
527
88 %
Net investment income
286
409
(30 %)
536
827
(35 %)
Gains on investments and other assets
36
161
(78 %)
35
161
(78 %)
Other
335
336
0 %
684
860
(20 %)
Total
$ 30,277
$ 26,963
12 %
$ 52,706
$ 53,850
(2 %)
Earnings (loss) before income taxes
$ 134
$ (3,837 )
103 %
$ (1,829 )
$ (7,720 )
76 %
Profitability
for the six month period ended June 30, 2024 increased due to (a) a $3,430,000 decrease in personnel expenses, (b) a $2,001,000 decrease
in other expenses, (c) a $1,503,000 increase in the fair value of loans held for sale, (d) a $1,211,000 increase in income from loan
originations, (e) a $936,000 decrease in rent and rent related expenses, (f) a $734,000 decrease in intersegment interest expense and
other expenses, (g) a $701,000 decrease in costs related to funding mortgage loans, (h) a $465,000 increase in the fair value of loan
commitments (i) a $291,000 decrease in advertising expenses, (j) a $287,000 decrease in interest expense, (k) a $32,000 increase in intersegment
revenues, and (l) a $24,000 decrease in depreciation on property and equipment, which were partially offset by (i) a $3,854,000 decrease
in secondary gains from investors, (ii) a $1,403,000 increase in commissions, (iii) a $291,000 decrease in net investment income, and
(iv) a $176,000 decrease in other revenues.
Consolidated
Results of Operations
Three
month period ended June 30, 2024, Compared to Three month period ended June 30, 2023
Total
revenues increased by $1,945,000, or 2.3%, to $85,791,000 for the three month period ended June 30, 2024, from $83,846,000 for the comparable
period in 2023. Contributing to this increase in total revenues was a $3,541,000 increase in mortgage fee income, a $1,147,000 increase
in insurance premiums and other considerations, and a $600,000 increase in net mortuary and cemetery sales, which were partially offset
by a $2,127,000 decrease in net investment income, a $1,194,000 decrease in gains on investments and other assets, and a $22,000 decrease
in other revenues.
Mortgage
fee income increased by $3,541,000, or 13.6%, to $29,620,000, for the three month period ended June 30, 2024, from $26,079,000 for the
comparable period in 2023. This increase was primarily due to a $2,599,000 increase in the fair value of loans held for sale, a $985,000
increase in loan fees and interest income net of a decrease in the provision for loan loss reserve, a $581,000 increase in the fair value
of loan commitments, which was partially offset by a $624,000 decrease in secondary gains from mortgage loans sold to third-party investors
into the secondary market due to the decline in origination activity because of increasing interest rates.
Insurance
premiums and other considerations increased by $1,147,000, or 4.0%, to $29,960,000 for the three month period ended June 30, 2024, from
$28,813,000 for the comparable period in 2023. This increase was primarily due to an increase of $1,020,000 in first year premiums and
an increase of $127,000 in renewal premiums.
Net
investment income decreased by $2,127,000, or 10.5%, to $18,045,000 for the three month period ended June 30, 2024, from $20,172,000
for the comparable period in 2023. This decrease was primarily attributable to a $2,446,000 decrease in mortgage loan interest, a $1,613,000
decrease in real estate income, a $18,000 decrease in policy loan interest, and a $12,000 decrease in other investment income, which
were partially offset by a $936,000 increase in interest on cash and cash equivalents, a $424,000 increase in insurance assignment income,
a $364,000 decrease in investment expenses, a $202,000 increase in fixed maturity securities income, and a $36,000 increase in equity
securities income.
68
Net
mortuary and cemetery sales increased by $600,000, or 8.4%, to $7,769,000 for the three month period ended June 30, 2024, from $7,169,000
for the comparable period in 2023. This increase was primarily due to a $735,000 increase in cemetery pre-need sales, which was partially
offset by a $135,000 decrease in cemetery at-need sales.
Gains
(losses) on investments and other assets decreased by $1,194,000, or 146.2%, to $377,000 in net losses for the three month period ended
June 30, 2024, from $817,000 in net gains for the comparable period in 2023. This decrease in gains on investments and other assets was
primarily due to a $953,000 decrease in gains on equity securities mostly attributable to decreases in the fair value of these equity
securities, a $203,000 decrease in gains on other assets, and a $122,000 decrease in gains on real estate, which were partially offset
by an $84,000 increase in gains on fixed maturity securities.
Total
benefits and expenses were $76,402,000, or 89.1% of total revenues, for the three month period ended June 30, 2024, as compared to $75,697,000,
or 90.3% of total revenues, for the comparable period in 2023.
