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8-K - 8K EARNINGS 2009 10K - EMERITUS CORP\WA\ | earnings8k200910k.htm |
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NEWS
RELEASE
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Contact:
Investor
Relations
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(206)
298-2909
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EMERITUS
ANNOUNCES OPERATING
RESULTS
FOR FOURTH QUARTER AND FULL YEAR 2009
SEATTLE, WA, (March 15, 2010)
- Emeritus Corporation (NYSE: ESC), a national provider of assisted living and
memory care services to seniors, today announced its fourth quarter and full
year 2009 results.
Year
and Quarter Ended December 31, 2009 Operating Summary
|
·
|
Total
revenues increased by $126.3 million, or 16.3%, to $898.7 million for the
year, and by $25.1 million, or 12.3%, to $229.6 million for the fourth
quarter.
|
|
·
|
Average
monthly revenue per occupied unit improved by 6.8% to $3,648 for the year,
and by 4.1% to $3,684 for the fourth
quarter.
|
|
·
|
Average
occupancy increased 20 basis points to 86.7% for the year, and increased
70 basis points to 87.1% for the fourth
quarter.
|
|
·
|
Same
Store average occupancy increased 80 basis points to 87.9% for the year,
and increased 120 basis points to 88.3% for the fourth
quarter.
|
|
·
|
Operating
income from continuing operations improved by $49.8 million for the year,
and by $6.6 million for the fourth
quarter.
|
|
·
|
Adjusted
EBITDAR improved 13.3% to $252.9 million for the year, and by 4.9% to
$62.3 million for the fourth
quarter.
|
Granger
Cobb, President and Co-Chief Executive Officer, stated, “In 2009, we improved
occupancy, revenue per unit, and cash flows despite a difficult economy,
underscoring the need-driven fundamentals of our business. As we
enter this year, we are energized by the meaningful opportunities to drive
further improvements in operating results throughout our existing portfolio, as
well as through select acquisitions.”
2009
Annual Results
Total
operating revenues increased by $126.3 million, or 16.3%, to $898.7 million for
the year ended December 31, 2009, compared to $772.4 million in
2008. Of this increase, $98.2 million was from the acquisition,
development, and expansion of 26 communities since the beginning of 2008, $27.4
million was from the 240 Same Store communities, and the balance was from an
increase in management fee revenues. The $27.4 million improvement in
Same Store revenues consisted of $20.3 million from increased average monthly
revenue per occupied unit and $7.1 million from improved occupancy.
Average
monthly revenue per occupied unit increased to $3,648 in 2009 from $3,417 in
2008, a 6.8% improvement. On a Same Store basis, average monthly
revenue per occupied unit increased by 2.8% to $3,528 in 2009 from $3,433 in
2008.
Same
Store average occupancy in 2009 was 87.9% compared to 87.1% in
2008. For the total consolidated portfolio, average occupancy for
2009 was 86.7% compared to 86.5% in 2008. Total occupancy was 88.7%
on December 31, 2009, compared to 87.4% on December 31, 2008.
1
Community
operating expenses were $585.8 million in 2009 compared to $490.9 million in
2008. Approximately $75.7 million of the increase resulted from the
acquisition, development, or expansion of 26 communities since the beginning of
2008, while $19.2 million was from the 240 Same Store
communities. The increase in Same Store expenses includes a $5.1
million increase in health insurance primarily from an increase in employee
enrollment, a $2.6 million increase in workers’ compensation expense, base
salary and wage increases of less than 1.0%, totaling $1.9 million, and a $1.0
million increase in sick pay benefits due to a change in employee sick pay
policy. The remaining increase in community operating expenses was
due to general expense increases across various categories.
The
Company benefited from expense reductions of $1.9 million in 2009 and $6.0
million in 2008 related to actuarial adjustments to self-insurance
programs. These adjustments, though representing benefits to each of
the periods, had the impact of increasing comparative consolidated operating
expenses by $4.1 million, of which $1.2 million is included in the Same Store
expenses as discussed above.
General
and administrative expenses were $63.6 million in 2009 compared to $58.8 million
in 2008. As a percent of total operated community revenues, which includes
revenues of managed communities, general and administrative expenses decreased
to 6.3% in 2009 compared to 6.7% in 2008.
The net
loss improved by $50.9 million for 2009 to $(53.9) million compared to $(104.8)
million in 2008. The meaningful reduction in the Company’s net loss
was principally attributed to a decrease in depreciation and amortization of
$41.6 million, primarily from the full amortization of an intangible asset in
early 2009; a decrease in impairment charges of $5.8 million, including
impairment losses reported in discontinued operations; a decrease in the
write-off of transaction, refinancing, and development costs of approximately
$6.1 million; and a $4.5 million benefit on the Company’s interest rate swap
value, including amounts reported in equity earnings from unconsolidated joint
ventures. These positive impacts were partially offset by a net
increase of $8.7 million in non-cash facility lease expenses, primarily
straight-line rent accruals on leased communities acquired in December 2008, and
the $4.1 million comparative increase in self-insurance expense as discussed
above.
For the
year ended December 31, 2009, adjusted earnings before interest, taxes,
depreciation and amortization, and rents (“Adjusted EBITDAR”) increased 13.3% to
$252.9 million from $223.2 million for 2008, with the increase primarily driven
by improvement in community operating income (community
revenue less community operating expenses).
