-----BEGIN PRIVACY-ENHANCED MESSAGE----- Proc-Type: 2001,MIC-CLEAR Originator-Name: webmaster@www.sec.gov Originator-Key-Asymmetric: MFgwCgYEVQgBAQICAf8DSgAwRwJAW2sNKK9AVtBzYZmr6aGjlWyK3XmZv3dTINen TWSM7vrzLADbmYQaionwg5sDW3P6oaM5D3tdezXMm7z1T+B+twIDAQAB MIC-Info: RSA-MD5,RSA, GV3amzjA9mu33ZD8NEKkQK0WvyRKJM7mp1xs96Byk4bDAZiiLvZtxLcbAYkx5IkB aabkNT10GDF8GqxWs8EZoA== 0001275287-06-002696.txt : 20060511 0001275287-06-002696.hdr.sgml : 20060511 20060511060129 ACCESSION NUMBER: 0001275287-06-002696 CONFORMED SUBMISSION TYPE: 8-K PUBLIC DOCUMENT COUNT: 3 CONFORMED PERIOD OF REPORT: 20060511 ITEM INFORMATION: Results of Operations and Financial Condition ITEM INFORMATION: Regulation FD Disclosure ITEM INFORMATION: Financial Statements and Exhibits FILED AS OF DATE: 20060511 DATE AS OF CHANGE: 20060511 FILER: COMPANY DATA: COMPANY CONFORMED NAME: SERVICE CORPORATION INTERNATIONAL CENTRAL INDEX KEY: 0000089089 STANDARD INDUSTRIAL CLASSIFICATION: SERVICES-PERSONAL SERVICES [7200] IRS NUMBER: 741488375 STATE OF INCORPORATION: TX FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 8-K SEC ACT: 1934 Act SEC FILE NUMBER: 001-06402 FILM NUMBER: 06828123 BUSINESS ADDRESS: STREET 1: 1929 ALLEN PKWY STREET 2: P O BOX 130548 CITY: HOUSTON STATE: TX ZIP: 77019 BUSINESS PHONE: 7135225141 MAIL ADDRESS: STREET 1: P O BOX 130548 CITY: HOUSTON STATE: TX ZIP: 77219-0548 8-K 1 sc5816.txt FORM 8-K ================================================================================ UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of Report (Date of earliest event reported) May 11, 2006 (May 10, 2006) SERVICE CORPORATION INTERNATIONAL ------------------------------------------------------ (Exact name of registrant as specified in its charter) Texas 1-6402-1 74-1488375 ---------------------------- ------------ ------------------- (State or other jurisdiction (Commission (I.R.S. Employer of incorporation) File Number) Identification No.) 1929 ALLEN PARKWAY HOUSTON, TEXAS 77019 ---------------------------------------- ---------- (Address of principal executive offices) (Zip Code) Registrant's telephone number, including area code (713) 522-5141 -------------------------------------------------------------- (Former name or former address, if changed since last report.) Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions: [ ] Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425) [ ] Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12) [ ] Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b)) [ ] Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13a-4(c)) ================================================================================ ITEM 2.02 RESULTS OF OPERATIONS AND FINANCIAL CONDITION On May 10, 2006, Service Corporation International issued a press release reporting its financial results for the first quarter of 2006. A copy of this press release is attached as Exhibit 99.1 to this report and is incorporated herein by reference. The attached Exhibit 99.1 is not filed, but is furnished to comply with Regulation FD. The information in this Current Report on Form 8-K, including the exhibit, shall not be deemed "filed" for purposes of Section 18 of the Securities Exchange Act of 1934, as amended (the "Exchange Act"), or incorporated by reference in any filing under the Securities Act of 1933, as amended, or the Exchange Act, except as shall be expressly set forth by specific reference in such a filing. ITEM 7.01 REGULATION FD DISCLOSURE On May 10, 2006, Service Corporation International issued a press release announcing that the Board of Directors declared a quarterly cash dividend of two and one-half cents per share of common stock. The attached Exhibit 99.2 is not filed, but is furnished to comply with Regulation FD. The information in this Current Report on Form 8-K, including the exhibit, shall not be deemed "filed" for purposes of Section 18 of the Securities Exchange Act of 1934, as amended (the "Exchange Act"), or incorporated by reference in any filing under the Securities Act of 1933, as amended, or the Exchange Act, except as shall be expressly set forth by specific reference in such a filing. ITEM 9.01 FINANCIAL STATEMENTS AND EXHIBITS (d) The following exhibits are included with this report EXHIBIT NO. DESCRIPTION ----------- ------------------------------------------------------- 99.1 Press Release, dated