UNITED STATES OF AMERICA 

BEFORE FEDERAL TRADE COMMISSION 

In the Matter of ) 

 ) 

Service Corporation International, ) Docket No. C-4423 

a corporation, and ) File No. 131 0163 

 ) 

Stewart Enterprises, Inc., ) 

a corporation ) 

 ) 

PETITION FOR APPROVAL OF PROPOSED DIVESTITURE 

 

Pursuant to Section 2.41(f) of the Federal Trade Commission 

(“Commission”) Rules of Practice and Procedure, 16 C.F.R. § 2.41(f) (2012), and 

Paragraphs II.A of the Decision and Order contained in the Agreement Containing Consent 

Orders accepted for public comment in this matter (“Decision and Order”), Respondent 

Service Corporation International (“SCI”) hereby petitions the Commission to approve the 

divestiture to Hunsaker Partners, LLC (“Hunsaker”) of the Divestiture Business that 

includes the following two facilities: (ii) Holly Hill Memorial Park, 359 West Broad 

Street, Fairburn, Georgia 30213 and (ii) Eastlawn Memorial Park, 640 McGarity Road, 

McDonough, Georgia 30252. 

The Divestiture Business associated with these facilities (as defined in the 

Decision and Order, and hereinafter collectively referred to as the “Divestiture Assets”) 

PUBLIC VERSION
2 

will be sold to Hunsaker pursuant to an Asset Sale Agreement by and among Hunsaker and 

SCI (the “ASA”).1

Background 

On December 23, 2013, SCI and Respondent Stewart Enterprises, Inc. 

(“Stewart”) (collectively, the “Respondents”) executed an Agreement Containing Consent 

Orders that included the Decision and Order and Order to Hold Separate and Maintain 

Assets (collectively, the “Consent Agreement”) to settle the Commission’s charges that the 

proposed acquisition by SCI of Stewart would violate Section 5 of the Federal Trade 

Commission Act, as amended, 15 U.S.C. § 45, and Section 7 of the Clayton Act, as 

amended, 15 U.S.C. § 18. On December 23, 2013, the Commission accepted the Consent 

Agreement for public comment, and on December 23, 2013, SCI consummated its 

acquisition of Stewart. Stewart is now a wholly owned subsidiary of SCI. The 

Commission issued the Consent Agreement as final on April 29, 2014. 

Because this petition and its attachments contain confidential and 

competitively sensitive business information relating to the divestiture of the Divestiture 

Assets—the disclosure of which may prejudice the Respondents and Hunsaker, cause harm 

to the ongoing competitiveness of the Divestiture Assets, and impair the Respondents’ 

ability to comply with their obligations under the Consent Agreement—Respondents have 

redacted such confidential information from the public version of this petition and its 

attachments. Pursuant to Sections 2.41(f)(4) and 4.9(c) of the Commission’s Rules of 

Practice and Procedure, 16 C.F.R. § 2.41(f)(4) & 4.9(c) (2012), Respondents request that 

the non-public, confidential version of this petition and its attachments and the information 

 

1

 This ASA amends and restates the ASA submitted in connection with the divestiture petition filed on March 7, 

2014, on behalf of SCI with regard to the proposed divestiture to Hunsaker Partners, LLC of Cheatham Hill 

Memorial Park/Southern Cremations & Funerals, 1860 Dallas Highway SW, Marietta, Georgia 30064. 

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contained herein be accorded confidential treatment. The confidential version of this 

petition should be accorded such confidential treatment under 5 U.S.C. § 552 and Section 

4.10(a)(2) of the Commission’s Rules of Practice and Procedure, 16 C.F.R. § 4.10(a)(2) 

(2012). The confidential version of this petition is also exempt from disclosure under 

Exemptions 4, 7(A), 7(B), and 7(C) of the Freedom of Information Act, 5 U.S.C. §§ 

552(b)(4), 552(b)(7)(A), 552(b)(7)(B), & 552(b)(7)(C), and the Hart-Scott-Rodino 

Antitrust Improvements Act of 1976, as amended, 15 U.S.C. § 18a(h). 

