UNITED STATES
             SECURITIES AND EXCHANGE COMMISSION
                      WASHINGTON, D.C.

                          FORM 10Q

      QUARTERLY REPORT UNDER SECTION 13 OR 15(d) OF THE
               SECURITIES EXCHANGE ACT OF 1934


For Quarter Ended June 30, 1997          Commission File Number: 0-9341


          SECURITY NATIONAL  FINANCIAL CORPORATION
                  Exact Name of Registrant.


           UTAH                              87-0345941   
- ---------------------------------        -----------------
(State or other jurisdiction             IRS Identification Number
of incorporation or organization)

5300 South 360 West, Salt Lake City, Utah        84123
- ------------------------------------------    ----------
(Address of principal executive offices)      (Zip Code)



Registrant's telephone number,
   including Area Code                       (801) 264-1060
                                             --------------

Indicate by check mark whether the registrant (1) has filed
all reports required to be filed by Sections 13 or 15(d) of
the Securities Exchange Act of 1934 during the preceding 12
months (or for shorter period that the registrant was required
to file such reports), and (2) has been subject to such filing
requirements for the past 90 days.

                    YES  XX         NO

Indicate the number of shares outstanding of each of the
issuer's classes of common stock, net of treasury stock, as of
the close of the period covered by this report.


Class A Common Stock, $2.00 par value         3,468,258      
- --------------------------------------    -----------------
      Title of Class                      Number of Shares
                                          Outstanding as of
                                          June 30, 1997

Class C Common Stock, $.20 par value          4,912,485      
- --------------------------------------    ------------------
      Title of Class                      Number of Shares
                                          Outstanding as of
                                          June 30, 1997




