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Stewart Enterprises Announces Delay in Filing Fiscal Year 2005 Form 10-K.


NEW ORLEANS New Orleans (ôr`lēənz –lənz, ôrlēnz`), city (2006 pop. 187,525), coextensive with Orleans parish, SE La., between the Mississippi River and Lake Pontchartrain, 107 mi (172 km) by water from the river mouth; founded  -- Stewart Enterprises, Inc. (Nasdaq NMS See NetWare Management System. : STEIE) will file today a Form 12b-25 announcing the delay of filing its results for the fiscal year 2005 on Form 10-K Form 10-K

A report required by the SEC from exchange-listed companies that provides for annual disclosure of certain financial information.


Form 10-K

See 10-K.
.

INTRODUCTION

Stewart Enterprises, Inc. (the "Company") was unable to file its Annual Report on Form 10-K for the fiscal year ended October 31, 2005 (the "2005 Form 10-K") by January 17, 2006 because the Company has experienced significant delays in completing its consolidated financial statements Consolidated Financial Statements

The combined financial statements of a parent company and its subsidiaries.

Notes:
Because consolidated financial statements present an aggregated look at the financial position of a parent and its subsidiaries, they enable you to gauge
 and its Section 404 assessment of internal control over financial reporting. The delays are primarily a result of (1) the Company's deferred revenue project not being completed by that time, (2) the disruption disruption /dis·rup·tion/ (dis-rup´shun) a morphologic defect resulting from the extrinsic breakdown of, or interference with, a developmental process.  caused by Hurricane Katrina Editing of this page by unregistered or newly registered users is currently disabled due to vandalism. , and (3) the Company's continued efforts to complete management's assessment of internal control over financial reporting in accordance Accordance is Bible Study Software for Macintosh developed by OakTree Software, Inc.[]

As well as a standalone program, it is the base software packaged by Zondervan in their Bible Study suites for Macintosh.
 with Section 404 of the Sarbanes-Oxley Act See SOX. , principally with regard to the deferred revenue project.

As previously reported, in connection with its internal control assessment under Section 404 of Sarbanes-Oxley, the Company undertook a project (the "deferred revenue project") in 2005 to verify the balances in deferred preneed cemetery cemetery, name used by early Christians to designate a place for burying the dead. First applied in Christian burials in the Roman catacombs, the word cemetery came into general usage in the 15th cent.  service and merchandise revenue and deferred preneed funeral revenue by physically reviewing substantially all of the preneed cemetery and funeral service funeral service nmisa de cuerpo presente

funeral service nservice m funèbre

funeral service funeral n
 and merchandise contracts included in its backlog. This process involved the physical review of nearly 700,000 preneed contracts. The Company's review of these contracts is substantially complete, and the results of that review are in the process of being analyzed an·a·lyze  
tr.v. an·a·lyzed, an·a·lyz·ing, an·a·lyz·es
1. To examine methodically by separating into parts and studying their interrelations.

2. Chemistry To make a chemical analysis of.

3.
 by the Company and are subject to completion of audit procedures by the Company's independent registered public accounting firm.

DEFERRED REVENUE PROJECT

Although the deferred revenue project is not yet complete, based on information currently available, management believes that the project will result in a restatement Restatement

A revision in a company's earlier financial statements.

Notes:
The need for restating financial figures can result from fraud, misrepresentation, or a simple clerical error.
 of the Company's financial statements for fiscal years 2001 through 2004, including the quarters therein, and the first three quarters of 2005. Management believes that a significant portion of the adjustment will relate to the cumulative effect of adopting Staff Accounting Bulletin 101 ("SAB SAB Spontaneous abortion. See Abortion.  101") on November 1, 2000, but that a material portion of the adjustment will impact reported revenues and earnings for fiscal years 2001 through 2005. Management believes that the restatement will result in adjustments for prior period financial statements (for all annual and quarterly periods for fiscal years 2001 through 2005) that will increase deferred revenue at October 31, 2005 in an amount that is not currently expected to materially exceed $120 million, that will decrease shareholders' equity Shareholders' Equity

A firms' total assets minus its total liabilities. Equivalently, it is share capital plus retained earnings minus treasury shares. Shareholders' equity is the amount by which a company is financed through common and preferred shares.
 at October 31, 2005 in an amount that is not currently expected to materially exceed $75 million and increase deferred tax assets at October 31, 2005 in an amount that is not currently expected to materially exceed $45 million. These estimates and the estimates in the table are unaudited and are derived from information available based on the current status of the Company's deferred revenue project. Such amounts are preliminary and remain subject to further review by the Company and completion of audit procedures by the Company's independent registered public accounting firm, both of which could result in material changes. Deferred revenue and the related non-controlling interest in funeral and cemetery trusts as originally reported as of October 31, 2004 was approximately $1.1 billion.