2009
Fourth Quarter Results
Total
operating revenues increased by $25.1 million, or 12.3%, to $229.6 million for
the fourth quarter ended December 31, 2009, compared to $204.5 million in the
2008 fourth quarter. Of this increase, $19.8 million was from the
acquisition, development, and expansion of 26 communities since the beginning of
2008, and the remaining $5.3 million was from the 240 Same Store communities and
management fees. The improvement in Same Store revenues consisted of
approximately equal increases of average monthly revenue per occupied unit and
improved occupancy.
Average
monthly revenue per occupied unit increased to $3,684 in the fourth quarter of
2009 from $3,539 in the fourth quarter of 2008, a 4.1%
improvement. On a Same Store basis, average monthly revenue per
occupied unit increased by 1.5% to $3,555 in the fourth quarter of 2009 from
$3,503 in the corresponding period in 2008.
Same
Store average occupancy in the fourth quarter of 2009 was 88.3% compared to
87.1% in prior year fourth quarter. Average occupancy for the fourth
quarter of 2009 was 87.1% compared to 86.4% in fourth quarter of
2008. From the third to fourth quarters of 2009, average occupancy
was flat at 87.1% on a consolidated basis and also flat at 88.3% on a Same Store
basis.
2
Community
operating expenses increased $27.5 million to $151.5 million in the fourth
quarter of 2009 compared to $124.0 million in the prior year fourth
quarter. Approximately $17.3 million of the increase resulted from
the acquisition, development, or expansion of 26 communities since the beginning
of 2008, and $10.2 million was from the 240 Same Store
communities. The increase in Same Store expenses includes a $2.4
million increase in workers’ compensation expense, a $1.2 million increase in
health insurance primarily from an increase in employee enrollment, and salary
and wage increases of 1.7%, totaling $1.0 million. In addition,
professional and general liability expenses increased $2.0 million, primarily
from an actuarial-based expense credit in the fourth quarter of
2008. The remaining increase in community operating expenses was due
to general expense increases across various other operating expense
categories.
The
Company benefited from prior period net expense reductions of $0.8 million in
the fourth quarter of 2009 and $6.6 million in the prior year quarter related to
actuarial adjustments to self-insurance programs. These adjustments,
though representing benefits to each of the periods, had the impact of
increasing comparative consolidated operating expenses by $5.8 million in the
2009 quarter, of which $2.0 million in workers’ compensation and $2.0 million in
professional liability expenses are included in the Same Store expenses as
discussed above.
The net
loss for the fourth quarter of 2009 was $(15.9) million compared to $(30.5)
million in the fourth quarter of 2008, an improvement of $14.6
million. The meaningful reduction in the Company’s net loss was
principally attributed to a decrease in depreciation and amortization of $10.4
million, primarily from the full amortization of an intangible asset in early
2009; a decrease in impairment charges of $3.9 million, including impairment
losses reported in discontinued operations; a decrease in the write-off of
transaction, refinancing, and development costs of approximately $5.3 million;
and a $3.4 million benefit on the Company’s interest rate swap value, including
amounts reported in equity earnings from unconsolidated joint
ventures. These positive impacts were partially offset by a net
increase of $1.0 million in non-cash facility lease expenses, primarily
straight-line rent accruals on leased communities acquired in December 2008, and
the $5.8 million comparative increase in self-insurance expense as discussed
above.
Community
Transactions
In
January 2010, the Company announced that it had entered into a joint venture
agreement with Blackstone Real Estate Advisors VI, L.P. and Columbia Pacific
Advisors in connection with the acquisition by the joint venture of
approximately 134 communities currently operated by an affiliate of Sunwest
Management. The Company continues to work with the joint venture in
pursuing this opportunity.
During
both 2009 and 2008, the Company incurred impairment losses that related to
communities sold or held for sale. For the year ended December 31,
2009, the impairment losses were $7.5 million, of which $1.2 million is included
in discontinued operations. In 2008, impairment losses were $13.4
million, of which $1.7 million is included in other non-operating expense and
$1.5 million is included in discontinued operations. Discontinued
operations include four communities sold since December 2007. Five
communities formerly classified as held for sale have been reclassified to
continuing operations for all periods presented.
Balance
Sheet
As of
December 31, 2009, the Company had $46.1 million of cash and cash equivalents,
and had no outstanding borrowings under its $25.0 million line of
credit. On December 31, 2009, total assets were
3
$2.1
billion, including $1.7 billion of net investments in properties, total debt was
$1.6 billion, including capital lease obligations, and shareholders’ equity was
$312.1 million.
Conference
Call:
The
Company will host a conference call on Monday, March 15, 2010, at 5:00 P.M.
Eastern Time to discuss its financial results for the year ended December 31,
2009. Hosting the call will be Mr. Daniel Baty, Chairman and Co-Chief
Executive Officer, Mr. Granger Cobb, President and Co-Chief Executive Officer,
and Mr. Robert Bateman, Executive Vice President and Chief Financial
Officer.
The
conference call will be webcast live over the internet from the Company’s web
site at www.emeritus.com
under the “investors” section. The conference call can also be
accessed by dialing (877) 407-9039, or for international participants (201)
689-8470. A replay of the conference call will be available after
8:00 P.M. Eastern Time on Monday, March 15, 2010, until midnight Eastern Time,
Monday, March 22, 2010. The dial in numbers for the replay are (877)
660-6853, or for international participants (201) 612-7415. To access
the telephonic replay, enter account number 3055 along with the conference ID
346020.
