SUNRISE SENIOR LIVING INC - FORM 8-K - EX-99.2 - SUPPLEMENTAL INFORMATION

Attached files

file	filename
EX-99.1 - PRESS RELEASE - SUNRISE SENIOR LIVING INC	d309632dex991.htm
8-K - FORM 8-K - SUNRISE SENIOR LIVING INC	d309632d8k.htm

Exhibit 99.2

Sunrise Senior Living

Community Data

Ownership Type


Stabilized Properties ¹⁾					Sequential Same Community-Unit Occupancy
Ownership Type	Comm.		Units		Three Months Ended December 31, 2011			Three Months Ended September 30, 2011 ³⁾			Three Months Ended June 30, 2011 ³⁾			Three Months Ended March 31, 2011 ³⁾			Twelve Months Ended December 31, 2011			Nine Months Ended September 30, 2011 ³⁾			Six Months Ended June 30, 2011 ³⁾
Consolidated		23		2,112		85.8	%		86.2	%		84.5	%		83.7	%		84.8	%		84.8	%		84.1	%
Leased		26		5,675		88.0	%		88.2	%		88.3	%		88.8	%		88.3	%		88.4	%		88.5	%
Joint Ventures-US		76		5,653		88.6	%		87.9	%		87.8	%		88.2	%		88.1	%		88.0	%		88.0	%
Joint Ventures-UK		20		1,677		88.5	%		87.3	%		87.4	%		85.5	%		87.2	%		86.7	%		86.4	%
Managed		142		13,143		88.5	%		88.0	%		87.4	%		87.8	%		87.9	%		87.7	%		87.6	%

Total Stabilized		287		28,260		88.2	%		87.8	%		87.4	%		87.7	%		87.8	%		87.6	%		87.5	%


Lease-Up Properties ²⁾					Sequential Same Community-Unit Occupancy
Ownership Type	Comm.		Units		Three Months Ended December 31, 2011			Three Months Ended September 30, 2011 ³⁾			Three Months Ended June 30, 2011 ³⁾			Three Months Ended March 31, 2011 ³⁾			Twelve Months Ended December 31, 2011			Nine Months Ended September 30, 2011 ³⁾			Six Months Ended June 30, 2011 ³⁾
Consolidated		1		99		66.7	%		61.4	%		59.5	%		62.7	%		62.6	%		61.2	%		61.1	%
Joint Ventures-US		16		1,786		71.5	%		69.3	%		65.2	%		61.9	%		67.0	%		65.5	%		63.5	%
Joint Ventures-UK		7		588		93.0	%		90.2	%		85.9	%		82.3	%		87.8	%		86.1	%		84.1	%

Total Lease Up		24		2,473		76.4	%		73.9	%		69.9	%		66.8	%		71.8	%		70.2	%		68.3	%


Total Properties					Sequential Same Community-Unit Occupancy
Ownership Type	Comm.		Units		Three Months Ended December 31, 2011			Three Months Ended September 30, 2011 ³⁾			Three Months Ended June 30, 2011 ³⁾			Three Months Ended March 31, 2011 ³⁾			Twelve Months Ended December 31, 2011			Nine Months Ended September 30, 2011 ³⁾			Six Months Ended June 30, 2011 ³⁾
Consolidated		24		2,211		84.9	%		85.0	%		83.4	%		82.7	%		83.8	%		83.7	%		83.1	%
Leased		26		5,675		88.0	%		88.2	%		88.3	%		88.8	%		88.3	%		88.4	%		88.5	%
Joint Ventures-US		92		7,439		84.5	%		83.4	%		82.3	%		81.9	%		83.0	%		82.6	%		82.1	%
Joint Ventures-UK		27		2,265		89.6	%		88.1	%		87.0	%		84.6	%		87.3	%		86.6	%		85.8	%
Managed		142		13,143		88.5	%		88.0	%		87.4	%		87.8	%		87.9	%		87.7	%		87.6	%

Total Properties		311		30,733		87.2	%		86.7	%		86.0	%		86.0	%		86.5	%		86.2	%		86.0	%

Footnotes:

Stabilized properties are single properties or pools of properties owned or leased by us or owned by a joint venture where the single property or all of the communities in the pool have been open and operating for more than 36 months as of December 31, 2011. All managed communities are stabilized properties.

2)	Lease-up properties are single properties or pools of properties owned or leased by us or owned by a joint venture where the single property or any of the communities in the pool have been open and operating for less than 36 months as of December 31, 2011.

We have provided revised March 31, 2011, June 30, 2011, and September 30, 2011 occupancy tables which include the same community count we have provided for the period ended December 31, 2011. During 2011, six stabilized communities were sold or transitioned, and three consolidated communities, three communities in pool 14, eight communities in pool 16, three communities in pool 17, 15 communities in pool 3, and 1 community in pool 22 moved into our stabilized portfolio.