May 10, 2006 reporting first quarter 2006 financial results 99.2 Press Release, dated May 10, 2006 declaring quarterly dividend SIGNATURE 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 hereunto duly authorized. May 11, 2006 Service Corporation International By: /s/ Eric D. Tanzberger ---------------------------- Eric D. Tanzberger Senior Vice President and Corporate Controller EX-99.1 2 sc5816ex991.txt EXHIBIT 99.1 Exhibit 99.1 FOR IMMEDIATE RELEASE: SERVICE CORPORATION INTERNATIONAL ANNOUNCES FIRST QUARTER 2006 FINANCIAL RESULTS - - CONFERENCE CALL TO BE WEBCAST ON THURSDAY, MAY 11, 2006, AT 8:30 A.M. CENTRAL TIME. HOUSTON, Texas, May 10, 2006 . . . Service Corporation International (NYSE: SCI), which owns and operates funeral service locations and cemeteries, today reported net income for the first quarter of 2006 of $24.2 million, or $.08 of earnings per diluted share, compared to a loss of $(154.9) million, or ($.49) per diluted share, from the first quarter of 2005. 2006 HIGHLIGHTS o On April 3, 2006, we announced an agreement to acquire the Alderwoods Group combining two of the leading providers of funeral and cemetery services in North America. o North America comparable revenues increased 2.8% in the first quarter of 2006 to $436.4 million driven by strong cemetery growth of 11.3% over the prior year period. o Average revenue per funeral service increased 6.6% to $4,599 in the first quarter of 2006 compared to the same period last year, which helped to offset a 5.1% decline in comparable funeral services performed. o Cash flow from operating activities in the first quarter of 2006 was $80.2 million, in line with management's expectations. o Cash on hand exceeded $500 million on May 10, 2006. o On May 10, 2006, the Company's Board of Directors approved a dividend of $.025 per common share based on our first quarter financial results. Earnings from continuing operations excluding special items were $29.6 million, or $.10 per diluted share, in the first quarter of 2006. This compares to earnings from continuing operations excluding special items of $35.9 million, or $.11 per diluted share, in the same period last year. Earnings from continuing operations excluding special items is a non-GAAP financial measure. See a reconciliation of this measure to net income computed in accordance with GAAP included in a separate section later in this press release. The Company began expensing stock options on January 1, 2006. In the first quarter of 2006, net income was reduced by $0.9 million after tax due to this change in accounting. TOM RYAN, THE COMPANY'S PRESIDENT AND CHIEF EXECUTIVE OFFICER, COMMENTED ON THE FIRST QUARTER OF 2006: "We are proud of our accomplishments in the first quarter of 2006. The announcement of our acquisition of Alderwoods has proven our commitment to our shareholders to expand our scale and scope through disciplined growth initiatives. Our management team has stressed this is the right transaction at the right time and we look forward to bringing these two companies together to create a larger more diversified organization. Page 1 Aside from the announcement of our expected acquisition, our management team has maintained its focus on the operations of our core business. North America comparable cemetery operations led the way during the quarter as increased production was enhanced by higher recognition rates. In the funeral segment, lower funeral volumes impacted our first quarter results due to a reduction in the number of deaths in North America during the first quarter. However, we were very pleased with the healthy increase in our average revenue per funeral service during the quarter, which was primarily driven by our new strategic pricing strategy." NORTH AMERICA COMPARABLE RESULTS OF OPERATIONS We regard comparable results of operations as analogous to our "same store" results of operations. For purposes of the following presentation, we consider comparable operations as operations that were not acquired or constructed after January 1, 2005 or divested prior to March 31, 2006. Therefore, in the following presentation, we are providing results of operations for the same funeral and cemetery locations in each of the periods presented. We believe this presentation provides greater clarity for comparison purposes of our results of operations for each of the periods presented.