Respondent SCI desires to complete the proposed divestiture of the 

Divestiture Assets as soon as possible, following Commission approval thereof. All 

conditions other than Commission approval and those normally satisfied at closing have 

already been satisfied so that SCI and Hunsaker are in a position to close the divestiture 

within a few days of such approval. Prompt consummation will further the purposes of the 

Decision and Order and is in the interests of the public, Hunsaker, and Respondents 

because it will allow Hunsaker to move forward with its business plans for the competitive 

operation of the Divestiture Assets. SCI accordingly requests that the Commission 

promptly commence the period of public comment pursuant to Section 2.41(f)(2) of the 

Commission’s Rules of Practice and Procedure, 16 C.F.R. § 2.41(f)(2) (2012), limit the 

public comment period to the customary 30-day period, and grant this petition by 

approving the divestiture of the Divestiture Assets to Hunsaker pursuant to the abovereferenced ASA as soon as practicable after the close of the public comment period. 

 

PUBLIC VERSION
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I. The ASA Is Final and Consistent with the Decision and Order’s Terms 

Paragraph II.A of the Decision and Order requires the Respondents to divest the 

Divestiture Businesses (as defined in the Decision and Order) within 180 days of the date on 

which the Order is issued.2

 Pursuant to this requirement, SCI diligently has sought buyers that 

would be acceptable to the Commission, through an extensive auction process that produced 

great interest in the properties. As noted above, SCI has entered into an ASA with Hunsaker, 

which will require SCI to sell the Divestiture Assets to Hunsaker. The ASA is attached hereto as 

Confidential Exhibit A. 

The ASA complies with the requirements of Paragraph II of the Decision and 

Order. Paragraph II.A requires that Respondents divest the Divestiture Assets, absolutely and in 

good faith. Pursuant to the ASA, Hunsaker will acquire the Divestiture Assets. See ASA § 1.1. 

Paragraph II.B.8 of the Decision and Order requires that Respondents divest the 

cemeteries in Atlanta, Georgia, to no more than one Acquirer. The Atlanta group is comprised 

of the following two facilities: (i) Holly Hill Memorial Park, 359 West Broad Street, 

Fairburn, Georgia 30213 and (ii) Eastlawn Memorial Park, 640 McGarity Road, 

McDonough, Georgia 30252. Pursuant to the ASA, Hunsaker will acquire these two facilities. 

See ASA § 1.1. 

Hunsaker has acknowledged that the Divestiture Assets, together with the 

Hunsaker’s existing resources, enable Hunsaker to operate the Divestiture Businesses as ongoing 

entities and that no other assets are needed from SCI to do so. See ASA § 4.4. 

* * * 

 

2

 The Commission issued the final Order on April 29, 2014. 

PUBLIC VERSION
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As demonstrated above and in the accompanying ASA, SCI has entered into an 

agreement relating to the divestiture of the Divestiture Assets that fully complies with the 

Commission’s Decision and Order with respect to the divestiture of these assets. Accordingly, 

the Respondents hereby seek Commission approval of the proposed divestitures pursuant to 

Paragraph II.A of the Decision and Order. 

 

II. The Prospective Acquirer Will Be a Strong and Effective Competitor 

 A. Background and Operations Experience 

Hunsaker has extensive experience in acquiring and operating cemeteries and 

funeral homes, has the financial wherewithal to make this acquisition, and the acquisition of the 

Divestiture Assets by Hunsaker will ensure that the Divestiture Assets remain strong and 

effective competitors in Georgia. 

