Rating Action: Moody's upgrades StoneMor's CFR to B3, assigns B3 rating to senior secured notes; outlook remains stableGlobal Credit Research - 20 Apr 2021New York, April 20, 2021 -- Moody's Investors Service, ("Moody's") upgraded StoneMor Inc.'s (StoneMor) Corporate Family Rating (CFR) to B3 from Caa1 and upgraded the Probability of Default Rating (PDR) to B3-PD from Caa2-PD. Moody's assigned a B3 rating to StoneMor's proposed senior secured notes due 2029. The Speculative Grade Liquidity rating was upgraded to SGL-2, indicating good liquidity. The outlook remains stable.Net proceeds from the new $400 million senior secured notes will be used to fully repay StoneMor's existing senior secured notes due 2024, pay associated transaction fees and expenses, and to add cash to the balance sheet. The company is also expected to enter into a new $40 million super senior secured revolving credit facility (not rated) after the closing of the bond offering, which is expected to be undrawn at close. The existing rating for the existing senior secured notes due 2024 will be withdrawn once repaid.The upgrade of StoneMor's CFR to B3 reflects the company's continued improvements in operating performance driven by increased sales productivity and successful cost-cutting measures resulting in at least $50 million of run-rate savings. The increase in at-need sales production is also driven in part by a high volume of coronavirus-related deaths, which Moody's views as a social risk under its ESG framework. The upgrade also reflects the extension of the company's debt maturity profile in connection with the proposed refinancing, which pushes the next debt maturity to 2029. The refinancing is also expected to reduce the interest rate on debt and increase StoneMor's financial flexibility with less restrictive covenants. However, the increased debt from the refinancing increases StoneMor's leverage, resulting in pro-forma debt to accrual EBITDA estimated to be around 5.8x as of FYE20. Moody's expects that StoneMor's increased liquidity position will be used to make strategic acquisitions to increase scale and grow profitability. The upgrade also reflects Moody's expectation that debt to accrual EBITDA will decrease below 5.5x by no later than mid-2022.Upgrades:..Issuer: StoneMor Inc..... Corporate Family Rating, Upgraded to B3 from Caa1.... Probability of Default Rating, Upgraded to B3-PD from Caa2-PD.... Speculative Grade Liquidity Rating, Upgraded to SGL-2 from SGL-3Assignments:..Issuer: StoneMor Inc.....Senior Secured Regular Bond/Debenture, Assigned B3 (LGD3) Outlook Actions: ..Issuer: StoneMor Inc. ....Outlook, Remains Stable The assigned rating is subject to review of final documentation and no material change to the size, terms and conditions of the transaction as advised to Moody's.RATINGS RATIONALEThe B3 CFR reflects Moody's expectation for improved operational and financial performance in 2021, leading to improved credit metrics on an accrual basis for the full year. Moody's anticipates debt to accrual EBITDA (reflecting Moody's standard adjustments, as well as adding deferred revenues and deducting deferred expenses) of about 5.6x and accrual EBITDA less capital expenditures to interest expense of about 1.9x. However, financial leverage and interest coverage without adjusting for deferrals are expected to remain weak for the next 12 to 18 months. Moody's expects free cash flow will be positive in 2021, driven by profit margin expansion from cost containment measures adopted in 2020 and stabilized pre-need and at-need contract sales. The rating is supported by a national portfolio of cemetery properties and an over $900 million backlog of pre-need cemetery and funeral sales. StoneMor is controlled by a private financial sponsor affiliate, so Moody's anticipates aggressive financial strategies, including the use of free cash flow and debt proceeds to fund acquisitions and shareholder returns.The rapid and wide spread of the coronavirus pandemic and weak global economic outlook created severe and extensive credit shocks across many sectors, regions and markets. Moody's regards the coronavirus pandemic as a social risk under our ESG framework. High volumes of coronavirus-related deaths across the country have contributed to a meaningful increase in StoneMor's at-need sales production, resulting in improved operating earnings and cash flow.The upgrade of the PDR by two notches to B3-PD from Caa2-PD reflects an expected family recovery rate of 50%, StoneMor's more diversified post-financing capital structure, and Moody's belief that default risk has declined substantially. The B3 rating on the new senior secured notes due 2029 reflects the B3-PD PDR and an LGD assessment of LGD3, indicating its junior position in Moody's priority of claims at default relative to the expected new $40 million super senior secured revolving credit facility (not rated).The SGL-2 Speculative Grade Liquidity rating reflects StoneMor's good liquidity profile, featuring $39 million of unrestricted cash as of December 31, 2020 and a fully available $40 million revolver from the proposed transaction. There are no material debt maturities over the next 12 to 18 months. Moody's expects StoneMor to generate positive free cash flow in 2021.The stable outlook reflects Moody's expectations for margin improvements and a stabilized revenue base, resulting in debt to accrual EBITDA decreasing below 5.5x by no later than mid-2022. Moody's