THREE MONTHS ENDED MARCH 31, (In millions, except funeral services performed, average revenue per ---------------------------- funeral service and total preneed funeral contracts) 2006 2005 - ---------------------------------------------------------------------- ------------ ------------ FUNERAL - ------- Funeral atneed revenue ............................................... $ 194.0 $ 193.3 Funeral recognized preneed revenue ................................... 95.9 93.4 General agency revenue ............................................... 8.0 6.5 Kenyon revenue ....................................................... 1.2 8.1 ------------ ------------ Total funeral revenues ............................................ $ 299.1 $ 301.3 Gross profit ......................................................... $ 64.1 $ 77.4 Gross margin percentage .............................................. 21.4% 25.7% Comparable North America funeral services performed .................. 63,036 66,420 Comparable North America average revenue per funeral service: Preneed ........................................................... $ 4,515 $ 4,264 Atneed ............................................................ 4,641 4,342 Total .......................................................... $ 4,599 $ 4,316 Preneed Funeral Production: Sales ............................................................. $ 82.1 $ 83.6 Total contracts ................................................... 17,893 20,345 Average revenue per contract ...................................... $ 4,586 $ 4,107 CEMETERY - -------- Cemetery atneed revenue .............................................. $ 54.4 $ 49.3 Cemetery recognized preneed revenue .................................. 63.4 57.1 Other revenue (1) .................................................... 19.5 16.9 ------------ ------------ Total cemetery revenues ........................................... $ 137.3 $ 123.3 Gross profit ......................................................... $ 22.1 $ 17.7 Gross margin percentage .............................................. 16.1% 14.4% Cemetery Production: Sales ............................................................. $ 133.4 $ 126.7 Recognition rate (2) .............................................. 88.3% 84.0%
(1) Other cemetery revenue is primarily related to endowment care trust fund income and interest and finance charges earned from customer receivables on preneed installments contracts. (2) Represents the ratio of current period revenue recognition stated as a percentage of current period sales production. Page 2 FUNERAL RESULTS North America comparable funeral revenue decreased $2.2 million, or less than 1%, in the first quarter of 2006 compared to the first quarter of 2005. Higher average revenue per funeral service of $283 was essentially offset by a decline in comparable funeral volume. Therefore, the decrease in revenue in the first quarter of 2006 was attributable primarily to the decrease in Kenyon revenues. SCI's North America comparable gross profit decreased $13.3 million in the first quarter of 2006 versus the same period of 2005. The decrease in revenues against an inflationary high fixed-cost structure negatively impacted gross profit. Increases in salaries, healthcare costs, and energy costs contributed to the decrease in gross profit in the first three months of 2006. Also impacting funeral results were the following: o Our focus on strategic pricing, which places less emphasis on traditional funeral merchandise and more focus on service offerings, resulted in an increase in average revenue per funeral service of 6.6%, or $283 per service. o The number of comparable funeral services performed declined 3,384, or 5.1%, which appears consistent with declines reported by other funeral companies and preliminary mortality data. o Kenyon's operations reduced comparable gross profit $3.0 million over the prior year quarter as the Company was not involved in any catastrophic events in the first quarter of 2006. o General agency revenue increased $1.5 million, or over 20%, in the first quarter of 2006 compared to the same period last year as a result of a mix shift in the types of insurance contracts sold. o The cremation rate in the first quarter of 2006 was 41.6% compared to 40.3% in the same period of 2005. CEMETERY RESULTS SCI's comparable cemetery revenues increased $14.0 million, or 11.3%, in the first quarter of 2006 compared to the same period of 2005 due to increases in both atneed and preneed production. o Sales production increased $6.7 million, or 5.3%, due to 1) our tiered-product strategy, which focuses on the development of high-end cemetery