Christine Hunsaker grew up in the funeral business. Her father has been a funeral 

director for 59 years and still works in the industry. After graduate school, Ms. Hunsaker began 

her career in funeral service and has over 25 years of experience in the cremation, funeral, and 

cemetery business. She has been a corporate officer for two of the largest publically traded 

funeral companies in the United States—Stewart Enterprises and SCI. She is a successful owner 

of several businesses, one of which is a large pet cremation company that employs more than 25 

individuals and assists over 8,000 families annually.3

 Ms. Hunsaker also owns Hunsaker 

Properties, LLC, a commercial property holding company. Hunsaker Properties owns the real 

estates for the pet company as well as other commercial buildings, which include the new 

corporate offices for Hunsaker Partners where they are currently operating. 

 

3

 The company, which Ms. Hunsaker started in 2004, is named Paws, Whiskers & Wags, Your Pet Crematory, and is 

located at 2800 E Ponce De Leon Ave., Decatur, GA 30030. See www.PawsWhiskersAndWags.com. 

PUBLIC VERSION
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Ms. Hunsaker was employed by Stewart Enterprises, Inc. (“Stewart”), now a 

wholly-owned subsidiary of SCI, but has discontinued her employment. She served Stewart as 

Senior Vice President, Cremation from 2009 to mid-2014. In that role, she was responsible for 

all aspects of the $150 million cremation operations and business development, growth, and 

strategic planning across all lines of business in the organization, including cemetery, funeral, 

pre-need sales, marketing, compliance, operations, and vendor partnerships. 

As Senior Vice President, Cremation, at Stewart, Ms. Hunsaker created and 

achieved several major company goals, including but not limited to the following: 

 built a new department that managed a $ annual investment in 

cremation/cemetery memorialization; 

 developed extensive cremation garden projects so that cemeteries would be more 

accommodative to cremations, which yielded an incremental $ in cemetery 

cremation sales through the first six months of fiscal year 2013; 

 created and trademarked four new cremation cemetery brands; established new cremation 

merchandising and signage to increase sales, resulting in a year-over-year

increase in cremation funeral home profitability over a three-year period; 

 established Stewart’s first cremation training program (Face2Face for Cremation) for atneed arrangers and pre-need counselors, resulting in a increase in sales averages 

since inception; and 

 implemented and managed direct buying relationships with suppliers on granite, urns, 

and other cremation products. 

Before joining Stewart, from 2001 to 2004, Ms. Hunsaker served as President, 

Cremation Services/Cremation Operations, North America, for SCI. In this role, Ms. Hunsaker 

was responsible for all aspects of SCI’s North American cremation operations, expansion, 

growth, and personnel. She led the expansion of SCI’s cremation brand, National Cremation 

Society, into over 20 new markets in just 18 months, taking the company from 

operating profit to operating profit growth and operating profit growth in the two 

subsequent years. 

PUBLIC VERSION
PUBLIC VERSION 

Prior to this role, Ms. Hunsaker served as Director, National Cremation Society 

Brand Development & Marketing, Nmih America, for SCI. She was responsible for SCI's Nmih 

American business expansion of the National Cremation Society brand, while leading cmTent 

operating locations and personnel toward successful business practices. In this capacity, Ms. 

HmlSaker managed over 125 employees. Ms. HmlSaker also se1ved, prior to this role, as 

Manager, Revenue Se1vices, Nmth America, for SCI. In tliis role, Ms. HllilSaker was responsible 

for the development, selection, merchandising, and placement of all cremation revenue, 

generating a II increase over prior years. She coordinated and directed the activities of 17 

Regional Vice Presidents in the rollout of company revenue stmtegies. 

Before joining SCI, Ms. Hlmsaker was a ma1·keting manager for Hillenbrand 

Industries, where she assisted in the launch of a new cremation brand, "Options by Batesville," 

which is one of Nmih America's largest cremation supply brands, owned by Batesville Casket 

Company. In this capacity, Ms. Hlmsaker managed all sales and business practices for the brand 

for 10 states. She also se1ved as a sales representative, developing 62 customer accmmts in 

Northern California and Southern Oregon. 

