NASHVILLE, Tenn., May 7, 2024
/PRNewswire/ -- Brookdale Senior Living Inc. (NYSE: BKD)
("Brookdale" or the "Company") announced results for the quarter
ended March 31, 2024.
HIGHLIGHTS
- First quarter consolidated revenue per available unit (RevPAR)
increased 6.7% year-over-year and 5.1% sequentially.
- First quarter consolidated weighted average occupancy increased
160 basis points, accelerating from recent year-over-year growth
trends and outperforming normal seasonal expectations.
- Delivered 27.6% first quarter same community operating margin,
highest reported margin rate since the initial impact of the
pandemic, when excluding prior period grant income.
- Net income (loss) improved 34% year-over-year while Adjusted
EBITDA grew 10%, exceeding previously provided guidance range.
- Recognized with the most communities on U.S. News & World
Report "Best of" senior living list for third consecutive year and
named an Argentum 2024 "Best of the Best" award winner for
innovative Brookdale HealthPlus program.
"Through the continued successful execution of our key strategic
priorities and our relentless dedication to the health and
well-being of our residents and associates, we continue to drive
meaningful favorable progress in our day-to-day community
operations, and in our financial results," said Lucinda ("Cindy")
Baier, Brookdale's President and CEO. "Our consistent forward
progress each quarter reinforces my confidence that the plans we
are executing, combined with favorable industry supply and demand
dynamics, and Brookdale's key differentiators, will support our
ability to enrich the lives of even more seniors and to capture the
incredible opportunity that lies ahead."
SUMMARY OF FIRST QUARTER FINANCIAL RESULTS
Consolidated summary of operating results and
metrics:
|
|
Year-Over-Year
Increase /
(Decrease)
|
|
|
Sequential
Increase /
(Decrease)
|
($ in millions,
except RevPAR and RevPOR)
|
1Q
2024
|
1Q
2023
|
Amount
|
Percent
|
|
4Q
2023
|
Amount
|
Percent
|
Resident
fees
|
$
744.2
|
$
713.4
|
$ 30.8
|
4.3 %
|
|
$
716.6
|
$ 27.6
|
3.9 %
|
Facility operating
expense
|
542.6
|
530.8
|
11.8
|
2.2 %
|
|
530.5
|
12.1
|
2.3 %
|
Cash facility operating
lease payments
|
64.6
|
56.9
|
7.7
|
13.4 %
|
|
64.5
|
0.1
|
0.1 %
|
Net income
(loss)
|
(29.6)
|
(44.6)
|
(15.0)
|
(33.6) %
|
|
(91.2)
|
(61.6)
|
(67.6) %
|
Adjusted EBITDA
(1)
|
97.6
|
88.6
|
9.0
|
10.1 %
|
|
85.3
|
12.3
|
14.4 %
|
|
|
|
|
|
|
|
|
|
RevPAR
|
$
4,854
|
$
4,551
|
$ 303
|
6.7 %
|
|
$
4,619
|
$ 235
|
5.1 %
|
Weighted average
occupancy
|
77.9 %
|
76.3 %
|
160 bps
|
n/a
|
|
78.4 %
|
(50) bps
|
n/a
|
RevPOR
|
$
6,228
|
$
5,963
|
$ 265
|
4.4 %
|
|
$
5,889
|
$ 339
|
5.8 %
|
|
|
(1)
|
Adjusted EBITDA is a
financial measure that is not calculated in accordance with GAAP.
See "Non-GAAP Financial Measures" for the Company's definition of
such measure, reconciliations to the most comparable GAAP financial
measure, and other important information regarding the use of the
Company's non-GAAP financial measures.
|
Same community(2) summary of operating results
and metrics:
|
|
|
Year-Over-Year
Increase /
(Decrease)
|
|
|
Sequential
Increase / (Decrease)
|
($ in millions,
except RevPAR and RevPOR)
|
1Q
2024
|
1Q
2023
|
Amount
|
Percent
|
|
4Q
2023
|
Amount
|
Percent
|
Resident
fees
|
$
729.1
|
$
685.9
|
$ 43.2
|
6.3 %
|
|
$
694.7
|
$ 34.4
|
5.0 %
|
Facility operating
expense
|
$
527.7
|
$
506.1
|
$ 21.6
|
4.3 %
|
|
$
512.2
|
$ 15.5
|
3.0 %
|
RevPAR
|
$
4,849
|
$
4,562
|
$ 287
|
6.3 %
|
|
$
4,620
|
$ 229
|
5.0 %
|
Weighted average
occupancy
|
78.0 %
|
76.5 %
|
150 bps
|
n/a
|
|
78.5 %
|
(50) bps
|
n/a
|
RevPOR
|
$
6,218
|
$
5,960
|
$ 258
|
4.3 %
|
|
$
5,883
|
$ 335
|
5.7 %
|
|
|
(2)
|
The same community
senior housing portfolio includes operating results and data for
611 communities consolidated and operational for the full period in
both comparison years. Consolidated communities excluded from the
same community portfolio include communities acquired or disposed
of since the beginning of the prior year, communities classified as
assets held for sale, certain communities planned for disposition,
certain communities that have undergone or are undergoing
expansion, redevelopment, and repositioning projects, and certain
communities that have experienced a casualty event that
significantly impacts their operations. To aid in comparability,
same community operating results exclude natural disaster
expense.
