UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM
CURRENT REPORT
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Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter).
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| ITEM 7.01. | REGULATION FD DISCLOSURE |
On April 26, 2021, Carriage Services, Inc. (the “Company”) issued a press release announcing that it intends to offer $400 million aggregate principal amount of senior notes due 2029 (the “Notes”). The press release is attached hereto as Exhibit 99.1 of this Current Report and is incorporated by reference herein.
On April 26, 2021, the Company is also furnishing certain additional information about the Company as Exhibit 99.2 hereto and incorporated by reference herein.
In accordance with General Instruction B.2 of Form 8-K, the foregoing information, including Exhibit 99.1 and Exhibit 99.2, shall not be deemed “filed” for the purposes of Section 18 of the Securities Exchange Act of 1934, as amended (the “Exchange Act”) or otherwise subject to the liabilities of that section, nor shall such information, including Exhibit 99.1 and Exhibit 99.2, be deemed incorporated by reference in any filing under the Securities Act of 1933, as amended (the “Securities Act”) or the Exchange Act, except as shall be expressly set forth by specific reference in such a filing.
The Notes are being offered in a private offering that is exempt from registration under the Securities Act and may not be offered or sold in the United States absent such registration or an exemption from the registration requirements of the Securities Act. Neither this Current Report on Form 8-K nor Exhibits 99.1 and 99.2 incorporated by reference herein, constitutes an offer to sell, or a solicitation of an offer to buy, any security and shall not constitute an offer, solicitation or sale in any jurisdiction in which such offering would be unlawful.
| ITEM 9.01. | FINANCIAL STATEMENTS AND EXHIBITS |
(d) Exhibits
| 99.1 | Press Release of Carriage Services, Inc. dated April 26, 2021. | |
| 99.2 | Certain additional information about the Company. | |
| 101 | Cover Page Interactive Data File – the cover page XBRL tags are embedded within the Inline XBRL document. | |
| 104 | The cover page from this Current Report on Form 8-K, formatted as Inline XBRL. | |
SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934, as amended, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.
Date: April 26, 2021
| CARRIAGE SERVICES, INC. | ||
| By: | /s/ Steven D. Metzger | |
| Steven D. Metzger | ||
| Senior Vice President, General Counsel & Secretary | ||
Exhibit 99.1
April 26, 2021
Carriage Services Announces Offering of Senior Notes
HOUSTON, Texas – (PRNewswire) – Carriage Services, Inc. (NYSE: CSV) (“Carriage Services” or the “Company”) today announced that it intends to offer, subject to market and other conditions, $400 million aggregate principal amount of senior notes due 2029 (the “notes”) through a private offering to persons who are reasonably believed to be qualified institutional buyers pursuant to Rule 144A and to certain non U.S. persons outside of the United States pursuant to Regulation S, each under the Securities Act of 1933, as amended (the “Act”).
The notes will be unsecured, senior obligations of the Company, and interest will be payable semi-annually in arrears. The notes will initially be fully and unconditionally guaranteed, on a senior unsecured basis, jointly and severally by each of the Company’s subsidiaries that is a borrower, or guarantees indebtedness, under the Company’s amended and restated credit facility.
In connection with the offering, the Company expects to amend and restate its existing credit facility, which is expected to be composed of a revolving credit facility of up to $150 million, including a sublimit of up to $10 million for swing line loans, a sublimit of up to $15 million for the issuance of standby or commercial letters of credit, and provisions for an accordion feature of up to $75 million.
The Company intends to use the net proceeds of the proposed offering, together with borrowings under the amended and restated credit facility, to redeem all of its existing 6.625% senior notes due 2026 (the “2026 Notes”).
This press release does not constitute a notice of redemption with respect to the 2026 Notes.
Neither the notes nor the related guarantees have been, nor will be, registered under the Act or the securities laws of any other jurisdiction and may not be offered or sold in the United States absent registration or an applicable exemption from such registration requirements.
This press release shall not constitute an offer to sell or the solicitation of an offer to buy any securities, nor shall there be any offer, solicitation or sale of securities in any state or jurisdiction in which such offer, solicitation or sale would be unlawful prior to registration or qualification under the securities laws of any such state or jurisdiction.
About Carriage Services
Carriage Services is a leading provider of funeral and cemetery services and merchandise in the United States. Carriage operates 173 funeral homes in 26 states and 32 cemeteries in 12 states.
Certain statements made herein or elsewhere by, or on behalf of, the Company that are not historical facts are intended to be forward-looking statements within the meaning of Section 27A of the Securities Act of 1933, as amended, and Section 21E of the Securities Exchange Act of 1934, as amended. These statements are based on assumptions that the Company believes are reasonable; however, many important factors, as discussed under “Forward-Looking Statements, Cautionary Note” and “Risk Factors” in the Company’s Annual Report on Form 10-K for the year ended December 31, 2020, could cause the Company’s 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, the Company. The Company assumes no obligation to update or publicly release any revisions to forward-looking statements made herein or any other forward-looking statements made by, or on behalf of, the Company.
Source: Carriage Services, Inc.
2
Exhibit 99.2 Honesty | Integrity | Quality in All That We Do Investor Presentation April 2021Exhibit 99.2 Honesty | Integrity | Quality in All That We Do Investor Presentation April 2021
Cautionary Statement on Forward Looking Statements and Disclosure of Non-GAAP Performance Measures Certain statements made herein or elsewhere by, or on behalf of, the Company that are not historical facts are intended to be forward-looking statements within the meaning of Section 27A of the Securities Act of 1933, as amended, and Section 21E of the Securities Exchange Act of 1934, as amended. These statements are based on assumptions that the Company believes are reasonable; however, many important factors, as discussed under “Risk Factors” and “Cautionary Note” in the Company’s Annual Report on Form 10-K for the year ended December 31, 2020 could cause the Company’s 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, the Company. Forward-looking statements contained herein regarding our planned financing activities, which include the planned refinancing of our senior unsecured notes, potential repayments of existing borrowings under our revolving credit facility, the planned amendment and extension of our revolving credit facility and other related activities, including assumptions about the pricing, timing, terms and conditions of those financing activities, and the anticipated benefits, impacts and our ability to meet the projected financial performance metrics for our updated three-year scenario, if at all, as a result of these planned financing activities. We can provide no assurances that these planned financing activities will be successfully completed. Forward-looking statements contained herein regarding our projected financial performance metrics to our updated three-year scenario include assumptions related to future revenue growth, free cash flow and operational performance. We can provide no assurances that we will generate the revenue growth, free cash flow and operational performance referenced herein. The Company assumes no obligation to publicly update or revise any forward-looking statements made herein or any other forward-looking statements after the date they are made, whether as a result of new information, future events or otherwise. This presentation uses Non-GAAP financial measures to present the financial performance of the Company. Non-GAAP financial measures should be viewed in addition to, and not as an alternative for, the Company’s reported operating results or cash flow from operations or any other measure of performance as determined in accordance with GAAP. We believe the Non-GAAP financial measures are useful to investors because such results help investors compare our results to previous periods and provide insights into underlying trends in our business. In addition, the Company’s presentation of these measures may not be comparable to similarly titled measures of other companies’ reports. The Company has provided quantitative reconciliations of the non-GAAP financial measures to the most directly comparable GAAP financial measures within the most current press release and on our Investor Relations page of the website. 