Since entering the workforce after graduate school, all but two years of her 25-

year professional career has been in the death care industiy. Ms. Hlmsaker has worked in eve1y 

facet of the funeral, cemete1y and cremation business, including, but not limited to, waiting on 

families, sales, marketing, management, leadership, cemete1y operations, fi.meral home 

operations, crematmy operations, market expansion and executive management. 

Ms. Hunsaker belongs to the following professional organizations in the death 

care industiy: Cremation Association of North America; International Cemetery and Cremation 

Flmeral Association; and the National Flmeral Directors Association. 

7 
8 

Ms. Hunsaker plans to bring seasoned professionals to the management of the 

Divestiture Assets. Brett Newbern, Vice President, Finance and Business Practices, and Rhonda 

Fuller, Vice President, Funeral Operations and Sales, will comprise the management team. 

These two individuals combined have more than 45 years of experience in the death care 

industry. 

The Divestiture Assets also will benefit from the operational and management 

experience of Rhonda Fuller, who will serve as General Manager for both facilities. Mrs. Fuller 

is an accomplished death care professional offering a successful 17-year career, which 

encompasses sales, marketing, and management of cemeteries. Her past experience in the 

cemetery industry includes Sales Counselor, Sales Manager, General Manager, Area Sales 

Executive, and Director of Community and Family Service. As General Manager she was 

responsible for daily operations of the cemetery. Some of her responsibilities are: (1) managing 

maintenance staff, administrative staff and sales staff, (2) ordering supplies and merchandise, (3) 

scheduling services, (4) overseeing customer satisfaction, (5) developing processes for proper 

burials, and (6) managing maintenance schedules for equipment. During her tenure with Stewart 

Enterprises, she managed 21 cemeteries across North Carolina, South Carolina and Georgia. 

Mrs. Fuller directly supervised the operations of Holly Hill Memorial Park, Eastlawn Memorial 

Park, and Cheatham Hill Memorial Park. 

Mrs. Fuller’s management experience includes managing a sales force of 45 sales 

people with 20 sales directors. She has also managed cemetery crews, administrative personnel, 

and telemarketers. During her career, Mrs. Fuller has successfully implemented a regional sales 

training program and standardized regional sales presentations. Mrs. Fuller is a certified 

crematory operator through the International Cemetery, Cremation and Funeral Association and 

PUBLIC VERSION
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is an active member of the National Funeral Directors Association and Cremation Association of 

North America. 

Ms. Hunsaker has also retained the services of Lemasters Consulting. Lemasters 

Consulting specializes in the death care profession by providing a resource for funeral homes, 

cemeteries, and crematories on issues such as operations, regulatory compliance, risk 

management, proper forms/documentation, and liability issues. The experience of Lemasters 

Consulting is based on Poul Lemasters, who is both a licensed funeral director/embalmer with 

over 20 years of experience in the field and a practicing attorney with experience as corporate 

counsel for various death care providers, including the former Alderwoods Group. Lemasters 

Consulting represents death care providers across the entire United States and is recognized as an 

expert in the field. Lemasters Consulting also serves as counsel for various death care 

organizations, including the International Cemetery, Crematory, and Funeral Association. 

Hunsaker has sufficient operating expertise to not only ensure the continued 

competitiveness of the Divestiture Assets, but to enhance them. Ms. Hunsaker has planned 

several marketing and several strategic initiatives for the Divestiture Assets, including the 

following: 

 Website/Social Media: Ms. Hunsaker will launch a complete interactive strategy, 

including a new website and an aggressive social media campaign, on day one. 

 Advertising: Ms. Hunsaker will implement an aggressive go-to-market strategy that will 

encompass all avenues of advertising, including print, direct mail, consumer surveys, 

outdoor, television, and radio. 