4
Non-GAAP
Financial Measures
Adjusted
EBITDA/EBITDAR and Cash From Facility Operations (CFFO) are financial measures
of operating performance that are not calculated in accordance with U.S.
generally accepted accounting principles (GAAP). We believe these
non-GAAP measures are useful in identifying trends in our day-to-day performance
because they exclude items that are of little or no significance to operations
and provide indicators to management of progress in achieving optimal operating
performance. In addition, these measures are used by many research
analysts and investors to evaluate the performance and the value of companies in
our industry. We strongly urge you to review the reconciliation of
net loss to Adjusted EBITDA/EBITDAR, and the reconciliation of net cash provided
by operating activities to CFFO, provided below, along with our consolidated
balance sheets, statements of operations, and cash flows. We define
Adjusted EBITDA/EBITDAR and CFFO and provide other information about these
non-GAAP measures in our annual report on Form 10-K.
The table
below shows the reconciliation of net loss to Adjusted EBITDA/EBITDAR for the
three months and years ended December 31, 2009 and 2008 (in
thousands):
Three
Months Ended
|
Years
Ended
|
|||||||||||||||
December
31,
|
December
31,
|
|||||||||||||||
2009
|
2008
|
2009
|
2008
|
|||||||||||||
Net
loss
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$ | (16,198 | ) | $ | (30,661 | ) | $ | (54,818 | ) | $ | (104,939 | ) | ||||
Equity
losses (earnings) for unconsolidated joint ventures
|
(177 | ) | 1,313 | (1,285 | ) | 2,203 | ||||||||||
Provision
for (benefit of) income taxes
|
(564 | ) | 270 | 336 | 1,020 | |||||||||||
Depreciation
and amortization
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18,889 | 29,256 | 77,138 | 118,776 | ||||||||||||
Interest
expense
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26,989 | 26,084 | 106,340 | 95,590 | ||||||||||||
Interest
income
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(133 | ) | (376 | ) | (1,035 | ) | (2,292 | ) | ||||||||
Non-cash
stock option compensation expenses
|
850 | 1,109 | 4,100 | 4,895 | ||||||||||||
Amortization
of deferred gains
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(309 | ) | (101 | ) | (769 | ) | (1,235 | ) | ||||||||
Straight-line
rent expense
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4,095 | 2,923 | 18,866 | 9,903 | ||||||||||||
Above/below
market rent amortization
|
2,343 | 2,494 | 9,684 | 9,978 | ||||||||||||
Deferred
revenues
|
355 | (671 | ) | 830 | 2,017 | |||||||||||
Change
in fair value of interest rate swaps
|
(228 | ) | 1,574 | (849 | ) | 1,558 | ||||||||||
Loss
on termination of leases
|
- | 1,303 | - | 1,303 | ||||||||||||
Impairment
loss on long-lived assets and investments
|
4,553 | 7,369 | 6,308 | 11,918 | ||||||||||||
Debt
refinancing fees
|
190 | 336 | 269 | 1,460 | ||||||||||||
Acquisition
and development expenses
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52 | 3,907 | 517 | 4,128 | ||||||||||||
Discontinued
operations
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(35 | ) | 1,014 | 1,335 | 2,043 | |||||||||||
Professional
and workers' compensation liability adjustments
|
(773 | ) | (6,603 | ) | (1,941 | ) | (6,054 | ) | ||||||||
Adjusted
EBITDA
|
39,899 | 40,540 | 165,026 | 152,272 | ||||||||||||
Community
leases expense
|
22,386 | 18,847 | 87,923 | 70,971 | ||||||||||||
Adjusted
EBITDAR
|
$ | 62,285 | $ | 59,387 | $ | 252,949 | $ | 223,243 |
5
The
following table shows the reconciliation of net cash provided by operating
activities to CFFO for the three months and years ended December 31, 2009 and
2008 (in thousands):
Three
Months Ended
|
Years
Ended
|
|||||||||||||||
December
31,
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December
31,
|
|||||||||||||||
2009
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2008
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2009
|
2008
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Net
cash provided by operating activities
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$ | 8,897 | $ | 6,053 | $ | 64,007 | $ | 62,510 | ||||||||
Remove
effect of changes in operating assets and liabilities
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7,688 | 14,353 | 3,916 | 2,493 | ||||||||||||
Recurring
capital expenditures, net
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(4,162 | ) | (3,710 | ) | (17,052 | ) | (10,450 | ) | ||||||||
Repayment
of capital lease and financing obligations
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(2,702 | ) | (1,764 | ) | (9,705 | ) | (13,507 | ) | ||||||||
Distributions
from unconsolidated joint ventures, net
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564 | 570 | 2,153 | 570 | ||||||||||||
Cash
From Facility Operations
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$ | 10,285 | $ | 15,502 | $ | 43,319 | $ | 41,616 | ||||||||
Capital expenditures related to new acquisitions (1) | $ | (1,191 | ) | $ | (131 | ) | $ | (2,340 | ) | $ | (4,936 | ) |
|
(1)
|
Represents
investments in newly acquired communities subsequent to acquisition;
previously included in above
calculation
|
CFFO per
weighted average common shares outstanding was $0.26 and $0.40 for the three
months ended December 31, 2009 and 2008, respectively, and $1.11 and $1.07 for
the years ended December 31, 2009 and 2008, respectively. CFFO per
share reflects the positive impacts from adjustments to professional liability
and workers’ compensation reserves as detailed in the Adjusted EBITDAR schedule
above.