|
Recent consolidated occupancy trend:
|
2023
|
|
Jan
|
Feb
|
Mar
|
Apr
|
May
|
Jun
|
Jul
|
Aug
|
Sep
|
Oct
|
Nov
|
Dec
|
Weighted
average
|
76.6 %
|
76.3 %
|
76.1 %
|
76.2 %
|
76.6 %
|
76.8 %
|
77.1 %
|
77.6 %
|
78.2 %
|
78.6 %
|
78.4 %
|
78.3 %
|
Month end
|
77.6 %
|
77.4 %
|
77.6 %
|
77.6 %
|
78.1 %
|
78.2 %
|
78.5 %
|
79.3 %
|
79.7 %
|
79.5 %
|
79.6 %
|
79.3 %
|
|
2024
|
|
Jan
|
Feb
|
Mar
|
Apr
|
Weighted
average
|
78.0 %
|
77.9 %
|
77.9 %
|
77.9 %
|
Month end
|
79.3 %
|
79.2 %
|
79.1 %
|
79.2 %
|
OVERVIEW OF FIRST QUARTER RESULTS
- Resident fees.
- 1Q 2024 vs 1Q 2023:
- Resident fees increased primarily due to the increases in
RevPOR and occupancy, partially offset by the disposition of
communities, primarily through lease terminations, since the
beginning of the prior year period, which resulted in $16.3 million less in resident fees during the
first quarter of 2024.
- The increase in RevPOR was primarily the result of annual
in-place rate increases effective January 1,
2024.
- The increase in occupancy primarily reflects the impact of the
Company's execution on key initiatives to rebuild occupancy lost
due to the pandemic.
- 1Q 2024 vs 4Q 2023:
- Resident fees increased primarily due to the increase in
RevPOR, reflecting the annual in-place rate increases effective
January 1, 2024.
- The increase was partially offset by the 50 basis point
decrease in weighted average occupancy and the disposition of
communities, primarily through lease terminations, since the
beginning of the prior period, which resulted in $8.3 million less in resident fees during the
first quarter of 2024.
- Facility operating expense.
- 1Q 2024 vs 1Q 2023:
- The increase in facility operating expense was primarily due to
broad inflationary pressure, an additional day of expense due to
the leap year, and an increase in property repair expense primarily
as a result of severe weather events.
- These increases were partially offset by the disposition of
communities since the beginning of the prior year period, which
resulted in $13.7 million less in
facility operating expense during the first quarter of 2024, and by
a decrease in the use of premium labor, primarily contract
labor.
- 1Q 2024 vs 4Q 2023:
- The increase in facility operating expense was primarily due to
increases in estimated group health insurance expense, property
repair expense primarily as a result of severe weather events,
estimated incentive compensation expense, payroll taxes, and a
seasonal increase in utilities expense.
- These increases were partially offset by the disposition of
communities since the beginning of the prior period, which resulted
in $6.6 million less in facility
operating expense during the first quarter of 2024, and by one less
day of expense compared to the prior year period.
- Cash facility operating lease payments: The increase
compared to the first quarter of 2023 was primarily due to a change
in the classification of lease payments from financing leases to
operating leases as a result of lease amendments subsequent to the
beginning of the prior year period.
- Net income (loss).
- 1Q 2024 vs 1Q 2023: The decrease in net loss was
primarily due to the increase in resident fees, partially offset by
the increase in facility operating expense.
- 1Q 2024 vs 4Q 2023: The decrease in net loss was
primarily due to a $29.3 million
decrease in asset impairment expense, the increase in resident
fees, and a decrease in provision for income taxes, partially
offset by the increase in facility operating expense.
- Adjusted EBITDA.
- 1Q 2024 vs 1Q 2023: The increase in Adjusted
EBITDA was primarily due to the increase in resident fees partially
offset by the increase in facility operating expense and the change
in classification of $7.4 million of
lease payments for 35 communities as cash facility operating lease
payments as a result of lease amendments subsequent to the prior
year period.
- 1Q 2024 vs 4Q 2023: The increase in Adjusted
EBITDA was primarily due to the increase in resident fees and
partially offset by the increase in facility operating
expense.