 Signage: Ms. Hunsaker will implement new signage within 30 days to leverage the street 

visibility and to display the new branding strategy.

 Cemetery Sales Growth: Ms. Hunsaker will endeavor to increase cemetery sales by a 

grass-roots efforts, which will include community outreach, aftercare follow up, and 

referrals and leads generated by the marketing activities described above. 

 

PUBLIC VERSION
10 

 B. Financial Capability 

Hunsaker expects to pay SCI the purchase price of 

Hunsaker does not anticipate any problems 

. Moreover, the facilities and equipment of the Divestiture Assets are in good repair. 

Hunsaker does not anticipate needing any funds beyond working capital to make improvements 

to the physical property and facilities. 

III. The Proposed Divestiture Agreement Will Achieve the Purposes of the Decision and 

Order and Result in No Harm to Competition 

The proposed divestiture of the Divestiture Assets, as embodied in the ASA, will 

achieve the purposes of the Decision and Order. Hunsaker is an experienced operator of death 

care industry assets. Hunsaker enjoys a strong financial position that will enable it to complete 

this acquisition, continue the operation of the Divestiture Assets, and enhance their 

competitiveness in the market for cemetery services. Combining the Divestiture Assets with 

Hunsaker’s experience and financial wherewithal will ensure that the objectives of the 

Commission’s Decision and Order will be realized. 

The proposed divestitures to Hunsaker in this petition and the petition filed on 

March 7, 20914, will result in no harm to competition. Hunsaker does not currently compete in 

PUBLIC VERSION
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any market, as defined in the Commission’s Complaint, in which the Divestiture Assets operate.4

 

Consequently, there is no overlap between the operations of Hunsaker and the Divestiture Assets 

in both petitions, and the proposed divestitures do not raise any competitive issue. 

In sum, the proposed divestiture will remedy any alleged anticompetitive effects 

that could result from the Acquisition. The ASA will achieve the Commission’s stated purposes 

of ensuring the continued use of the Divestiture Assets in the same business in which they were 

engaged at the time of the announcement of the Acquisition and remedying the lessening of 

competition as alleged in the Commission’s Complaint. 

[REMAINDER OF PAGE LEFT INTENTIONALLY BLANK] 

 

 4

 Pet cremation assets do not compete with human disposition. 

PUBLIC VERSION
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Conclusion 

For the foregoing reasons, the Respondents respectfully request that the 

Commission approve the proposed divestiture of the Divestiture Assets to Hunsaker, as 

embodied in the ASA, as soon as practicable after expiration of the public comment period. 

Respectfully submitted, 

 

Amanda L. Wait 

Hunton & Williams LLP 

2200 Pennsylvania Ave, NW 

Washington, D.C. 20037 

(202) 955-1502 

Counsel for Respondents 

Dated: July 3, 2014 

PUBLIC VERSION
PUBLIC VERSION 

CERTIFlCATlON OF SERVlCE CORPORATION INTERNATIONAL 

The facts and informaLion related in the foregoing Petition, insofar as they pertain to Service 

Corporation International, its subsidiaries, and its assets, are, to the best of my knowledge, 

true, correct, and complete. 

Pursuant to 28 U ,S.C. § 1746, I certify under penalry of perjury under the laws of the United 

States of nca at the foregoing is true and correc.t. 

Business Development 

oration International 

13 
PUBLIC VERSION 

CERTIFlCATION OF HUNSAKERPARTERS, LLC 

The facts and infonnation related in the foregoing Petition, insofar as they pertain to 

Hunsaker Partners, LLC, their subsidiaries, and their assets, are, to the best of my 

knowledge, true, correct, and complete. 

Pursuant to 28 U. § 1746, I certify under penalty of perjury under the laws of the United 

th t the foregoing is true and correct. 

\ 

14 

42983.000035 BMF_US 51425934v2 
CONFIDENTIAL 

EXHIBIT A 

PUBLIC VERSION