2Cautionary Statement on Forward Looking Statements and Disclosure of Non-GAAP Performance Measures Certain statements made herein or elsewhere by, or on behalf of, the Company that are not historical facts are intended to be forward-looking statements within the meaning of Section 27A of the Securities Act of 1933, as amended, and Section 21E of the Securities Exchange Act of 1934, as amended. These statements are based on assumptions that the Company believes are reasonable; however, many important factors, as discussed under “Risk Factors” and “Cautionary Note” in the Company’s Annual Report on Form 10-K for the year ended December 31, 2020 could cause the Company’s 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, the Company. Forward-looking statements contained herein regarding our planned financing activities, which include the planned refinancing of our senior unsecured notes, potential repayments of existing borrowings under our revolving credit facility, the planned amendment and extension of our revolving credit facility and other related activities, including assumptions about the pricing, timing, terms and conditions of those financing activities, and the anticipated benefits, impacts and our ability to meet the projected financial performance metrics for our updated three-year scenario, if at all, as a result of these planned financing activities. We can provide no assurances that these planned financing activities will be successfully completed. Forward-looking statements contained herein regarding our projected financial performance metrics to our updated three-year scenario include assumptions related to future revenue growth, free cash flow and operational performance. We can provide no assurances that we will generate the revenue growth, free cash flow and operational performance referenced herein. The Company assumes no obligation to publicly update or revise any forward-looking statements made herein or any other forward-looking statements after the date they are made, whether as a result of new information, future events or otherwise. This presentation uses Non-GAAP financial measures to present the financial performance of the Company. Non-GAAP financial measures should be viewed in addition to, and not as an alternative for, the Company’s reported operating results or cash flow from operations or any other measure of performance as determined in accordance with GAAP. We believe the Non-GAAP financial measures are useful to investors because such results help investors compare our results to previous periods and provide insights into underlying trends in our business. In addition, the Company’s presentation of these measures may not be comparable to similarly titled measures of other companies’ reports. The Company has provided quantitative reconciliations of the non-GAAP financial measures to the most directly comparable GAAP financial measures within the most current press release and on our Investor Relations page of the website. 2
II. Company Overview 10II. Company Overview 10
Key Credit Highlights Industry leading Operating Results driven by Execution of our Standards Operating Model Significantly Improved Credit Profile: Carriage Services Lower Leverage, Increased Size & Scale, is a leading Higher Organic Growth & EBITDA Margins owner and operator of Long Term Organic Revenue Growth at High funeral homes EBITDA Margins supported by Favorable Demographic Trends and cemeteries in the United States Recurring & Growing Free Cash Flow finances majority of Value Creation Capital Allocation 11Key Credit Highlights Industry leading Operating Results driven by Execution of our Standards Operating Model Significantly Improved Credit Profile: Carriage Services Lower Leverage, Increased Size & Scale, is a leading Higher Organic Growth & EBITDA Margins owner and operator of Long Term Organic Revenue Growth at High funeral homes EBITDA Margins supported by Favorable Demographic Trends and cemeteries in the United States Recurring & Growing Free Cash Flow finances majority of Value Creation Capital Allocation 11
Carriage Services Overview 1 Operating Segment Overview (2020) Diverse National Footprint (YE 2020) 2 WA WA WA Revenue / Field Level EBITDA 22 2 MT 4 MA ID WI NY 12 8 1 11 Cemetery MI RI 2 4 PA CT NJ 2 NV OH 9 25% IL 5 5 5 3 VA CA KS KY 10 2 33 9 NC 9 OK NM 8 1 TN Funeral GA 4 3 LA TX 75% 5 34 FL 178 Funeral Homes in 26 States 20 TX 33 32 Cemeteries in 12 states Carriage Presence Track Record of Long-Term Revenue and Adjusted Consolidated EBITDA Growth 2007-2020 Revenue CAGR: 5.3% 2007-2020 Adjusted Consolidated $349 $329 EBITDA CAGR: 7.4% $274 $268 $258 $248 $243 $226 $213 $204 $191 $185 $177 $178 $168 $116 $104 $77 $71 $74 $69 $70 $62 $56 $53 $49 $41 $39 $42 $42 2007 2008 2009 2010 2011 2012 2013 2014 2015 2016 2017 2018 2019 2020 LTM 3/31/21 Revenue Adjusted Consolidated EBITDA Note: Figures shown in millions. 1 Includes Cemetery and Funeral same store and acquisition revenue / EBITDA. 2 12 Excludes variable overhead, regional fixed overhead, and corporate fixed overhead costs.Carriage Services Overview 1 Operating Segment Overview (2020) Diverse National Footprint (YE 2020) 2 WA WA WA Revenue / Field Level EBITDA 22 2 MT 4 MA ID WI NY 12 8 1 11 Cemetery MI RI 2 4 PA CT NJ 2 NV OH 9 25% IL 5 5 5 3 VA CA KS KY 10 2 33 9 NC 9 OK NM 8 1 TN Funeral GA 4 3 LA TX 75% 5 34 FL 178 Funeral Homes in 26 States 20 TX 33 32 Cemeteries in 12 states Carriage Presence Track Record of Long-Term Revenue and Adjusted Consolidated EBITDA Growth 2007-2020 Revenue CAGR: 5.3% 2007-2020 Adjusted Consolidated $349 $329 EBITDA CAGR: 7.4% $274 $268 $258 $248 $243 $226 $213 $204 $191 $185 $177 $178 $168 $116 $104 $77 $71 $74 $69 $70 $62 $56 $53 $49 $41 $39 $42 $42 2007 2008 2009 2010 2011 2012 2013 2014 2015 2016 2017 2018 2019 2020 LTM 3/31/21 Revenue Adjusted Consolidated EBITDA Note: Figures shown in millions. 1 Includes Cemetery and Funeral same store and acquisition revenue / EBITDA. 2 12 Excludes variable overhead, regional fixed overhead, and corporate fixed overhead costs.
Good to Great High Performance Flywheel Our Mission: We are committed to being the most professional, ethical and highest quality funeral and cemetery service organization in our industry Value Creation Dynamics Five Guiding Principles • Operating Leverage • Honesty, Integrity and Quality In All We Do • Capital Structure Leverage • Growth of the Company is Driven by • Overhead Leverage Decentralization & Partnership • Consolidation Platform Leverage • Belief in the Power of People Through Individual Initiative & Teamwork • Outstanding Service & Profitability Go Hand in Hand •Hard Work, Pride of Accomplishment & Capital Allocation Shared Success through • Strategic Acquisition Model Being the Best Employee Ownership • Internal Growth • Operator • Share Repurchases First Who, Then What • Debt Payments • Consolidator • The Right People in • Dividends the Right Seats • Value Creator 4E Leadership Standards Operating Model • Energy • Relative Performance Achievement Measured • Energize against High Performance Standards • Edge • Decentralized Local Decision Making • Execution • Led by 4E Leader Managing Partner • Revenue Growth at High Sustainable Margins • Designed to Reward Long Term Sustainable Growth High Performance Culture • Sustainable & Predictable High Value Personal Service Performance • Unique & Differentiated Service to each 13 Client Family we Serve Good to Great High Performance Flywheel Our Mission: We are committed to being the most professional, ethical and highest quality funeral and cemetery service organization in our industry Value Creation Dynamics Five Guiding Principles • Operating Leverage • Honesty, Integrity and Quality In All We Do • Capital Structure Leverage • Growth of the Company is Driven by • Overhead Leverage Decentralization & Partnership • Consolidation Platform Leverage • Belief in the Power of People Through Individual Initiative & Teamwork • Outstanding Service & Profitability Go Hand in Hand •Hard Work, Pride of Accomplishment & Capital Allocation Shared Success through • Strategic Acquisition Model Being the Best Employee Ownership • Internal Growth • Operator • Share Repurchases First Who, Then What • Debt Payments • Consolidator • The Right People in • Dividends the Right Seats • Value Creator 4E Leadership Standards Operating Model • Energy • Relative Performance Achievement Measured • Energize against High Performance Standards • Edge • Decentralized Local Decision Making • Execution • Led by 4E Leader Managing Partner • Revenue Growth at High Sustainable Margins • Designed to Reward Long Term Sustainable Growth High Performance Culture • Sustainable & Predictable High Value Personal Service Performance • Unique & Differentiated Service to each 13 Client Family we Serve