LIQUIDITY
|
|
Year-Over-Year
Increase /
(Decrease)
|
|
Sequential
Increase /
(Decrease)
|
($ in
millions)
|
1Q
2024
|
1Q
2023
|
Amount
|
4Q
2023
|
Amount
|
Net cash provided by
(used in) operating activities
|
$
(1.1)
|
$
24.0
|
$
(25.1)
|
$
29.3
|
$
(30.4)
|
Non-development capital
expenditures, net
|
50.6
|
62.9
|
(12.3)
|
41.5
|
9.1
|
Adjusted Free Cash Flow
(3)
|
(26.3)
|
(21.2)
|
(5.1)
|
(21.5)
|
(4.8)
|
|
|
(3)
|
Adjusted Free Cash Flow
is a financial measure that is not calculated in accordance with
GAAP. See "Non-GAAP Financial Measures" for the Company's
definition of such measure, reconciliations to the most comparable
GAAP financial measure, and other important information regarding
the use of the Company's non-GAAP financial measures.
|
- Net cash provided by (used in) operating activities.
- 1Q 2024 vs 1Q 2023: The change in net cash
provided by (used in) operating activities was primarily due to an
increase in payments under our annual and long-term incentive
compensation programs, a decrease in cash received associated with
government grants and credits, and the increase in facility
operating expense, partially offset by the increase in resident
fees.
- 1Q 2024 vs 4Q 2023: The change in net cash
provided by (used in) operating activities was primarily due to
payments under our annual and long-term incentive compensation
programs and annual insurance premium payments made in the first
quarter of 2024, partially offset by the increase in resident
fees.
- Non-development capital expenditures, net.
- 1Q 2024 vs 1Q 2023: The decrease in
non-development capital expenditures, net of lessor reimbursements,
was primarily due to a decrease in remediation costs at the
Company's communities resulting from natural disasters.
- 1Q 2024 vs 4Q 2023: The increase in
non-development capital expenditures, net of lessor reimbursements,
was primarily due to a $7.8 million
decrease in reimbursements from lessors.
- Adjusted Free Cash Flow.
- 1Q 2024 vs 1Q 2023: The change in Adjusted Free
Cash Flow was primarily due to the change in net cash provided by
(used in) operating activities, partially offset by the decrease in
non-development capital expenditures, net and a decrease in payment
of financing lease obligations.
- 1Q 2024 vs 4Q 2023: The change in Adjusted Free
Cash Flow was primarily due to the change in net cash provided by
(used in) operating activities, excluding $29.8 million of changes in prepaid property
insurance premiums financed with notes payable, and the increase in
non-development capital expenditures, net.
- Total liquidity. Total liquidity of $355.1 million as of March
31, 2024 included $318.5
million of unrestricted cash and cash equivalents and
$36.5 million of availability on the
Company's secured credit facility. Total liquidity as of
March 31, 2024 increased $14.4 million from December 31, 2023, primarily due to $50.0 million of mortgage debt proceeds,
partially offset by negative $26.3
million of Adjusted Free Cash Flow and repayments of
mortgage debt.
FINANCING UPDATE
In February 2024, the Company
obtained $50.0 million of debt
secured by first priority mortgages on 11 communities. The loan
bears interest at a variable rate equal to the Secured Overnight
Financing Rate ("SOFR") plus a margin of 350 basis points. The debt
matures in February 2027 with two
one-year extension options, exercisable subject to certain
performance criteria.
2024 OUTLOOK
For the second quarter 2024, the Company is providing the
following guidance:
|
Second Quarter 2024
Guidance
|
RevPAR year-over-year
growth
|
6.25% -
6.75%
|
Adjusted
EBITDA
|
$93 million to $98
million
|
In the aggregate, the Company expects its full-year 2024
non-development capital expenditures, net of anticipated lessor
reimbursements, to be approximately $180.0
million.
This guidance excludes future acquisition or disposition
activity. Reconciliation of the non-GAAP financial measure included
in the foregoing guidance to the most comparable GAAP financial
measure is not available without unreasonable effort due to the
inherent difficulty in forecasting the timing or amounts of items
required to reconcile Adjusted EBITDA from the Company's net income
(loss). Variability in the timing or amounts of items required to
reconcile the measure may have a significant impact on the
Company's future GAAP results.
SUPPLEMENTAL INFORMATION
The Company will post on its website at brookdaleinvestors.com
supplemental information relating to the Company's first quarter
results, an updated investor presentation, and a copy of this
earnings release. The supplemental information and a copy of this
earnings release will also be furnished in a Form 8-K to be filed
with the SEC.
EARNINGS CONFERENCE CALL
Brookdale's management will conduct a conference call to discuss
the financial results for the first quarter on May 8, 2024 at
9:00 AM ET. The conference call can
be accessed by dialing (833) 470-1428 (from within the U.S.) or
(929) 526-1599 (from outside of the U.S.) ten minutes prior to the
scheduled start and referencing the access code "645544".
A webcast of the conference call will be available to the public
on a listen-only basis at brookdaleinvestors.com. Please allow
extra time before the call to download the necessary software
required to listen to the internet broadcast. A replay of the
webcast will be available through the website following the
call.
