Melvin C. Payne
Analyst · Barrington Research
Thank you, Bill. It is an amazing journey in this dynamic ever-changing, the only constant around here is change. And we embrace it and try to make the most opportunity of it. Over the last 6 months, beginning in mid-August 2013, underneath the covers of a little public company, we have undergone yet another rapidly transformative phase based on a broader and deeper understanding among our executive and senior leaders and board members of the high-performance ideas and concepts that define Carriage as an operating and consolidating company. Culminating an announcement of the 5 milestone events in the press release, and I'll touch on them briefly. The record year, Bill has already covered that, but the one part that is kind of special warms my heart is when we finally hit $1 a share. I've known forever that we have a lot of earning power in flat form and within the people and businesses and it's been unleashed over the last 2 years and it's been a miracle and a wonderful thing to witness. So I thank all of them. The second highlight in the press release is our agreement, reached this week, to acquire 6 businesses from SCI that are being divested because of their acquisition of Stewart Enterprises. We will enter 2 large strategic markets: one in New Orleans, which was the home of Stewart; and Washington, D.C. area, both large, very attractive for Carriage and where we had no presence. Their full business is in New Orleans and 2 in Virginia, which I'll mention more about in a minute. It is subject to FTC approval. However, we've been through such approval 4 other times, so we know this path well. And we think we will -- our goal is to be the first buyer of these divested properties to get FTC approval based on our track record, our financial standing and our ability to compete against SCI, historically. So we're looking forward to an early approval and to an acquisition sometime in the second quarter, hopefully sooner in the second quarter than later. The financing strategy and execution timeframe has been planned out. Bill could cover that more in Q&A if you have any questions about it, but I think it's pretty clear. The fourth milestone of that was to announce 2 full years of outlook, '14 and '15. We've never done that before. And I want to take just a minute to explain why we would do that now. After 23 years of building Carriage into a platform, that is a platform to support operations in the funeral operations across America, funeral homes and cemeteries so that they get better, and also to consolidate those highly fragmented industry by affiliating only with the best remaining independents. We have built something that, in my view, cannot be duplicated because the ideas and concepts are so unique. And we are at a sweet spot in the evolution because now when we increase operating performance, just modestly, it has a compounding impact on our free cash flow and our earnings, adjusted earnings per share. So we don't eat up of that which we create through hard work in our field businesses by lots of new overhead and lots of stupid stuff because we're very flat and very entrepreneurial and our people are very motivated to achieve, and you'll hear me talk about that a little more in a minute. So we felt like with this acquisition from SCI and the change in the landscape in the industry, it was a good time for us to put out a little bolder outlook because this is what we expect to happen. But what I want to make sure everyone understands is that we don't do quarterly estimates here, we don't even do annual estimates. What we do is roll in 4 quarters and it's a roughly right range of what we expect the company to look like, operationally and financially, over time. Always being updated by quarter, always looking out 4 quarters. In this case, we looked out 2 years. So if we want the public to see a full year of the acquisitions that we will be making from SCI, as well as acquisitions that are not signed up yet. But the pipeline that we have is getting bigger, quality, more visible and I'll touch on that next. So we don't want it to be construed that there's a forecast, but roughly right ranges over time. But the last major milestone of that I'm thrilled about is -- as is Bill. Dave DeCarlo, who joined our board of May of '11, is now joining the company full time. Just as Bill joined the company full time, September of '11, after joining our board in '09. So with Dave coming in, Bill and I have taken a fresh look at the organization. What we've also taken a fresh look at how we've been working as a cohesive team across the platform regardless of formal reporting structures over the last 3, 4, 5 months, and it's really a wonderful thing to