property and 2) our related pricing realignment. o Recognized rates of production increased to 88.3% in the first quarter of 2006 compared to the prior year period due to 1) an increase in the recognition of merchandise and 2) the success of our strategy to shorten the time between when property is sold and when it is constructed. o Comparable cemetery gross profit increased $4.4 million, or 24.9%, in the first quarter of 2006 compared to the first quarter of 2005, as the increase in revenue was partially offset by a related increase in variable costs and higher health care and energy costs. o The comparable cemetery gross margin percentage increased 170 basis points to 16.1% in the first quarter of 2006 compared to the same period in 2005. FINANCIAL RESULTS Cash flows from operating activities in the first quarter of 2006 were $80.2 million, a decrease of $46.9 million compared to the first quarter of 2005, consistent with our expectations. The first quarter of 2005 included a federal income tax refund of $29.0 million. The first quarter of 2006 also included $16.5 million of unusual long-term incentive cash compensation payments related to a 2003 award program as previously disclosed in our 2006 annual guidance. Excluding these items, cash flow from continuing operations was flat compared to the first quarter of 2005. For the three months ended March 31, 2006 and 2005, the Company reported total capital expenditures of $19.0 million and $20.6 million, respectively. These amounts included the following: o $10.1 million in the first quarter of 2006 and $10.7 million in the first quarter of 2005 for capital improvements deemed reasonably necessary to maintain our existing facilities (excludes $2.7 million for vehicles acquired under capital leases); o $7.7 million in the first quarter of 2006 and $7.2 million in the first quarter of 2005 for the development of cemetery property; and o $1.2 million in the first quarter of 2006 and $2.7 million in the first quarter of 2005 for construction of new funeral home facilities and other growth capital expenditures. Page 3 In the first quarter of 2006, we paid $14.7 million for acquisitions of new facilities as we begin to focus on our growth initiatives. OTHER RESULTS o General and administrative expenses were $22.0 million in the first quarter of 2006 compared to $19.7 million in the first quarter of 2005. Increased costs associated with the expensing of stock options, which totaled $1.4 million (pretax), and higher audit fees contributed to the increase. We expect stock option expense in the remaining quarters of 2006 to be approximately $2.5 million in aggregate. o Interest expense increased to $26.7 million in the first quarter of 2006, compared to $24.7 million in the first quarter of 2005. The increase of $2.0 million reflects the modification of contractual terms for certain transportation leases in January 2006, which resulted in their classification as capital leases in the first quarter of 2006. o Interest income increased $1.9 million in the first quarter of 2006 to $6.0 million primarily as a result of increases in our cash balance and higher interest rates during the first quarter of 2006. o Other income (expense), net contributed $2.4 million of income in the first quarter of 2006, compared to an expense of $1.2 million in the first quarter of 2005. The increase in other income (expense) was due primarily to favorable adjustments to the Company's allowance on notes receivable in the first quarter of 2006 and losses on foreign currency translation in 2005. o The consolidated effective tax rate in the first quarter of 2006 resulted in a provision of 36.3%, compared to 35.6% in the same period of 2005. The 2006 and 2005 tax rates were both negatively impacted by permanent differences between the book and tax bases of North American asset dispositions. NON-GAAP FINANCIAL MEASURES - --------------------------- EARNINGS FROM CONTINUING OPERATIONS EXCLUDING SPECIAL ITEMS Earnings from continuing operations excluding special items is a non-GAAP financial measure. We believe this non-GAAP financial measure provides a consistent basis for comparison between quarters and better reflects the performance of our core operations, as it is not influenced by certain income and expenses not affecting continuing operations. We also believe this measure helps facilitate comparisons to competitors' operating results. Set forth below is a reconciliation of non-GAAP financial measures to the most directly comparable GAAP financial measures. We do not intend for the information to be considered in isolation or as a substitute for measures of performance prepared in accordance with GAAP.