For a
more detailed understanding of Emeritus, please refer to the Company’s annual
report on Form 10-K to be filed with the Securities and Exchange Commission on
March 15, 2010, or visit the Company’s Internet site at www.emeritus.com to
obtain a copy.
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ABOUT
THE COMPANY
|
Emeritus
Corporation is a national provider of assisted living and Alzheimer’s and
related dementia care services to seniors. Emeritus is one of the
largest and most experienced operators of freestanding assisted living
communities located throughout the United States. These communities
provide a residential housing alternative for senior citizens who need
assistance with the activities of daily living, with an emphasis on personal
care services, which provides support to the residents in the aging
process. Emeritus currently operates 316 communities in 36 states
representing capacity for approximately 27,500 units and approximately 32,800
residents. Our common stock is traded on the New York Stock Exchange
under the symbol ESC, and our home page can be found on the Internet at
www.emeritus.com.
“Safe
Harbor” Statement under the Private Securities Litigation Reform Act of
1995: A number of the matters and subject areas discussed in this
report that are not historical or current facts deal with potential future
circumstances, operations, and prospects. The discussion of such
matters and subject areas is qualified by the inherent risks and uncertainties
surrounding future expectations generally, and also may materially differ from
our actual future experience as a result of such factors as: the effects of
competition and economic conditions on the occupancy levels in our communities;
our ability under current market conditions to maintain and increase our
resident charges in accordance with our rate enhancement programs without
adversely affecting occupancy levels; increases in interest costs as a result of
refinancings; our ability to control community operation expenses, including
insurance and utility costs, without adversely affecting the level of occupancy
and the level of resident charges; our ability to generate cash flow sufficient
to service our debt and other fixed payment requirements; our
6
ability
to find sources of financing and capital on satisfactory terms to meet our cash
requirements to the extent that they are not met by operations, and
uncertainties related to professional liability and workers’ compensation
claims. We have attempted to identify, in context, certain of the
factors that we currently believe may cause actual future experience and results
to differ from our current expectations regarding the relevant matter or subject
area. These and other risks and uncertainties are detailed in our
reports filed with the Securities and Exchange Commission, including “Item 1A.
Risk Factors” in our Annual Report on Form 10-K for the year ended December 31,
2009.
7
EMERITUS
CORPORATION
|
||||||||
CONSOLIDATED
BALANCE SHEETS
|
||||||||
(In
thousands, except share data)
|
||||||||
ASSETS
|
||||||||
December
31,
|
December
31,
|
|||||||
Current
Assets:
|
2009
|
2008
|
||||||
Cash
and cash equivalents
|
$ | 46,070 | $ | 27,254 | ||||
Short-term
investments
|
2,208 | 1,802 | ||||||
Trade
accounts receivable, net of allowance of $1,009 and $549
|
10,861 | 11,596 | ||||||
Other
receivables
|
7,251 | 5,556 | ||||||
Tax,
insurance, and maintenance escrows
|
23,565 | 21,762 | ||||||
Prepaid
workers' compensation
|
21,397 | 19,288 | ||||||
Other
prepaid expenses and current assets
|
27,790 | 23,720 | ||||||
Property
held for sale
|
- | 13,712 | ||||||
Total
current assets
|
139,142 | 124,690 | ||||||
Long-term
investments
|
4,132 | 4,192 | ||||||
Property
and equipment, net of accumulated depreciation of $222,518 and
$144,441
|
1,716,472 | 1,725,558 | ||||||
Restricted
deposits
|
14,349 | 12,337 | ||||||
Lease
acquisition costs, net of accumulated amortization of $1,889 and
$1,877
|
3,805 | 3,867 | ||||||
Goodwill
|
74,755 | 73,704 | ||||||
Other
intangible assets, net of accumulated amortization of $28,883 and
$76,368
|
116,418 | 131,994 | ||||||
Other
assets, net
|
20,867 | 18,851 | ||||||
Total