Sunrise Senior Living

Community Data

Consolidated Communities


Stabilized Properties ²⁾									Unit Occupancy												Net Operating Income ¹⁾
					Ownership			State/	Three Months Ended December 31,						Twelve Months Ended December 31,						Three Months Ended December 31,						Twelve Months Ended December 31,
Community	Comm.		Units		Interest			Province	2011			2010			2011			2010			2011			2010			2011			2010
Connecticut Avenue ⁴⁾		1		100		100.0	%	DC		98.2	%		86.4	%		92.3	%		82.7	%	$	1,320,269		$	881,686		$	4,305,628		$	3,173,737
AL US ^4), 6)		15		1,091		100.0	%	Various		89.1	%		87.1	%		88.2	%		87.3	%		8,326,591			7,963,175			31,567,051			31,620,723
Quebec⁴⁾		3		246		100.0	%	QU		71.3	%		57.8	%		64.7	%		53.3	%		954,125			604,745			2,455,498			1,305,882
Other Consolidated ⁴⁾		1		371		0.0	%	NJ		72.6	%		72.5	%		73.5	%		74.4	%		386,576			248,550			1,949,725			1,748,850
Other Consolidated ^4), 7)		1		137		50.0	%	MD		97.0	%		97.5	%		97.5	%		96.4	%		1,410,368			1,303,850			5,435,556			5,115,276

Total Stabilized Excluding 2 Condos		21		1,945						84.7	%		81.3	%		83.3	%		81.0	%		12,397,929			11,002,006			45,713,458			42,964,468

Other Consolidated ^4), 5)		2		167		100.0	%	Various		98.1	%		103.5	%		101.7	%		103.6	%		(13,919	)		(104,192	)		(179,986	)		(197,187	)


Total Stabilized		23		2,112						85.8	%		83.1	%		84.8	%		82.8	%	$	12,384,010		$	10,897,814		$	45,533,472		$	42,767,281


Lease-Up Properties ³⁾									Unit Occupancy												Net Operating Income ¹⁾
					Ownership			State/	Three Months Ended December 31,						Twelve Months Ended December 31,						Three Months Ended December 31,						Twelve Months Ended December 31,
Community	Comm.		Units		Interest			Province	2011			2010			2011			2010			2011			2010			2011			2010
Monterey ⁴⁾		1		99		100.0	%	CA		66.7	%		59.7	%		62.6	%		58.7	%		417,404			411,624			1,326,565			1,196,114

Total Lease-Up		1		99						66.7	%		59.7	%		62.6	%		58.7	%	$	417,404		$	411,624		$	1,326,565		$	1,196,114


Total Properties									Unit Occupancy												Net Operating Income ¹⁾
					Ownership			State/	Three Months Ended December 31,						Twelve Months Ended December 31,						Three Months Ended December 31,						Twelve Months Ended December 31,
Community	Comm.		Units		Interest			Province	2011			2010			2011			2010			2011			2010			2011			2010
Connecticut Avenue ⁴⁾		1		100		100.0	%	DC		98.2	%		86.4	%		92.3	%		82.7	%	$	1,320,269		$	881,686		$	4,305,628		$	3,173,737
AL US ^{4), 6)}		15		1,091		100.0	%	Various		89.1	%		87.1	%		88.2	%		87.3	%		8,326,591			7,963,175			31,567,051			31,620,723
Quebec⁴⁾		3		246		100.0	%	QU		71.3	%		57.8	%		64.7	%		53.3	%		954,125			604,745			2,455,498			1,305,882
Other Consolidated ⁴⁾		1		371		0.0	%	NJ		72.6	%		72.5	%		73.5	%		74.4	%		386,576			248,550			1,949,725			1,748,850
Other Consolidated ⁴⁾		1		137		50.0	%	MD		97.0	%		97.5	%		97.5	%		96.4	%		1,410,368			1,303,850			5,435,556			5,115,276
Other Consolidated ^{4), 5)}		2		167		100.0	%	Various		98.1	%		103.5	%		101.7	%		103.6	%		(13,919	)		(104,192	)		(179,986	)		(197,187	)
Monterey ⁴⁾		1		99		100.0	%	CA		66.7	%		59.7	%		62.6	%		58.7	%		417,404			411,624			1,326,565			1,196,114

Total Properties		24		2,211						84.9	%		82.0	%		83.8	%		81.7	%	$	12,801,414		$	11,309,438		$	46,860,037		$	43,963,395

Footnotes:

1)	Net operating income from consolidated communities is not reduced by allocated management fees as we eliminate management fees from consolidated communities.

3)	Lease-up properties are single properties or pools of properties owned or leased by us or owned by a joint venture where the single property or any of the communities in the pool have been open and operating for less than 36 months as of December 31, 2011.

Net operating income is a non-GAAP measure. Our nearest GAAP measure on our consolidated statement of operations is income/(loss) from operations. Net operating income excludes depreciation, amortization, lease expense, and impairment charges from these communities. On page 7 of the supplemental tables please refer to a complete reconciliation of net operating income to income/(loss) from operations.

5)	Property types are primarily condominium units and not typical Sunrise communities.