THREE MONTHS ENDED ------------------------------------------ MARCH 31, 2006 MARCH 31, 2005 ------------------- -------------------- Net Diluted Net Diluted (In millions, except diluted EPS) Income EPS Income EPS - ---------------------------------------------------------------------- -------- -------- -------- -------- Net income reported .................................................. $ 24.2 $ .08 $ (154.9) $ (.49) After-tax reconciling items: (Gains) losses on dispositions and impairment charges, net ........ 3.5 .01 3.7 .01 Loss on early extinguishment of debt .............................. - - 0.8 - Discontinued operations ........................................... 0.1 - (1.2) - Other operating expense ........................................... 1.8 .01 - - Cumulative effect of accounting change ............................ - - 187.5 .59 -------- -------- -------- -------- Earnings from continuing operations excluding special items .......... $ 29.6 $ .10 $ 35.9 $ .11 ======== ======== ======== ======== Diluted weighted average shares outstanding (in thousands) ........... 298,678 317,751
Page 4 CONFERENCE CALL AND WEBCAST - --------------------------- We will host a conference call on Thursday, May 11, 2006, at 8:30 a.m. central time. A question and answer session will follow a brief presentation made by management. The conference call dial-in number is (719) 457-2662. The conference call will also be broadcast live via the Internet and can be accessed through our website at http://www.sci-corp.com. A replay of the conference call will be available through May 25, 2006 and can be accessed at (719) 457-0820 with the confirmation code of 8488149. Additionally, a replay of the conference call will be available on our website for approximately ninety days on the Investors page under the subheading "Conference Calls" at http://www.sci-corp.com/ConfCalls.html. This earnings release will also be available on our website on the Investor Relations page under the subheading "News" at http://www.sci-corp.com/InvestorsMenu.html. CAUTIONARY STATEMENT ON FORWARD-LOOKING STATEMENTS - -------------------------------------------------- The statements in this press release that are not historical facts are forward-looking statements made in reliance on the "safe harbor" protections provided under the Private Securities Litigation Reform Act of 1995. These statements may be accompanied by words such as "believe," "estimate," "project," "expect," "anticipate" or "predict," that convey the uncertainty of future events or outcomes. These statements are based on assumptions that we believe are reasonable; however, many important factors could cause our actual results in the future to differ materially from the forward-looking statements made herein and in any other documents or oral presentations made by us, or on our behalf. Important factors, which could cause actual results to differ materially from those in forward-looking statements include, among others, the following: o Changes in general economic conditions, both domestically and internationally, impacting financial markets (e.g., marketable security values, as well as currency and interest rate fluctuations) that could negatively affect us, particularly, but not limited to, levels of trust fund income, interest expense, pension expense and negative currency translation effects. o The outcome of the acquisition of Alderwoods and the possibility that certain closing conditions may not be satisfied that will result in the acquisition not being completed. o Our ability to successfully integrate Alderwoods or that the anticipated benefits of the acquisition are not fully realized. o The outcomes of pending lawsuits and proceedings against us and the possibility that insurance coverage is deemed not to apply to these matters or that an insurance carrier is unable to pay any covered amounts to us. o The amounts payable by us with respect to our outstanding legal matters exceeding our established reserves. o The outcome of a pending Internal Revenue Service audit. We maintain accruals for tax liabilities which relate to uncertain tax matters. If these tax matters are unfavorably resolved, we will be required to make any required payments to tax authorities. If these tax matters are favorably resolved, the accruals maintained by us will no longer be required and these amounts will primarily be reversed through the tax provision at the time of resolution. o Our ability to continue to successfully implement our plan to realign pricing according to our strategy and to increase standardization of our processes. o Our ability to manage changes in consumer demand and/or pricing for our products and services due to several factors, such as changes in numbers of deaths, cremation rates, competitive pressures and local economic conditions. o Changes in domestic and international political and/or regulatory environments in which we operate, including potential changes in tax, accounting and trusting policies. o Changes in credit relationships impacting the availability of credit and the general availability of credit in the marketplace. o Our ability to successfully access surety and insurance markets at a reasonable cost. o Our ability