For those who cannot listen to the live call, a replay of the
webcast will be available until 11:59 PM
ET on May 15, 2024 by dialing
(866) 813-9403 (from within the U.S.) or +44 (204) 525-0658 (from
outside of the U.S.) and referencing access code "272165".
ABOUT BROOKDALE SENIOR LIVING
Brookdale Senior Living Inc. is the nation's premier operator of
senior living communities. The Company is committed to its mission
of enriching the lives of the people it serves with compassion,
respect, excellence, and integrity. The Company, through its
affiliates, operates independent living, assisted living, memory
care, and continuing care retirement communities. Through its
comprehensive network, Brookdale helps to provide seniors with
care, connection, and services in an environment that feels like
home. The Company's expertise in healthcare, hospitality, and real
estate provides residents with opportunities to improve wellness,
pursue passions, make new friends, and stay connected with loved
ones. Brookdale, through its affiliates, operates and manages 652
communities in 41 states as of March 31, 2024, with the
ability to serve approximately 59,000 residents. Brookdale's stock
trades on the New York Stock Exchange under the ticker symbol BKD.
For more information, visit brookdale.com or connect with Brookdale
on Facebook or YouTube.
DEFINITIONS OF REVPAR AND REVPOR
RevPAR, or average monthly senior housing resident fee revenue
per available unit, is defined by the Company as resident fee
revenue for the corresponding portfolio for the period (excluding
revenue for private duty services provided to seniors living
outside of the Company's communities and entrance fee
amortization), divided by the weighted average number of available
units in the corresponding portfolio for the period, divided by the
number of months in the period.
RevPOR, or average monthly senior housing resident fee revenue
per occupied unit, is defined by the Company as resident fee
revenue for the corresponding portfolio for the period (excluding
revenue for private duty services provided to seniors living
outside of the Company's communities and entrance fee
amortization), divided by the weighted average number of occupied
units in the corresponding portfolio for the period, divided by the
number of months in the period.
SAFE HARBOR
Certain statements in this press release
and the associated earnings call may constitute forward-looking
statements within the meaning of the Private Securities Litigation
Reform Act of 1995. These forward-looking statements are subject to
various risks and uncertainties and include all statements that are
not historical statements of fact and those regarding the Company's
intent, belief, or expectations. Forward-looking statements are
generally identifiable by use of forward-looking terminology such
as "may," "will," "should," "could," "would," "potential,"
"intend," "expect," "endeavor," "seek," "anticipate," "estimate,"
"believe," "project," "predict," "continue," "plan," "target," or
other similar words or expressions, and include statements
regarding the Company's expected financial and operational results.
These forward-looking statements are based on certain assumptions
and expectations, and the Company's ability to predict results or
the actual effect of future plans or strategies is inherently
uncertain. Although the Company believes that expectations
reflected in any forward-looking statements are based on reasonable
assumptions, it can give no assurance that its assumptions or
expectations will be attained and actual results and performance
could differ materially from those projected. Factors which could
have a material adverse effect on the Company's operations and
future prospects or which could cause events or circumstances to
differ from the forward-looking statements include, but are not
limited to, events which adversely affect the ability of seniors to
afford resident fees, including downturns in the economy, housing
market, consumer confidence, or the equity markets and unemployment
among resident family members; changes in reimbursement rates,
methods, or timing under governmental reimbursement programs
including the Medicare and Medicaid programs; the effects of senior
housing construction and development, lower industry occupancy, and
increased competition; conditions of housing markets, regulatory
changes, acts of nature, and the effects of climate change in
geographic areas where the Company is concentrated; terminations of
the Company's resident agreements and vacancies in the living
spaces it leases; failure to maintain the security and
functionality of the Company's information systems, to prevent a
cybersecurity attack or breach, or to comply with applicable
privacy and consumer protection laws, including HIPAA; the
Company's ability to complete its capital expenditures in
accordance with its plans; the Company's ability to identify and
pursue development, investment, and acquisition opportunities and
its ability to successfully integrate acquisitions; competition for
the acquisition of assets; the Company's ability to complete
pending or expected disposition, acquisition, or other transactions