Carriage Services –Three Core Models ü Innovative Standards Operating Model has led to Industry Leading Operating and Financial Performance ü Entrepreneurial Decentralized High Performance Culture Attracts and Retains Top Industry Talent ü One and Five Year Incentives Reward Top Managing Partners and their Team for Growth at High and Sustainable Margins ü Acquisition Criteria and Valuation Methodologies provide discipline for Most Attractive Opportunities in Strategic Growth Markets Standards Operating Model 4E Leadership Model Strategic Acquisition Model ´ Eight Funeral and six Cemetery ´ Used to attract, develop, and retain ´ Assess acquisition candidates based on operating standards that lead to high the top Managing Partners in the ten Strategic Criteria each of which is and sustainable financial performance industry with entrepreneurial and weighted for predictability of future competitive characteristics revenue growth ´ Focus on growing local market share, people development, and key metrics ´ Strong local leadership is required in ´ Seek to acquire larger and higher that drive long term sustainable each business to grow high value, margin funeral home and cemetery revenue and profit growth personal service and sales business at businesses in large, demographically sustainable profit margins attractive strategic markets ´ Local business market share growth is key to achieving sustainable revenue ´ Growth of a local business is driven by ´ Key criteria: owner alignment; volume growth that creates powerful financial and through high performing local and price trends; size of business; size dynamic of operating leverage employee teams aligned toward of market; competitive standing; Standards Achievement demographics; strength of brand; ´ Annual incentive compensation linked burial/cremation mix and barriers to to Standards Achievement and can be entry as high as 8% of individual business Field EBITDA´ Strategic Criteria Rankings in the 60%- 80% range align well with Standards Operating Model 14Carriage Services –Three Core Models ü Innovative Standards Operating Model has led to Industry Leading Operating and Financial Performance ü Entrepreneurial Decentralized High Performance Culture Attracts and Retains Top Industry Talent ü One and Five Year Incentives Reward Top Managing Partners and their Team for Growth at High and Sustainable Margins ü Acquisition Criteria and Valuation Methodologies provide discipline for Most Attractive Opportunities in Strategic Growth Markets Standards Operating Model 4E Leadership Model Strategic Acquisition Model ´ Eight Funeral and six Cemetery ´ Used to attract, develop, and retain ´ Assess acquisition candidates based on operating standards that lead to high the top Managing Partners in the ten Strategic Criteria each of which is and sustainable financial performance industry with entrepreneurial and weighted for predictability of future competitive characteristics revenue growth ´ Focus on growing local market share, people development, and key metrics ´ Strong local leadership is required in ´ Seek to acquire larger and higher that drive long term sustainable each business to grow high value, margin funeral home and cemetery revenue and profit growth personal service and sales business at businesses in large, demographically sustainable profit margins attractive strategic markets ´ Local business market share growth is key to achieving sustainable revenue ´ Growth of a local business is driven by ´ Key criteria: owner alignment; volume growth that creates powerful financial and through high performing local and price trends; size of business; size dynamic of operating leverage employee teams aligned toward of market; competitive standing; Standards Achievement demographics; strength of brand; ´ Annual incentive compensation linked burial/cremation mix and barriers to to Standards Achievement and can be entry as high as 8% of individual business Field EBITDA´ Strategic Criteria Rankings in the 60%- 80% range align well with Standards Operating Model 14
Valuation Creation Financial Dynamics Accelerating Value Creation Financial Dynamics with Increased Size and Scale post Four Strategic Acquisitions made in Q4 2019/Jan 2020 Operating Leverage Capital Structure Leverage • Modest historical growth in same store revenues • Demonstrated ability to rapidly reduce leverage through accompanied with modest historical growth in Field historically growing & recurring Free Cash Flow EBITDA Margins generated higher growth in Same • Maintain moderate leverage ≤4.0x leads to greater Store Field EBITDA financial flexibility to pursue value creation capital • Increasing death rates due to an aging generation of allocation • Declining Cost of Capital has led to higher Return on “baby boomers,” along with the execution of our Invested Capital Standards Operating Model has historically increased store volume & revenue & generates higher compounding growth rates of Field EBITDA Consolidated Platform Leverage Overhead Leverage • Acquired Field EBITDA from acquisitions has added to • Historical revenues have increased at a faster rate historical Adjusted Consolidated EBITDA & historical than Fixed Regional & Corporate Overhead costs Adjusted Free Cash Flow • Variable Overhead & primarily incentive • Historical Adjusted Free Cash Flow after fixed interest & compensation has increased relative to higher maintenance capital expenditures has grown at a faster historical operating & financial performance rate than historical revenues; a financial benefit that we believe will accrue to stakeholders Leverage mid-single digit Revenue Growth into Higher Growth Rates in Adjusted Consolidated EBITDA and Adjusted Free Cash Flow 15Valuation Creation Financial Dynamics Accelerating Value Creation Financial Dynamics with Increased Size and Scale post Four Strategic Acquisitions made in Q4 2019/Jan 2020 Operating Leverage Capital Structure Leverage • Modest historical growth in same store revenues • Demonstrated ability to rapidly reduce leverage through accompanied with modest historical growth in Field historically growing & recurring Free Cash Flow EBITDA Margins generated higher growth in Same • Maintain moderate leverage ≤4.0x leads to greater Store Field EBITDA financial flexibility to pursue value creation capital • Increasing death rates due to an aging generation of allocation • Declining Cost of Capital has led to higher Return on “baby boomers,” along with the execution of our Invested Capital Standards Operating Model has historically increased store volume & revenue & generates higher compounding growth rates of Field EBITDA Consolidated Platform Leverage Overhead Leverage • Acquired Field EBITDA from acquisitions has added to • Historical revenues have increased at a faster rate historical Adjusted Consolidated EBITDA & historical than Fixed Regional & Corporate Overhead costs Adjusted Free Cash Flow • Variable Overhead & primarily incentive • Historical Adjusted Free Cash Flow after fixed interest & compensation has increased relative to higher maintenance capital expenditures has grown at a faster historical operating & financial performance rate than historical revenues; a financial benefit that we believe will accrue to stakeholders Leverage mid-single digit Revenue Growth into Higher Growth Rates in Adjusted Consolidated EBITDA and Adjusted Free Cash Flow 15