6)	Net operating income is consolidated from June 2, 2011 forward. The portfolio was a joint venture prior to June 2.

This community is a joint venture community that we consolidate under the accounting guidelines. The information provided above only includes the results of operations of the operator who has a lease with an unconsolidated 3rd party. In 2011, the consolidated venture paid $1.7 million to the landlord in rent. In 2012, the terms of the lease will be re-negotiated and we expect the rent expense to increase significantly.

Sunrise Senior Living

Community Data

Leased Communities


Leased Communities						Unit Occupancy												Net Operating Income ¹⁾
						Three Months Ended December 31,						Twelve Months Ended December 31,						Three Months Ended December 31,				Twelve Months Ended December 31,
Lessor	Comm.		Units		Country	2011			2010			2011			2010			2011		2010		2011		2010
HRPT ^{3), 5)}		4		1,594	US		93.1	%		93.4	%		92.6	%		93.2	%	$	7,103,929	$	7,085,614	$	28,238,512	$	27,966,539
HRPT ^{3), 6)}		10		2,308	US		85.3	%		87.0	%		85.8	%		86.4	%		4,206,891		5,376,352		19,825,595		20,112,438
HCP ³⁾		2		1,055	US		85.9	%		87.4	%		86.7	%		88.6	%		4,080,837		3,991,546		17,437,624		19,297,419
LTC ³⁾		3		186	US		84.4	%		86.9	%		85.7	%		89.0	%		785,691		911,743		3,110,877		3,016,650
Missouri River Corp. ³⁾		2		133	US		81.1	%		88.6	%		84.8	%		86.3	%		278,036		514,725		1,327,550		1,438,625
Oakmont ³⁾		3		228	US		93.4	%		93.6	%		92.1	%		89.9	%		1,522,939		1,187,904		5,438,983		4,899,188
Other ³⁾		2		171	US		91.7	%		89.7	%		93.3	%		90.2	%		550,527		470,768		2,926,893		2,180,638

Total Leased		26		5,675			88.0	%		89.3	%		88.3	%		89.1	%	$	18,528,850	$	19,538,652	$	78,306,034	$	78,911,497


Leased Communities						Lease Coverage- Straight-Line Lease Expense ²⁾						Lease Coverage- Straight-Line Lease Expense ²⁾						Lease Coverage-Cash Lease Expense ²⁾				Lease Coverage-Cash Lease Expense ²⁾
			Current Lease Term			Three Months Ended December 31,						Twelve Months Ended December 31,						Three Months Ended December 31,				Twelve Months Ended December 31,
Lessor			Expiration ⁴⁾			2011			2010			2011			2010			2011		2010		2011		2010
HRPT (4 communities) ⁵⁾				2013			1.95			1.95			1.94			1.94			1.95		1.95		1.94		1.94
HRPT (10 communities) ⁶⁾				2013			0.92			1.17			1.07			1.10			1.04		1.12		1.21		1.05
HCP				2018			0.95			0.94			1.05			1.16			0.96		0.98		1.07		1.20
LTC				2018			1.15			1.36			1.15			1.14			1.15		1.36		1.15		1.14
Missouri River Corp.				2018			0.59			1.12			0.71			0.79			0.59		1.12		0.71		0.79
Oakmont				2012-2013			2.21			1.77			1.99			1.82			2.15		1.72		1.93		1.77
Other				2013			1.41			1.21			1.88			1.40			1.33		1.16		1.78		1.35

Total Leased							1.25			1.33			1.34			1.36			1.30		1.32		1.39		1.35

Footnotes:

1)	Net operating income from leased communities is not reduced by allocated management fees as we eliminate management fees from leased communities.

2)	Lease coverage is defined as net operating income divided by lease expense.

4)	Lease agreements may include possible lease extensions.

5)	On December 29, 2011, we received 3rd party consent to the extension of the term of the four leases for an additional five-year term commencing January 1, 2014.

6)	We notified the landlord that the ten leases will terminate effective December 31, 2013.

