Attached files
| file | filename |
|---|---|
| 8-K - FORM 8-K - CAPITAL SENIOR LIVING CORP | c05958e8vk.htm |
| EX-10.2 - EXHIBIT 10.2 - CAPITAL SENIOR LIVING CORP | c05958exv10w2.htm |
| EX-10.1 - EXHIBIT 10.1 - CAPITAL SENIOR LIVING CORP | c05958exv10w1.htm |
Exhibit 99.1
|
Capital Senior Living Corporation |
For Immediate Release
|
Contact: | Ralph A. Beattie 972/770-5600 |
CAPITAL SENIOR LIVING CORPORATION COMPLETES
A 12 COMMUNITY ASSISTED LIVING TRANSACTION
A 12 COMMUNITY ASSISTED LIVING TRANSACTION
DALLAS – (BUSINESS WIRE) –September 13, 2010– Capital Senior Living Corporation (the “Company”)
(NYSE:CSU), one of the country’s largest operators of senior living communities, today announced
that it has completed the acquisition of 12 leased communities from Signature Assisted Living of
Texas, LLC (“Signature”). The 12 leased communities are high-quality purpose-built assisted living
and memory care facilities located in Texas. The communities are owned by Health Care REIT, Inc.
(NYSE:HCN) and the Company has replaced Signature as the tenant under a new lease agreement.
“This transaction is very strategic and adds tremendous value for our shareholders by adding
significant top-line growth as well as solid cash flow and earnings,” commented Lawrence A. Cohen,
Chief Executive Officer of the Company. “On an annual basis, the Signature communities are
expected to increase the Company’s CFFO by approximately $2.8 million or $0.10 per share. With
this transaction, the Company will operate a larger platform in Texas with the opportunity to
achieve operating leverage and synergies across the combined Texas portfolio.”
The Signature communities have approximately 677 units and include 532 units of assisted living and
145 units of memory care, with a combined capacity of 764 residents. In July of this year,
occupancy at the combined communities was approximately 92%. The 12 Signature communities will
bring to 29 the total number of communities the Company operates in Texas.
Annualizing the 12 senior housing communities’ revenues as of July 2010 yields approximately $31.1
million, with EBITDAR of approximately $14.2 million net of incremental general and administrative
expenses. The annual payment due to HCN is expected to be $8.9 million. Consequently, EBITDAR is
expected to exceed the annual cash payment due HCN by approximately $5.3 million.
The Company will begin consolidating the revenues and expenses of the 12 communities on its income
statement, along with the additional expenses related to this transaction, in the third quarter of
2010.
Capital / page 2
ABOUT THE COMPANY
Capital Senior Living Corporation is one of the nation’s largest operators of residential
communities for senior adults. The Company’s operating philosophy emphasizes a continuum of care,
which integrates independent living, assisted living and home care services, to provide residents
the opportunity to age in place. The Company currently operates 78 senior living communities in 23
states with an aggregate capacity of approximately 11,000 residents.
The forward-looking statements in this release are subject to certain risks and uncertainties that
could cause results to differ materially, including, but not without limitation to, the Company’s
ability to find suitable acquisition properties at favorable terms, financing, licensing, business
conditions, risks of downturns in economic conditions generally, satisfaction of closing conditions
such as those pertaining to licensure, availability of insurance at commercially reasonable rates,
and changes in accounting principles and interpretations among others, and other risks and factors
identified from time to time in our reports filed with the Securities and Exchange Commission.
This release contains certain financial information not derived in accordance with generally
accepted accounting principles (GAAP), including adjusted EBITDAR, adjusted CFFO, adjusted CFFO per
share and other items. The Company believes this information is useful to investors and other
interested parties. Such information should not be considered as a substitute for any measures
derived in accordance with GAAP, and may not be comparable to other similarly titled measures of
other companies. Reconciliation of this information to the most comparable GAAP measures is
included as an attachment to this release.
Contact Ralph A. Beattie, Chief Financial Officer, at 972-770-5600 for more information.
Capital / page 3
Pro Forma July 2010 Annualized
Non-GAAP Reconciliation
($ millions)
Non-GAAP Reconciliation
($ millions)
| Annualized(1) | ||||
Adjusted EBITDAR |
||||
Net Income from Operations |
$ | 6.5 | ||
Depreciation & Amortization |
0.1 | |||
Signature Lease expense |
7.9 | |||
Adjusted EBITDAR |
$ | 14.5 | ||
Adjusted EBITDAR Margin |
||||
Adjusted EBITDAR |
$ | 14.5 | ||
Total Revenues |
31.1 | |||
Adjusted EBITDAR Margin |
46.7 | % | ||
Adjusted CFFO |
||||
Adjusted EBITDAR |
$ | 14.5 | ||
Pro Forma Lease expense |
(8.9 | ) | ||
Incremental G&A expense |
(0.3 | ) | ||
Recurring Capital Expenditures |
(0.3 | ) | ||
Income Tax expense |
(2.3 | ) | ||
Adjusted CFFO |
$ | 2.8 | ||
Adjusted CFFO per share |
$ | 0.10 | ||
Diluted shares outstanding |
26.7 | |||
| (1) | Represents Signature’s results, for the 12 communities whose leases the Company is acquiring an interest in, for the month ended July 31, 2010. The adjusted numbers were then annualized to represent a full year. |
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