 SECURITY NATIONAL FINANCIAL CORPORATION AND SUBSIDIARIES
                          FORM 10Q

                 QUARTER ENDED JUNE 30, 1997

                      TABLE OF CONTENTS


               PART I - FINANCIAL INFORMATION


                                                       Page No.
                                                       --------
Item 1. Financial Statements Consolidated Statements of Earnings - Six months ended June 30, 1997 and 1996, and three months ended June 30, 1997 and 1996. . . . . . 3 Consolidated Balance Sheets - June 30, 1997 and December 31, 1996 . . . . . . . . . . . . 4-5 Consolidated Statements of Cash Flows - Six months ended June 30, 1997 and June 30, 1996. . . . . . . . . . . . . . . . . . . 6-7 Notes to Consolidated Financial Statements . . . . . . . . . . . . . . . . . . . . . 8 Item 2 Management's Discussion and Analysis. . . . . . .8-12 PART II - OTHER INFORMATION Other Information. . . . . . . . . . . . . . . . . .13 Signature Page . . . . . . . . . . . . . . . . . . .14
SECURITY NATIONAL FINANCIAL CORPORATION AND SUBSIDIARIES CONSOLIDATED STATEMENTS OF EARNINGS Six Months Ended June 30, Three Months Ended June 30, 1997 1996 1997 1996 (Unaudited) (Unaudited) (Unaudited) (Unaudited) ---------- ---------- ---------- ---------- REVENUE: Insurance premiums and other considerations $ 2,983,294 $ 2,972,085 $1,510,671 $1,445,455 Net investment income 3,466,068 3,865,189 1,692,641 1,942,126 Net mortuary and cemetery sales 4,772,676 4,294,942 2,272,313 2,153,830 Realized gains on investments and other assets 269,575 (26,024) 233,548 (31,922) Mortgage fee income 2,887,947 4,481,704 1,261,828 1,962,344 Other 22,210 42,957 11,278 11,429 ----------- ----------- ---------- ---------- Total Revenue $14,401,770 $15,630,853 $6,982,279 $7,483,262 BENEFITS AND EXPENSES: Death benefits 1,211,108 1,022,159 682,684 524,800 Surrenders and other policy benefits 774,609 808,220 508,155 492,756 Increase in future policy benefits 1,298,064 1,446,469 555,612 501,508 Amortization of deferred policy acquisition costs and cost of insurance acquired 639,355 645,122 324,527 310,855 General and administrative expenses: Commissions 2,397,780 3,005,000 1,127,487 1,420,000 Salaries 2,435,367 2,402,790 1,169,323 1,319,971 Other 2,949,368 3,673,707 1,437,731 1,683,929 Interest expense 537,851 763,632 260,329 359,148 Cost of goods and services sold of the mortuaries and cemeteries 1,451,098 1,200,305 719,236 611,569 ---------- ----------- ---------- ---------- Total benefits and expenses 13,694,600 14,967,404 6,785,084 7,224,536 ----------- ----------- ---------- ---------- Earnings before income taxes 707,170 663,449 197,195 258,726 Income tax expense (165,112) (186,045) (47,818) (72,552) ----------- ----------- ----------- ---------- Net earnings $ 542,058 $ 477,404 $ 149,377 $ 186,174 =========== =========== =========== ========== Earnings per share $0.13 $0.13 $0.04 $0.05 ===== ===== ===== ===== Weighted average outstanding common shares 4,024,952 3,816,832 4,019,197 3,816,832 ============ =========== ========== ==========
See accompanying notes to consolidated financial statements.
SECURITY NATIONAL FINANCIAL CORPORATION AND SUBSIDIARIES CONSOLIDATED BALANCE SHEETS June 30, 1997 December 31, (Unaudited) 1996 -------------- ------------ Assets: Investments: Fixed maturity securities held to maturity, at amortized cost $47,041,539 $47,934,684 Equity securities available for sale, at market 3,960,205 4,133,105 Mortgage loans on real estate 8,063,808 9,809,379 Real estate, net of accumulated depreciation 7,708,748 7,808,255 Policy loans 2,841,928 3,021,155 Other loans 146,273 218,437 Short-term investments 4,802,407 2,258,283 ----------- ----------- Total insurance related investments 74,564,908 75,183,298 Restricted assets of cemeteries and mortuaries 3,696,552 3,454,622 Cash 8,618,578 3,301,084 Receivables: Trade contracts 4,352,740 4,514,010 Mortgage loans sold to investors 7,006,540 13,455,123 Receivable from agents 762,686 670,439 Other 330,358 292,680 ----------- ----------- Total receivables 12,452,324 18,932,252 Allowance for doubtful accounts (1,703,023) (1,862,599) ----------- ----------- Net receivables 10,749,301 17,069,653 Land and improvements held for sale 8,489,074 8,456,302 Accrued investment income 1,042,710 1,040,242 Deferred policy acquisition costs 4,267,827 4,277,560 Property, plant and equipment, net 6,425,185 6,513,980 Cost of insurance acquired 3,619,079 3,748,654 Excess of cost over net assets of acquired subsidiaries 1,352,188 1,370,708 Other 463,419 293,400 ----------- ------------ Total Assets $123,288,821 $124,709,503 ============ ============
See accompanying notes to consolidated financial statements.
