Sonida Senior Living, Inc. (“Sonida” or the “Company”) (NYSE:
SNDA), a leading owner, operator and investor in senior housing
communities, announced today that it has priced an underwritten
public offering of 4,300,000 shares of its common stock upsized
from 4,000,000 shares at launch. The price to the public of the
offering is $27.00 per share. The Company has granted the
underwriters a 30-day option to purchase up to an additional
645,000 shares of the Company’s common stock. The offering is
expected to close on August 19, 2024, subject to customary closing
conditions.
The Company intends to use $102.9 million of the net proceeds
from the offering to fund the purchase price for the proposed
acquisition of eight senior living communities. The Company intends
to use the remaining net proceeds from the offering, including any
net proceeds from the underwriters’ exercise of their option to
purchase additional shares, for other general corporate
purposes.
Morgan Stanley, RBC Capital Markets, LLC and BMO Capital Markets
are acting as joint lead book-running managers of the offering.
The offering is being made only by means of a prospectus
supplement and an accompanying base prospectus, each of which is
part of an effective shelf registration statement previously filed
by the Company with the Securities and Exchange Commission (the
“SEC”). An electronic copy of the preliminary prospectus supplement
and accompanying base prospectus may be obtained at no charge on
the SEC’s website at www.sec.gov. A copy of the preliminary
prospectus supplement and the accompanying base prospectus relating
to the offering may also be obtained from the offices of:
Morgan Stanley & Co. LLC
1585 Broadway, New York, New York 10036,
Attention: Equity Syndicate Desk, with a copy to the Legal
Department
RBC Capital Markets, LLC
Brookfield Place, 200 Vesey Street, 8th
Floor
New York, New York 10281, Attention:
Equity Syndicate Desk
BMO Capital Markets Corp.
151 W 42nd Street, 32nd Floor, New York,
New York 10036, Attention: Equity Syndicate Department, with a copy
to the Legal Department
This press release does not constitute an offer to sell or the
solicitation of an offer to buy any securities, nor shall there be
any sale of any securities, in any jurisdiction in which such
offer, solicitation or sale would be unlawful prior to registration
or qualification under the securities laws of any such
jurisdiction.
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 83 senior housing communities in
20 states with an aggregate capacity of approximately 9,000
residents, including 70 communities which the Company owns
(including eight communities in which the Company owns varying
interests through two separate joint ventures), and 13 communities
that the Company manages on behalf of a third-party.
For more information, visit www.sonidaseniorliving.com or
connect with the Company on Facebook, Twitter or LinkedIn.
Forward-Looking Statements
This press release contains forward-looking statements, which
are subject to certain risks and uncertainties that could cause the
Company’s actual results and financial condition to differ
materially from those indicated in the forward-looking statements,
including, but not limited to, the risks, uncertainties and factors
identified from time to time in the Company’s filings with the SEC;
the Company’s ability to consummate the proposed equity offering in
the size and manner anticipated; the Company’s ability to generate
sufficient cash flows from operations, additional proceeds from
equity issuances and debt financings, and proceeds from the sale of
assets to satisfy its short- and long-term debt obligations and to
fund its acquisitions and capital improvement projects to expand,
redevelop, and/or reposition its senior living 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, including its proposed
acquisition of eight senior living communities, and dispositions
upon favorable terms or at all including the possibility that the
expected benefits and our projections related to such acquisitions
may not materialize as expected, that such acquisitions not being
timely completed, if completed at all, that prior to the completion
of such acquisitions, the targets’ businesses could experience
disruptions due to transaction-related uncertainty or other factors
making it more difficult to maintain relationships with employees,
residents, other business partners or governmental entities, and
that we may be unable to successfully implement integration
strategies or achieve expected synergies and operating efficiencies
within our expected timeframes 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; the impact from or the potential
emergence and effects of a future epidemic, pandemic, outbreak of
infectious disease or other health crisis; and changes in
accounting principles and interpretations.
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version on businesswire.com: https://www.businesswire.com/news/home/20240815324734/en/
Investor Relations Jason Finkelstein Ignition Investor
Relations mailto:ir@sonidaliving.com
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