to successfully exploit our substantial purchasing power with certain of our vendors. o The effectiveness of our internal controls over financial reporting, and our ability to certify the effectiveness of the internal controls and to obtain a favorable attestation report of our auditors regarding our assessment of our internal controls. Page 5 For further information on these and other risks and uncertainties, see our Securities and Exchange Commission filings, including our 2005 Annual Report on Form 10-K. Copies of this document as well as other SEC filings can be obtained from our website at www.sci-corp.com. We assume no obligation to publicly update or revise any forward-looking statements made herein or any other forward-looking statements made by us, whether as a result of new information, future events or otherwise. Service Corporation International (NYSE: SCI), headquartered in Houston, Texas, owns and operates funeral service locations and cemeteries. We have an extensive network of businesses including 1,053 funeral service locations and 354 cemeteries in North America as of March 31, 2006. For more information about Service Corporation International, please visit our website at www.sci-corp.com. For additional information contact: Investors: Debbie Young - Director / Investor Relations (713) 525-9088 Media: Greg Bolton - Director / Corporate Communications (713) 525-5235
Page 6 SERVICE CORPORATION INTERNATIONAL CONDENSED CONSOLIDATED STATEMENT OF OPERATIONS (UNAUDITED) (In thousands, except per share amounts)
THREE MONTHS ENDED MARCH 31, ---------------------- 2006 2005 --------- --------- Revenues: Funeral .................................................. $ 302,984 $ 319,451 Cemetery ................................................. 138,814 127,991 --------- --------- 441,798 447,442 Gross profit: Funeral .................................................. 64,147 79,622 Cemetery ................................................. 21,656 17,605 --------- --------- 85,803 97,227 General and administrative expenses ...................... (22,007) (19,716) Gains (losses) on dispositions and impairment charges, net (4,510) (5,741) Other operating expense .................................. (2,884) - --------- --------- Operating income ......................................... 56,402 71,770 Interest expense ......................................... (26,724) (24,656) Loss on early extinguishment of debt ..................... - (1,207) Interest income .......................................... 5,981 4,056 Other income (expense), net .............................. 2,414 (1,208) --------- --------- (18,329) (23,015) --------- --------- Income from continuing operations before income taxes and cumulative effect of accounting change ................................................ 38,073 48,755 Provision for income taxes ............................... (13,824) (17,338) --------- --------- Income from continuing operations before cumulative effect of accounting change ................ 24,249 31,417 (Loss) income from discontinued operations (net of income tax benefit (provision) of $35 and $(1,155), respectively) ......................................... (55) 1,175 Cumulative effect of accounting change (net of income tax benefit of $117,428) .................................... - (187,538) --------- --------- Net income (loss) .............................. $ 24,194 $(154,946) ========= ========= Basic earnings (loss) per share: Income from continuing operations before cumulative effect of accounting change ............. $ .08 $ .10 Cumulative effect of accounting change, net of tax .... - (.59) --------- --------- Net income (loss) ................................. $ .08 $ (.49) ========= ========= Diluted earnings (loss) per share: Income from continuing operations before cumulative effect of accounting change ............. $ .08 $ .10 Cumulative effect of accounting change, net of tax .... - (.59) --------- --------- Net income (loss) ................................. $ .08 $ (.49) ========= ========= Basic weighted average number of shares .................. 294,308 313,490 ========= ========= Diluted weighted average number of shares ................ 298,678 317,751 ========= ========= Dividends declared per share ............................. $ .025 $ .025 ========= =========
Page 7 SERVICE CORPORATION INTERNATIONAL CONDENSED CONSOLIDATED BALANCE SHEET (UNAUDITED) (In thousands, except share amounts)
