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8-K - 8-K - FIVE STAR SENIOR LIVING INC.a12-25254_18k.htm

Exhibit 99.1

 

GRAPHIC

 

FOR IMMEDIATE RELEASE

 

Contacts: Timothy A. Bonang, Vice President, Investor Relations
Elisabeth A. Heiss, Manager, Investor Relations
(617) 796-8245
www.fivestarseniorliving.com

 

Five Star Quality Care, Inc. Reports Third Quarter 2012 Results

 


 

Newton, MA (October 29, 2012).  Five Star Quality Care, Inc. (NYSE: FVE) today announced its financial results for the quarter and nine months ended September 30, 2012.

 

Third Quarter 2012 Financial Highlights:

 

·                  Total revenues for the third quarter of 2012 increased 7.0% to $332.4 million from $310.6 million for the same period in the previous year.

 

·                  Net income for the third quarter of 2012 was $16.4 million, or $0.34 and $0.33 per share, basic and diluted, respectively, compared to a loss in the third quarter of 2011 of $(528,000), or $(0.01) per basic and diluted share.  Net income in the 2012 period included a gain from discontinued operations, including the sale of FVE’s pharmacy business, of $13.0 million.  Net income in the 2011 period included a loss from discontinued operations of $(4.1) million.

 

·                  Income from continuing operations for the third quarter of 2012 was $3.4 million, or $0.07 per basic and diluted share, compared to $3.5 million, or $0.08 per basic and diluted share, for the same period in the previous year.  Income from continuing operations for the third quarter of 2011 included a gain on sale of available for sale securities of $529,000, or $0.01 per basic and diluted share.

 

·                  Earnings before interest, taxes, depreciation and amortization, or EBITDA, for the third quarter of 2012 were $11.7 million compared to $9.9 million for the same period in the previous year.  EBITDA for the third quarter of 2011 included a gain on sale of available for sale securities of $529,000.  EBITDA excluding these and certain other items was $11.8 million and $9.6 million in the third quarters of 2012 and 2011, respectively. A reconciliation of income from continuing operations determined in accordance with U.S. generally accepted accounting principles, or GAAP, to EBITDA and EBITDA excluding certain items for the quarters ended September 30, 2012 and 2011 appears later in this press release.

 

Third Quarter 2012 Operating Highlights:

 

·                  Senior living occupancy at our owned and leased senior living communities for the third quarter of 2012 was 85.7% compared to 86.0% for the same period in the previous year.

 

·                  Senior living average daily rate, or ADR, at our owned and leased senior living communities for the third quarter of 2012 decreased by 1.3% to $145.56 from $147.46 for the same period in the previous year.  This decrease resulted primarily from lower rates at certain acquired communities.

 

·                  The percentage of senior living revenues derived from residents’ private resources for the third quarter of 2012 at our owned and leased senior living communities increased to 75.0% from 73.0% for the same period in the previous year.

 



 

·                  For those owned and leased senior living communities that we operated continuously since July 1, 2011, or comparable communities, occupancy in the third quarter of 2012 decreased to 85.7% from 86.0% for the same period in the previous year.

 

·                  The ADR at comparable communities for the third quarter of 2012 decreased by 0.5% to $146.88 from $147.65 for the same period in the previous year.

 

·                  Our fee revenues from managed senior living communities in the third quarter of 2012 were $1.3 million compared to $359,000 in the third quarter of 2011.

 

Year to Date Financial Highlights:

 

·                  Total revenues for the nine months ended September 30, 2012 increased 11.3% to $991.8 million from $891.2 million for the same period in the previous year.

 

·                  Net income for the nine months ended September 30, 2012 was $21.4 million, or $0.45 per basic and diluted share, compared to $8.8 million, or $0.22 per basic and diluted share, for the same period in the previous year.  Net income in the 2012 period included a gain from discontinued operations, including the sale of FVE’s pharmacy business, of $11.5 million.  Net income for the 2011 period included a loss from discontinued operations of $(6.0) million.