The Company has identified a significant number of contracts under which services and or merchandise have been delivered but related trust funds have not been withdrawn. As a result, based on information developed in the project, the Company has been able to withdraw approximately $19 million from its trust accounts during 2005 representing amounts that were not withdrawn in prior periods, even though the related services and merchandise had been delivered in prior periods.

The table below shows the estimated reduction in diluted earnings per share diluted earnings per share

An earnings measure calculated by dividing net income less preferred stock dividends for a period by the average number of shares of common stock that would be outstanding if all convertible securities were converted into shares of
 resulting from the deferred revenue project, compared with the diluted earnings per share reported in the incomplete Form 10-K/A for the fiscal year ended October 31, 2004 filed in October 2005 and in the incomplete Form 10-Q Form 10-Q

See 10-Q.
 for the third quarter ended July 31, 2005 (the "2005 Third Quarter Report.")
----------------------------------------------------------------------
                                                               Nine
                                                               months
                                                               ended
                                                              July 31,
                          FY 2001  FY 2002  FY 2003  FY 2004    2005
                          --------------------------------------------
Reported EPS               $(3.81)  $(1.49)  $(0.04)   $0.45   $(1.14)

Estimated change in
 reported EPS based on
 the current status of
 the deferred revenue
 project                   $(0.10)  $(0.09)  $(0.04)  $(0.04)  $(0.03)

Cumulative Effect of SAB
 101 on 11/1/2000(1)       $(0.27)

Cumulative Effect of
 Change in Accounting -
 Deferred Acquisition
 Costs 11/1/2004(2)                                            $(0.09)
                          --------------------------------------------

Estimated EPS after
 impact based on the
 current status of the
 deferred revenue project  $(4.18)  $(1.58)  $(0.08)   $0.41   $(1.26)
                          ============================================

Weighted average diluted
 common shares
 outstanding              107,355  108,299  108,230  108,159  109,430
----------------------------------------------------------------------

(1) The original charge recorded upon the adoption of SAB 101 on
    November 1, 2000 was approximately $416.7 million pretax ($250.0
    million after tax or $2.33 per diluted share).

(2) Effective at the beginning of fiscal year 2005, the Company
    changed its method of accounting for preneed selling costs to
    expense such costs in the period incurred rather than to defer and
    amortize such costs. Prior to this change, commissions and other
    costs that varied with and were primarily related to the
    acquisition of new prearranged funeral and cemetery service and
    merchandise sales were deferred, included in deferred charges and
    amortized in proportion to preneed revenue recognized during the
    period in a manner consistent with SFAS 60, "Accounting and
    Reporting for Insurance Companies." The estimated changes in
    reported earnings per share included in the table above for fiscal
    years 2001 through 2004 include additional deferred charges (and
    reductions in expenses) as a result of the increased deferred
    revenue (and decreases in revenue) based on the current status of
    the deferred revenue project. The cumulative effect of adopting
    this accounting change in fiscal year 2005 would also change as
    the deferred charge balance at November 1, 2004 would have
    increased from the Company's previously issued financial
    statements reflecting the additional deferred charges. The
    original charge recorded as the cumulative effect of change in
    accounting principle on November 1, 2004 was $234.5 million pretax
    ($141.3 million after tax or $1.29 per diluted share).


The anticipated adjustments to previously reported annual and interim financial statements are primarily matters identified during the deferred revenue project. The Company identified errors in the amount of deferred revenue and trust earnings associated with undelivered undelivered adjno entregado al destinatario;
if undelivered return to sender → en caso de no llegar a su destino devolver al, remitente

undelivered 
 cemetery merchandise and funeral service and merchandise contracts as of the date it adopted SAB 101. The Company identified errors in its recognition of cemetery merchandise revenue in the periods subsequent to its adoption of SAB 101. The Company did not properly recognize trust earnings at the date of adoption of SAB 101 and in subsequent periods.

NONRELIANCE ON PREVIOUSLY ISSUED FINANCIAL STATEMENTS

Due to the restatements described above, the Company's audit committee concluded on January 16, 2006 that the previously issued financial statements for all annual and quarterly periods for fiscal years 2001 through 2005 should no longer be relied upon. The Company has discussed these matters with its independent registered public accounting firm.