Good To Great II Shareholder Value Creation Incentive Plan Carriage Leadership aligned for High Performance and Long-Term Shareholder Value Creation 20% 25% 30% 35% 40% $80 77.34 $75 • Equity Long Term Incentive Program for 50 senior $70 leaders of Carriage $65• Incentive awards based on compound annual growth 64.48 rate (CAGR) of Carriage stock price over 5 years $60 55.24 $55 53.39 $50 47.76 $45 43.88 41.07 $40 39.46 35.38 35.78 $35 35.11 31.59 29.82 $30 28.18 28.09 26.21 $25 24.30 24.85 22.47 20.13 $20 20.71 17.26 $15 14.38 $10 May 15, 2020 2020 2021 2022 2023 2024 Note: Chart included for illustrative purposes and is not a projection of stock price through 2024. 16Good To Great II Shareholder Value Creation Incentive Plan Carriage Leadership aligned for High Performance and Long-Term Shareholder Value Creation 20% 25% 30% 35% 40% $80 77.34 $75 • Equity Long Term Incentive Program for 50 senior $70 leaders of Carriage $65• Incentive awards based on compound annual growth 64.48 rate (CAGR) of Carriage stock price over 5 years $60 55.24 $55 53.39 $50 47.76 $45 43.88 41.07 $40 39.46 35.38 35.78 $35 35.11 31.59 29.82 $30 28.18 28.09 26.21 $25 24.30 24.85 22.47 20.13 $20 20.71 17.26 $15 14.38 $10 May 15, 2020 2020 2021 2022 2023 2024 Note: Chart included for illustrative purposes and is not a projection of stock price through 2024. 16
III. Financial Overview & Recent Performance 17III. Financial Overview & Recent Performance 17
Transformative High Performance 2020 and Q1 2021 Record Performance Reflects Accelerating Transformative High Performance __ Key Takeaways: o Carriage Leadership Teams are Aligned and Incentivized for Outstanding Execution of our 3 Core Models o Coronavirus Accelerated Innovation of High Value Personal Services and Sales by Managing Partners and Teams o Innovation in Business Practices & Rapid Acceptance of Technology/Digital Tools to Serve Client Families o COVID lift in Funeral volumes was impactful but Total Field EBITDA Margin Expansion & Market Share Gains are Sustainable o Record Cemetery Revenue & Field EBITDA Performance driven by Growth in Preneed Property Sales & EBITDA Margins o Successful Integration of 4 Large Acquisitions. Accelerating Revenue and Field EBITDA Performance Trends o Successful Execution of Preneed Trust Fund Repositioning led to Large Increase in Financial Revenue and EBITDA o Total Overhead expense increase related to increased Incentive Compensation = Pay for High Performance o Record Adj. Free Cash Flow & Adj. Consolidated EBITDA led to Rapid Debt Repayment & Balance Sheet Deleveraging 18Transformative High Performance 2020 and Q1 2021 Record Performance Reflects Accelerating Transformative High Performance __ Key Takeaways: o Carriage Leadership Teams are Aligned and Incentivized for Outstanding Execution of our 3 Core Models o Coronavirus Accelerated Innovation of High Value Personal Services and Sales by Managing Partners and Teams o Innovation in Business Practices & Rapid Acceptance of Technology/Digital Tools to Serve Client Families o COVID lift in Funeral volumes was impactful but Total Field EBITDA Margin Expansion & Market Share Gains are Sustainable o Record Cemetery Revenue & Field EBITDA Performance driven by Growth in Preneed Property Sales & EBITDA Margins o Successful Integration of 4 Large Acquisitions. Accelerating Revenue and Field EBITDA Performance Trends o Successful Execution of Preneed Trust Fund Repositioning led to Large Increase in Financial Revenue and EBITDA o Total Overhead expense increase related to increased Incentive Compensation = Pay for High Performance o Record Adj. Free Cash Flow & Adj. Consolidated EBITDA led to Rapid Debt Repayment & Balance Sheet Deleveraging 18
Recent Financial Highlights Performance Momentum Continues in 2021 Adjusted Consolidated EBITDA $120 Year Ended December 31, 2020 $100 – Record Total Revenue of $329.4 million, an increase of 20.2%; $80 – Record Total Field EBITDA of $141.9 million, an increase of 29.3%; $60 – Record Total Field EBITDA Margin of 43.1%, an increase of 310 basis points; $40 – Record Adjusted Consolidated EBITDA of $104.3 million, an increase of 36.1%; $20 – Record Adjusted Consolidated EBITDA Margin of 31.6%, an increase of 370 basis points; – Record Adjusted Free Cash Flow of $70.0 million, an increase of 80.3%; $0 2018 2019 2020 TTM – Record Adjusted Free Cash Flow Margin of 21.2%, an increase of 700 basis points March 2021 – Total Debt to Adjusted Consolidated EBITDA of 4.4x (1.6x reduction in 12 months) Leverage Reduction YTD March 2021 Comparative Results 6.5x – Record Total Revenue of $96.6 million, an increase of 24.7%; – Record Total Field EBITDA of $45.8 million, an increase of 52.1%; 5.5x – Record Field EBITDA Margin of 47.4%, an increase of 860 basis points; – Record Adjusted Consolidated EBITDA of $34.7 million, an increase of 51.7%; 4.5x – Record Adjusted Consolidated EBITDA Margin of 35.9%, an increase of 640 basis points; – Record TTM Adjusted Consolidated EBITDA of $116.1 million – Total Debt to TTM Adjusted Consolidated EBITDA of 3.8x (2.2x reduction in 15 months) 3.5x 2018 2019 2020 TTM March 2021 19Recent Financial Highlights Performance Momentum Continues in 2021 Adjusted Consolidated EBITDA $120 Year Ended December 31, 2020 $100 – Record Total Revenue of $329.4 million, an increase of 20.2%; $80 – Record Total Field EBITDA of $141.9 million, an increase of 29.3%; $60 – Record Total Field EBITDA Margin of 43.1%, an increase of 310 basis points; $40 – Record Adjusted Consolidated EBITDA of $104.3 million, an increase of 36.1%; $20 – Record Adjusted Consolidated EBITDA Margin of 31.6%, an increase of 370 basis points; – Record Adjusted Free Cash Flow of $70.0 million, an increase of 80.3%; $0 2018 2019 2020 TTM – Record Adjusted Free Cash Flow Margin of 21.2%, an increase of 700 basis points March 2021 – Total Debt to Adjusted Consolidated EBITDA of 4.4x (1.6x reduction in 12 months) Leverage Reduction YTD March 2021 Comparative Results 6.5x – Record Total Revenue of $96.6 million, an increase of 24.7%; – Record Total Field EBITDA of $45.8 million, an increase of 52.1%; 5.5x – Record Field EBITDA Margin of 47.4%, an increase of 860 basis points; – Record Adjusted Consolidated EBITDA of $34.7 million, an increase of 51.7%; 4.5x – Record Adjusted Consolidated EBITDA Margin of 35.9%, an increase of 640 basis points; – Record TTM Adjusted Consolidated EBITDA of $116.1 million – Total Debt to TTM Adjusted Consolidated EBITDA of 3.8x (2.2x reduction in 15 months) 3.5x 2018 2019 2020 TTM March 2021 19
Funeral Home Performance Same Store Funeral Results ($MM) o Record Same Store Funeral Operating Performance in 2020 and Q1 2021 driven by higher funeral volumes, broad based Market Share Gains and Improved Margin Management by our Funeral Managing Partners o Funeral Volumes increase from COVID-19 was material partially offset by lower Average Revenue Per Contract (ARPC) during early stages of COVID in 2020 Same Store Funeral Contracts o Average Revenue Per Contract improved throughout 2020 and into 2021. Greatest opportunity for future growth in ARPC from providing more Cremation families with value added memorialization services o Broad market share gains in 2020 and 2021 are sustainable and continued local market share gains will be a key driver of future organic revenue growth (1) Funeral Same Store Contracts Average Revenue per Contract 20 (1) Excludes Preneed Funeral interest earnings.Funeral Home Performance Same Store Funeral Results ($MM) o Record Same Store Funeral Operating Performance in 2020 and Q1 2021 driven by higher funeral volumes, broad based Market Share Gains and Improved Margin Management by our Funeral Managing Partners o Funeral Volumes increase from COVID-19 was material partially offset by lower Average Revenue Per Contract (ARPC) during early stages of COVID in 2020 Same Store Funeral Contracts o Average Revenue Per Contract improved throughout 2020 and into 2021. Greatest opportunity for future growth in ARPC from providing more Cremation families with value added memorialization services o Broad market share gains in 2020 and 2021 are sustainable and continued local market share gains will be a key driver of future organic revenue growth (1) Funeral Same Store Contracts Average Revenue per Contract 20 (1) Excludes Preneed Funeral interest earnings.