witness and a lot of fun to be here on a daily basis and be part of. We have a young senior leadership team that is on fire. Bill, Dave and I in addition to the duties we have primarily, which I outlined in the press release. Our duty also is to grow and develop this young leadership team because they are good. And they're getting better at an accelerating rate. It's a lot of fun for us to mentor them. And it keeps us energized. And as Bill said, we can't wait to get to work everyday, because they will be all over what's going on. It's a lot of fun. So these are the 5 milestone things. And one of the traditions we have been doing over the last 2 years is calling out by name the managing partners and businesses that had been, what we call, high-performance heroes each quarter. Today, I will name the funeral home managing partners and businesses that achieved our annual Being The Best Pinnacle Award by achieving over a 3-year period ending in 2013, an average standards achievement of 70%. Now when we invented the Standards Model, we knew it wouldn't be easy. These are performance standards, drivers of what makes a high and sustainable performance in a funeral home or cemetery over many years. This is not like going to school and getting 100%, and that's an A. If you could achieve 70% over a 3-year period, that's unbelievable in this business. And so we celebrate these people because they are winning leaders and winning teams of employees across America, and I'm honored to call out their name. We call this the Being The Best Pinnacle of Service Award and these are our winners, we'll go on a rewards trip with each winner and their partner, spouse. In April 24, at a beautiful place in California. Can't wait. Because we view this is like getting together with a family of winners. Let me call out their names. Ken Pearce, Alameda Group in Oakland, California and Alameda, California. Two chapels. Ken is unusual because this is the third year he has achieved 100% of standards in a row. He is a 3-peat. He's also got a goal of running a marathon in every state, he's up passed 40, he's competitive, he wins, he won't settle for less. This is what being a managing partner and high performance in our company is all about. Brian Dutton, Stan [ph] Funeral Home in Ashland, Kentucky. Patty Drake, James E. Drake, Whaley-McCarty Funeral Home in Cynthiana, Kentucky. Patty is also 100% Standards Achievement winner and it's not her first time. And the thing to remember is if you find a managing partner with red hair, hire them because they won't take any prisoners. They want to win the market share in their market, and Patty has been doing it for a long time for us. Thank you, Patty. Ken Summers, P.L. Fry & Son Funeral Home in Manteca, California. Awesome business and he has been a Pinnacle winner many times over the years. Mark Cooper, Seaside Funeral Homes in Corpus Christi, Texas. Mark is an amazing managing partner. This is one of our biggest and best businesses in Corpus. It's a combo and then another separate funeral home in small cemetery that's run like a combo. Mark's done miracle with this businesses since we bought it January 1, '07. And he's been a consistent winner. Thank you, Mark. Dorn Rademacher, really a funeral home in Cremation Society of Idaho in Boise. Dorn also has been a consistent winner over many years. Kyle Incardona, Hillier Funeral Home, Bryan, Texas. Now Kyle is another 100% Standards Achievement winner for 2013, but we are building Kyle because when he joined the company from Stewart 5 or 6 or 7 years ago, after he adjusted to our model, he just began to take this business and crush all the market competition and grow it. So we are building him a huge, wonderful, state-of-the-art funeral home in College Station, which will be probably on the filing of an Annual Report one of these days, Bill. And it looks like Texas A&M, I hope we don't owe them money because of that but it's going to be an awesome place, and Kyle has been an unbelievable leader for us. Nicholas Welzenbach, Higgins Mortuary, Antioch, California. Matthew Simpson, Deegan Funeral Chapels, Ripon and Escalon, California. Two chapels. Bob Pollard, Lotz Funeral Home, Roanoke, Virginia. Scott Griffith, Oregon Lyons Funeral Homes, Waterbury, Connecticut. Did you get your kitchen fixed up, Scott, because of the stock price? I hope your wife is satisfied with that. Scott's been a consistent winner. Michael Page, Allison Funeral Home, Liberty, Texas. Same, consistent. Randy Valentine, Dieterle Memorial Home, Aurora, Illinois. The same. Tom O'Brien, O'Brien Funeral Home, Bristol, Connecticut. Tom is one of the original partners of Carriage. He and Ron Duhaime joined the company before we went public, took stock in the