assets
|
$ | 2,089,940 | $ | 2,095,193 | ||||
LIABILITIES,
SHAREHOLDERS' EQUITY AND NONCONTROLLING INTEREST
|
||||||||
Current
Liabilities:
|
||||||||
Current
portion of long-term debt
|
$ | 21,324 | $ | 18,267 | ||||
Current
portion of capital lease and financing obligations
|
11,144 | 9,172 | ||||||
Trade
accounts payable
|
5,928 | 7,474 | ||||||
Accrued
employee compensation and benefits
|
37,624 | 32,778 | ||||||
Accrued
interest
|
8,013 | 7,012 | ||||||
Accrued
real estate taxes
|
10,715 | 9,791 | ||||||
Accrued
professional and general liability
|
8,445 | 10,842 | ||||||
Accrued
income taxes
|
542 | 3,715 | ||||||
Other
accrued expenses
|
13,491 | 12,284 | ||||||
Deferred
revenue
|
10,729 | 12,463 | ||||||
Unearned
rental income
|
18,669 | 16,101 | ||||||
Total
current liabilities
|
146,624 | 139,899 | ||||||
Long-term
debt obligations, less current portion
|
1,375,088 | 1,355,149 | ||||||
Capital
lease and financing obligations, less current portion
|
165,372 | 180,684 | ||||||
Deferred
gain on sale of communities
|
7,111 | 2,667 | ||||||
Deferred
rent
|
34,659 | 14,022 | ||||||
Other
long-term liabilities
|
42,188 | 36,744 | ||||||
Total
liabilities
|
1,771,042 | 1,729,165 | ||||||
Commitments
and contingencies
|
||||||||
Shareholders'
Equity and Noncontrolling Interest:
|
||||||||
Preferred
stock, $.0001 par value. Authorized 20,000,000 shares, none
issued
|
- | - | ||||||
Common
stock, $.0001 par value. Authorized 100,000,000 shares; issued and
outstanding
|
||||||||
39,274,590
and 39,091,648 shares
|
4 | 4 | ||||||
Additional
paid-in capital
|
725,652 | 719,903 | ||||||
Accumulated
other comprehensive income
|
807 | – | ||||||
Accumulated
deficit
|
(414,381 | ) | (360,506 | ) | ||||
Total
Emeritus Corporation shareholders' equity
|
312,082 | 359,401 | ||||||
Noncontrolling
interest – related party
|
6,816 | 6,627 | ||||||
Total
shareholders’ equity
|
318,898 | 366,028 | ||||||
Total
liabilities, shareholders' equity and noncontrolling
interest
|
$ | 2,089,940 | $ | 2,095,193 |
8
EMERITUS
CORPORATION
|
||||||||
CONSOLIDATED
STATEMENTS OF OPERATIONS
For
the Year Ended December 31,
|
||||||||
(In
thousands, except per share data)
|
||||||||
|
||||||||
2009
|
2008
|
|||||||
Revenues:
|
||||||||
Community
revenue
|
$ | 893,043 | $ | 767,411 | ||||
Management
fees
|
5,689 | 5,032 | ||||||
Total
operating revenues
|
898,732 | 772,443 | ||||||
Expenses:
|
||||||||
Community
operations (exclusive of depreciation and amortization
|
||||||||
and
community leases expense shown separately below)
|
585,783 | 490,867 | ||||||
General
and administrative
|
63,647 | 58,784 | ||||||
Acquisitions
and development
|
517 | 3,907 | ||||||
Impairments
on long-lived assets
|
6,308 | 10,176 | ||||||
Depreciation
and amortization
|
77,138 | 118,776 | ||||||
Community
leases
|
116,473 | 90,852 | ||||||
Total
operating expenses
|
849,866 | 773,362 | ||||||
Operating
income (loss) from continuing operations
|
48,866 | (919 | ) | |||||
Other
income (expense):
|
||||||||
Interest
income
|
1,035 | 2,292 | ||||||
Interest
expense
|
(106,340 | ) | (95,590 | ) | ||||
Change
in fair value of interest rate swaps
|
849 | (1,558 | ) | |||||
Equity
earnings (losses) for unconsolidated joint ventures
|
1,285 | (2,203 | ) | |||||
Other,
net
|
1,158 | (3,898 | ) | |||||
Net
other expense
|
(102,013 | ) | (100,957 | ) | ||||
Loss
from continuing operations before income taxes
|
(53,147 | ) | (101,876 | ) | ||||
Provision
for income taxes
|
(336 | ) | (1,020 | ) | ||||
Loss
from continuing operations
|
(53,483 | ) | (102,896 | ) | ||||
Loss
from discontinued operations
|
(1,335 | ) | (2,043 | ) | ||||
Net
loss
|
(54,818 | ) | (104,939 | ) | ||||
Net
loss attributable to noncontrolling interest
|
943 | 188 | ||||||
Net
loss attributable to Emeritus Corporation common
shareholders
|
$ | (53,875 | ) | $ | (104,751 | ) | ||
Basic
and diluted loss per common share attributable to
Emeritus
Corporation common shareholders:
|
||||||||
Continuing
operations
|
$ | (1.34 | ) | $ | (2.63 | ) | ||
Discontinued
operations
|
(0.03 | ) | (0.05 | ) | ||||
$ | (1.37 | ) | $ | (2.68 | ) | |||
Weighted
average common shares outstanding; basic and diluted
|
39,183 | 39,075 |