Cemetery Segment Performance Preneed Cemetery Contracts & Revenue o New Cemetery Preneed Sales Program & Leadership has led to higher Cemetery Revenue growth rates with higher sustained Cemetery Field EBITDA Margins in the second half of 2020 and Q1 2021 o Improved EBITDA Margin performance in our Cemetery Same Store Preneed Same Store Preneed Sales Same Store Cemetery portfolio is reflective of Property Contracts Sold Revenue the Operating Leverage with higher revenue flowing through the mostly fixed costs of Cemetery Same Store Financials ($MM) $25.0 each business 47 .0% 43.8% 42.9% o New Cemetery Preneed Sales Program $20.0 42 .0% focused on key areas: Improved Technology, $14.8 $14.6 39.1% $14.4 $15.0 Performance Based Incentives, Improved 37.0% $11.6 $10.9 Capital Allocation & Development of 31.5% $10.0 Cemetery Inventory, Robust Marketing & 32.0% 29.0% $6.5 $6.2 $5.7 Lead Generation $3.7 $5.0 $3.2 27.0% $0.0 22.0% Q1'20 Q2'20 Q3'20 Q4'20 Q1'21 21Cemetery Segment Performance Preneed Cemetery Contracts & Revenue o New Cemetery Preneed Sales Program & Leadership has led to higher Cemetery Revenue growth rates with higher sustained Cemetery Field EBITDA Margins in the second half of 2020 and Q1 2021 o Improved EBITDA Margin performance in our Cemetery Same Store Preneed Same Store Preneed Sales Same Store Cemetery portfolio is reflective of Property Contracts Sold Revenue the Operating Leverage with higher revenue flowing through the mostly fixed costs of Cemetery Same Store Financials ($MM) $25.0 each business 47 ..0% 43.8% 42.9% o New Cemetery Preneed Sales Program $20.0 42 .0% focused on key areas: Improved Technology, $14.8 $14.6 39.1% $14.4 $15.0 Performance Based Incentives, Improved 37.0% $11.6 $10.9 Capital Allocation & Development of 31.5% $10.0 Cemetery Inventory, Robust Marketing & 32.0% 29.0% $6.5 $6.2 $5.7 Lead Generation $3.7 $5.0 $3.2 27.0% $0.0 22.0% Q1'20 Q2'20 Q3'20 Q4'20 Q1'21 21
Acquisition Performance Acquisition Funeral Home Result ($MM) o Carriage made 4 Large Transformational Acquisitions in attractive strategic markets in Q4 2019/Jan 2020: Fairfax Memorial Park and Funeral Home (VA), Oakmont Memorial Park and Mortuary (CA), Rest Haven Funeral Home and Cemetery (TX) and Lombardo Funeral Homes (NY) o Acquisitions evaluated under our Strategic Funeral Acquisition Revenue Funeral Acquisition EBITDA Acquisition Model; $172 million aggregate Funeral Acquisition EBITDA Margin purchase price Acquisition Cemetery Results ($MM) o Past 5 quarter performance demonstrates $8.0 $7.0 successful execution of integration plans with $7.0 58.8% more performance upside potential for each $5.5 $6.0 $5.2 business $5.0 46.0% 44.7% $4.1 $4.1 $4.0 o Recent Acquisitions increased the size and scale 35.4% $2.8 $3.0 $2.5 of our operating & consolidation platform $2.3 29.5% leading to higher revenue growth rates with $2.0 $1.4 $0.8 even higher growth rates in Adj. Consolidated $1.0 EBITDA at higher EBITDA Margin $0.0 Q1'20 Q2'20 Q3'20 Q4'20 Q1'21 Cemetery Acquisition Revenue Cemetery Acquisition EBITDA Cemetery Acquisition EBITDA Margin 22Acquisition Performance Acquisition Funeral Home Result ($MM) o Carriage made 4 Large Transformational Acquisitions in attractive strategic markets in Q4 2019/Jan 2020: Fairfax Memorial Park and Funeral Home (VA), Oakmont Memorial Park and Mortuary (CA), Rest Haven Funeral Home and Cemetery (TX) and Lombardo Funeral Homes (NY) o Acquisitions evaluated under our Strategic Funeral Acquisition Revenue Funeral Acquisition EBITDA Acquisition Model; $172 million aggregate Funeral Acquisition EBITDA Margin purchase price Acquisition Cemetery Results ($MM) o Past 5 quarter performance demonstrates $8.0 $7.0 successful execution of integration plans with $7.0 58.8% more performance upside potential for each $5.5 $6.0 $5.2 business $5.0 46.0% 44.7% $4.1 $4.1 $4.0 o Recent Acquisitions increased the size and scale 35.4% $2.8 $3.0 $2.5 of our operating & consolidation platform $2.3 29.5% leading to higher revenue growth rates with $2.0 $1.4 $0.8 even higher growth rates in Adj. Consolidated $1.0 EBITDA at higher EBITDA Margin $0.0 Q1'20 Q2'20 Q3'20 Q4'20 Q1'21 Cemetery Acquisition Revenue Cemetery Acquisition EBITDA Cemetery Acquisition EBITDA Margin 22
Strong Free Cash Flow & Rapid Deleveraging Growing Free Cash Flow ($MM) $ 120 45 % o 2020 Record Revenue and Adj. Consolidated 40 % $ 100 EBITDA Performance led to Record Free Cash Flow 35 % generation and a Rapid Reduction in our Total Debt $ 80 $70.0 to Adjusted Consolidated EBITDA Ratio 30 % $ 60 25 % o 2020 Record Adjusted Free Cash Flow of $70.0 $42.6 21.2% $38.8 $ 40 million compared to $38.8 million in 2019, an 20 % increase of 80.3%; Adjusted Free Cash Flow Margin 15.9% 14.2% $ 20 15 % increased 700 bps to 21.2% $ 0 10 % o Q1 2021 Record Adjusted Free Cash Flow $27.1 2018 2019 2020 million – 115.3% increase YoY; Adjusted Free Cash Flow Margin increased 1,180 bps to 28.1% Proven Deleveraging Capability o 2020 peak Proforma Leverage Ratio of 6.0x due to 4 Transformative Acquisitions completed Q4 2019 6.0x and January 2020 Reduced to 3.8x as of Q1 2021 - 5.1x decrease of 2.2x since 1/3/2020 4.4x o Total Debt Repayment of ~$94 million since peak debt ($534 million) through Q1 2021 ($439 million) 2018 2019 2020 23Strong Free Cash Flow & Rapid Deleveraging Growing Free Cash Flow ($MM) $ 120 45 % o 2020 Record Revenue and Adj. Consolidated 40 % $ 100 EBITDA Performance led to Record Free Cash Flow 35 % generation and a Rapid Reduction in our Total Debt $ 80 $70.0 to Adjusted Consolidated EBITDA Ratio 30 % $ 60 25 % o 2020 Record Adjusted Free Cash Flow of $70.0 $42.6 21.2% $38.8 $ 40 million compared to $38.8 million in 2019, an 20 % increase of 80.3%; Adjusted Free Cash Flow Margin 15.9% 14.2% $ 20 15 % increased 700 bps to 21.2% $ 0 10 % o Q1 2021 Record Adjusted Free Cash Flow $27.1 2018 2019 2020 million – 115.3% increase YoY; Adjusted Free Cash Flow Margin increased 1,180 bps to 28.1% Proven Deleveraging Capability o 2020 peak Proforma Leverage Ratio of 6.0x due to 4 Transformative Acquisitions completed Q4 2019 6.0x and January 2020 Reduced to 3.8x as of Q1 2021 - 5.1x decrease of 2.2x since 1/3/2020 4.4x o Total Debt Repayment of ~$94 million since peak debt ($534 million) through Q1 2021 ($439 million) 2018 2019 2020 23
Trust Investment Repositioning/Performance Preneed Trust Fund Repositioning Strategy Executed during the Coronavirus Market Crisis has been highly accretive to Carriage’s reported Financial Revenue, Adj. Consolidated EBITDA, Adj. Consolidated EBITDA Margin and Free Cash Flow o Successful Execution of our Trust Fund Repositioning Strategy has led to a 70% Increase in Recurring Annual Income to $16 million and Positioned for Long Term Capital Appreciation. o Trust Fund Portfolio positioned to generate a higher, recurring amount of Financial Revenue & EBITDA: Increased cash earnings from Cemetery Perpetual Care accounts & Increased Value of Funeral and Cemetery Preneed Contracts. Financial EBITDA Increased 29.3% to $18.4 million & Financial EBITDA Margin Increased 340 bps to 93.3% in 2020. 2008 to 2020 Discretionary Trust Investments Return CAGR: 13.9% 24Trust Investment Repositioning/Performance Preneed Trust Fund Repositioning Strategy Executed during the Coronavirus Market Crisis has been highly accretive to Carriage’s reported Financial Revenue, Adj. Consolidated EBITDA, Adj. Consolidated EBITDA Margin and Free Cash Flow o Successful Execution of our Trust Fund Repositioning Strategy has led to a 70% Increase in Recurring Annual Income to $16 million and Positioned for Long Term Capital Appreciation. o Trust Fund Portfolio positioned to generate a higher, recurring amount of Financial Revenue & EBITDA: Increased cash earnings from Cemetery Perpetual Care accounts & Increased Value of Funeral and Cemetery Preneed Contracts. Financial EBITDA Increased 29.3% to $18.4 million & Financial EBITDA Margin Increased 340 bps to 93.3% in 2020. 2008 to 2020 Discretionary Trust Investments Return CAGR: 13.9% 24
Historical Financial Performance 1 Revenue by Segment Adj. Consolidated EBITDA and Margin $ 120 45 % $329.4 $104.3 40 % $ 100 $274.1 $268.0 $76.6 35 % $70.2 $ 80 30 % 31.6% $ 60 25 % 27.9% 26.2% $ 40 20 % $ 20 15 % $ 0 10 % 2018 2019 2020 2018 2019 2020 Funeral Home Cemetery Financial Divested Adj. Consolidated EBITDA EBITDA Margin 1 Maintenance vs. Growth Capex Total Overhead as a Percent of Sales 15 % $40.5 $37.6 $15.4 $37.0 $15.2 $ 40 $13.5 13.8% 13.7% $6.6 $6.4 $4.3 $ 20 12.3% $9.3 $8.8 $8.8 $ 0 10 % 2018 2019 2020 2018 2019 2020 Maintenance Growth Total Overhead % Sales Note: Figures shown in millions. 25 1 Please refer to appendix.Historical Financial Performance 1 Revenue by Segment Adj. Consolidated EBITDA and Margin $ 120 45 % $329.4 $104.3 40 % $ 100 $274.1 $268.0 $76.6 35 % $70.2 $ 80 30 % 31.6% $ 60 25 % 27.9% 26.2% $ 40 20 % $ 20 15 % $ 0 10 % 2018 2019 2020 2018 2019 2020 Funeral Home Cemetery Financial Divested Adj. Consolidated EBITDA EBITDA Margin 1 Maintenance vs. Growth Capex Total Overhead as a Percent of Sales 15 % $40.5 $37.6 $15.4 $37.0 $15.2 $ 40 $13.5 13.8% 13.7% $6.6 $6.4 $4.3 $ 20 12.3% $9.3 $8.8 $8.8 $ 0 10 % 2018 2019 2020 2018 2019 2020 Maintenance Growth Total Overhead % Sales Note: Figures shown in millions. 25 1 Please refer to appendix.
