Recently completed acquisition in Ohio bringing
total U.S. senior living portfolio to 72 communities
In process of acquiring an additional eight
geographically strategic communities alongside joint venture
partners with anticipated closings in second quarter 2024
In process of broadening management footprint
with 3 new communities scheduled to transition to Sonida in June
2024
Raised approximately $10.3 million in net
proceeds through At-the-Market (ATM) equity offering program in
April 2024 to fund identified acquisitions
Sonida Senior Living, Inc. (“Sonida” or the “Company”) (NYSE:
SNDA), a leading owner-operator and investor in communities and
services for seniors, today announced the recent closing of its
latest senior living community acquisition, in addition to
providing an update on pending acquisitions and capital markets
activity during the second quarter of 2024.
“The Sonida platform, with its differentiated approach to
operating, owning and investing in senior living facilities,
positions the Company to meaningfully capitalize on near-term
market dislocation by layering on value-creating external
investments designed to further enhance shareholder return.
Reinforced by the trends of a growing elderly population against
the backdrop of a significant slowdown in construction activity of
new properties, Sonida’s disciplined deployment of balance sheet
capital coupled with flexible and creative deal structuring, allows
us to strategically acquire assets that can favorably impact our
portfolio through an expansion of operations and highly attractive
returns upon stabilization,” said Brandon Ribar, President and
Chief Executive Officer.
Recent Acquisition
On May 9, 2024, the Company closed on the acquisition of a
100-unit Assisted Living and Memory Care senior living community in
Macedonia, Ohio, a growing suburb of Cleveland. The latest
acquisition, in close proximity to an existing Sonida asset, brings
the total number of the Company’s Ohio portfolio properties to 11
and dovetails with Sonida’s acquisition strategy, which aims to
further upgrade and modernize its portfolio through densification
in its current markets to fully leverage operating scale and
efficiencies. The asset, built in 2015, has not recovered from
changes in operator and COVID-driven challenges. Sonida is
acquiring the asset for $10.7 million at a 43% discount to the
in-place senior mortgage loan and approximately $105k per unit. The
acquisition will be financed with a mortgage from the existing
lender. Sonida will look to stabilize the asset from current
breakeven Net Operating Income (“NOI”) to a low double-digit cap
rate, by leveraging its deep local sales and marketing expertise as
well as its proven labor management processes.
Pending Joint Venture
Acquisitions
In addition to our single-asset transaction in Ohio, the Company
is finalizing documentation of two joint ventures, to facilitate
the purchase of 8 communities located in strategically important
markets to the Sonida growth plan. The combined transactions
include more than 750 units combining Independent Living, Assisted
Living and Memory Care offerings.
Management assesses various criteria and target metrics when
reviewing growth opportunities. From a quality perspective, these
communities would modernize the portfolio with newer vintage
construction or material renovations within the last 10 years. The
locations align with the portfolio’s geographic footprint creating
further density in Texas and the Midwest allowing management to
leverage market knowledge and create operating efficiencies. The
transactions contribute: i. significant management fee revenue, ii.
material Net Operating Income and Free Cash Flow upside through
both occupancy and operational improvement, iii. per-share cash
flow accretion in the near term based on underwriting and iv. an
attractive basis at or below 50% of replacement cost with an
average purchase price below $120k per unit. At stabilization, the
transactions deliver double-digit NOI yields.
From a capital structure and financing perspective, one
transaction is expected to close on an all-cash basis with moderate
leverage available prior to year-end 2024. The second joint venture
combines the assumption of existing financing at reduced leverage
levels and the origination of new financing on a subset of the
portfolio on attractive terms based on the current market.
The completion of both joint venture acquisition opportunities
is subject to several conditions, including the completion of
satisfactory due diligence and the negotiation and execution of
definitive acquisition agreements. Accordingly, there can be no
assurance that either of these transactions will close upon the
terms or dates contemplated, if at all.
Pending Operating Management
Contracts
The Company is in the process of further broadening its
management footprint with 3 new communities scheduled to transition
to the Company on June 1, 2024. Growth of management contracts with
third-party owners allows Sonida to leverage its full suite of
operational capabilities and enhance the Company’s return on
invested capital with asset-light earnings growth.