company and has been one of my great friends and partners. And when I did something wrong, he always told me and I tried to do better so that the next time I wouldn't be quite as a -- he wouldn't be quite as tough on me. It's a wonderful business. Andy Shemwell, Maddux-Fuqua-Hinton Funeral Homes, Hopkinsville, Kentucky. Andy's father, Jimmy, was one of the early partners. And his brother now are running these 2 businesses. Steven Mora, Conejo Mountain Funeral Home in Camarillo, California. This is a business we bought out of the Elderwoods divestitures in '07, and Steven has done a wonderful job. He's been a constant Pinnacle winner. Chris Duhaime, Funk Funeral Home, Bristol, Connecticut. Again, Chris was a managing partner. His father, Ron, is on our Standards Council and along with Tom O'Brien, who was one of our early partners. And Chris is a chip off of Dad's block and a wonderful managing partner and leader. Geof [ph] Morris, Sterling-White Funeral Home, Highlands, Texas; Robert Maclary, Kent-Forest Lawn and Funeral Home in Panama City, Florida. Robert is another 100% Standards Achievement winner, Panama City. A great business. Greg Brudnicki, the former owner is now the mayor of Panama City and it's a fabulous business and he's been a fabulous partner. Frank Forastiere, Central Springfield Group, Springfield, Massachusetts. Frank was an original Standards Council member and bobbed in designing the standards format and has been a wonderful partner, and what's happened up there is something to behold. David Henney, Henney Funeral Home in Ridgewood, New Jersey. Again, across the Manhattan, a long time winner of Pinnacle and a dear friend. We also have -- those are the Pinnacle winners. We also have 3 people who haven't -- all of these winners had to be in those businesses for the 3 years. We have 3 people who all achieved 100% of their standards in 2013, who haven't been here 3 years. But we like to celebrate them because we know next year will be the third year for at least 2 of them. And there's no doubt because they're just the winners in their markets. That's James Jim Terry, James J. Terry Funeral Home, Downingtown, Pennsylvania; Cesar Gutierrez, Heritage Dilday Memorial Services, Huntington Beach, California; and David Williams of Rader Funeral Homes in Daleville, Virginia. Those are our winners for 2013. Those were the performance heroes. There are many more but these are the ones who are truly outstanding. And now I want to get something done that is very special to me and Bill and Dave DeCarlo, who is coming into the company and is listening to this call. Dave will be here full time starting Monday. And as we looked at the divestitures SCI was making, we looked at a lot of businesses across the country. At the end of the day, we settled on these 2 markets, New Orleans and Washington, D.C., because we not only like the markets, and weren't there. We like the individual businesses that were there. And we like the potential of what we could do with these businesses in the future. So I want to now welcome the businesses, and the leaders and employees of the 6 businesses we will be buying. And those are: Everly Community Funeral Care in Falls Church, Virginia; Everly-Wheatley Funeral Home, Alexandria, Virginia; Garden of Memory Cemetery and Funeral Home in Nedery [ph] Louisiana; Greenwood Funeral Home, which is a large funeral home on Greenwood Cemetery, which is a historic cemetery in New Orleans re-leased this property from the cemetery and we view our partnership with this cemetery as critically important to our success in New Orleans. And we've made contact and friendship with Judge McCay, [ph] who is the President of the Board, and we look forward to working with him and his team; Shane [ph] Funeral Home in New Orleans; and then Sunheimer [ph] Park Funeral Home in Meadory [ph]. These are the 6 businesses. I can see up on our screen that many of the employees in these businesses are listening into this call. I am speaking to you. We are going to inject into your businesses a sense of entrepreneurial life and optimistic support that will make you highly successful against the competition in these markets. We are thrilled to be affiliating with you and we cannot wait for approval of this transaction so we can go to work. We will not wait until then to actually be in touch with you, planning and developing a strategy that when executed over time, will grow your business at sustainable, high-level of profit margins, which is what we're all about. Our company has turned consolidation upside down and made you and your teams at the business the most important element in our company. I welcome you to the Carriage family. And with that, I'd like to turn it over for questions.