 

·                  Income from continuing operations for the nine months ended September 30, 2012 was $9.9 million, or $0.21 per basic and diluted share, compared to $14.8 million, or $0.37 and $0.36 per share, basic and diluted, respectively, for the same period in the previous year.  Income from continuing operations for the nine months ended September 30, 2012 included a gain on settlement of our litigation with Sunrise Senior Living, Inc., or Sunrise, of $1.9 million (net of taxes), or $0.04 per basic and diluted share.  Income from continuing operations for the nine months ended September 30, 2011 included acquisition costs of $1.5 million, or $0.04 per basic and diluted share, and a gain on sale of available for sale securities of $656,000, or $0.02 per basic and diluted share.

 

·                  EBITDA for the nine months ended September 30, 2012 was $37.6 million compared to $30.9 million for the same period in the previous year. EBITDA for the nine months ended September 30, 2012 included a gain on settlement of our litigation with Sunrise that increased EBITDA by $3.4 million and EBITDA for the nine months ended September 30, 2011 included a gain on sale of available for sale securities of $656,000, which was offset by acquisition costs of $1.5 million.  EBITDA excluding these and certain other items was $34.2 million and $31.8 million in the nine months ended September 30, 2012 and 2011, respectively. A reconciliation of income from continuing operations determined in accordance with GAAP to EBITDA and EBITDA excluding certain items for the nine months ended September 30, 2012 and 2011 appears later in this press release.

 

Other Highlights:

 

Since May 2012, we have either begun to manage or agreed to manage 14 senior living communities with a combined 3,159 living units for Senior Housing Properties Trust (NYSE: SNH) and its affiliates. All of these communities are focused on providing independent and/or assisted living services and generate a large majority of their revenues from residents’ private resources, not from Medicare or Medicaid government funded programs.

 

·                  In May 2012, we reached agreement with SNH and Sunrise whereby Sunrise will terminate its leases for 10 senior living communities owned by SNH and we will begin to manage the 10 communities for SNH’s account.  These 10 communities include 2,472 living units and are located in six states.  In September 2012, we began to manage three of these senior living communities with a combined 407 living units. In October 2012, we began managing an additional five of these senior living communities with 1,308 living units.  We currently expect to begin managing the remaining two of these communities with a combined 757 living units in the fourth quarter of 2012 after all appropriate regulatory approvals are obtained.

 

·                  Also in May 2012, we began to manage a senior living community with 59 living units located in South Carolina, and we began to manage an adjacent South Carolina senior living community with 232 living units in July 2012.

 

2



 

·                  In August 2012, we began to manage two senior living communities with a combined 396 living units located in New York and Missouri.

 

In September 2012, we completed the previously announced sale of our pharmacy business to Omnicare, Inc., or Omnicare. We received $34.3 million in sale proceeds from Omnicare, which included $3.8 million in working capital.  Further, we retained certain additional items of net working capital invested in the pharmacy business of $3.5 million.  Accordingly, we expect to receive a total of $37.8 million (before taxes and transaction costs) in net cash receipts resulting from the sale.  We recorded a pre-tax capital gain on sale of the pharmacy business of approximately $23.3 million.  The operating results for our pharmacy business prior to the sale, as well as the gain on sale, net of taxes, are included in our discontinued operations.

 

In October 2012, we entered an agreement to sell two skilled nursing facilities, or SNFs, with a total of 271 living units that we own which are located in Michigan for a sale price of $8.0 million, including the transfer of $7.6 million of HUD mortgage debt to the buyer.  These two SNFs receive the majority of their revenues from Medicare/Medicaid reimbursements.  The losses generated at these facilities are included in our discontinued operations.  Completion of this sale is subject to customary closing conditions and we can provide no assurance that a sale of these SNFs will be completed.