Death
benefits, surrenders and other policy benefits, and future policy benefits decreased by an aggregate of $580,000 or 2.3%, to $24,326,000
for the three month period ended June 30, 2024, from $24,906,000 for the comparable period in 2023. This decrease was primarily the result
of a $1,385,000 decrease in death benefits, which were partially offset by a $713,000 increase in future policy benefits and a $92,000
increase in surrender and other policy benefits.
Amortization
of deferred policy and pre-need acquisition costs and value of business acquired increased by $50,000, or 1.2%, to $4,301,000 for the
three month period ended June 30, 2024, from $4,251,000 for the comparable period in 2023. 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 increased by $1,592,000, or 3.6%, to $45,465,000 for the three month period ended June 30, 2024,
from $43,873,000 for the comparable period in 2023. This increase was primarily the result of a $2,717,000 increase in commissions, a
$294,000 increase in personnel expenses, which were partially offset by a $534,000 decrease in rent and rent related expenses, a $404,000
decrease in other expenses, a $307,000 decrease in costs related to funding mortgage loans, and a $180,000 decrease in advertising expense.
Interest
expense decreased by $341,000, or 24.1%, to $1,074,000 for the three month period ended June 30, 2024, from $1,415,000 for the comparable
period in 2023. This decrease was primarily due to a decrease of $19,000 in interest expense on mortgage warehouse lines of credit for
loans held for sale and a decrease of $322,000 in interest expense on bank loans.
Six
month period ended June 30, 2024, Compared to Six month period ended June 30, 2023
Total
revenues increased by $3,633,000, or 2.2%, to $166,980,000 for the six month period ended June 30, 2024, from $163,347,000 for the comparable
period in 2023. Contributing to this increase in total revenues was a $3,032,000 increase in insurance premiums and other considerations,
a $1,077,000 increase in net mortuary and cemetery sales, a $365,000 increase in gains on investments and other assets, and a $45,000
increase in net investment income,, which were partially offset by a $617,000 decrease in mortgage fee income and a $269,000 decrease
in other revenues.
Mortgage
fee income decreased by $617,000, or 1.2%, to $51,451,000, for the six month period ended June 30, 2024, from $52,068,000 for the comparable
period in 2023. This decrease was primarily due to a $3,854,000 decrease in secondary gains from mortgage loans sold to third-party investors
into the secondary market due to the decline in origination activity because of increasing interest rates, which was partially offset
by a $1,503,000 increase in the fair value of loans held for sale, a $1,269,000 increase in loan fees and interest income net of a decrease
in the provision for loan loss reserve, and a $465,000 increase in the fair value of loan commitments.
69
Insurance
premiums and other considerations increased by $3,032,000, or 5.3%, to $59,813,000 for the six month period ended June 30, 2024, from
$56,781,000 for the comparable period in 2023. This increase was primarily due to an increase of $2,678,000 in first year premiums and
an increase of $354,000 in renewal premiums.
Net
investment income increased by $45,000, or 0.1%, to $37,991,000 for the six month period ended June 30, 2024, from $37,947,000 for the
comparable period in 2023. This increase was primarily attributable to a $1,839,000 increase in interest on cash and cash equivalents,
a $733,000 increase in insurance assignment income, a $593,000 increase in fixed maturity securities income, a $258,000 decrease in investment
expenses, an $83,000 increase in policy loan interest, a $63,000 increase in equity securities income, and a $58,000 increase in other
investment income, which were partially offset by a $2,119,000 decrease in mortgage loan interest and a $1,463,000 decrease in real estate
income.
Net
mortuary and cemetery sales increased by $1,077,000, or 7.9%, to $14,717,000 for the six month period ended June 30, 2024, from $13,640,000
for the comparable period in 2023. This increase was primarily due to a $956,000 increase in cemetery pre-need sales and a $139,000 increase
in mortuary at-need sales, which were partially offset by an $18,000 decrease in cemetery at-need sales.
Gains
(losses) on investments and other assets increased by $364,000, or 39.3%, to $1,292,000 for the six month period ended June 30, 2024,
from $928,000 for the comparable period in 2023. This increase in gains on investments and other assets was primarily due to a $250,000
increase in gains on equity securities mostly attributable to increases in the fair value of these equity securities, a $206,000 increase
in gains on fixed maturity securities, and a $128,000 increase in gains on real estate, which were partially offset by a $220,000 decrease
in gains on other assets.
Other
revenues decreased by $269,000, or 13.6%, to $1,715,000 for the six month period ended June 30, 2024, from $1,984,000 for the comparable
period in 2023. This decrease was primarily attributable to a decrease of $132,000 in servicing fee revenue due to a decrease in the
retention of mortgage servicing rights.