Capital Markets Update
“Recent capital infusions, including the February $47.75 million
equity private placement and the recent $10.3 million
‘At-the-Market’ equity raise, allow Sonida to further focus and
execute on strategic bolt-on acquisition opportunities from its
robust and expanding pipeline. The Company plans to
opportunistically utilize the ATM to match-fund accretive
acquisition opportunities in the near term if market pricing is
attractive, further advancing its acquisition objectives,” said
Kevin Detz, Chief Financial Officer.
On April 1, 2024, the Company filed a prospectus supplement with
the U.S. Securities and Exchange Commission (SEC), under which it
may offer and sell from time to time and at its discretion, shares
of its common stock having an aggregate offering price of up to $75
million pursuant to an “At-the-Market” (ATM) securities offering
program. The shares are offered pursuant to an at the market sales
issuance agreement between the Company and Mizuho Securities USA
LLC, who is acting as the sole sales agent.
Since implementing the ATM program in April 2024, the Company
sold 382,000 shares of common stock at a price of $27.50 per share,
representing approximately $10.5 million of gross proceeds and
approximately $10.3 million of net proceeds to the Company. Sonida
currently anticipates that the net proceeds will be used to fund
future potential acquisition opportunities, capital expenditure
projects, working capital and other general corporate purposes.
Safe Harbor
The forward-looking statements in this press release, including,
but not limited to, statements relating to the timing and
completion of the potential acquisitions, are subject to certain
risks and uncertainties that could cause the Company’s actual
results and financial condition to differ materially, including,
but not limited to, the completion of all conditions to the
consummation of such potential acquisitions, including the
completion of satisfactory due diligence and the negotiation and
execution of definitive acquisition agreements; other risks related
to the consummation of such potential acquisitions, including the
risk that such potential acquisitions will not be consummated on
the terms or dates contemplated, or at all; the costs related to
such potential acquisitions; the impact of such potential
acquisitions on the Company’s business; any legal proceedings that
may be brought related to such potential acquisitions; and the
other risks and factors identified from time to time in the
Company’s reports filed with the SEC, including the Company’s
ability to generate sufficient cash flows from operations,
additional proceeds from debt financings or refinancings, and
proceeds from the sale of assets to satisfy its short-and long-term
debt obligations and to make capital improvements to the Company’s
communities; increases in market interest rates that increase the
cost of certain of the Company’s debt obligations; increased
competition for, or a shortage of, skilled workers, including due
to general labor market conditions, along with wage pressures
resulting from such increased competition, low unemployment levels,
use of contract labor, minimum wage increases and/or changes in
overtime laws; the Company’s ability to obtain additional capital
on terms acceptable to it; the Company’s ability to extend or
refinance its existing debt as such debt matures; the Company’s
compliance with its debt agreements, including certain financial
covenants and the risk of cross-default in the event such
non-compliance occurs; the Company’s ability to complete
acquisitions and dispositions upon favorable terms or at all; the
risk of oversupply and increased competition in the markets which
the Company operates; the Company’s ability to improve and maintain
controls over financial reporting and remediate the identified
material weakness discussed in its recent Quarterly and Annual
Reports filed with the SEC; the cost and difficulty of complying
with applicable licensure, legislative oversight, or regulatory
changes; risks associated with current global economic conditions
and general economic factors such as inflation, the consumer price
index, commodity costs, fuel and other energy costs, competition in
the labor market, costs of salaries, wages, benefits, and
insurance, interest rates, and tax rates; and changes in accounting
principles and interpretations.
About Sonida
Dallas-based Sonida Senior Living, Inc. is a leading
owner-operator and investor in independent living, assisted living
and memory care communities and services for senior adults. The
Company provides compassionate, resident-centric services and care
as well as engaging programming operating 72 housing communities in
18 states with an aggregate capacity of approximately 8,000
residents, including 62 communities which the Company owns and 10
communities that the Company manages on behalf of third
parties.
For more information, visit www.sonidaseniorliving.com or
connect with the Company on Facebook, Twitter or LinkedIn.
View source
version on businesswire.com: https://www.businesswire.com/news/home/20240509640522/en/
Investor Relations Jason Finkelstein Ignition Investor
Relations ir@sonidaliving.com
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