IV. Appendix 26IV. Appendix 26
Reconciliation of Non-GAAP Measures: Adjusted Consolidated EBITDA ($ in millions) 2018 2019 2020 Q1 2020 Q1 2021 LTM 2021 Net Income (Loss) (GAAP) 11.6 14.5 16.1 (4.2) 12.9 33.2 Plus: Net Tax Expense (Benefit) 6.6 7.9 8.5 (2.2) 5.6 16.3 Plus: Interest Expense 21.1 25.5 32.5 8.4 7.6 31.7 Plus: Depreciation & Amortization 17.4 17.8 19.4 4 .6 5.0 19.8 Non-Cash Stock Compensation 6.6 2.1 3.4 0.8 1.3 3.8 Accretion of Discount on Convertible Surbodinated Notes 2.2 0.2 0.2 0.1 - 0.2 Net Loss (Gain) on Divestitures 0.3 3.9 6.7 - (0.3) 6 .4 Impairment of Goodwill and Other Intangibles 0.8 1.0 14.7 14.7 - - Loss on Early Extinguishment of Debt 0.5 - - - - - Other, Net 0.2 (0.7) (0.1) - 0.1 - Consolidated EBITDA 67.3 72.2 101.4 22.2 32.2 111.4 Acquisition Expenses - 2.1 - 0.1 - (0.1) Severance and Separation Costs 1.4 1.2 0.6 0.3 1.6 1.8 Litigation Reserve 1.0 0.8 0.3 0.1 - 0.2 Natural Disaster and Pandemic Costs 0.5 - 1.6 0.1 0.9 2.4 Other Special Items - 0.3 0.4 - - 0.4 Adjusted Consolidated EBITDA 70.2 76.6 104.3 22.8 34.7 116.1 Source: Company Filings. Note: Numbers may not foot due to rounding. 27Reconciliation of Non-GAAP Measures: Adjusted Consolidated EBITDA ($ in millions) 2018 2019 2020 Q1 2020 Q1 2021 LTM 2021 Net Income (Loss) (GAAP) 11.6 14.5 16.1 (4.2) 12.9 33.2 Plus: Net Tax Expense (Benefit) 6.6 7.9 8.5 (2.2) 5.6 16.3 Plus: Interest Expense 21.1 25.5 32.5 8.4 7.6 31.7 Plus: Depreciation & Amortization 17.4 17.8 19.4 4 .6 5.0 19.8 Non-Cash Stock Compensation 6.6 2.1 3.4 0.8 1.3 3.8 Accretion of Discount on Convertible Surbodinated Notes 2.2 0.2 0.2 0.1 - 0.2 Net Loss (Gain) on Divestitures 0.3 3.9 6.7 - (0.3) 6 .4 Impairment of Goodwill and Other Intangibles 0.8 1.0 14.7 14.7 - - Loss on Early Extinguishment of Debt 0.5 - - - - - Other, Net 0.2 (0.7) (0.1) - 0.1 - Consolidated EBITDA 67.3 72.2 101.4 22.2 32.2 111.4 Acquisition Expenses - 2.1 - 0.1 - (0.1) Severance and Separation Costs 1.4 1.2 0.6 0.3 1.6 1.8 Litigation Reserve 1.0 0.8 0.3 0.1 - 0.2 Natural Disaster and Pandemic Costs 0.5 - 1.6 0.1 0.9 2.4 Other Special Items - 0.3 0.4 - - 0.4 Adjusted Consolidated EBITDA 70.2 76.6 104.3 22.8 34.7 116.1 Source: Company Filings. Note: Numbers may not foot due to rounding. 27
Reconciliation of Non-GAAP Measures: Funeral Field EBITDA and Cemetery Field EBITDA Funeral Field EBITDA ($ in millions) 2018 2019 2020 Q1 2020 Q1 2021 Funeral Operating Income (GAAP) $ 60.0 $ 58.8 $ 57.7 $ 4.3 $ 25.9 Funeral Depreciation & Amortization 10.7 11.1 11.6 2.9 2.8 Regional and unallocated funeral costs 10.5 11.0 14.3 2.3 4.6 Net loss (gain) on divestitures and impairments charges 0.9 4.8 21.4 14.7 (0.3) Less: Funeral Financial EBITDA (7.3) (7.4) (8.2) (2.0) (2.3) Ancillary EBITDA - (0.3) (1.2) (0.3) (0.2) Funeral Divested/Planned Divested EBITDA (3.0) (2.3) (2.2) (0.7) (0.1) Funeral Field EBITDA 71.8 75.7 93.4 21.3 30.3 Cemetery Field EBITDA ($ in millions) 2018 2019 2020 Q1 2020 Q1 2021 Cemetery Operating Income (GAAP) $ 14.7 $ 16.0 $ 26.8 $ 4.2 $ 9.5 Cemetery Depreciation & Amortization 4.9 5.2 6.4 1.2 1.9 Regional and unallocated cemetery costs 2.2 2.8 3.7 0.4 1.5 Net loss (gain) on divestitures and impairments charges 0.3 - - - - Less: Cemetery Financial EBITDA (6.8) (6.8) (10.2) (1.8) (3.0) Cemetery Divested/Planned Divested EBITDA (1.4) - (0.1) - - Cemetery Field EBITDA 13.9 17.2 26.6 4.0 9.8 Source: Company Filings. Note: Numbers may not foot due to rounding. 28Reconciliation of Non-GAAP Measures: Funeral Field EBITDA and Cemetery Field EBITDA Funeral Field EBITDA ($ in millions) 2018 2019 2020 Q1 2020 Q1 2021 Funeral Operating Income (GAAP) $ 60.0 $ 58.8 $ 57.7 $ 4.3 $ 25.9 Funeral Depreciation & Amortization 10.7 11.1 11.6 2.9 2.8 Regional and unallocated funeral costs 10.5 11.0 14.3 2.3 4.6 Net loss (gain) on divestitures and impairments charges 0.9 4.8 21.4 14.7 (0.3) Less: Funeral Financial EBITDA (7.3) (7.4) (8.2) (2.0) (2.3) Ancillary EBITDA - (0.3) (1.2) (0.3) (0.2) Funeral Divested/Planned Divested EBITDA (3.0) (2.3) (2.2) (0.7) (0.1) Funeral Field EBITDA 71.8 75.7 93.4 21.3 30.3 Cemetery Field EBITDA ($ in millions) 2018 2019 2020 Q1 2020 Q1 2021 Cemetery Operating Income (GAAP) $ 14.7 $ 16.0 $ 26.8 $ 4.2 $ 9.5 Cemetery Depreciation & Amortization 4.9 5.2 6.4 1.2 1.9 Regional and unallocated cemetery costs 2.2 2.8 3.7 0.4 1.5 Net loss (gain) on divestitures and impairments charges 0.3 - - - - Less: Cemetery Financial EBITDA (6.8) (6.8) (10.2) (1.8) (3.0) Cemetery Divested/Planned Divested EBITDA (1.4) - (0.1) - - Cemetery Field EBITDA 13.9 17.2 26.6 4.0 9.8 Source: Company Filings. Note: Numbers may not foot due to rounding. 28
Reconciliation of Non-GAAP Measures: Total Financial EBITDA and Total Field EBITDA Total Financial EBITDA ($ in millions) 2018 2019 2020 Q1 2020 Q1 2021 Other revenue (GAAP) 17.1 17.0 24.8 5.5 7.0 Other expenses (GAAP) 1.5 2.0 4.8 1.3 1.4 Other operating income 15.6 20.0 4.2 15.0 5 .6 Less: Ancillary EBITDA - (0.3) (1.2) (0.3) (0.2) Divested/Planned Divested Financial EBITDA (1.4) (0.5) (0.4) (0.1) (0.1) Total Financial EBITDA 14.2 14.2 18.4 3.8 5.3 Total Field EBITDA ($ in millions) 2018 2019 2020 Q1 2020 Q1 2021 Operating Income (GAAP) 42.1 47.4 5 7.2 2.2 26.2 Depreciation & Amortization 17.4 17.8 19.4 4.5 5.0 Regional and unallocated funeral and cemetery costs 2.8 12.8 13.8 1 8.1 6.1 General, administrative and other 30.8 25.9 25.8 5.9 8.8 Net loss (gain) on divestitures and impairments charges 1.2 4 .9 21.4 14.7 (0.3) Total Field EBITDA 104.3 109.8 141.9 30.1 45.8 Source: Company Filings. Note: Numbers may not foot due to rounding. 29Reconciliation of Non-GAAP Measures: Total Financial EBITDA and Total Field EBITDA Total Financial EBITDA ($ in millions) 2018 2019 2020 Q1 2020 Q1 2021 Other revenue (GAAP) 17.1 17.0 24.8 5.5 7.0 Other expenses (GAAP) 1.5 2.0 4.8 1.3 1.4 Other operating income 15.6 20.0 4.2 15.0 5 .6 Less: Ancillary EBITDA - (0.3) (1.2) (0.3) (0.2) Divested/Planned Divested Financial EBITDA (1.4) (0.5) (0.4) (0.1) (0.1) Total Financial EBITDA 14.2 14.2 18.4 3.8 5.3 Total Field EBITDA ($ in millions) 2018 2019 2020 Q1 2020 Q1 2021 Operating Income (GAAP) 42.1 47.4 5 7.2 2.2 26.2 Depreciation & Amortization 17.4 17.8 19.4 4.5 5.0 Regional and unallocated funeral and cemetery costs 2.8 12.8 13.8 1 8.1 6.1 General, administrative and other 30.8 25.9 25.8 5.9 8.8 Net loss (gain) on divestitures and impairments charges 1.2 4 .9 21.4 14.7 (0.3) Total Field EBITDA 104.3 109.8 141.9 30.1 45.8 Source: Company Filings. Note: Numbers may not foot due to rounding. 29
Reconciliation of Non-GAAP Measures: Adjusted Free Cash Flow ($ in millions) 2018 2019 2020 Q1 2020 Q1 2021 Net cash provided by operating activities $49.0 $43.2 $82.9 $13.5 $26.8 Plus Special Items: Federal tax refund - - (7.0) - - Acquisition and divestiture expeneses 2.1 (0.0) 0.1 - Severance costs 1.4 1.2 0.6 0.3 1.6 Litigation reserve 1.0 0.8 0.3 0.1 - Natural disaster costs 0.4 - 1.6 0.1 0.9 Other special items - 0.3 0.4 - - Cash used for maintenance capital expenditures (9.3) (8.8) (8.8) (1.6) (2.1) Adjusted Free Cash Flow $42.6 $38.8 $70.0 $12.6 $27.1 Source: Company Filings. Note: Numbers may not foot due to rounding. 30Reconciliation of Non-GAAP Measures: Adjusted Free Cash Flow ($ in millions) 2018 2019 2020 Q1 2020 Q1 2021 Net cash provided by operating activities $49.0 $43.2 $82.9 $13.5 $26.8 Plus Special Items: Federal tax refund - - (7.0) - - Acquisition and divestiture expeneses 2.1 (0.0) 0.1 - Severance costs 1.4 1.2 0.6 0.3 1.6 Litigation reserve 1.0 0.8 0.3 0.1 - Natural disaster costs 0.4 - 1.6 0.1 0.9 Other special items - 0.3 0.4 - - Cash used for maintenance capital expenditures (9.3) (8.8) (8.8) (1.6) (2.1) Adjusted Free Cash Flow $42.6 $38.8 $70.0 $12.6 $27.1 Source: Company Filings. Note: Numbers may not foot due to rounding. 30