Sunrise Senior Living

Community Data

Joint Venture Communities


Stabilized Properties ⁵⁾									Unit Occupancy												Net Operating Income of Venture
									Three Months Ended December 31,						Twelve Months Ended December 31,						Three Months Ended December 31,				Twelve Months Ended December 31,
Venture Pool ¹⁾	Comm.		Units		Country	Ownership Interest ⁴⁾			2011			2010			2011			2010			2011		2010		2011		2010
Pool 1		5		434	UK		20.00%			95.1	%		89.2	%		93.1	%		89.5	%	$	4,147,860	$	3,875,962	$	16,050,557	$	14,948,133
Pool 3		15		1,243	UK		9.81%			86.2	%		77.4	%		85.1	%		75.4	%		8,629,936		7,285,433		33,224,220		28,194,725
Pool 7 ³⁾		29		2,082	US		40.00%			87.9	%		89.7	%		88.0	%		87.7	%		11,630,973		11,713,864		46,688,957		43,505,757
Pool 8		4		310	US		20.00%			92.1	%		92.6	%		90.6	%		87.3	%		2,491,029		2,229,059		9,142,287		8,233,858
Pool 9		12		872	US		25.00%			91.4	%		92.4	%		90.1	%		90.3	%		5,379,926		5,221,278		20,161,277		18,945,302
Pool 11		2		152	US		30.00%			91.2	%		87.6	%		91.3	%		85.5	%		1,025,518		895,230		4,268,506		3,318,027
Pool 13/14		4		298	US		20.00%			90.6	%		89.8	%		90.4	%		88.7	%		1,694,054		1,458,548		6,292,795		5,697,031
Pool 15 ²⁾		7		601	US		32.12%			87.8	%		86.0	%		87.4	%		85.1	%		3,382,074		3,069,047		13,433,098		12,226,186
Pool 16 ⁸⁾		8		621	US		20.00%			85.2	%		83.8	%		84.7	%		83.5	%		3,012,493		2,918,997		12,030,154		10,640,592
Pool 17 ⁸⁾		3		229	US		20.00%			83.6	%		77.5	%		81.7	%		72.7	%		938,720		638,274		3,315,760		1,984,656
Pool 22 ⁸⁾		1		76	US		20.00%			86.8	%		92.4	%		89.2	%		83.0	%		498,087		408,784		1,929,155		1,338,738
Pool 24		6		412	US		10%-50%			89.7	%		90.1	%		89.1	%		89.7	%		2,939,289		2,812,060		11,056,500		10,754,251

Total JV’s-Stabilized		96		7,330						88.5	%		86.9	%		87.9	%		85.0	%	$	45,769,959	$	42,526,536	$	177,593,266	$	159,787,256


Lease-Up Properties ⁶⁾									Unit Occupancy												Net Operating Income of Venture
									Three Months Ended December 31,						Twelve Months Ended December 31,						Three Months Ended December 31,				Twelve Months Ended December 31,
Venture Pool ¹⁾	Comm.		Units		Country	Ownership Interest ⁴⁾			2011			2010			2011			2010			2011		2010		2011		2010
Pool 2		2		156	UK		9.81	%		93.7	%		88.7	%		92.8	%		84.1	%	$	1,875,339	$	1,651,693	$	7,078,596	$	5,777,119
Pool 4		3		237	UK		20.00	%		96.3	%		85.2	%		90.3	%		73.6	%		2,692,329		2,072,890		9,384,718		6,164,100
Pool 5		1		81	UK		17.30	%		84.4	%		63.2	%		76.8	%		58.7	%		332,087		199,033		928,322		438,938
Pool 6		1		114	UK		17.30	%		91.1	%		67.5	%		83.7	%		59.3	%		750,776		253,887		2,110,675		637,698
Pool 18 ⁸⁾		4		348	US		20.00	%		75.3	%		63.6	%		70.9	%		52.5	%		1,471,807		808,442		5,266,126		1,217,129
Pool 19		3		295	US		20.00	%		87.8	%		72.0	%		80.6	%		62.6	%		1,269,464		580,705		3,640,055		1,903,494
Pool 20		6		598	US		30.00	%		75.6	%		62.6	%		70.2	%		54.1	%		2,468,184		1,809,172		8,631,806		3,673,983
Pool 21		2		222	US		20.00	%		69.3	%		49.1	%		65.3	%		41.0	%		696,480		267,560		2,474,876		(256,960	)
Pool 23 ⁷⁾		1		323	US		30.00	%		46.7	%		43.9	%		45.6	%		40.5	%		391,523		74,579		1,184,300		(278,598	)

Total JV’s-Lease Up		23		2,374						76.8	%		64.3	%		72.2	%		56.2	%	$	11,947,989	$	7,717,961	$	40,699,474	$	19,276,903