9
EMERITUS
CORPORATION
|
||||||||
CONSOLIDATED
STATEMENTS OF CASH FLOWS
For
the Year Ended December 31,
|
||||||||
(In
thousands)
|
||||||||
|
||||||||
2009
|
2008
|
|||||||
Cash
flows from operating activities:
|
||||||||
Net
loss
|
$ | (54,818 | ) | $ | (104,939 | ) | ||
Adjustments
to reconcile net loss to net cash provided by operating
activities:
|
||||||||
Depreciation
and amortization
|
77,138 | 118,776 | ||||||
Amortization
of above/below market rents
|
9,684 | 9,978 | ||||||
Loss
on lease termination
|
- | 1,303 | ||||||
Amortization
of deferred gain
|
(769 | ) | (1,235 | ) | ||||
Impairment
of long-lived assets and investments
|
7,542 | 13,360 | ||||||
Amortization
of loan fees
|
3,227 | 2,587 | ||||||
Allowance
for doubtful receivables
|
3,464 | 1,895 | ||||||
Equity
investment (earnings ) losses and distributions
|
(1,285 | ) | 2,203 | |||||
Stock
based compensation
|
4,100 | 4,895 | ||||||
Change
in fair value of interest rate swaps
|
(849 | ) | 1,558 | |||||
Deferred
revenue
|
830 | 2,017 | ||||||
Deferred
rent
|
18,866 | 9,903 | ||||||
Other
|
793 | 2,702 | ||||||
Changes
in operating assets and liabilities:
|
||||||||
Trade
accounts receivable and other receivables
|
(3,612 | ) | (465 | ) | ||||
Prepaid
expenses
|
(10,626 | ) | (1,693 | ) | ||||
Other
assets
|
(493 | ) | 946 | |||||
Trade
accounts payable
|
(1,418 | ) | (370 | ) | ||||
Other
accrued expenses and current liabilities
|
7,186 | 882 | ||||||
Security
deposits and other long-term liabilities
|
5,047 | (1,793 | ) | |||||
Net
cash provided by operating activities
|
64,007 | 62,510 | ||||||
Cash
flows from investing activities:
|
||||||||
Acquisition
of property and equipment
|
(30,452 | ) | (716,724 | ) | ||||
Community
acquisitions
|
(32,626 | ) | (6,935 | ) | ||||
Sale
of property and equipment
|
2,677 | 6,754 | ||||||
Lease
and contract costs and acquisition deposits
|
(1,339 | ) | (1,146 | ) | ||||
Payments
from affiliates and other managed communities, net
|
918 | 33 | ||||||
Distributions
from (investments in) unconsolidated joint ventures/other
|
2,153 | (413 | ) | |||||
Purchase
of available-for-sale securities
|
- | (2,976 | ) | |||||
Net
cash used in investing activities
|
(58,669 | ) | (721,407 | ) | ||||
Cash
flows from financing activities:
|
||||||||
Proceeds
from sale of stock
|
1,028 | 1,121 | ||||||
Repurchase
of common stock
|
- | (399 | ) | |||||
Decrease
(increase) in restricted deposits
|
(1,710 | ) | 7,932 | |||||
Debt
issuance and other financing costs
|
(885 | ) | (12,205 | ) | ||||
Proceeds
from long-term borrowings and financings
|
42,439 | 691,020 | ||||||
Repayment
of long-term borrowings and financings
|
(19,443 | ) | (62,336 | ) | ||||
Repayment
of capital and financing lease obligations
|
(9,705 | ) | (13,507 | ) | ||||
Tax
benefit of stock compensation
|
622 | - | ||||||
Non-controlling
interest contribution
|
1,132 | 6,815 | ||||||
Net
cash provided by financing activities
|
13,478 | 618,441 | ||||||
Net
increase (decrease) in cash and cash equivalents
|
18,816 | (40,456 | ) | |||||
Cash
and cash equivalents at the beginning of the year
|
27,254 | 67,710 | ||||||
Cash
and cash equivalents at the end of the year
|
$ | 46,070 | $ | 27,254 |
10
EMERITUS
CORPORATION
|
||||||||
CONSOLIDATED
STATEMENTS OF OPERATIONS
For
the Calendar Quarters Ended
|
||||||||
Unaudited
|
||||||||
(In
thousands, except per share data)
|
||||||||
Q4 -2009 | Q4 -2008 | |||||||
Revenues:
|
||||||||
Community
revenues
|
$ | 228,290 | $ | 203,088 | ||||
Management
fees
|
1,330 | 1,384 | ||||||
Total
operating revenues
|
229,620 | 204,472 | ||||||
Expenses:
|
||||||||
Community
operations (exclusive of depreciation, amortization
|
||||||||
and
community leases expense shown separately below)
|
151,557 | 124,012 | ||||||
General
and administrative
|
16,444 | 14,717 | ||||||
Acquisitions
and development
|
52 | 3,907 | ||||||
Impairments
on long-lived assets
|
4,553 | 5,609 | ||||||
Depreciation
and amortization
|
18,889 | 29,256 | ||||||
Community
leases
|
28,824 | 24,264 | ||||||
Total
operating expenses
|
220,319 | 201,765 | ||||||
Operating
income from continuing operations
|
9,301 | 2,707 | ||||||
Other
income (expense):
|
||||||||
Interest