SECURITY NATIONAL FINANCIAL CORPORATION AND SUBSIDIARIES CONSOLIDATED BALANCE SHEETS (Continued) June 30, 1997 December 31, (Unaudited) 1996 ------------- ------------ Liabilities: Future life, annuity, and other policy benefits $77,178,617 $76,962,062 Line of credit for financing of mortgage loans -- 1,211,890 Bank loans payable 6,285,357 6,768,119 Notes and contracts payable 3,629,934 4,509,921 Estimated future costs of pre-need sales 5,963,095 5,874,387 Payable to endowment care fund 137,396 70,617 Accounts payable 1,265,604 1,199,920 Other liabilities and accrued expenses 2,034,937 1,902,046 Income taxes 2,906,073 2,742,513 ----------- ------------ Total Liabilities 99,401,013 101,241,475 Stockholders' Equity: Common stock: Class A: $2 par value, authorized 10,000,000 shares, issued 4,108,922 shares in 1997 and 4,110,709 shares in 1996 8,217,844 8,221,418 Class C: $0.20 par value, authorized 7,500,000 shares, issued 4,966,025 shares in 1997 and 4,967,072 shares in 1996 993,203 993,413 ---------- ---------- Total common stock 9,211,047 9,214,831 Additional paid-in capital 8,675,386 8,675,386 Unrealized appreciation of investments 176,585 259,915 Retained earnings 7,664,370 7,118,528 Treasury stock at cost (640,664 Class A shares and 53,540 Class C shares in 1997; 631,576 Class A shares and 53,540 Class C shares in 1996, held by affiliated companies) (1,839,580) (1,800,632) ------------ ------------ Total Stockholders' Equity 23,887,808 23,468,028 ------------ ------------ Total Liabilities and Stockholders' Equity $123,288,821 $124,709,503 ============ ============
See accompanying notes to consolidated financial statements.
SECURITY NATIONAL FINANCIAL CORPORATION AND SUBSIDIARIES CONSOLIDATED STATEMENTS OF CASH FLOWS Six Months Ended June 30, 1997 1996 (Unaudited) (Unaudited) ---------- ---------- Cash flows from operating activities: Net earnings $542,058 $477,404 Adjustments to reconcile net earnings to net cash provided by operating activities: Realized gains on investments and other assets (269,575) 20,226 Depreciation 380,216 717,017 Provision for losses on accounts and loans receivable (159,575) (211,340) Amortization of goodwill, premiums, and discounts (1,953) 3,364 Income taxes 163,560 185,874 Policy acquisition costs deferred (500,047) (399,394) Policy acquisition costs amortized 509,780 521,691 Cost of insurance acquired amortized 129,575 123,413 Change in assets and liabilities net of effects from purchases and disposals of subsidiaries: Land and improvements held for sale (32,772) (473,816) Future life and other benefits 943,023 1,435,139 Receivables for mortgage loans sold 6,448,583 10,936,467 Other operating assets and liabilities 212,919 100,347 ----------- ----------- Net cash provided by operating activities 8,365,792 13,436,392 Cash flows from investing activities: Securities held to maturity: Purchase of fixed maturity securities (3,157,492) (300,752) Calls and maturities - fixed maturity securities 4,098,016 3,426,352 Securities available for sale: Purchases - equity securities (166,695) (5,980) Proceeds from sale of equity securities 498,934 101,570 Purchases of short-term investments (3,192,862) (5,176,198) Sales of short-term investments 648,738 2,037,928 Purchases of restricted assets (241,930) (157,462) Mortgage, policy, and other loans made (362,837) (2,161,220) Payments received for mortgage, policy, and other loans 2,359,799 657,634 Purchases of property, plant, and equipment (146,046) (547,921) Purchases of real estate (45,868) (87,949) ---------- ------------ Net cash provided by (used in) investing activities 291,757 (2,213,998)
SECURITY NATIONAL FINANCIAL CORPORATION AND SUBSIDIARIES CONSOLIDATED STATEMENTS OF CASH FLOWS (Continued) Six Months Ended June 30, 1997 1996 (Unaudited) (Unaudited) ----------- ---------- Cash flows from financing activities: Annuity receipts 1,322,402 1,551,084 Annuity withdrawals (2,048,870) (2,461,412) Repayment of bank loans and notes and contracts payable (1,362,749) (686,177) Proceeds from borrowings on bank loans and notes and contracts payable -0- 42,489 Purchase of Treasury Stock (38,948) -0- Net decrease in line of credit for financing of mortgage loans (1,211,890) (11,300,360) ------------ ------------- Net cash used in financing activities (3,340,055) (12,854,376) ------------ ------------- Net change in cash 5,317,494 (1,631,982) Cash at beginning of period 3,301,084 7,710,155 ------------ ------------- Cash at end of period $ 8,618,578 $ 6,078,173 ============ =============
SECURITY NATIONAL FINANCIAL CORPORATION AND SUBSIDIARIES Notes to Consolidated Financial Statements June 30, 1997 and 1996 (Unaudited) 1. Basis of Presentation --------------------- The accompanying unaudited consolidated financial statements have been prepared in accordance with generally accepted accounting principles for interim financial information and with the instructions to Form 10-Q and Article 10 of Regulation S-X. Accordingly, they do not include all of the information and footnotes required by generally accepted accounting principles for complete financial statements. In the opinion of management, all adjustments (consisting of normal recurring accruals) considered necessary for a fair presentation have been included. Operating results for the six months ended