 

Bruce Mackey, President & CEO, made the following statement regarding the third quarter results of operations and recent activities:

 

“For the third quarter of 2012, Five Star grew EBITDA excluding certain items by approximately 22% compared to last year’s third quarter.  This improvement was largely driven by improved community expense margin management.  Sequentially, our occupancy increased 20 basis points to 85.7% from 85.5% between the second and third quarters of 2012 for our owned and leased senior living communities, which was primarily driven by increases in occupancy at our independent and assisted living communities.  Also, the amount of senior living revenue from private sources increased to 75% from 73% between the third quarters of 2012 and 2011, respectively.

 

During the last several months, we made substantial progress towards further focusing our operations on the private pay independent and assisted living business.  Since May 2012, we have either begun to manage or agreed to manage 14 senior living communities with a combined 3,159 living units which are primarily providing independent and/or assisted living services and generate a large majority of their revenues from residents’ private resources.  In September 2012, we completed the sale of our institutional pharmacy business, which is primarily dependent upon Medicare Part D revenues, for an effective total expected cash receipts of $37.8 million and recognized a pre-tax gain of $23.3 million.  In October 2012, we reached an agreement to sell two Medicare/Medicaid dependent skilled nursing facilities located in Michigan with a total of 271 living units for a sale price of $8.0 million.”

 

Conference Call:

 

Later today, October 29, 2012, at 10:00 a.m. Eastern Time, we will host a conference call to discuss the third quarter financial results.  Following management’s presentation, there will be a question and answer period.

 

The conference call telephone number is (800) 230-1074.  Participants calling from outside the United States and Canada should dial (612) 234-9959. No pass code is necessary to access the call from either number. Participants should dial in about 15 minutes prior to the scheduled start of the call.  A replay of the conference call will be available through 11:59 p.m. Eastern Time, November 5, 2012. To hear the replay, dial (320) 365-3844. The replay pass code is 260111.

 

A live audio webcast of the conference call will also be available in a listen only mode on the Company’s website at www.fivestarseniorliving.com.  Participants wanting to access the webcast should visit the Company’s website about five minutes before the call.  The archived webcast will be available for replay on the Company’s website for about one week after the call. The recording and retransmission in any way of the Company’s third quarter 2012 conference call is strictly prohibited without the prior written consent of the Company.  The Company’s website is not incorporated as part of this press release.

 

3



 

About Five Star Quality Care, Inc.:

 

Five Star Quality Care, Inc. is a senior living and healthcare services company.  As of September 30, 2012, we operated 252 senior living communities with 28,262 living units located in 30 states, including 31 communities (2,952 living units) that we own and operate, 191 communities (20,812 living units) that we lease and operate, and 30 communities (4,498 living units) that we manage.  These communities include independent living, assisted living and skilled nursing communities.  We also operate two leased rehabilitation hospitals.  We are headquartered in Newton, Massachusetts.

 

WARNING REGARDING FORWARD LOOKING STATEMENTS

 

THIS PRESS RELEASE CONTAINS STATEMENTS THAT CONSTITUTE FORWARD LOOKING STATEMENTS WITHIN THE MEANING OF THE PRIVATE SECURITIES LITIGATION REFORM ACT OF 1995 AND OTHER SECURITIES LAWS.  WHENEVER WE USE WORDS SUCH AS “BELIEVE”, “EXPECT”, “ANTICIPATE”, “INTEND”, “PLAN”, “ESTIMATE”, OR SIMILAR EXPRESSIONS, WE ARE MAKING FORWARD LOOKING STATEMENTS.  THESE FORWARD LOOKING STATEMENTS ARE BASED UPON OUR PRESENT INTENT, BELIEFS OR EXPECTATIONS, BUT FORWARD LOOKING STATEMENTS ARE NOT GUARANTEED TO OCCUR AND MAY NOT OCCUR. ACTUAL RESULTS MAY DIFFER MATERIALLY FROM THOSE CONTAINED IN OR IMPLIED BY THESE FORWARD LOOKING STATEMENTS AS A RESULT OF VARIOUS FACTORS.  FOR EXAMPLE:

 