Reconciliation of Non-GAAP Measures: Total Overhead ($ in millions) 2018 2019 2020 Q1 2020 Q1 2021 Regional and unallocated funeral and cemetery costs (GAAP) 12.7 13.8 18.1 2.8 6.1 General, administrative and other (GAAP) 30.8 25.9 25.8 5.9 8.8 Total 43.6 39.7 43.9 8.7 14.9 ($ in millions) 2018 2019 2020 Q1 2020 Q1 2021 Regional Overhead 4.0 4.1 4.1 1.1 1.2 Corporate Overhead 20.3 19.4 20.2 5.2 5.5 Variable Overhead 12.7 14.1 16.2 1.6 6.9 Total Overhead 37.0 37.6 40.5 7.9 13.6 Add: Non-cash Stock Compensation 6.6 2.1 3.4 0.8 1.3 Total 43.6 39.7 43.9 8.7 14.9 Source: Company Filings. Note: Numbers may not foot due to rounding. 31Reconciliation of Non-GAAP Measures: Total Overhead ($ in millions) 2018 2019 2020 Q1 2020 Q1 2021 Regional and unallocated funeral and cemetery costs (GAAP) 12.7 13.8 18.1 2.8 6.1 General, administrative and other (GAAP) 30.8 25.9 25.8 5.9 8.8 Total 43.6 39.7 43.9 8.7 14.9 ($ in millions) 2018 2019 2020 Q1 2020 Q1 2021 Regional Overhead 4.0 4.1 4.1 1.1 1.2 Corporate Overhead 20.3 19.4 20.2 5.2 5.5 Variable Overhead 12.7 14.1 16.2 1.6 6.9 Total Overhead 37.0 37.6 40.5 7.9 13.6 Add: Non-cash Stock Compensation 6.6 2.1 3.4 0.8 1.3 Total 43.6 39.7 43.9 8.7 14.9 Source: Company Filings. Note: Numbers may not foot due to rounding. 31
Reconciliation of Non-GAAP Measures: Funeral and Cemetery Financial EBITDA ($ in millions) 2018 2019 2020 Other revenue (GAAP) $17.1 $17.0 $24.8 Other expenses (GAAP) 1 .5 2 .1 4.8 Other operating income 15.6 15.0 20.0 Less: Ancillary EBITDA - (0.3) (1.2) Divested/Planned Divested Financial EBITDA (1.4) (0.5) (0.4) Cemetery Financial EBITDA (6.8) (6.8) (10.2) $7.4 $7.4 $8.2 Funeral Financial EBITDA ($ in millions) 2018 2019 2020 Other revenue (GAAP) $17.1 $17.0 $24.8 Other expenses (GAAP) 1 .5 2 .1 4.8 Other operating income 15.6 15.0 20.0 Less: Ancillary EBITDA - (0.3) (1.2) Divested/Planned Divested Financial EBITDA (1.4) (0.5) (0.4) Funeral Financial EBITDA (7.4) (7.4) (8.2) Cemetery Financial EBITDA $6.8 $6.8 $10.2 Source: Company Filings. Note: Numbers may not foot due to rounding. 32Reconciliation of Non-GAAP Measures: Funeral and Cemetery Financial EBITDA ($ in millions) 2018 2019 2020 Other revenue (GAAP) $17.1 $17.0 $24.8 Other expenses (GAAP) 1 .5 2 .1 4.8 Other operating income 15.6 15.0 20.0 Less: Ancillary EBITDA - (0.3) (1.2) Divested/Planned Divested Financial EBITDA (1.4) (0.5) (0.4) Cemetery Financial EBITDA (6.8) (6.8) (10.2) $7.4 $7.4 $8.2 Funeral Financial EBITDA ($ in millions) 2018 2019 2020 Other revenue (GAAP) $17.1 $17.0 $24.8 Other expenses (GAAP) 1 .5 2 .1 4.8 Other operating income 15.6 15.0 20.0 Less: Ancillary EBITDA - (0.3) (1.2) Divested/Planned Divested Financial EBITDA (1.4) (0.5) (0.4) Funeral Financial EBITDA (7.4) (7.4) (8.2) Cemetery Financial EBITDA $6.8 $6.8 $10.2 Source: Company Filings. Note: Numbers may not foot due to rounding. 32
Reconciliation of Non-GAAP Measures: Ancillary EBITDA and Divested/Planned Divested Financial EBITDA ($ in millions) 2018 2019 2020 Other revenue (GAAP) $17.1 $17.0 $24.8 Other expenses (GAAP) 1 .5 2 .1 4.8 Other operating income 15.6 15.0 20.0 Less: Divested/Planned Divested Financial EBITDA (1.4) (0.5) (0.4) Funeral Financial EBITDA (7.4) (7.4) (8.2) Cemetery Financial EBITDA (6.8) (6.8) (10.2) Ancillary EBITDA $- $0.3 $1.2 ($ in millions) 2018 2019 2020 Other revenue (GAAP) $17.1 $17.0 $24.8 Other expenses (GAAP) 1 .5 2 .1 4.8 Other operating income 15.6 15.0 20.0 Less: Ancillary EBITDA - (0.3) (1.2) Funeral Financial EBITDA (7.4) (7.4) (8.2) Cemetery Financial EBITDA (6.8) (6.8) (10.2) Divested/Planned Divested Financial EBITDA $1.4 $0.5 $0.4 Source: Company Filings. Note: Numbers may not foot due to rounding. 33Reconciliation of Non-GAAP Measures: Ancillary EBITDA and Divested/Planned Divested Financial EBITDA ($ in millions) 2018 2019 2020 Other revenue (GAAP) $17.1 $17.0 $24.8 Other expenses (GAAP) 1 .5 2 .1 4.8 Other operating income 15.6 15.0 20.0 Less: Divested/Planned Divested Financial EBITDA (1.4) (0.5) (0.4) Funeral Financial EBITDA (7.4) (7.4) (8.2) Cemetery Financial EBITDA (6.8) (6.8) (10.2) Ancillary EBITDA $- $0.3 $1.2 ($ in millions) 2018 2019 2020 Other revenue (GAAP) $17.1 $17.0 $24.8 Other expenses (GAAP) 1 .5 2 .1 4.8 Other operating income 15.6 15.0 20.0 Less: Ancillary EBITDA - (0.3) (1.2) Funeral Financial EBITDA (7.4) (7.4) (8.2) Cemetery Financial EBITDA (6.8) (6.8) (10.2) Divested/Planned Divested Financial EBITDA $1.4 $0.5 $0.4 Source: Company Filings. Note: Numbers may not foot due to rounding. 33
Reconciliation of Non-GAAP Measures: Funeral and Cemetery Divested / Planned Divested EBITDA ($ in millions) 2018 2019 2020 Funeral Operating Income (GAAP) $60.0 $58.8 $57.6 Funeral Depreciation & Amortization 1 0.7 1 1.1 1 1.6 Regional and unallocated funeral costs 10.5 11.0 14.3 Net loss (gain) on divestitures and impairments charges 0.8 4.8 21.4 Less: Funeral Field EBITDA (71.8) (75.7) (93.4) Funeral Financial EBITDA (7.4) (7.4) (8.2) Ancillary EBITDA - (0.3) (1.2) Funeral Divested/Planned Divested EBITDA $3.0 $2.3 $2.2 ($ in millions) 2018 2019 2020 Cemetery Operating Income (GAAP) $14.7 $16.0 $26.9 Funeral Depreciation & Amortization 4.9 5.2 6.4 Regional and unallocated funeral costs 2.2 2.8 3 .7 Net loss (gain) on divestitures and impairments charges 0 .3 - - Less: Cemetery Field EBITDA (13.9) (17.2) (26.6) Cemetery Financial EBITDA (6.8) (6.8) (10.2) Cemetery Divested/Planned Divested EBITDA $1.4 $0.0 $0.1 Source: Company Filings. Note: Numbers may not foot due to rounding. 34Reconciliation of Non-GAAP Measures: Funeral and Cemetery Divested / Planned Divested EBITDA ($ in millions) 2018 2019 2020 Funeral Operating Income (GAAP) $60.0 $58.8 $57.6 Funeral Depreciation & Amortization 1 0.7 1 1.1 1 1.6 Regional and unallocated funeral costs 10.5 11.0 14.3 Net loss (gain) on divestitures and impairments charges 0.8 4.8 21.4 Less: Funeral Field EBITDA (71.8) (75.7) (93.4) Funeral Financial EBITDA (7.4) (7.4) (8.2) Ancillary EBITDA - (0.3) (1.2) Funeral Divested/Planned Divested EBITDA $3.0 $2.3 $2.2 ($ in millions) 2018 2019 2020 Cemetery Operating Income (GAAP) $14.7 $16.0 $26.9 Funeral Depreciation & Amortization 4.9 5.2 6.4 Regional and unallocated funeral costs 2.2 2.8 3 .7 Net loss (gain) on divestitures and impairments charges 0 .3 - - Less: Cemetery Field EBITDA (13.9) (17.2) (26.6) Cemetery Financial EBITDA (6.8) (6.8) (10.2) Cemetery Divested/Planned Divested EBITDA $1.4 $0.0 $0.1 Source: Company Filings. Note: Numbers may not foot due to rounding. 34
Business Segment Overview Funeral Home Operations Cemetery Operations Financial Earnings Preneed & Trust – Earnings from insurance contracts & trust fund assets as merchandise – 178 funeral homes in 26 states– 32 cemeteries in 12 states Overview and services are provided to customers – Complete range of services, including:– Product and service offering includes:– Derived from four components: – Consultation– Interment services– Preneed Funeral Commission Income – Removal and preparation of – Right to interment in cemetery remains sites (primarily grave sites, – Preneed Funeral Trust Earnings mausoleum crypts and niches) – Sale of caskets and related funeral – Preneed Cemetery Trust merchandise– Related cemetery merchandise Earnings Description (e.g. memorials and vaults) – Use of funeral home facilities for – Preneed Cemetery Finance visitation and remembrance – Revenue & EBITDA growth driven by Charges services sale of property on a preneed basis – Both available on an “atneed” and “preneed” basis – High Value Personal Service Business – Q1 21 Revenue: $66.8MM– Q1 21 Revenue: $21.6MM Operating and – Q1 21 Revenue: $5.7MM – EBITDA: $30.3MM– EBITDA: $9.8MM Financial – EBITDA: $5.3MM Metrics– EBITDA Margin: 45%– EBITDA Margin: 45% FY Dec-2020 Revenue (2) $235MM / 72% $70MM / 22% $20MM / 6% ($MM) / (%) of (1) Total 35 1 Excludes ancillary revenue. 