income
|
133 | 376 | ||||||
Interest
expense
|
(26,989 | ) | (26,084 | ) | ||||
Change
in fair value of interest rate swaps
|
228 | (1,574 | ) | |||||
Equity
earnings (losses) for unconsolidated joint ventures
|
177 | (1,313 | ) | |||||
Other,
net
|
353 | (3,489 | ) | |||||
Net
other expense
|
(26,098 | ) | (32,084 | ) | ||||
Loss
from continuing operations before income taxes
|
(16,797 | ) | (29,377 | ) | ||||
Benefit
of (provision for) income taxes
|
564 | (270 | ) | |||||
Loss
from continuing operations
|
(16,233 | ) | (29,647 | ) | ||||
Loss
from discontinued operations
|
35 | (1,014 | ) | |||||
Net
loss
|
(16,198 | ) | (30,661 | ) | ||||
Net
loss attributable to noncontrolling interests
|
268 | 188 | ||||||
Net
loss attributable to Emeritus Corporation common
shareholders
|
$ | (15,930 | ) | $ | (30,473 | ) | ||
Basic
and diluted loss per common share
|
||||||||
Continuing
operations
|
$ | (0.41 | ) | $ | (0.75 | ) | ||
Discontinued
operations
|
(0.00 | ) | (0.03 | ) | ||||
$ | (0.41 | ) | $ | (0.78 | ) | |||
Weighted
average common shares outstanding - basic and diluted
|
39,259 | 39,122 |
11
Emeritus
Corporation
|
||||||||
Lease,
Interest and Depreciation Expense
|
||||||||
For
the Calendar Quarters Ended
|
||||||||
(Unaudited) | ||||||||
(In Thousands) | ||||||||
Projected
|
||||||||
Range
|
||||||||
Q4-2009 | Q1-2010 | |||||||
Community
leases expense - GAAP
|
$ | 28,824 | $ | 29,000 - $29,300 | ||||
Less:
|
||||||||
Straight-line
rents
|
(4,095 | ) | (3,500) - (3,600 | ) | ||||
Above/below
market rents
|
(2,343 | ) | (2,200)-(2,300 | ) | ||||
Plus:
|
||||||||
Capital
lease interest
|
3,270 | 3,900 - 4,000 | ||||||
Capital
lease principal
|
2,562 | 2,800 - 2,900 | ||||||
Community
leases expense - CASH
|
$ | 28,218 | $ | 30,000 - $30,300 | ||||
Interest
expense - GAAP
|
$ | 26,989 | $ | 27,130 - $27,640 | ||||
Less:
|
||||||||
Straight-line
interest
|
(28 | ) | (30) -(40 | ) | ||||
Capital
lease interest
|
(3,270 | ) | (3,900) - (4,000 | ) | ||||
Capitalized
interest
|
- | - | ||||||
Loan
fee amortization
|
(794 | ) | (800)- (900 | ) | ||||
Interest
expense - CASH
|
$ | 22,897 | $ | 22,400 - $22,700 | ||||
Depreciation
– owned assets
|
$ | 15,334 | $ | 15,400 – $15,500 | ||||
Depreciation
– capital leases
|
2,738 | 4,300 – 4,400 | ||||||
Amortization
– intangible assets
|
817 | 1,000 – 1,100 | ||||||
Total
depreciation and amortization expense
|
$ | 18,889 | $ | 20,700 - $21,000 | ||||
12
EMERITUS
CORPORATION
|
CONSOLIDATED
SUPPLEMENTAL FINANCIAL INFORMATION
For
the Calendar Quarters Ended
|
Unaudited
|
(Dollars
in thousands, except non-financial and per-unit data)
|
Non-Financial Data
|
Q1 2009 | Q2 2009 | Q3 2009 | Q4 2009 |
2009
Total
|
%
of Total
|
||||||||||||||||||
Average
consolidated communities
|
268.0 | 268.3 | 269.0 | 271.0 | 269.1 | |||||||||||||||||||
Average
available units
|
23,404 | 23,439 | 23,529 | 23,710 | 23,521 | |||||||||||||||||||
Average
occupied units
|
20,157 | 20,298 | 20,495 | 20,654 | 20,401 | |||||||||||||||||||
Average
occupancy
|
86.1 | % | 86.6 | % | 87.1 | % | 87.1 | % | 86.7 | % | ||||||||||||||
Average
monthly revenue per occupied unit
|
$ | 3,632 | $ | 3,626 | $ | 3,649 | $ | 3,684 | $ | 3,648 | ||||||||||||||
Calendar
days
|
90 | 91 | 92 | 92 | 365 | |||||||||||||||||||
Community revenues:
|
||||||||||||||||||||||||
Community
revenues
|
$ | 215,869 | $ | 217,304 | $ | 221,017 | $ | 225,206 | $ | 879,396 | 98.5 | % | ||||||||||||
Move-in
fees
|
4,531 | 4,549 | 4,196 | 3,948 | 17,224 | 1.9 | % | |||||||||||||||||
Move-in
incentives
|
(770 | ) | (1,079 | ) | (864 | ) | (864 | ) | (3,577 | ) | -0.4 | % | ||||||||||||
Total
community revenues
|
$ | 219,630 | $ | 220,774 | $ | 224,349 | $ | 228,290 | $ | 893,043 | 100.0 | % | ||||||||||||
Community operating
expenses:
|
||||||||||||||||||||||||
Salaries
and wages - regular and overtime
|
$ | 66,942 | $ | 67,707 | $ | 68,627 | $ | 70,323 | $ | 273,599 | 46.7 | % | ||||||||||||
Average
daily salary and wages
|
$ | 744 | $ | 744 | $ | 746 | $ | 764 | $ | 750 | ||||||||||||||
Average
daily wages per occupied unit
|
$ | 36.90 | $ | 36.66 | $ | 36.40 | $ | 37.01 | $ | 36.74 | ||||||||||||||
Payroll
taxes and employee benefits
|