Total Properties									Unit Occupancy												Net Operating Income of Venture
									Three Months Ended December 31,						Twelve Months Ended December 31,						Three Months Ended December 31,				Twelve Months Ended December 31,
Venture Pool ¹⁾	Comm.		Units		Country	Ownership Interest ⁴⁾			2011			2010			2011			2010			2011		2010		2011		2010
Pool 1		5		434	UK		20.00%			95.1	%		89.2	%		93.1	%		89.5	%	$	4,147,860	$	3,875,962	$	16,050,557	$	14,948,133
Pool 2		2		156	UK		9.81%			93.7	%		88.7	%		92.8	%		84.1	%		1,875,339		1,651,693		7,078,596		5,777,119
Pool 3		15		1,243	UK		9.81%			86.2	%		77.4	%		85.1	%		75.4	%		8,629,936		7,285,433		33,224,220		28,194,725
Pool 4		3		237	UK		20.00%			96.3	%		85.2	%		90.3	%		73.6	%		2,692,329		2,072,890		9,384,718		6,164,100
Pool 5		1		81	UK		17.30%			84.4	%		63.2	%		76.8	%		58.7	%		332,087		199,033		928,322		438,938
Pool 6		1		114	UK		17.30%			91.1	%		67.5	%		83.7	%		59.3	%		750,776		253,887		2,110,675		637,698
Pool 7 ³⁾		29		2,082	US		40.00%			87.9	%		89.7	%		88.0	%		87.7	%		11,630,973		11,713,864		46,688,957		43,505,757
Pool 8		4		310	US		20.00%			92.1	%		92.6	%		90.6	%		87.3	%		2,491,029		2,229,059		9,142,287		8,233,858
Pool 9		12		872	US		25.00%			91.4	%		92.4	%		90.1	%		90.3	%		5,379,926		5,221,278		20,161,277		18,945,302
Pool 11		2		152	US		30.00%			91.2	%		87.6	%		91.3	%		85.5	%		1,025,518		895,230		4,268,506		3,318,027
Pool 13/14		4		298	US		20.00%			90.6	%		89.8	%		90.4	%		88.7	%		1,694,054		1,458,548		6,292,795		5,697,031
Pool 15 ²⁾		7		601	US		32.12%			87.8	%		86.0	%		87.4	%		85.1	%		3,382,074		3,069,047		13,433,098		12,226,186
Pool 16 ⁸⁾		8		621	US		20.00%			85.2	%		83.8	%		84.7	%		83.5	%		3,012,493		2,918,997		12,030,154		10,640,592
Pool 17 ⁸⁾		3		229	US		20.00%			83.6	%		77.5	%		81.7	%		72.7	%		938,720		638,274		3,315,760		1,984,656
Pool 18 ⁸⁾		4		348	US		20.00%			75.3	%		63.6	%		70.9	%		52.5	%		1,471,807		808,442		5,266,126		1,217,129
Pool 19		3		295	US		20.00%			87.8	%		72.0	%		80.6	%		62.6	%		1,269,464		580,705		3,640,055		1,903,494
Pool 20		6		598	US		30.00%			75.6	%		62.6	%		70.2	%		54.1	%		2,468,184		1,809,172		8,631,806		3,673,983
Pool 21		2		222	US		20.00%			69.3	%		49.1	%		65.3	%		41.0	%		696,480		267,560		2,474,876		(256,960	)
Pool 22 ⁸⁾		1		76	US		20.00%			86.8	%		92.4	%		89.2	%		83.0	%		498,087		408,784		1,929,155		1,338,738
Pool 23 ⁷⁾		1		323	US		30.00%			46.7	%		43.9	%		45.6	%		40.5	%		391,523		74,579		1,184,300		(278,598	)
Pool 24		6		412	US		10%-50%			89.7	%		90.1	%		89.1	%		89.7	%		2,939,289		2,812,060		11,056,500		10,754,251

Total Joint Ventures		119		9,704						85.7	%		81.3	%		84.0	%		78.0	%	$	57,717,948	$	50,244,497	$	218,292,740	$	179,064,159

Footnotes:

Legal names of the venture and partner are omitted due to possible confidentiality concerns in the governing documents. Venture pools represent pools of properties owned by a joint venture that were financed together as a distinct loan pool, other than pool 24 which is an amalgamation of six single property joint ventures.

2)	On October 12, 2011, we and our venture partner in a portfolio of seven communities transferred ownership of the portfolio to a new joint venture owned approximately 68 percent by CNL Income Partners, LP, a subsidiary of CNL Lifestyle Properties, Inc. and approximately 32 percent by us.

In January 2011, we increased our ownership percentage from 10% to 40% and the venture was recapitalized. Operating results include the results from 6 New York entities that are leased and operated by Sunrise but owned by the venture. The venture net operating income reflects a 7% management fee expense for quarter and year to date 2010 and a 5% management fee expense for quarter and year to date 2011.

4)	In certain situations, our share of cash distributions, profits or losses, are not equal to our ownership percentage.

5)	Stabilized properties are single properties or pools of properties owned or leased by us or owned by a joint venture where the single property or all of the communities in the pool have been open and operating for more than 36 months as of December 31, 2011.

6)	Lease-up properties are single properties or pools of properties owned or leased by us or owned by a joint venture where the single property or any of the communities in the pool have been open and operating for less than 36 months as of December 31, 2011.

7)	Unit count includes 240 condo units associated with pool 25, however, NOI only reflects the assisted living component of this venture which was 91.4% occupied for the three months ended 12/31/2011.

8)	These venture pools are being marketed for sale.