on agreed upon terms or at all, including in respect of the
satisfaction of closing conditions, the risk that regulatory
approvals are not obtained or are subject to unanticipated
conditions, and uncertainties as to the timing of closing, and the
Company's ability to identify and pursue any such opportunities in
the future; risks related to the implementation of the Company's
strategy, including initiatives undertaken to execute on the
Company's strategic priorities and their effect on its results; the
impacts of the COVID-19 pandemic, including on the nation's economy
and debt and equity markets and the local economies in our markets,
and on us and our business, results of operations, cash flow,
revenue, expenses, liquidity, and our strategic initiatives,
including plans for future growth, which will depend on many
factors, some of which cannot be foreseen, including the pace and
consistency of recovery from the pandemic and any resurgence or
variants of the disease; limits on the Company's ability to use net
operating loss carryovers to reduce future tax payments; delays in
obtaining regulatory approvals; disruptions in the financial
markets or decreases in the appraised values or performance of the
Company's communities that affect the Company's ability to obtain
financing or extend or refinance debt as it matures and the
Company's financing costs; the Company's ability to generate
sufficient cash flow to cover required interest, principal, and
long-term lease payments and to fund its planned capital projects;
the effect of any non-compliance with any of the Company's debt or
lease agreements (including the financial or other covenants
contained therein), including the risk of lenders or lessors
declaring a cross default in the event of the Company's
non-compliance with any such agreements and the risk of loss of the
Company's property securing leases and indebtedness due to any
resulting lease terminations and foreclosure actions; the inability
to renew, restructure, or extend leases, or exercise purchase
options at or prior to the end of any existing lease term; the
effect of the Company's indebtedness and long-term leases on the
Company's liquidity and its ability to operate its business;
increases in market interest rates that increase the costs of the
Company's debt obligations; the Company's ability to obtain
additional capital on terms acceptable to it; departures of key
officers and potential disruption caused by changes in management;
increased competition for, or a shortage of, associates (including
due to general labor market conditions), wage pressures resulting
from increased competition, low unemployment levels, minimum wage
increases and changes in overtime laws, and union activity;
environmental contamination at any of the Company's communities;
failure to comply with existing environmental laws; an adverse
determination or resolution of complaints filed against the
Company, including putative class action complaints, and the
frequency and magnitude of legal actions and liability claims that
may arise due to COVID-19 or the Company's response efforts;
negative publicity with respect to any lawsuits, claims, or other
legal or regulatory proceedings; costs to respond to, and adverse
determinations resulting from, government inquiries, reviews,
audits, and investigations; the cost and difficulty of complying
with increasing and evolving regulation, including new disclosure
obligations; changes in, or its failure to comply with,
employment-related laws and regulations; the risks associated with
current global economic conditions and general economic factors on
the Company and the Company's business partners such as inflation,
commodity costs, fuel and other energy costs, competition in the
labor market, costs of salaries, wages, benefits, and insurance,
interest rates, tax rates, geopolitical tensions or conflicts, and
uncertainty surrounding federal elections; the impact of seasonal
contagious illness or an outbreak of COVID-19 or other contagious
disease in the markets in which the Company operates; actions of
activist stockholders, including a proxy contest; as well as other
risks detailed from time to time in the Company's filings with the
Securities and Exchange Commission, including those set forth in
the Company's Annual Report on Form 10-K and Quarterly Reports on
Form 10-Q. When considering forward-looking statements, you should
keep in mind the risk factors and other cautionary statements in
such SEC filings. Readers are cautioned not to place undue reliance
on any of these forward-looking statements, which reflect
management's views as of the date of this press release and/or
associated earnings call. The Company cannot guarantee future
results, levels of activity, performance or achievements, and,
except as required by law, it expressly disclaims any obligation to
release publicly any updates or revisions to any forward-looking
statements contained in this press release and/or associated
earnings call to reflect any change in the Company's expectations
with regard thereto or change in events, conditions, or
circumstances on which any statement is based.