2 Includes divested/planned revenue. Business Segment Overview Funeral Home Operations Cemetery Operations Financial Earnings Preneed & Trust – Earnings from insurance contracts & trust fund assets as merchandise – 178 funeral homes in 26 states– 32 cemeteries in 12 states Overview and services are provided to customers – Complete range of services, including:– Product and service offering includes:– Derived from four components: – Consultation– Interment services– Preneed Funeral Commission Income – Removal and preparation of – Right to interment in cemetery remains sites (primarily grave sites, – Preneed Funeral Trust Earnings mausoleum crypts and niches) – Sale of caskets and related funeral – Preneed Cemetery Trust merchandise– Related cemetery merchandise Earnings Description (e.g. memorials and vaults) – Use of funeral home facilities for – Preneed Cemetery Finance visitation and remembrance – Revenue & EBITDA growth driven by Charges services sale of property on a preneed basis – Both available on an “atneed” and “preneed” basis – High Value Personal Service Business – Q1 21 Revenue: $66.8MM– Q1 21 Revenue: $21.6MM Operating and – Q1 21 Revenue: $5.7MM – EBITDA: $30.3MM– EBITDA: $9.8MM Financial – EBITDA: $5.3MM Metrics– EBITDA Margin: 45%– EBITDA Margin: 45% FY Dec-2020 Revenue (2) $235MM / 72% $70MM / 22% $20MM / 6% ($MM) / (%) of (1) Total 35 1 Excludes ancillary revenue. 2 Includes divested/planned revenue.
Non-GAAP Financial Measures Index – Adjusted Consolidated EBITDA is defined as Consolidated EBITDA after adjustments for Special Items that we believe do not directly reflect our core operations and may not be indicative of our normal business operations. – Adjusted Free Cash Flow is defined as cash flow provided by operating activities, adjusted by Special Items as deemed necessary, less cash for maintenance capital expenditures. – Cemetery Field EBITDA is defined as cemetery operating income, excluding depreciation and amortization, regional and unallocated costs, gain/loss on divestitures and impairment charges, Financial EBITDA and Divested/Planned Divested EBITDA related to the Cemetery segment. – Cemetery Field EBITDA Margin is defined as Cemetery Field EBITDA as a percentage of total cemetery operating revenue. – Cemetery Financial EBITDA is defined as Cemetery Financial Revenue (preneed cemetery trust earnings and preneed cemetery finance charges) less the related expenses. Cemetery Financial Revenue and the related expenses are presented within Other Revenue and Other Expenses, respectively, on the Condensed Consolidated Statement of Operations. – Consolidated EBITDA is defined as net income before income taxes, interest expenses, non-cash stock compensation, depreciation and amortization, and interest income and other, net. – Divested/Planned Divested EBITDA is defined as Divested/Planned Divested Revenue, less field level and financial expenses related to the divested/planned divested businesses noted above. – Divested/Planned Divested Revenue is defined as revenues from certain funeral home and cemetery businesses that we have divested and intend to divest. – Funeral Field EBITDA is defined as funeral operating income, excluding depreciation and amortization, regional and unallocated costs, gain/loss on divestitures and impairment charges, Financial EBITDA, Ancillary EBITDA and Divested/Planned Divested EBITDA related to the Funeral Home segment. – Funeral Field EBITDA Margin is defined as Funeral Field EBITDA as a percentage of total funeral operating revenue. – Funeral Financial EBITDA is defined as Funeral Financial Revenue (preneed funeral insurance commissions and preneed funeral trust and insurance) less the related expenses. Funeral Financial Revenue and the related expenses are presented within Other Revenue and Other Expenses, respectively, on the Condensed Consolidated Statement of Operations. – Special Items are defined as charges or credits included in our GAAP financial statements that can vary from period to period and are not reflective of costs incurred in the ordinary course of our operations. Special Items are typically taxed at the federal statutory rate of 21.0%, except for the tax adjustment related to certain discrete items and the accretion of discount on Convertible Subordinated Notes, as this is a non-tax deductible item. The net loss (gain) on divestitures and other costs and the net impact of impairment of goodwill and other intangibles are net of the operating tax rate in the respective quarter. – Total Field EBITDA is the sum of Funeral Field EBITDA, Cemetery Field EBITDA, Total Financial EBITDA, Ancillary EBITDA and Divested/Planned Divested EBITDA. – Total Field EBITDA Margin is defined as Total Field EBITDA as a percentage of total revenue. 36Non-GAAP Financial Measures Index – Adjusted Consolidated EBITDA is defined as Consolidated EBITDA after adjustments for Special Items that we believe do not directly reflect our core operations and may not be indicative of our normal business operations. – Adjusted Free Cash Flow is defined as cash flow provided by operating activities, adjusted by Special Items as deemed necessary, less cash for maintenance capital expenditures. – Cemetery Field EBITDA is defined as cemetery operating income, excluding depreciation and amortization, regional and unallocated costs, gain/loss on divestitures and impairment charges, Financial EBITDA and Divested/Planned Divested EBITDA related to the Cemetery segment. – Cemetery Field EBITDA Margin is defined as Cemetery Field EBITDA as a percentage of total cemetery operating revenue. – Cemetery Financial EBITDA is defined as Cemetery Financial Revenue (preneed cemetery trust earnings and preneed cemetery finance charges) less the related expenses. Cemetery Financial Revenue and the related expenses are presented within Other Revenue and Other Expenses, respectively, on the Condensed Consolidated Statement of Operations. – Consolidated EBITDA is defined as net income before income taxes, interest expenses, non-cash stock compensation, depreciation and amortization, and interest income and other, net. – Divested/Planned Divested EBITDA is defined as Divested/Planned Divested Revenue, less field level and financial expenses related to the divested/planned divested businesses noted above. – Divested/Planned Divested Revenue is defined as revenues from certain funeral home and cemetery businesses that we have divested and intend to divest. – Funeral Field EBITDA is defined as funeral operating income, excluding depreciation and amortization, regional and unallocated costs, gain/loss on divestitures and impairment charges, Financial EBITDA, Ancillary EBITDA and Divested/Planned Divested EBITDA related to the Funeral Home segment. – Funeral Field EBITDA Margin is defined as Funeral Field EBITDA as a percentage of total funeral operating revenue. – Funeral Financial EBITDA is defined as Funeral Financial Revenue (preneed funeral insurance commissions and preneed funeral trust and insurance) less the related expenses. Funeral Financial Revenue and the related expenses are presented within Other Revenue and Other Expenses, respectively, on the Condensed Consolidated Statement of Operations. – Special Items are defined as charges or credits included in our GAAP financial statements that can vary from period to period and are not reflective of costs incurred in the ordinary course of our operations. Special Items are typically taxed at the federal statutory rate of 21.0%, except for the tax adjustment related to certain discrete items and the accretion of discount on Convertible Subordinated Notes, as this is a non-tax deductible item. The net loss (gain) on divestitures and other costs and the net impact of impairment of goodwill and other intangibles are net of the operating tax rate in the respective quarter. – Total Field EBITDA is the sum of Funeral Field EBITDA, Cemetery Field EBITDA, Total Financial EBITDA, Ancillary EBITDA and Divested/Planned Divested EBITDA. – Total Field EBITDA Margin is defined as Total Field EBITDA as a percentage of total revenue. 36