Sunrise Senior Living

Community Data

Management Contracts


Joint Venture Communities							Management Fees ²⁾
							Three Months Ended December 31,				Twelve Months Ended December 31,
Venture Pool ¹⁾	Comm.		Units		Country	Average Maturity Date	2011		2010		2011		2010
Pool 1 ³⁾		5		434	UK	2028	$	795,647	$	11,152	$	3,161,207	$	2,329,443
Pool 2		2		156	UK	2037		339,116		304,794		1,313,883		1,005,473
Pool 3		15		1,243	UK	2037		2,019,288		1,835,842		7,689,358		6,769,100
Pool 4		3		237	UK	2024		337,057		283,042		1,266,687		988,545
Pool 5		1		81	UK	2039		131,026		118,633		504,461		438,453
Pool 6		1		114	UK	2039		231,021		145,991		846,634		493,840
Pool 7 ⁷⁾		29		2,082	US	2028		1,460,783		2,484,116		5,830,369		9,646,466
Pool 8		4		310	US	2032		467,179		447,328		1,805,948		1,695,463
Pool 9 ⁵⁾		12		872	US	2030		1,144,939		1,115,353		4,473,650		4,326,172
Pool 11		2		152	US	2038		149,565		142,203		605,060		542,391
Pool 13/14		4		298	US	2037		332,221		332,291		1,291,417		1,289,353
Pool 15		7		601	US	2030		739,145		690,109		2,923,943		2,736,542
Pool 16 ³⁾		8		621	US	2030		717,610		675,119		2,837,477		2,320,455
Pool 17 ³⁾		3		229	US	2030		262,914		225,547		994,352		825,763
Pool 18		4		348	US	2037		378,440		340,043		1,401,619		1,292,308
Pool 19 ⁶⁾		3		295	US	2037		287,810		247,716		1,062,249		945,063
Pool 20		6		598	US	2037		439,316		599,300		2,191,154		2,166,585
Pool 21		2		222	US	2038		195,531		167,588		760,925		667,088
Pool 22		1		76	US	2038		107,172		108,567		434,001		359,476
Pool 23 & Pool 25⁹⁾		1		323	US	2034		0		0		0		0
Pool 24		6		412	US	Various		516,871		504,704		2,026,538		1,983,154

Total Joint Ventures		119		9,704			$	11,052,651	$	10,779,438	$	43,420,932	$	42,821,133


Managed Communities							Management Fees ²⁾
							Three Months Ended December 31,				Twelve Months Ended December 31,
Owner	Comm.		Units		Country	Average Maturity Date	2011		2010		2011		2010
Care Institute		2		209	US	2011	$	153,481	$	162,564	$	628,926	$	630,258
Cooperative ¹¹⁾		2		684	US	2012 and 2034		661,126		697,729		2,561,898		2,616,039
HCPI ⁸⁾		46		4,514	US	2028-2038		5,310,521		4,670,643		18,581,442		17,078,543
Inova		4		313	US	2013		374,425		358,754		1,593,109		1,425,974
Ventas ⁴⁾		79		6,507	US	2034-2037		5,863,166		5,752,236		23,087,193		19,307,343
Wedum Foundation		4		235	US	2013		234,275		238,744		946,922		954,975
Other		5		681	US	Various		371,020		475,755		1,499,269		1,832,748

Total Managed		142		13,143			$	12,968,014	$	12,356,425	$	48,898,759	$	43,845,880



Total JV and ManageCommunities		261		22,847			$	24,020,665	$	23,135,863	$	92,319,691	$	86,667,013



Other/Terminated Management Fees ¹⁰⁾							$	1,879	$	3,262,378	$	3,812,534	$	21,164,695



Total Management Fees							$	24,022,544	$	26,398,241	$	96,132,225	$	107,831,708

Footnotes:

2)	The majority of our management contracts contain performance based termination tests with certain limited cure rights.

3)	Sunrise made a cure payment to these ventures related to community financial performance.

4)	Sunrise entered into amended and restated master and management agreements governing these communities effective as of December 1, 2010.

5)	Contracts contain at-will termination provisions for a specified fee to Sunrise.

6)	Current fee partially subordinated due to lender related financial covenants.

7)	In January 2011, as part of the recapitalization of the venture our management contract was amended, restated and extended to 2041.

8)	The contracts relating to one portfolio of 14 properties contain at-will termination provisions for a specified fee to Sunrise.

9)	No management fees are associated with this venture as these fees are eliminated due to accounting for this venture under the profit sharing method.

10)	Includes $2.4 million for the twelve months ended December 31, 2011 from the previous AL US venture.

11)	The owner has notified us that they will not seek to extend us as manager with respect to the community with a 2012 contract maturity. We earned approximately $1.5 million in management fees from this community in 2011.

Sunrise Senior Living

Consolidated and Joint Venture Debt

Scheduled Debt Maturities as of December 31, 2011


(dollars in thousands)
Consolidated Debt
Consolidated Communities	Ownership Percentage			Number of Communities		Maturity Date ⁶⁾	Weighted Aver. Interest Rate			Outstanding Debt		In Default		SRZ Guaranty
AL US Development Portfolio		100.00	%		15	Jun 15		4.27	%	$	321,992	$	—	N
Connecticut Ave		100.00	%		1	Jun 12		4.82	%		27,713		—	Y
Monterey		100.00	%		1	Jun 13		3.50	%		21,021		—	N
Quebec ⁷⁾		100.00	%		3	Apr 11		4.75	%		45,907		45,907	Y
Cedar Parke		0.00	%		1	Jul 29		0.70	%		21,770		1,365	Y