MARCH 31, DECEMBER 31, 2006 2005 ------------ ------------ ASSETS Current assets: Cash and cash equivalents .......................................... $ 490,408 $ 446,782 Receivables, net ................................................... 76,400 97,747 Inventories ........................................................ 67,256 68,327 Other .............................................................. 31,017 37,527 ------------ ------------ Total current assets ............................................. 665,081 650,383 ------------ ------------ Preneed funeral receivables and trust investments ....................... 1,227,556 1,226,192 Preneed cemetery receivables and trust investments ...................... 1,307,832 1,288,515 Cemetery property, at cost .............................................. 1,366,323 1,355,654 Property and equipment, at cost, net .................................... 1,043,544 942,229 Deferred charges and other assets ....................................... 264,234 249,449 Goodwill ................................................................ 1,122,205 1,123,888 Cemetery perpetual care trust investments ............................... 697,871 700,382 ------------ ------------ $ 7,694,646 $ 7,536,692 ============ ============ LIABILITIES & STOCKHOLDERS' EQUITY Current liabilities: Accounts payable and accrued liabilities ........................... $ 215,196 $ 231,129 Current maturities of long-term debt ............................... 36,055 20,468 Income taxes ....................................................... 18,203 20,359 ------------ ------------ Total current liabilities ........................................ 269,454 271,956 ------------ ------------ Long-term debt .......................................................... 1,271,828 1,175,463 Deferred preneed funeral revenues ....................................... 535,489 535,384 Deferred preneed cemetery revenues ...................................... 783,520 792,485 Deferred income taxes ................................................... 158,527 141,676 Other liabilities ....................................................... 311,607 320,812 Non-controlling interest in funeral and cemetery trusts ................. 2,060,380 2,015,811 Non-controlling interest in cemetery perpetual care trust investments ... 695,456 694,619 Stockholders' equity: Common stock, $1 per share par value, 500,000,000 shares authorized, 295,454,597 and 294,808,872, issued and outstanding (net of 48,606,563 and 48,962,063 treasury shares, at par) .. 295,455 294,809 Capital in excess of par value ..................................... 2,174,541 2,182,745 Unearned compensation .............................................. - (3,593) Accumulated deficit ................................................ (931,780) (955,974) Accumulated other comprehensive income ............................. 70,169 70,499 ------------ ------------ Total stockholders' equity ....................................... 1,608,385 1,588,486 ------------ ------------ $ 7,694,646 $ 7,536,692 ============ ============
Page 8 SERVICE CORPORATION INTERNATIONAL CONDENSED CONSOLIDATED STATEMENT OF CASH FLOWS (UNAUDITED) (In thousands)
THREE MONTHS ENDED MARCH 31, ------------------------ 2006 2005 ---------- ---------- CASH FLOWS FROM OPERATING ACTIVITIES: Net income (loss) .......................................................... $ 24,194 $ (154,946) Adjustments to reconcile net income (loss) to net cash provided by operating activities: Net loss (income) from discontinued operations, net of tax ......... 55 (1,175) Loss on early extinguishment of debt ............................... - 1,207 Premiums paid on early extinguishment of debt ...................... - (542) Cumulative effect of accounting change, net of tax ................. - 187,538 Depreciation and amortization ...................................... 25,087 20,536 Provision for doubtful accounts .................................... 2,356 2,347 Provision for deferred income taxes ................................ 11,603 15,882 (Gains) losses on dispositions and impairment charges, net ......... 4,510 5,741 Share-based compensation ........................................... 2,145 447 Other non-cash adjustments ......................................... 2,884 (1,950) Change in assets and liabilities, net of effects from acquisitions and dispositions: Decrease (increase) in receivables ................................. 7,407 (8,835) Decrease in other assets ........................................... 3,591 28,740 Decrease in payables and other liabilities ......................... (25,762) (5,238) Net effect of preneed funeral production and maturities ............ 3,833 12,470 Net effect of cemetery production and deliveries ................... 18,365 23,289 Other .............................................................. (54) 102 ---------- ---------- Net cash provided by operating activities from continuing operations ......... 80,214 125,613 Net cash provided by operating activities from discontinued operations ....... - 1,453 ---------- ---------- Net cash provided by operating activities .................................... 80,214 127,066 CASH FLOWS FROM INVESTING ACTIVITIES: Capital expenditures ....................................................... (19,049) (20,559) Proceeds from divestitures and sales of property and equipment ............. 7,463 8,236 Proceeds from dispositions of foreign operations, net of cash retained ..... - 21,597 Proceeds from sale of investments .......................................... 