June 30, 1997, are not necessarily indicative of the results that may be expected for the year ending December 31, 1997. For further information, refer to the consolidated financial statements and footnotes thereto for the year ended December 31, 1996, included in the Company's Annual Report on Form 10-K (file number 0-9341). Reclassification to certain 1996 balances have been made to conform with the 1997 presentation. MANAGEMENT'S DISCUSSION AND ANALYSIS Results of Operations Overview The Company's operations over the last several years generally reflect three trends or events which the Company expects to continue: (i) increased attention to "niche" insurance products, such as the Company's funeral plan policies, annuities, and limited pay accident policies; (ii) emphasis on high margin cemetery and mortuary business; and (iii) capitalizing on the strong economy in the intermountain west by originating and refinancing mortgage loans. Three Months Ended June 30, 1997 as Compared to Three Months Ended June 30, 1996 Total revenues decreased by $501,000, or 6.7%, to $6,982,000 for the three months ended June 30, 1997, from $7,483,000 for the three months ended June 30, 1996. Contributing to this reduction in total revenues was a $249,000 decrease in net investment income and a $700,000 decrease in mortgage fee income. These decreases were partially offset by a $118,000 increase in net mortuary and cemetery sales, a $66,000 increase in insurance premiums and other considerations and a $266,000 increase in realized gains on investments. Insurance premiums and other considerations increased by $66,000, or 4.6%, to $1,511,000 for the three months ended June 30, 1997, from $1,445,000 for the comparable period in 1996. This increase was primarily due to an increase in policies in force. Net investment income decreased by $249,000, or 12.8%, to $1,693,000 for the three months ended June 30, 1997, from $1,942,000 for the comparable period in 1996. This reduction was attributable to the Company maintaining larger cash and short term investment balances and warehousing fewer mortgage loans during the second quarter of 1997. Net mortuary and cemetery sales increased by $118,000, or 5.5%, to $2,272,000 for the three months ended June 30, 1997, from $2,154,000 for the comparable period in 1996. This increase was primarily related to additional preneed sales from the opening of Singing Hills Memorial Park Cemetery in San Diego, California during the third quarter of 1996. Preneed sales of cemetery and mortuary products also increased at the Company's other cemeteries and mortuaries. Mortgage fee income decreased by $700,000, or 35.7%, to $1,262,000 for the three months ended June 30, 1997, from $1,962,000 for the comparable period in 1996. This reduction was primarily attributable to fewer loan originations during the second quarter of 1997 as a result of higher interest rates during that period. Although the Company experienced more loan refinancing activity during 1996, it increased its volume in the home purchase financing market during the second quarter of 1997, which has a higher profit margin. The demand for housing in the intermountain area remains strong. Realized gains on investments increased by $266,000 to $234,000 for the three months ended June 30, 1997 from a loss of $32,000 for the comparable period in 1996. This increase was the result of the sale of investments in securities during the second quarter of 1997. Total benefits and expenses were $6,785,000, or 97.2% of total revenues for the three months ended June 30, 1997, as compared to $7,225,000, or 96.6% of total revenues for the three months ended June 30, 1996. Death benefits, surrenders and other policy benefits and increase in future policy benefits increased by $227,000, or 14.9%, to $1,746,000 for the three months ended June 30, 1997, from $1,519,000 for the comparable period in 1996. This increase was primarily the result of an increase in death claims and health benefits paid. Amortization of deferred policy acquisition costs increased by $14,000, or 4.5%, to $325,000, for the three months ended June 30, 1997, from $311,000 for the comparable period in 1996. This increase was expected since policies in force have increased from one year ago. General and administrative expenses decreased by $689,000, or 15.6%, to $3,735,000 for the three months ended June 30, 1997, from $4,424,000 for the comparable period in 1996. This reduction in general and administrative expenses primarily resulted from a decrease in commissions and other expenses due to fewer mortgage loan originations having been made by the Company's mortgage subsidiary. Interest expense decreased by $99,000, or 27.6%, to $260,000 for the three months ended June 30, 1997, from $359,000 for the comparable period in 1996. This decrease was primarily due to fewer mortgage loan originations by the Company's mortgage subsidiary. Cost of goods and services sold of the mortuaries and cemeteries increased by $107,000, or 