Consolidated Community Debt					21					$	438,403	$	47,272


Revolving Credit Facility		100.00	%		0	Jun 14		5.54	%	$	39,000	$	—	Y
Convertible Notes		100.00	%		0	Apr 41		5.00	%		86,250		—	Y
Restructure Note		100.00	%		0	Oct 12		0.00	%		26,255		—	Y
Restructure Note		100.00	%		0	Apr 14		0.00	%		3,757		—	Y

Other Consolidated Debt					0					$	155,262	$	—



Total Consolidated Debt					21					$	593,665	$	47,272


Joint Venture Entities
Venture Pool ¹⁾	Ownership Percentage ⁴⁾			Number of Communities		Maturity Date ⁶⁾	Weighted Aver. Interest Rate			Outstanding Debt		In Default		SRZ Guaranty
Pool 1		20.00%			5	May 13		4.64	%	$	129,188	$	—	N
Pool 2		9.81%			2	Jan 15		5.13	%		57,949		—	N
Pool 3 ¹⁰⁾		9.81%			15	Jul 14		3.41	%		621,028		621,028	N
Pool 4		20.00%			3	Nov 2012-Jun 2013		2.43	%		87,936		—	Y
Pool 5 ¹¹⁾		16.90%			1	Dec 12		2.13	%		28,778		—	Y
Pool 6		16.90%			1	Apr 13		3.88	%		34,515		—	Y
Pool 7 ³⁾		40.00%			29	Feb 14		6.76	%		434,940		—	N
Pool 8		20.00%			4	Apr 14		5.89	%		76,010		—	N
Pool 9		25.00%			12	Jan 14		6.00	%		183,256		—	N
Pool 11		30.00%			2	Mar 13		5.23	%		35,571		—	N
Pool 13/14 ¹³⁾		20.00%			4	Jan 19		4.98	%		58,500		—	N
Pool 15 ²⁾		32.12%			7	Nov 18		4.80	%		120,000		—	N
Pool 16 ¹⁴⁾		20.00%			8	Apr 12		6.50	%		109,850		—	Y
Pool 17		20.00%			3	Dec 12		6.50	%		41,964		—	Y
Pool 18		20.00%			4	Jul 2012-Dec 2012		3.25	%		75,868		—	Y
Pool 19 ¹²⁾		20.00%			3	Jan 13		5.00	%		62,867		62,867	N
Pool 20 ⁸⁾		30.00%			6	Apr 14		4.58	%		104,549		—	N
Pool 21		20.00%			2	Oct 12		6.50	%		56,993		—	Y
Pool 22 ¹⁵⁾		20.00%			1	Dec 11		7.00	%		14,561		14,561	Y
Pool 23 ⁵⁾		30.00%			1	Dec 11		5.77	%		29,855		29,855	Y
Pool 24 ¹⁶⁾		10%-50%			6	Dec 2011-Jan 2020		6.29	%		58,299		5,351	N
Pool 25 ⁵⁾		30.00%			0	Sep 11		8.40	%		116,355		116,355	Y

Total Joint Ventures ⁹⁾					119					$	2,538,832	$	850,017

Footnotes:

On October 12, 2011, we and our venture partner in a portfolio of seven communities transferred ownership of the portfolio to a new joint venture owned approximately 68 percent by CNL Income Partners, LP, a subsidiary of CNL Lifestyle Properties, Inc. and approximately 32 percent by us. As part of our new venture the portfolio was recapitalized with a new loan in the amount of $120.0 million with a seven year term.

3)	In January 2011, we increased our ownership percentage from 10% to 40% and the venture was recapitalized.

4)	In certain situations, our respective percentage shares of cash distributions, profits or losses, are not equal to our ownership percentage.

As of December 31, 2011, loans of $116.4 million for the residential condominium venture and $29.9 million for the assisted living venture are both in default. We have accrued $3.3 million in default interest relating to these loans. In February 2012, the lenders for the residential condominium venture commenced legal proceedings necessary to foreclose on the assets of the residential condominium venture. We are still in discussion with the lender for the assisted living venture regarding the default on the loan.

6)	Maturity dates assume exercising extensions allowable under the loan documents.

Three communities in Canada that are wholly owned have been slow to lease up. The outstanding loan balance relating to these communities is non-recourse to us but we have provided operating deficit guarantees to the lender. We are not currently funding under these operating deficit guarantees. The principal balance of $47.9 million was due on April 30, 2011. In February 2012, we entered into a loan modification that, among other things (i) extended the loan on our three Canadian communities two years from the modification date, (ii) provided for a termination of our operating deficit guarantee 42 months from the modification date, (iii) cross collateralized the three communities, (iv) increased the interest rate from the TD Bank Prime rate plus 175 bps to TD Bank Prime rate plus 200 bps, and (v) obligated us to complete a reminiscence conversion in a section of one of the communities.