5,900 - Acquisitions, net of cash acquired ......................................... (14,662) (5) Net (deposits) withdrawals of restricted funds and other ................... (3,353) 6,194 ---------- ---------- Net cash (used in) provided by investing activities from continuing operations (23,701) 15,463 Net cash used in investing activities from discontinued operations ........... - (54) ---------- ---------- Net cash (used in) provided by investing activities .......................... (23,701) 15,409 CASH FLOWS FROM FINANCING ACTIVITIES: Payments of debt ........................................................... (1,182) (1,951) Principal payments on capital leases ....................................... (5,437) (23) Early extinguishment of debt ............................................... - (7,131) Proceeds from exercise of stock options .................................... 1,219 3,904 Purchase of Company common stock ........................................... - (103,570) Payments of dividends ...................................................... (7,371) - Purchase of subsidiary stock ............................................... - (844) ---------- ---------- Net cash used in financing activities ........................................ (12,771) (109,615) Effect of foreign currency ................................................... (116) (152) ---------- ---------- Net increase in cash and cash equivalents .................................... 43,626 32,708 Cash and cash equivalents at beginning of period ............................. 446,782 287,785 ---------- ---------- Cash and cash equivalents at end of period ................................... $ 490,408 $ 320,493 ========== ==========
Page 9 EX-99.2 3 sc5816ex992.txt EXHIBIT 99.2 Exhibit 99.2 SERVICE CORPORATION INTERNATIONAL ANNOUNCES QUARTERLY CASH DIVIDEND HOUSTON, May 10 /PRNewswire-FirstCall/ -- Service Corporation International (NYSE: SCI), which owns and operates funeral service locations and cemeteries, today announced that its Board of Directors has approved a quarterly cash dividend of two and one-half cents per share of common stock. The quarterly cash dividend is payable on July 31, 2006 to shareholders of record at the close of business on July 14, 2006. While the Company intends to pay regular quarterly cash dividends for the foreseeable future, all subsequent dividends, and the establishment of record and payment dates, are subject to final determination by the Board of Directors each quarter after its review of the Company's financial performance. Cautionary Statement on Forward-Looking Statements The statements in this press release that are not historical facts are forward-looking statements. These forward-looking statements have been made in reliance on the "safe harbor" protections provided under the Private Securities Litigation Reform Act of 1995. These statements may be accompanied by words such as "believe," "estimate," "project," "expect," "anticipate," or "predict," that convey the uncertainty of future events or outcomes. These statements are based on assumptions that we believe are reasonable; however, many important factors could cause our actual results in the future to differ materially from the forward-looking statements made herein and in any other documents or oral presentations made by, or on behalf of us. There can be no assurance that future dividends will be declared. The actual declaration of future dividends, and the establishment of record and payment dates, is subject to final determination by our Board of Directors each quarter after its review of our financial performance. Important factors which could cause actual results to differ materially from those in forward-looking statements include, among others, restrictions on the payment of dividends under existing or future credit agreements or other financing arrangements; changes in tax laws relating to corporate dividends; a determination by the Board of Directors that the declaration of a dividend is not in the best interests of the Company and its shareholders; an increase in our cash needs or a decrease in available cash; or a deterioration in our financial condition or results. For further information on these and other risks and uncertainties, see our Securities and Exchange Commission filings, including our 2005 Annual Report on Form 10-K. Copies of this document as well as other SEC filings can be obtained from our website at http://www.sci-corp.com . We assume no obligation to publicly update or revise any forward-looking statements made herein or any other forward-looking statements made by us, whether as a result of new information, future events or otherwise. Service Corporation International, headquartered in Houston, Texas, is the leading provider of funeral and cemetery services in the world. We have an extensive network of businesses including 1,053 funeral service locations and 354 cemeteries in North America as of March 31, 2006. For more information about Service Corporation International, please visit our website at http://www.sci-corp.com . For additional information contact: Investors: Debbie Young - Director / Investor Relations (713) 525-9088 Media: Greg Bolton - Director / Corporate Communications (713) 525-5235 SOURCE Service Corporation International -0- 05/10/2006 /CONTACT: investors, Debbie Young, Director of Investor Relations, +1-713-525-9088, or media, Greg Bolton, Director of Corporate Communications, +1-713-525-5235, both of Service Corporation International/ /FCMN Contact: Sandy.Bobo@sci-us.com / /Web site: http://www.sci-corp.com / -----END PRIVACY-ENHANCED MESSAGE-----