EFFECT ON DEBT AGREEMENTS

The restatements relating to relating to relate prepconcernant

relating to relate prepbezüglich +gen, mit Bezug auf +acc 
 the deferred revenue project may create a default or event of default under the Company's bank credit facility. Also, if the Company is unable to file the completed 2005 Form 10-K by February 1, 2006, there will be a default under the credit facility that will become an event of default if not cured within 15 days. The Company is continuing to assess these matters, has initiated contact with its lead lenders under the facility and expects to seek, and receive, waivers of any such defaults in the near future, although no assurances can be given that such waivers will be received. The indenture An agreement declaring the benefits and obligations of two or more parties, often applicable in the context of Bankruptcy and bond trading.

The term indenture primarily describes secured contracts and has several applications in U.S. law.
 governing the Company's 6.25 percent senior notes due 2013 requires the Company to furnish fur·nish  
tr.v. fur·nished, fur·nish·ing, fur·nish·es
1. To equip with what is needed, especially to provide furniture for.

2.
 the trustee within the time periods required by the SEC's rules and regulations all annual financial information that would be required to be contained in an SEC filing, including an auditor's report Auditor's Report

Recorded in the annual report, the auditor's report tests to see that a corporation's financial statements comply with GAAP. This is sometimes referred to as the clean opinion.

Notes:
Most auditor's reports consist of three paragraphs.
. An event of default would occur under the indenture if the Company failed to comply with this requirement within 30 days after receipt of written notice of such failure from the trustee or the holders of at least 25 percent of the principal amount outstanding.

NASDAQ LISTING

Additionally, as previously disclosed, the Nasdaq Stock Market Nasdaq stock market

The first electronic stock market listing over 5000 companies. The Nasdaq stock market comprises two separate markets, namely the Nasdaq National Market, which trades large, active securities and the Nasdaq Smallcap Market that trades emerging growth companies.
 has granted the Company's request for an extension of time within which to file the 2005 Form 10-K and its Third Quarter Report until February 15, 2006. If the Company is not able to meet that deadline, the Company would request an extension. However, there can be no assurances that such an extension would be granted and the Company may be subject to further delisting Delisting

When the stock of a company is removed from a stock exchange.

Notes:
Reasons for delisting include violating regulations and/or failure to meet financial specifications set out by the stock exchange.
 proceedings by Nasdaq.

Nasdaq notified the Company on January 17, 2006 that the Company's filing on October 24, 2005 of the Form 10-K/A for the fiscal year ended October 31, 2004 without an audit report and without the certifications of the CEO (1) (Chief Executive Officer) The highest individual in command of an organization. Typically the president of the company, the CEO reports to the Chairman of the Board.  and CFO See Chief Financial Officer.  was an additional noncompliance noncompliance

failure of the owner to follow instructions, particularly in administering medication as prescribed; a cause of a less than expected response to treatment.

noncompliance 
 with the continued listing requirements Listing requirements

Requirements, including minimum shares outstanding, market value, and income, that are laid down by an exchange for any stock to be listed for trading.
 of Nasdaq Marketplace Rule 4310(c)(14). This matter was previously disclosed to and discussed with the Nasdaq Listing Qualifications Panel and the Company believes that the extension to February 15, 2006 was intended to cover this report as well. The Company plans to present its views to the Panel by January 24, 2006 and, if the Company cannot complete the Form 10-K/A for the fiscal year ended October 31, 2004 by February 15, 2006 to request an extension of time for this report as well.

ANTICPATED FILING SCHEDULE

The Company intends to file the 2005 Third Quarter Report prior to or concurrently with filing its 2005 Form 10-K. The Company is working diligently dil·i·gent  
adj.
Marked by persevering, painstaking effort. See Synonyms at busy.



[Middle English, from Old French, from Latin d
 to complete the 2005 Form 10-K by the extended deadline of February 1, 2006 and file its 2005 Third Quarter Report by February 1, 2006. The Company also plans to file a complete Form 10-K/A for the fiscal year ended October 31, 2004 by February 15, 2006. Management cannot predict with certainty whether these deadlines will be met.

CAUTIONARY STATEMENTS

Management's estimate of the results and timing of completion of the deferred revenue project, the Company's plan to file the completed 2005 Form 10-K and 2005 Third Quarter Report on or prior to February 1, 2006, the Company's ability to comply with Nasdaq's deadlines, and the potential consequences of failing to meet those deadlines, are forward-looking statements forward-looking statement

A projected financial statement based on management expectations. A forward-looking statement involves risks with regard to the accuracy of assumptions underlying the projections.
 that are subject to significant uncertainties. Important factors that could cause actual results and timing to differ materially from the estimates indicated herein include whether the Company uncovers unanticipated issues during its completion of the project, and the timing and results of the related audit procedures by the Company's independent registered public accounting firm.