Total
benefits and expenses were $147,971,000, or 88.6% of total revenues, for the six month period ended June 30, 2024, as compared to $153,613,000,
or 94.0% of total revenues, for the comparable period in 2023.
Death
benefits, surrenders and other policy benefits, and future policy benefits decreased by an aggregate of $170,000 or 0.3%, to $50,602,000
for the six month period ended June 30, 2024, from $50,772,000 for the comparable period in 2023. This decrease was primarily the result
of a $2,350,000 decrease in death benefits, which were partially offset by a $2,004,000 increase in future policy benefits and a $176,000
increase in surrender and other policy benefits.
Amortization
of deferred policy and pre-need acquisition costs and value of business acquired decreased by $90,000, or 1.0%, to $9,045,000 for the
six month period ended June 30, 2024, from $9,135,000 for the comparable period in 2023. This decrease was primarily due to increased
payment consistency from premium-paying products.
Selling,
general and administrative expenses decreased by $4,688,000, or 5.3%, to $83,713,000 for the six month period ended June 30, 2024, from
$88,401,000 for the comparable period in 2023. This decrease was primarily the result of a $1,899,000 decrease in other expenses, a $1,813,000
decrease in personnel expenses, a $909,000 decrease in rent and rent related expenses, a $701,000 decrease in costs related to funding
mortgage loans, and a $395,000 decrease in advertising expense, which were partially offset by a $1,025,000 increase in commissions.
Interest
expense decreased by $767,000, or 26.7%, to $2,101,000 for the six month period ended June 30, 2024, from $2,868,000 for the comparable
period in 2023. This decrease was primarily due to a decrease of $288,000 in interest expense on mortgage warehouse lines of credit for
loans held for sale and a decrease of $479,000 in interest expense on bank loans.
70
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 from 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 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. As of June 30, 2024, the Company’s subsidiary
SecurityNational Mortgage was not in compliance with the net income covenants under its Warehouse Lines of Credit and has received or
is in the process of receiving waivers from the warehouse banks. In the unlikely event SecurityNational Mortgage is required to repay
the outstanding advances of approximately $6,617,000 on the Warehouse Line of Credit that has not provided a covenant waiver, SecurityNational
Mortgage has sufficient cash and borrowing capacity on the Warehouse Lines of Credit that have provided covenant waivers to fund its
origination activities. The Company has done an internal analysis of the funding capacities of both internal and external sources and
has determined that there are sufficient funds to continue its business model. The Company continues to negotiate other warehouse lines
of credit with other lenders.
During
the six month periods ended June 30, 2024 and 2023, the Company’s operations provided cash of approximately $8,104,000 and of approximately
$2,181,000, respectively. The increase in cash provided by operations was due primarily to increased proceeds from the sale of mortgage
loans held for sale.
The
Company expects to pay out liabilities under its funeral plans over the long term given the nature of those 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 until, and do not surrender prior to, death. Because of the long-term nature of these liabilities, the Company
can hold to maturity or for the targeted investment period its corresponding bond, real estate, and mortgage loan investments, thus reducing
the risk of liquidating these long-term investments because 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 expected short-term requirements of the Company’s insurance products. The Company’s
investment philosophy is intended to provide a rate of return for the expected duration of its cemetery and mortuary policies that will
exceed the accruing of liabilities under those policies 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. The warehoused mortgage loans are typically held for sale on a short-term basis before selling the loans to investors
in accordance with the requirements and laws governing the Company’s life insurance subsidiaries. Bonds owned by the insurance
subsidiaries amounted to $330,052,000 (at estimated fair value) and $362,663,000 (at estimated fair value) as of June 30, 2024 and December
31, 2023, respectively. This represented 35.9% and 38.7% of the total investments of the Company as of June 30, 2024 and December 31,
2023, 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. As of June 30, 2024, 2.0% (or $6,561,000) and
as of December 31, 2023, 1.8% (or $6,954,000) of the Company’s total bond investments were invested in bonds in rating categories
three through six, which are considered non-investment grade.
The
Company’s life insurance subsidiaries are 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. As of June 30, 2024
and December 31, 2023, the life insurance subsidiaries were in compliance with the regulatory criteria.
71
The
Company’s total capitalization of stockholders’ equity, bank and other loans payable was $429,307,000 as of June 30, 2024,
as compared to $418,450,000 as of December 31, 2023. This increase was primarily due to an increase of $12,871,000 in stockholders’
equity as partially offset by a decrease of $2,014,000 in bank loans and other loans payable. Stockholders’ equity as a percent
of total capitalization was 75.9% and 74.8% as of June 30, 2024 and December 31, 2023, respectively.