On August 2, 2011, we and our venture partner in a portfolio of six communities transferred ownership of the portfolio to a new joint venture owned 70 percent by a wholly-owned subsidiary of CNL Lifestyle Properties (“CNL Sub”) and 30 percent by us. As part of our new venture agreement with CNL Sub, from the start of year four to the end of year six, we will have a buyout option to purchase CNL Sub’s 70 percent interest in the venture for a 16% internal rate of return to CNL Sub. In addition, the new venture modified the existing mortgage loan in the amount of $133.2 million to provide for, among other things, (i) pay down of the loan by approximately $28.7 million and (ii) an extension of the maturity date of the loan to April 2014 which may be extended by two additional years under certain conditions. In connection with the transaction, we contributed $8.1 million and CNL Sub contributed $19.0 million to the new venture.

9)	Sunrise’s share of joint venture debt as of December 31, 2011 is $564 million.

10)

The venture’s mortgage loan is in default at December 31, 2011 due to a violation of certain loan covenants. The mortgage loan balance was $621.0 million as of December 31, 2011. The loan is collateralized by 15 communities owned by the venture located in the United Kingdom. The lender has rights which include foreclosure on the communities and/or termination of our management agreements. The venture has signed a revocable stand still agreement with the lender with the goal to negotiate a loan modification. During the twelve months ended December 31, 2011, we recognized $9.0 million in management fees from this venture. Our United Kingdom Management segment reported $1.6 million in income from operations for the twelve months ended December 31, 2011. Our investment balance in this venture was zero at December 31, 2011.

11)	The debt default was cured in October, 2011.

12)	The venture entered into a forbearance agreement with the lender in October, 2011. In connection with the forbearance agreement, Sunrise was released of its guarantee obligations.

13)	In December 2011, we closed on a new 7 year loan with a fixed rate of 4.98%. As a result of the new loan, the existing ODA’s were terminated.

14)	The existing loan was extended for 90 days in December 2011.

15)	The existing loan was extended through June in January 2012.

16)	One of the communities is in default as of 12/31/2011 but a forbearance agreement is in place.

SUNRISE SENIOR LIVING, INC.

Reconciliation For Consolidated Net Operating Income

Consolidated Net Operating Income

Net operating income is a measure of operating performance that is not calculated in accordance with U.S. generally accepted accounting principles and should not be considered as a substitute for income/loss from operations or net income/loss. Management considers net operating income to be a useful measure in analyzing our community operating income without regard to management fees and other adjustments.

The following table reconciles net operating income from consolidated communities to loss from operations. (in thousands)


	Three Months Ended December 31,						Twelve Months Ended December 31,
	2011			2010			2011			2010
Consolidated Community NOI	$	12,801		$	11,309		$	46,860		$	43,963
Leased Community NOI		18,529			19,539			78,306			78,911

Total Consolidated NOI		31,330			30,848			125,166			122,874
Less: AL US NOI (during period the venture was not consolidated)		—			(7,963	)		(13,681	)		(31,621	)
Plus: NOI from Consolidated New York communities leased from a venture (NOI is reflected in Joint Venture loan pool analysis)		4,209			—			16,402			—

Adjusted Total Consolidated NOI		35,539			22,885			127,887			91,253
Less: Consolidated Community Lease Expense (includes $4.3 million and $12.3 million, respectively, for the three months ended and nine months ended of lease expense from consolidated New York communities leased from a venture)		19,163			15,067			76,444			59,715
Less: Depreciation and Amortization		10,771			11,758			37,523			40,637
Less: Impairment of long-lived assets		4,480			1,274			12,734			5,647

	$	1,125		$	(5,214	)	$	1,186		$	(14,746	)

Plus: Other Sunrise Revenue
Management fees		24,022			26,399			96,132			107,832
Buyout fees		641			9,815			3,685			63,286
Ancillary fees		7,793			10,601			30,544			43,136
Professional fees from development, marketing and other		1,100			739			2,498			4,278
Reimbursed costs incurred on behalf of managed communities		172,122			178,761			715,290			827,240

Total Other Revenue		205,678			226,315			848,149			1,045,772

Less: Other Sunrise Expense
Ancillary expenses		7,297			10,000			28,396			40,504
General and administrative		26,258			33,716			114,474			126,566
Carrying costs of liquidating trust assets		756			981			2,456			3,146
Accounting Restatement, Special Independent Committee inquiry, SEC investigation and stockholder litigation		—			(1,978	)		—			(1,305	)
Restructuring costs		—			805			—			11,690
Allowance for uncollectible receivables from owners		711			2,177			2,073			4,991
(Gain) loss on financial guarantees and other contracts		(2,088	)		41			(2,100	)		518
Costs incurred on behalf of managed communities		173,206			179,154			719,159			831,008
Misc. Expense for Non-Operating Communities		(364	)		217			(957	)		595
Total Other Expense		205,776			225,113			863,501			1,017,713



(Loss) income from operations	$	1,027		$	(4,012	)	$	(14,166	)	$	13,313

Attached files

Stock widget

Investing forum

SUNRISE SENIOR LIVING INC Reports