INTERNAL CONTROL ASSESSMENT

The Company is required to provide management's annual report on internal control over financial reporting in the 2005 Form 10-K. Management anticipates that such report, and the related auditor's report, will conclude that as of October 31, 2005, the Company's internal control over financial reporting was not effective due to material weakness related to its accounting for deferred revenue. A material weakness is a control deficiency, or combination of control deficiencies, that results in more than a remote likelihood that a material misstatement mis·state  
tr.v. mis·stat·ed, mis·stat·ing, mis·states
To state wrongly or falsely.



mis·statement n.
 of the annual or interim financial statements will not be prevented or detected.

The Company did not maintain effective controls over the accounting for deferred preneed revenue, including recognition of related trust earnings and costs. As discussed above, this control deficiency will result in the restatement of the Company's consolidated financial statements for fiscal 2001 through 2005. Additionally, this control deficiency could result in further misstatements to the Company's goodwill, deferred taxes, deferred preneed revenue, revenue, equity and disclosures that would result in a material misstatement to the annual or interim financial statements that would not be prevented or detected. Accordingly, as of October 31, 2005, management determined that this control deficiency represented a material weakness in internal control over financial reporting.

In connection with the deferred revenue project, management has been implementing measures designed to remediate re·me·di·a·tion  
n.
The act or process of correcting a fault or deficiency: remediation of a learning disability.



re·me
 the control deficiency related to the reporting of deferred preneed revenue and related deferred trust earnings. These measures include modification of an accounting system that will facilitate more accurate reporting of deferred preneed revenue and revenue. Management believes that these measures will be implemented and anticipates that the control deficiency should be remediated in fiscal 2006. However, there can be no assurance of such remediation.

As previously reported, the Company did not maintain effective controls over the determination of operating and reportable segments in accordance with accounting principles generally accepted in the United States of America UNITED STATES OF AMERICA. The name of this country. The United States, now thirty-one in number, are Alabama, Arkansas, Connecticut, Delaware, Florida, Georgia, Illinois, Indiana, Iowa, Kentucky, Louisiana, Maine, Maryland, Massachusetts, Michigan, Mississippi, Missouri, New Hampshire, . Specifically, the Company did not maintain effective controls to properly identify its segments and reporting units for purposes of reporting its segment results and assessing goodwill impairments in accordance with accounting principles generally accepted in the United States of America. This control deficiency resulted in the restatement of the Company's interim and annual consolidated financial statements for 2004 and 2003, the annual consolidated financial statements for 2002, and adjustments to the consolidated financial statements of the first and second quarters of 2005. The Company has taken a series of steps designed to improve these control processes, including re-assessing the information provided to the Company's Chief Operating Decision Maker and how that determines the Company's operating segments as well as assessing the economic similarity Similarity is some degree of symmetry in either analogy and resemblance between two or more concepts or objects. The notion of similarity rests either on exact or approximate repetitions of patterns in the compared items.  for reportable segments and reporting unit determination in the Company's goodwill impairment Impairment

1. A reduction in a company's stated capital.

2. The total capital that is less than the par value of the company's capital stock.

Notes:
1. This is usually reduced because of poorly estimated losses or gains.

2.
 analysis. The Company is in the process of testing this control to see if this material weakness has been effectively remediated as of October 31, 2005 given the series of steps taken.

Because management has not yet completed its evaluation and testing of internal controls over financial reporting, there can be no assurance that additional material weaknesses will not be identified or additional material adjustments made to the Company's previously reported financial results and the preliminary results it has reported for fiscal 2005.

Founded in 1910, Stewart Enterprises is the third largest provider of products and services in the death care industry in the United States United States, officially United States of America, republic (2005 est. pop. 295,734,000), 3,539,227 sq mi (9,166,598 sq km), North America. The United States is the world's third largest country in population and the fourth largest country in area. , currently owning and operating 231 funeral homes and 144 cemeteries This is a list of famous cemeteries, mausoleums and other places people are buried, world-wide. It may never be fully completed or, depending on its its nature, it may be that it can never be completed. However, new and revised entries in the list are always welcome. . Through its subsidiaries, the Company provides a complete range of funeral merchandise and services, along with cemetery property, merchandise and services, both at the time of need and on a preneed basis.
COPYRIGHT 2006 Business Wire
No portion of this article can be reproduced without the express written permission from the copyright holder.
Copyright 2006, Gale Group. All rights reserved. Gale Group is a Thomson Corporation Company.

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Publication:Business Wire
Geographic Code:1USA
Date:Jan 18, 2006
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