Condensed
Consolidated Statements of Operations
|
|
|
Three Months
Ended
March
31,
|
(in thousands,
except per share data)
|
2024
|
|
2023
|
Resident
fees
|
$
744,241
|
|
$
713,404
|
Management
fees
|
2,618
|
|
2,577
|
Reimbursed costs
incurred on behalf of managed communities
|
35,972
|
|
34,954
|
Other operating
income
|
—
|
|
2,328
|
Total revenue and
other operating income
|
782,831
|
|
753,263
|
|
|
|
|
|
|
|
|
Facility operating
expense (excluding facility depreciation and amortization of
$79,904 and $79,317, respectively)
|
542,550
|
|
530,807
|
General and
administrative expense (including non-cash stock-based compensation
expense of $3,273 and $3,104, respectively)
|
45,732
|
|
48,619
|
Facility operating
lease expense
|
51,496
|
|
46,127
|
Depreciation and
amortization
|
86,127
|
|
84,934
|
Asset
impairment
|
1,708
|
|
—
|
Costs incurred on
behalf of managed communities
|
35,972
|
|
34,954
|
Income (loss) from
operations
|
19,246
|
|
7,822
|
|
|
|
|
Interest
income
|
4,778
|
|
5,326
|
Interest
expense:
|
|
|
|
Debt
|
(53,456)
|
|
(50,315)
|
Financing lease
obligations
|
(5,061)
|
|
(6,552)
|
Amortization of
deferred financing costs
|
(2,257)
|
|
(1,940)
|
Change in fair value of
derivatives
|
3,087
|
|
(904)
|
Equity in earnings
(loss) of unconsolidated ventures
|
—
|
|
(577)
|
Non-operating gain
(loss) on sale of assets, net
|
704
|
|
—
|
Other non-operating
income (loss)
|
3,338
|
|
3,149
|
Income (loss) before
income taxes
|
(29,621)
|
|
(43,991)
|
Benefit (provision) for
income taxes
|
40
|
|
(572)
|
Net income
(loss)
|
(29,581)
|
|
(44,563)
|
Net (income) loss
attributable to noncontrolling interest
|
15
|
|
14
|
Net income (loss)
attributable to Brookdale Senior Living Inc. common
stockholders
|
$
(29,566)
|
|
$
(44,549)
|
|
|
|
|
Basic and diluted net
income (loss) per share attributable to Brookdale Senior Living
Inc. common stockholders
|
$
(0.13)
|
|
$
(0.20)
|
|
|
|
|
Weighted average shares
used in computing basic and diluted net income (loss) per
share
|
225,890
|
|
224,578
|
Condensed
Consolidated Balance Sheets
|
|
(in
thousands)
|
March 31,
2024
|
|
December 31,
2023
|
Cash and cash
equivalents
|
$
318,549
|
|
$
277,971
|
Marketable
securities
|
—
|
|
29,755
|
Restricted
cash
|
45,673
|
|
41,341
|
Accounts receivable,
net
|
49,645
|
|
48,393
|
Prepaid expenses and
other current assets, net
|
101,869
|
|
80,908
|
Total current
assets
|
515,736
|
|
478,368
|
Property, plant and
equipment and leasehold intangibles, net
|
4,293,925
|
|
4,330,629
|
Operating lease
right-of-use assets
|
639,359
|
|
670,907
|
Other assets,
net
|
93,304
|
|
93,531
|
Total
assets
|
$
5,542,324
|
|
$
5,573,435
|
|
|
|
|
Current portion of
long-term debt
|
$
65,681
|
|
$
41,463
|
Current portion of
financing lease obligations
|
1,095
|
|
1,075
|
Current portion of
operating lease obligations
|
196,560
|
|
192,631
|
Other current
liabilities
|
350,915
|
|
364,947
|
Total current
liabilities
|
614,251
|
|
600,116
|
Long-term debt, less
current portion
|
3,692,132
|
|
3,655,850
|
Financing lease
obligations, less current portion
|
150,495
|
|
150,774
|
Operating lease
obligations, less current portion
|
635,378
|
|
683,876
|
Other
liabilities
|
74,620
|
|
77,666
|
Total
liabilities
|
5,166,876
|
|
5,168,282
|
Total Brookdale Senior
Living Inc. stockholders' equity
|
373,974
|
|
403,664
|
Noncontrolling
interest
|
1,474
|
|
1,489
|
Total
equity
|
375,448
|
|
405,153
|
Total liabilities and
equity
|
$
5,542,324
|
|
$
5,573,435
|
Condensed
Consolidated Statements of Cash Flows
|
|
|
Three Months Ended
March 31,
|
(in
thousands)
|
2024
|
|
2023
|
Cash Flows from
Operating Activities
|
|
|
|
Net income
(loss)
|
$
(29,581)
|
|
$
(44,563)
|
Adjustments to
reconcile net income (loss) to net cash provided by (used in)
operating activities:
|
|
|
|
Depreciation and
amortization, net
|
88,384
|
|
86,874
|
Asset
impairment
|
1,708
|
|
—
|
Equity in (earnings)
loss of unconsolidated ventures
|
—
|
|
577
|
Amortization of
entrance fees
|
—
|
|
(508)
|
Proceeds from deferred
entrance fee revenue
|
—
|
|
324
|
Deferred income tax
(benefit) provision
|
(425)
|
|
244
|
Operating lease
expense adjustment
|
(13,089)
|
|
(10,805)
|
Change in fair value
of derivatives
|
(3,087)
|
|
904
|
Loss (gain) on sale of
assets, net
|
(704)
|
|
—
|
Non-cash stock-based
compensation expense
|
3,273
|
|
3,104
|
Property and casualty
insurance income
|
(2,626)
|
|
(3,295)
|
Changes in operating
assets and liabilities:
|
|
|
|
Accounts receivable,
net
|
(1,253)
|
|
3,143
|
Prepaid expenses and
other assets, net
|
1,708
|
|
(7,602)
|
Prepaid insurance
premiums financed with notes payable
|
(23,319)
|
|
(19,305)
|
Trade accounts payable
and accrued expenses
|
(25,109)
|
|
(1,386)
|
Refundable fees and
deferred revenue
|
2,725
|
|
14,092
|
Operating lease assets
and liabilities for lessor capital expenditure
reimbursements
|
249
|
|
2,244
|
Net cash provided by
(used in) operating activities
|
(1,146)
|
|
24,042
|
Cash Flows from
Investing Activities
|
|
|
|
Purchase of marketable
securities
|
—
|
|
(49,674)
|
Sale and maturities of
marketable securities
|
30,000
|
|
30,000
|
Capital expenditures,
net of related payables
|
(44,399)
|
|
(49,700)