Lapse
rates measure the amount of insurance terminated during a particular period. The Company’s lapse rate for life insurance in 2023
was 4.4% as compared to a lapse rate of 4.3% for 2022. The 2024 lapse rate to date has been approximately the same as 2023.
The
combined statutory capital and surplus of the Company’s life insurance subsidiaries was $114,667,000 and $107,385,000 as of June
30, 2024, and December 31, 2023, respectively. The life insurance subsidiaries cannot pay a dividend to their parent company without
the approval of state insurance regulatory authorities.
Item
3. 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.
Item
4. Controls
and Procedures.
Disclosure
Controls and Procedures
As
of June 30, 2024, the Company carried out an evaluation under the supervision and with the participation of its Chief Executive Officer
(CEO) and Chief Financial Officer (CFO), of the effectiveness of the Company’s disclosure controls and procedures (as defined in
Rules 13a-15(e) and 15d-15(e) under the Securities Exchange Act of 1934, as amended (the “Exchange Act”). The Company’s
disclosure controls and procedures are designed to ensure that information required to be disclosed in the Securities and Exchange Commission
(SEC) reports that the Company files or submits under the Exchange Act is recorded, processed, summarized and reported within the time
period specified by the SEC’s rules and forms and that such information is accumulated and communicated to management, including
the Company’s CEO and CFO, as appropriate, to allow timely decisions regarding required disclosure. The executive officers have
concluded that the Company’s disclosure controls and procedures were effective as of June 30, 2024, and that the unaudited condensed
consolidated financial statements included in this Quarterly Report on Form 10-Q fairly present, in all material respects, the Company’s
financial condition, results of operations, and cash flows for the periods presented in conformity with United States Generally Accepted
Accounting Principles (GAAP).
Changes
in Internal Control over Financial Reporting
There
have not been any significant changes in the Company’s internal control over financial reporting during the most recently completed
fiscal quarter that have materially affected, or are reasonably likely to materially affect, the Company’s internal control over
financial reporting.
Part
II - Other Information
Item
1. 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 1A. Risk Factors.
As
a smaller reporting company, the Company is not required to provide information typically disclosed under this item.
Item 2. Unregistered Sales of Equity Securities and Use of Proceeds.
Recent
Sales of Unregistered Securities and Use of Proceeds from Registered Securities
None.
72
Issuer
Purchases of Equity Securities
On
April 15, 2024 the Company executed a 10b5-1 agreement with a broker to repurchase shares of 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.
Purchases commenced May 15, 2024. The agreement is subject to the daily time, price and volume conditions of Rule 10b-18. The agreement
expires on December 31, 2024.
The
following table shows the Company’s repurchase activity during the three month period ended June 30, 2024 under the 10b5-1 agreement.
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 (or Approximate Dollar Value) of Class A Shares that May Yet Be Purchased Under the Plan or Program (2)
4/1/2024-4/30/2024
-
$ -
-
318,043
5/1/2024-5/31/2024
51,387
7.99
-
266,656
6/1/2024-6/30/2024
72,044
8.18
-
194,612
Total
123,431
$ 8.08
-
194,612
(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.
Item 3. Defaults Upon Senior Securities.
None.
Item 4. Mine Safety Disclosures.
None.
Item 5. Other Information.
Disclosure
of Trading Arrangements
During
the three months ended June 30, 2024, no Section 16 officers or directors of the Company adopted , modified , or terminated a “Rule
10b5-1 trading arrangement” or “non-Rule 10b5-1 trading arrangement” (each as defined in Item 408 of Regulation S-K
of the Exchange Act).
73
Item 6. Exhibits, Financial Statements Schedules, and Reports on Form 8-K.
(a)(1) Financial
Statements
See
“Table of Contents – Part I – Financial Information” under page 2 above.
(a)(2) Financial
Statement Schedules
None
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 (1)
3.2 Amended and Restated Bylaws (2)
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 Report on Form 10-K, as filed on March 31, 2017
(2) Incorporated
by reference from Report on Form 10-Q, as filed on May 15, 2019
74
SIGNATURES
Pursuant
to the requirements 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.
REGISTRANT
SECURITY
NATIONAL FINANCIAL CORPORATION
Registrant
Dated:
August 14, 2024
/s/
Scott M. Quist
Scott
M. Quist
Chairman,
President and Chief Executive Officer
(Principal
Executive Officer)
Dated:
August 14, 2024
/s/
Garrett S. Sill
Garrett
S. Sill
Chief
Financial Officer and Treasurer
(Principal
Financial Officer and Principal Accounting Officer)
75
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.