17.5%, to $719,000 for the three months ended June 30, 1997, from $612,000 for the comparable period in 1996. This increase was consistent with the increase in net mortuary and cemetery sales. Six Months Ended June 30, 1997 as Compared to Six Months Ended June 30, 1996 Total revenues decreased by $1,229,000, or 7.9%, to $14,402,000 for the six months ended June 30, 1997, from $15,631,000 for the six months ended June 30, 1996. Contributing to this reduction in total revenues was a $399,000 decrease in net investment income and a $1,594,000 decrease in mortgage fee income. These decreases were partially offset by a $478,000 increase in net mortuary and cemetery sales, and a $296,000 increase in realized gains in investments. Net investment income decreased by $399,000, or 10.3%, to $3,466,000 for the six months ended June 30, 1997, from $3,865,000 for the comparable period in 1996. This decrease was attributable to the Company maintaining larger cash and short term investment balances and warehousing fewer mortgage loans during the first six months of 1997. Net mortuary and cemetery sales increased by $478,000, or 11.1%, to $4,773,000 for the six months ended June 30, 1997, from $4,295,000 for the comparable period in 1996. This increase was primarily related to additional preneed sales from the opening of Singing Hills Memorial Park Cemetery in San Diego, California during the third quarter of 1996. Preneed sales of cemetery and mortuary products also increased at the Company's other cemeteries and mortuaries. Mortgage fee income decreased by $1,594,000, or 35.6%, to $2,888,000 for the six months ended June 30, 1997, from $4,482,000 for the comparable period in 1996. This reduction was primarily attributable to fewer loan originations during the first six months of 1997 as a result of higher interest rates during that period. Although the Company experienced more loan refinancing activity during 1996, it increased its volume in the home purchase financing market during the first six months of 1997, which has a higher profit margin. The demand for housing in the intermountain area remains strong. Realized gains on investments increased by $296,000 to $270,000 for the three months ended June 30, 1997 from a loss of $26,000 for the comparable period in 1996. This increase was the result of the sale of investments in securities during the second quarter of 1997. Total benefits and expenses were $13,695,000, or 95.1% of total revenues for the six months ended June 30, 1997, as compared to $14,967,000, or 95.8% of total revenues for the six months ended June 30, 1996. Death benefits, surrenders and other policy benefits and increase in future policy benefits increased by $7,000, or .2%, to $3,284,000 for the six months ended June 30, 1997, from $3,277,000 for the comparable period in 1996. This slight increase was primarily the result of a decrease in annuity interest expense due to fewer annuity policies in force. Amortization of deferred policy acquisition costs decreased by $6,000, or .9%, to $639,000, for the six months ended June 30, 1997, from $645,000 for the comparable period in 1996. This decrease was expected since policies in force are essentially the same as a year ago. General and administrative expenses decreased by $1,299,000, or 14.3%, to $7,783,000 for the six months ended June 30, 1997, from $9,082,000 for the comparable period in 1996. This reduction in general and administrative expenses primarily resulted from a decrease in commissions and other expenses due to fewer mortgage loan originations having been made by the Company's mortgage subsidiary. Interest expense decreased by $226,000, or 29.6%, to $538,000 for the six months ended June 30, 1997, from $764,000 for the comparable period in 1996. This decrease was primarily due to fewer mortgage loan originations by the Company's mortgage subsidiary. Cost of goods and services sold of the mortuaries and cemeteries increased by $251,000, or 20.9%, to $1,451,000 for the six months ended June 30, 1997, from $1,200,000 for the comparable period in 1996. This increase was consistent with the increase in net mortuary and cemetery sales. Liquidity and Capital Resources The Company's life insurance subsidiary and cemetery and mortuary subsidiaries realize cash flow from premiums, contract payments and sales on personal services rendered for cemetery and mortuary business, from interest and dividends on invested assets, and from the proceeds from the maturity of held-to-maturity investments, or sale of other investments. The mortgage subsidiary realizes cash flow from fees generated by originating and refinancing mortgage loans and interest earned on mortgages sold to investors. The Company considers these sources of cash flow to be adequate to fund future policyholder and cemetery and mortuary liabilities which generally are long-term and adequate to pay current policyholder claims, annuity payments, expenses on the issuance of new policies, the maintenance of existing