|
Proceeds from sale of
assets, net
|
849
|
|
—
|
Property and casualty
insurance proceeds
|
2,642
|
|
6,422
|
Purchase of interest
rate cap instruments
|
(629)
|
|
(212)
|
Proceeds from interest
rate cap instruments
|
4,659
|
|
1,212
|
Other
|
(68)
|
|
(67)
|
Net cash provided by
(used in) investing activities
|
(6,946)
|
|
(62,019)
|
Cash Flows from
Financing Activities
|
|
|
|
Proceeds from
debt
|
80,923
|
|
25,519
|
Repayment of debt and
financing lease obligations
|
(20,502)
|
|
(23,322)
|
Payment of financing
costs, net of related payables
|
(2,934)
|
|
(346)
|
Payments of employee
taxes for withheld shares
|
(3,397)
|
|
(1,680)
|
Net cash provided by
(used in) financing activities
|
54,090
|
|
171
|
Net increase
(decrease) in cash, cash equivalents, and restricted
cash
|
45,998
|
|
(37,806)
|
Cash, cash
equivalents, and restricted cash at beginning of period
|
349,668
|
|
474,548
|
Cash, cash
equivalents, and restricted cash at end of period
|
$
395,666
|
|
$
436,742
|
Non-GAAP Financial Measures
This earnings release contains the financial measures Adjusted
EBITDA and Adjusted Free Cash Flow, which are not calculated in
accordance with U.S. generally accepted accounting principles
("GAAP"). Presentations of these non-GAAP financial measures are
intended to aid investors in better understanding the factors and
trends affecting the Company's performance and liquidity. However,
investors should not consider these non-GAAP financial measures as
a substitute for financial measures determined in accordance with
GAAP, including net income (loss), income (loss) from operations,
or net cash provided by (used in) operating activities. The Company
cautions investors that amounts presented in accordance with the
Company's definitions of these non-GAAP financial measures may not
be comparable to similar measures disclosed by other companies
because not all companies calculate non-GAAP measures in the same
manner. The Company urges investors to review the following
reconciliations of these non-GAAP financial measures from the most
comparable financial measures determined in accordance with
GAAP.
Adjusted EBITDA
Adjusted EBITDA is a non-GAAP performance measure that the
Company defines as net income (loss) excluding: benefit/provision
for income taxes, non-operating income/expense items, and
depreciation and amortization; and further adjusted to exclude
income/expense associated with non-cash, non-operational,
transactional, cost reduction, or organizational restructuring
items that management does not consider as part of the Company's
underlying core operating performance and that management believes
impact the comparability of performance between periods. For the
periods presented herein, such other items include non-cash
impairment charges, operating lease expense adjustment, non-cash
stock-based compensation expense, and transaction and
organizational restructuring costs. Transaction costs include those
directly related to acquisition, disposition, financing, and
leasing activity, and are primarily comprised of legal, finance,
consulting, professional fees, and other third-party costs.
Organizational restructuring costs include those related to the
Company's efforts to reduce general and administrative expense and
its senior leadership changes, including severance.
The Company believes that presentation of Adjusted EBITDA as a
performance measure is useful to investors because (i) it is one of
the metrics used by the Company's management for budgeting and
other planning purposes, to review the Company's historic and
prospective core operating performance, and to make day-to-day
operating decisions; (ii) it provides an assessment of operational
factors that management can impact in the short-term, namely
revenues and the controllable cost structure of the organization,
by eliminating items related to the Company's financing and capital
structure and other items that management does not consider as part
of the Company's underlying core operating performance and that
management believes impact the comparability of performance between
periods; (iii) the Company believes that this measure is used by
research analysts and investors to evaluate the Company's operating
results and to value companies in its industry; and (iv) the
Company uses the measure for components of executive
compensation.
Adjusted EBITDA has material limitations as a performance
measure, including: (i) excluded interest and income tax are
necessary to operate the Company's business under its current
financing and capital structure; (ii) excluded depreciation,
amortization, and impairment charges may represent the wear and
tear and/or reduction in value of the Company's communities,
goodwill, and other assets and may be indicative of future needs
for capital expenditures; and (iii) the Company may incur
income/expense similar to those for which adjustments are made,
such as gain/loss on sale of assets, facility operating lease
termination, or debt modification and extinguishment, non-cash
stock-based compensation expense, and transaction and other costs,
and such income/expense may significantly affect the Company's
operating results.