also expects StoneMor to maintain good liquidity.FACTORS THAT COULD LEAD TO AN UPGRADE OR DOWNGRADE OF THE RATINGSThe ratings could be upgraded if Moody's anticipates: 1) continued improvement in profitability resulting in a sustained reduction in GAAP financial leverage, and 2) free cash flow to debt sustained above 5%.The ratings could be downgraded if Moody's expects: 1) debt to accrual EBITDA sustained below 5.5x,) a decline in the value of StoneMor's assets, including its preneed cemetery sales backlog, 3) liquidity to deteriorate or 4) more aggressive financial strategies.StoneMor Inc. (NYSE: STON), based in Trevose, PA and controlled by affiliates of Axar Capital Management L.P., is a provider of funeral and cemetery products and services in the United States and Puerto Rico. StoneMor operates 304 cemeteries and 70 funeral homes. The company owns 283 of these cemeteries and operates the remaining 30 under long-term management agreements with non-profit cemetery corporations that own the cemeteries. StoneMor booked GAAP revenues of nearly $280 million in 2020.The principal methodology used in these ratings was Business and Consumer Service Industry published in October 2016 and available at https://www.moodys.com/researchdocumentcontentpage.aspx?docid=PBC_1037985. Alternatively, please see the Rating Methodologies page on www.moodys.com for a copy of this methodology.REGULATORY DISCLOSURESFor further specification of Moody's key rating assumptions and sensitivity analysis, see the sections Methodology Assumptions and Sensitivity to Assumptions in the disclosure form. Moody's Rating Symbols and Definitions can be found at: https://www.moodys.com/researchdocumentcontentpage.aspx?docid=PBC_79004.For ratings issued on a program, series, category/class of debt or security this announcement provides certain regulatory disclosures in relation to each rating of a subsequently issued bond or note of the same series, category/class of debt, security or pursuant to a program for which the ratings are derived exclusively from existing ratings in accordance with Moody's rating practices. For ratings issued on a support provider, this announcement provides certain regulatory disclosures in relation to the credit rating action on the support provider and in relation to each particular credit rating action for securities that derive their credit ratings from the support provider's credit rating. For provisional ratings, this announcement provides certain regulatory disclosures in relation to the provisional rating assigned, and in relation to a definitive rating that may be assigned subsequent to the final issuance of the debt, in each case where the transaction structure and terms have not changed prior to the assignment of the definitive rating in a manner that would have affected the rating. For further information please see the ratings tab on the issuer/entity page for the respective issuer on www.moodys.com.For any affected securities or rated entities receiving direct credit support from the primary entity(ies) of this credit rating action, and whose ratings may change as a result of this credit rating action, the associated regulatory disclosures will be those of the guarantor entity. Exceptions to this approach exist for the following disclosures, if applicable to jurisdiction: Ancillary Services, Disclosure to rated entity, Disclosure from rated entity.The ratings have been disclosed to the rated entity or its designated agent(s) and issued with no amendment resulting from that disclosure.These ratings are solicited. Please refer to Moody's Policy for Designating and Assigning Unsolicited Credit Ratings available on its website www.moodys.com.Regulatory disclosures contained in this press release apply to the credit rating and, if applicable, the related rating outlook or rating review.Moody's general principles for assessing environmental, social and governance (ESG) risks in our credit analysis can be found at https://www.moodys.com/researchdocumentcontentpage.aspx?docid=PBC_1243406.At least one ESG consideration was material to the credit rating action(s) announced and described above.The Global Scale Credit Rating on this Credit Rating Announcement was issued by one of Moody's affiliates outside the EU and is endorsed by Moody's Deutschland GmbH, An der Welle 5, Frankfurt am Main 60322, Germany, in accordance with Art.4 paragraph 3 of the Regulation (EC) No 1060/2009 on Credit Rating Agencies. Further information on the EU endorsement status and on the Moody's office that issued the credit rating is available on www.moodys.com.The Global Scale Credit Rating on this Credit Rating Announcement was issued by one of Moody's affiliates outside the UK and is endorsed by Moody's Investors Service Limited, One Canada Square, Canary Wharf, London E14 5FA under the law applicable to credit rating agencies in the UK. Further information on the UK endorsement status and on the Moody's office that issued the credit rating is available on www.moodys.com.Please see www.moodys.com for any updates on changes to the lead rating analyst and to the Moody's legal entity that has issued the rating.Please see the ratings tab on the issuer/entity page on www.moodys.com for additional regulatory disclosures for each credit rating. Sean Cray Analyst Corporate Finance Group Moody's Investors Service, Inc. 250 Greenwich Street New York, NY 10007 U.S.A. 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