policies, debt service, and to meet operating expenses. The Company attempts to match the duration of invested assets with its policyholder and cemetery and mortuary liabilities. The Company may sell investments other than those held to maturity in the portfolio to help in this timing; however, to date, that has not been necessary. The Company purchases short-term investments on a temporary basis to meet the expectations of short-term requirements of the Company's products. The Company's investment philosophy is intended to provide a rate of return which will persist during the expected duration of policyholder and cemetery and mortuary liabilities regardless of future interest rate movements. The Company's investment policy is to invest predominately in fixed maturity securities and warehouse mortgage loans on a short-term basis before selling the loans to investors in accordance with the requirements and laws governing the life insurance subsidiary. Bonds owned by the insurance subsidiary amounted to $47,036,000, at amortized cost as of June 30, 1997 compared to $47,906,000 at amortized cost as of December 31, 1996. This represents 58% of the total insurance related investments in 1997 as compared to 63% in 1996. Generally all bonds owned by the life insurance subsidiary are rated by the National Association of Insurance Commissioners (NAIC). Under this rating system, there are six categories used for rating bonds. At June 30, 1997, 4.0% ($1,950,000) and at December 31, 1996, 4.1% ($1,994,000) of the Company's total investment in bonds were invested in bonds in rating categories three through six which are considered non-investment grade. The Company intends to hold its fixed income securities, including high-yield securities, in its portfolio to maturity. Business conditions, however, may develop in the future which may indicate a need for a higher level of liquidity in the investment portfolio. In that event the Company believes it could sell short-term investment grade securities before liquidating high-yielding longer term securities. The Company is subject to risk based capital guidelines established by statutory regulators requiring minimum capital levels based on the perceived risk of assets, liabilities, disintermediation, and business risk. At December 31, 1996 and 1995, the life subsidiary exceeded the regulatory criteria. The Company's capitalization of stockholders' equity and long term debt was $33,803,000 for the six months ended June 30, 1997 as compared to $34,352,000 for the six months ended June 30, 1996. Stockholders' equity as a percent of capitalization increased to 70.7% for the six months ended June 30, 1997 from 65.0% for the six months ended June 30, 1996 and as a percent of assets increased to 19.4% from 17.5%, respectively. Lapse rates measure the amount of insurance terminated during a particular period. The Company's lapse rate for life insurance for 1996 was 12% as compared to a rate of 10.5% for 1995. The 1997 lapse rate is approximately the same as 1996. In February 1997, the Company purchased all of the outstanding shares of common stock of Crystal Rose Funeral Home, Inc., an Arizona based mortuary, for a total consideration of $547,000. The purchase price included a note to the former owner in the amount of $297,000. At June 30, 1997, $9,864,000 of the Company's consolidated stockholders' equity represents the statutory stockholders' equity of the Company's insurance subsidiary. The life insurance subsidiary cannot pay a dividend to its parent company without the approval of insurance regulatory authorities.
Part II Other Information: Item 1. Legal Proceedings NONE Item 2. Changes in Securities NONE Item 3. Defaults Upon Senior Securities NONE Item 4. Submission of Matters to a Vote of Security Holders NONE Item 5. Other Information NONE Item 6. Exhibits and Reports on Form 8-K NONE (a)(3) Exhibits The following Exhibits are filed herewith pursuant to Rule 601 of Regulation S-K or are incorporated by reference to previous filings. Exhibit Table No Document -------- --------- (a)(3) Exhibits: EX-27
SIGNATURES Pursuant to the requirements of the Securities and Exchange Act of 1934, the Registrant has duly caused this report to be signed on its behalf by the undersigned thereunto duly authorized. REGISTRANT SECURITY NATIONAL FINANCIAL CORPORATION Registrant DATED: August 14, 1997 By: George R. Quist, --------------- --------------- Chairman of the Board, President and Chief Executive Officer (Principal Executive Officer) DATED: August 14, 1997 By: Scott M. Quist --------------- -------------- First Vice President, General Counsel and Treasurer (Principal Financial and Accounting Officer)
 

7 6-MOS DEC-31-1996 JUN-30-1997 47,041,539 0 0 3,960,205 8,063,808 7,708,748 74,564,908 8,618,578 0 4,267,827 123,288,821 74,560,944 0 710,032 1,907,641 9,915,291 9,211,047 0 0 14,676,761 123,288,821 2,983,294 3,466,068 269,575 7,682,833 3,283,781 639,355 0 707,170 165,112 542,058 0 0 0 542,058 .13 .13 0 0 0 0 0 0 0