The table below reconciles Adjusted EBITDA from net income
(loss).
|
Three Months
Ended
|
|
(in
thousands)
|
March 31,
2024
|
|
December 31,
2023
|
|
March 31,
2023
|
|
Net income
(loss)
|
$
(29,581)
|
|
$
(91,170)
|
|
$
(44,563)
|
|
Provision (benefit) for
income taxes
|
(40)
|
|
9,813
|
|
572
|
|
Equity in (earnings)
loss of unconsolidated ventures
|
—
|
|
840
|
|
577
|
|
Loss (gain) on debt
modification and extinguishment, net
|
—
|
|
2,702
|
|
—
|
|
Non-operating loss
(gain) on sale of assets, net
|
(704)
|
|
(581)
|
|
—
|
|
Other non-operating
(income) loss
|
(3,338)
|
|
(5,175)
|
|
(3,149)
|
|
Interest
expense
|
57,687
|
|
64,716
|
|
59,711
|
|
Interest
income
|
(4,778)
|
|
(5,382)
|
|
(5,326)
|
|
Income (loss) from
operations
|
19,246
|
|
(24,237)
|
|
7,822
|
|
Depreciation and
amortization
|
86,127
|
|
87,398
|
|
84,934
|
|
Asset
impairment
|
1,708
|
|
30,966
|
|
—
|
|
Operating lease expense
adjustment
|
(13,089)
|
|
(11,919)
|
|
(10,805)
|
|
Non-cash stock-based
compensation expense
|
3,273
|
|
3,019
|
|
3,104
|
|
Transaction and
organizational restructuring costs
|
351
|
|
96
|
|
3,568
|
|
Adjusted
EBITDA
|
$
97,616
|
|
$
85,323
|
|
$
88,623
|
|
Adjusted Free Cash Flow
Adjusted Free Cash Flow is a non-GAAP liquidity measure that the
Company defines as net cash provided by (used in) operating
activities before: distributions from unconsolidated ventures from
cumulative share of net earnings, changes in prepaid insurance
premiums financed with notes payable, changes in operating lease
assets and liabilities for lease termination, cash paid/received
for gain/loss on facility operating lease termination, and lessor
capital expenditure reimbursements under operating leases;
plus: property and casualty insurance proceeds and proceeds
from refundable entrance fees, net of refunds; less:
non-development capital expenditures and payment of financing lease
obligations. Non-development capital expenditures are comprised of
corporate and community-level capital expenditures, including those
related to maintenance, renovations, upgrades, and other major
building infrastructure projects for the Company's communities and
is presented net of lessor reimbursements. Non-development capital
expenditures do not include capital expenditures for: community
expansions, major community redevelopment and repositioning
projects, and the development of new communities.
The Company believes that presentation of Adjusted Free Cash
Flow as a liquidity measure is useful to investors because (i) it
is one of the metrics used by the Company's management for
budgeting and other planning purposes, to review the Company's
historic and prospective sources of operating liquidity, and to
review the Company's ability to service its outstanding
indebtedness, pay dividends to stockholders, engage in share
repurchases, and make capital expenditures, including development
capital expenditures; and (ii) it provides an indicator to
management to determine if adjustments to current spending
decisions are needed.
Adjusted Free Cash Flow has material limitations as a liquidity
measure, including: (i) it does not represent cash available for
dividends, share repurchases, or discretionary expenditures since
certain non-discretionary expenditures, including mandatory debt
principal payments, are not reflected in this measure; (ii) the
cash portion of non-recurring charges related to gain/loss on
facility lease termination generally represent charges/gains that
may significantly affect the Company's liquidity; and (iii) the
impact of timing of cash expenditures, including the timing of
non-development capital expenditures, limits the usefulness of the
measure for short-term comparisons.
The table below reconciles Adjusted Free Cash Flow from net cash
provided by (used in) operating activities.
|
Three Months
Ended
|
(in
thousands)
|
March 31,
2024
|
|
December 31,
2023
|
|
March 31,
2023
|
Net cash provided by
(used in) operating activities
|
$
(1,146)
|
|
$
29,294
|
|
$
24,042
|
Net cash provided by
(used in) investing activities
|
(6,946)
|
|
22,383
|
|
(62,019)
|
Net cash provided by
(used in) financing activities
|
54,090
|
|
(105,285)
|
|
171
|
Net increase
(decrease) in cash, cash equivalents,
and
restricted cash
|
$
45,998
|
|
$
(53,608)
|
|
$
(37,806)
|
|
|
|
|
|
|
Net cash provided by
(used in) operating activities
|
$
(1,146)
|
|
$
29,294
|
|
$
24,042
|
Changes in prepaid
insurance premiums financed with notes payable
|
23,319
|
|
(6,530)
|
|
19,305
|
Changes in assets and
liabilities for lessor capital expenditure reimbursements under
operating leases
|
(249)
|
|
(7,600)
|
|
(2,244)
|
Non-development capital
expenditures, net
|
(50,591)
|
|
(41,536)
|
|
(62,912)
|
Property and casualty
insurance proceeds
|
2,642
|
|
5,168
|
|
6,422
|
Payment of financing
lease obligations
|
(262)
|
|
(251)
|
|
(5,852)
|
Adjusted Free Cash
Flow
|
$
(26,287)
|
|
$
(21,455)
|
|
$
(21,239)
|
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SOURCE Brookdale Senior Living Inc.