$ | 23,041 | $ | 22,116 | $ | 23,689 | $ | 24,503 | $ | 93,349 | 15.9 | % | ||||||||||||
Percent
of salaries and wages
|
34.4 | % | 32.7 | % | 34.5 | % | 34.8 | % | 34.1 | % | ||||||||||||||
Actuarial
self-insurance reserve adjustments
|
$ | - | $ | (1,726 | ) | $ | 818 | $ | (1,033 | ) | $ | (1,941 | ) | -0.3 | % | |||||||||
Utilities
|
$ | 11,236 | $ | 9,406 | $ | 11,420 | $ | 9,878 | $ | 41,940 | 7.2 | % | ||||||||||||
Average
monthly cost per occupied unit
|
$ | 186 | $ | 154 | $ | 186 | $ | 159 | $ | 171 | ||||||||||||||
Facility
maintenance and repairs
|
$ | 4,903 | $ | 5,027 | $ | 5,508 | $ | 5,683 | $ | 21,121 | 3.6 | % | ||||||||||||
Average
monthly cost per occupied unit
|
$ | 81 | $ | 83 | $ | 90 | $ | 92 | $ | 86 | ||||||||||||||
All
other community operating expenses
|
$ | 37,776 | $ | 38,405 | $ | 39,331 | $ | 42,203 | $ | 157,715 | 26.9 | % | ||||||||||||
Average
monthly cost per occupied unit
|
$ | 625 | $ | 631 | $ | 640 | $ | 681 | $ | 644 | ||||||||||||||
Total
community operating expenses
|
$ | 143,898 | $ | 140,935 | $ | 149,393 | $ | 151,557 | $ | 585,783 | 100.0 | % | ||||||||||||
Community
operating income
|
$ | 75,732 | $ | 79,839 | $ | 74,956 | $ | 76,733 | $ | 307,260 |
13
EMERITUS
CORPORATION
|
CONSOLIDATED
SUPPLEMENTAL FINANCIAL INFORMATION
For
the Calendar Quarters Ended
|
Unaudited
|
(Dollars
in thousands, except non-financial and per-unit data)
|
Non-Financial Data
|
Q1 2008 | Q2 2008 | Q3 2008 | Q4 2008 |
2008
Total
|
%
of Total
|
||||||||||||||||||
Average
consolidated communities
|
252.0 | 252.3 | 253.0 | 257.3 | 253.7 | |||||||||||||||||||
Average
available units
|
21,388 | 21,427 | 21,583 | 22,137 | 21,634 | |||||||||||||||||||
Average
occupied units
|
18,614 | 18,473 | 18,659 | 19,126 | 18,718 | |||||||||||||||||||
Average
occupancy
|
87.0 | % | 86.2 | % | 86.5 | % | 86.4 | % | 86.5 | % | ||||||||||||||
Average
monthly revenue per occupied unit
|
$ | 3,320 | $ | 3,364 | $ | 3,439 | $ | 3,539 | $ | 3,417 | ||||||||||||||
Calendar
days
|
91 | 91 | 92 | 92 | 366 | |||||||||||||||||||
Community revenues:
|
||||||||||||||||||||||||
Community
revenues
|
$ | 182,358 | $ | 182,765 | $ | 188,607 | $ | 199,383 | $ | 753,113 | 98.1 | % | ||||||||||||
Move-in
fees
|
3,888 | 4,414 | 4,555 | 4,578 | 17,435 | 2.3 | % | |||||||||||||||||
Move-in
incentives
|
(854 | ) | (770 | ) | (640 | ) | (873 | ) | (3,137 | ) | -0.4 | % | ||||||||||||
Total
community revenues
|
$ | 185,392 | $ | 186,409 | $ | 192,522 | $ | 203,088 | $ | 767,411 | 100.0 | % | ||||||||||||
Community operating
expenses:
|
||||||||||||||||||||||||
Salaries
and wages - regular and overtime
|
$ | 57,267 | $ | 58,375 | $ | 60,534 | $ | 63,284 | $ | 239,460 | 48.8 | % | ||||||||||||
Average
daily salary and wages
|
$ | 629 | $ | 641 | $ | 658 | $ | 688 | $ | 654 | ||||||||||||||
Average
daily wages per occupied unit
|
$ | 33.81 | $ | 34.73 | $ | 35.26 | $ | 35.97 | $ | 34.95 | ||||||||||||||
Payroll
taxes and employee benefits
|
$ | 19,508 | $ | 18,855 | $ | 17,069 | $ | 18,184 | $ | 73,616 | 15.0 | % | ||||||||||||
Percent
of salaries and wages
|
34.1 | % | 32.3 | % | 28.2 | % | 28.7 | % | 30.7 | % | ||||||||||||||
Actuarial
self-insurance reserve adjustments
|
$ | - | $ | (1,855 | ) | $ | (637 | ) | $ | (3,562 | ) | $ | (6,054 | ) | -1.2 | % | ||||||||
Utilities
|
$ | 10,009 | $ | 8,763 | $ | 10,853 | $ | 9,447 | $ | 39,072 | 8.0 | % | ||||||||||||
Average
monthly cost per occupied unit
|
$ | 179 | $ | 158 | $ | 194 | $ | 165 | $ | 174 | ||||||||||||||
Facility
maintenance and repairs
|
$ | 3,947 | $ | 4,285 | $ | 4,324 | $ | 4,400 | $ | 16,956 | 3.4 | % | ||||||||||||
Average
monthly cost per occupied unit
|
$ | 71 | $ | 77 | $ | 77 | $ | 77 | $ | 75 | ||||||||||||||
All
other community operating expenses
|
$ | 31,161 | $ | 31,907 | $ | 32,490 | $ | 32,259 | $ | 127,817 | 26.0 | % | ||||||||||||
Average
monthly cost per occupied unit
|
$ | 558 | $ | 576 | $ | 580 | $ | 562 | $ | 569 | ||||||||||||||
Total
community operating expenses
|
$ | 121,892 | $ | 120,330 | $ | 124,633 | $ | 124,012 | $ | 490,867 | 100.0 | % | ||||||||||||
Community
operating income
|
$ | 63,500 | $ | 66,079 | $ | 67,889 | $ | 79,076 | $ | 276,544 | ||||||||||||||
14