StoneMor Partners L.P. Announces Amendment to Revolving Credit Facility and Provides Update on Delay in Filing of 10-K
March 16 2017 - 6:59AM
StoneMor Partners L.P. (NYSE:STON)
(“StoneMor” or the “Partnership”) today announced
that it had entered into an amendment to its revolving credit
agreement. The amendment provides for an extension of the
deadline by which the Partnership is required to deliver to its
lenders the Partnership’s audited financial statements for the year
ended December 31, 2016 to July 15, 2017, with the unaudited
financial statements for the quarter ending March 31, 2017 now
being required to be delivered no later than forty-five (45) days
after the date on which the Partnership delivers the 2016 Financial
Statements. The Partnership agreed to provide unaudited
monthly financial statements to its lenders until the audited 2016
financial statements are delivered.
The amendment also provides for an increase in the Partnership’s
maximum Consolidated Leverage Ratio from 4.00:1.00 to 4.25:1.00
through the period ending September 30, 2017, after which the
maximum Consolidated Leverage Ratio reverts to 4.00:1.00, subject
to the Partnership’s right to increase that ratio to a maximum of
4.25:1.00 in connection with the consummation of certain
acquisitions. The Partnership may continue to declare and pay
regularly scheduled quarterly distributions to unit holders as long
as no default exists.
Larry Miller, President and CEO of StoneMor commented, “We are
grateful to our lenders for their support as we work to address the
issues that caused us to delay the filing of our financial
statements. We are correcting these legacy control issues and
this amendment provides us with the needed time to get this
accomplished properly. The financial flexibility provided by the
amended Consolidated Leverage Ratio will also greatly assist us as
we continue to execute our growth strategy.”
The Partnership previously filed a Form 12b-25 on March 2, 2017
to extend the due date for its 2016 Form 10-K to March 16, 2017. In
light of the procedures being undertaken in connection with the
review of the Partnership’s historic reporting of cemetery
revenues, net of associated direct costs, and deferred revenues,
the Partnership believes it is likely that its review will not be
completed in time for it to file the 2016 Form 10-K by March 16,
2017. As a result, the Partnership expects to receive a
notice from the New York Stock Exchange (the “Exchange”) that lists
the procedures with which it must comply to correct this filing
delinquency. These procedures will include the Partnership
contacting the Exchange to discuss the status of the 2016 Form
10-K. Although the Exchange’s guidelines provide for an
initial six-month period in which to cure the filing delinquency,
the Exchange reserves the right to commence suspension or delisting
procedures at any time following a filing delinquency. The
Partnership intends to file its 2016 Form 10-K as soon as
reasonably practicable, but there can be no assurance that the
Partnership will be able to file the 2016 Form 10-K before the
Exchange acts to suspend trading in or delist the Partnership’s
common units. Under Exchange rules, until the Company files the
Form 10-K, its common units will be subject to the ".LF" indicator
to signify its late filing status.
About StoneMor Partners L.P.
StoneMor Partners L.P., headquartered in Trevose,
Pennsylvania, is an owner and operator of cemeteries and funeral
homes in the United States, with 316 cemeteries and 100 funeral
homes in 27 states and Puerto Rico.
StoneMor is the only publicly traded death care
company structured as a partnership. StoneMor’s cemetery products
and services, which are sold on both a pre-need (before death) and
at-need (at death) basis, include: burial lots, lawn and
mausoleum crypts, burial vaults, caskets, memorials, and all
services which provide for the installation of this merchandise.
For additional information about StoneMor Partners L.P., please
visit StoneMor’s website, and the investors section, at
http://www.stonemor.com.
Cautionary Note Regarding
Forward-Looking Statements
Certain statements contained in this release, including, but not
limited to, information regarding the delay in filing of the Annual
Report on Form 10-K for the fiscal year ended December 31, 2016 and
the impact thereof, are forward-looking statements.
Generally, the words “believe,” “may,” “will,” “estimate,”
“continue,” “anticipate,” “intend,” “project,” “expect,” “predict”
and similar expressions identify these forward-looking statements.
These statements are based on management’s current expectations and
estimates. These statements are neither promises nor
guarantees and are made subject to risks and uncertainties that
could cause actual results to differ materially from those stated
or implied by the forward-looking statements, including, without
limitation, risks relating to the following: additional information
arising from the Partnership’s continuing analysis and review of
its historical recognition of revenue and its prior financial
statements and the performance of additional work in this regard,
as well as the review and audit by the Partnership’s registered
independent public accounting firm of the Partnership’s prior
financial statements, the Partnership’s likely inability to file
its Annual Report on Form 10-K for the fiscal year ended December
31, 2016 on or before March 16, 2017 and the consequences thereof,
including that the Partnership would be in violation of its
reporting requirements under the Exchange Act, the U.S. Securities
and Exchange Commission could institute an administrative
proceeding seeking the revocation of the registration of the
Partnership’s common units under the Exchange Act, the Partnership
is likely to receive a notification of delinquent status from the
New York Stock Exchange and could ultimately face the possible
delisting of its common units from the NYSE, the Partnership would
lose its eligibility to use Form S-3 registration statements until
the Partnership has timely filed its periodic reports with the U.S.
Securities and Exchange Commission for a period of twelve months;
the potential for defaults under the Partnership’s credit facility
if the 2016 Form 10-K is not filed by July 15, 2017 or the
indenture governing its senior notes if it is not filed by March
31, 2017 and the Partnership fails to cure such default within 120
days after notice from the trustee under the indenture; the
Partnership’s ability to obtain relief from its creditors if it
cannot file its Annual Report on Form 10-K for the fiscal year
ended December 31, 2016 within the period prescribed by the
Partnership’s amended credit facility or the indenture governing
its senior notes, the terms on which such relief might be granted
and any restrictions that might be imposed in connection with any
relief that might be obtained; litigation and governmental
investigations or proceedings arising out of or related to
accounting and financial reporting matters the Partnership’s
ability to maintain an effective system of internal controls and
disclosure controls, and other risks described in the Partnership’s
filings with the U.S. Securities and Exchange Commission.
Except as required under applicable law, the Partnership assumes no
obligation to update or revise any forward-looking statements made
herein or any other forward-looking statements made by it, whether
as a result of new information, future events or otherwise.
CONTACT:
John McNamara
Director - Investor Relations
StoneMor Partners L.P.
(215) 826-2945
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