·                  THIS PRESS RELEASE STATES THAT WE EXPECT TO BEGIN MANAGING THE REMAINING TWO COMMUNITIES OWNED BY SNH AND CURRENTLY LEASED BY SUNRISE BEFORE YEAR END 2012 AND AFTER ALL APPROPRIATE REGULATORY APPROVALS ARE OBTAINED.  THE TRANSFER OF OPERATING CONTROL OF THESE TWO COMMUNITIES IS SUBJECT TO REGULATORY APPROVALS IN THE STATE WHERE EACH COMMUNITY IS LOCATED.  WE CANNOT CONTROL THE RESULTS OR TIMING OF THESE APPROVAL PROCESSES.  ACCORDINGLY, SOME OF THESE APPROVALS MAY BE DELAYED OR NOT OCCUR AND OUR BEGINNING TO MANAGE THESE COMMUNITIES MAY BE DELAYED OR MAY NOT OCCUR.

 

·                  THIS PRESS RELEASE REFERS TO OUR FOCUSING OPERATIONS ON THE PRIVATE PAY INDEPENDENT AND ASSISTED LIVING BUSINESS.  OUR ABILITY TO SUCCESSFULLY OPERATE INDEPENDENT AND ASSISTED LIVING BUSINESSES DEPENDS ON A NUMBER OF FACTORS, INCLUDING OUR RESIDENTS’ CONTINUED ABILITY TO PAY FOR SERVICES WITH PRIVATE RESOURCES, OUR ABILITY TO MAINTAIN AND INCREASE OCCUPANCY AND RATES FOR THESE SERVICES, OUR ABILITY TO SUCCESSFULLY ADD ADDITIONAL INDEPENDENT AND ASSISTED LIVING UNITS BY ACQUISITION OR OTHERWISE, GOVERNMENT REGULATION IMPACTING THESE BUSINESSES AND OTHER MATTERS.  AS SUCH, THERE CAN BE NO ASSURANCE THAT WE WILL BE ABLE TO SUCCESSFULLY INCREASE OR MAINTAIN OUR FOCUS ON THESE OPERATIONS.

 

·                  RESIDENTS AND PATIENTS WHO PAY FOR OUR SERVICES WITH THEIR PRIVATE RESOURCES MAY BECOME UNABLE TO AFFORD OUR SERVICES WHICH COULD RESULT IN DECREASED OCCUPANCY AND REVENUES AT OUR SENIOR LIVING COMMUNITIES AND REHABILITATION HOSPITALS AND INCREASED RELIANCE ON GOVERNMENT AND OTHER PAYERS.

 

·                  THIS PRESS RELEASE STATES THAT OUR EXPECTED EFFECTIVE NET CASH RECEIPTS RESULTING FROM THE SALE OF OUR PHARMACY BUSINESS ARE $37.8 MILLION, BEFORE TAXES AND TRANSACTION COSTS.  THESE NET CASH RECEIPTS INCLUDE ACCOUNTS RECEIVABLE THAT WE RETAINED.  FURTHER, THE PURCHASE AGREEMENT INCLUDES CUSTOMARY INDEMNIFICATION OBLIGATIONS AND REQUIRED US TO ESCROW A PORTION OF THE PURCHASE PRICE IN CONNECTION WITH THE INDEMNIFICATION OBLIGATIONS.  IF WE ARE UNABLE TO COLLECT ACCOUNTS RECEIVABLE THAT WE HAVE RETAINED OR ARE REQUIRED TO PAY AMOUNTS (INCLUDING WITH ESCROWED PROCEEDS) TO SATISFY INDEMNIFICATION OBLIGATIONS IN THE FUTURE, THE ACTUAL NET CASH RECEIPTS WE MAY REALIZE FROM THE SALE, AND ANY CORRESPONDING CAPITAL GAIN, MAY BE REDUCED.

 

4



 

·                  THIS PRESS RELEASE STATES THAT WE HAVE ENTERED INTO AN AGREEMENT TO SELL TWO SNFs THAT WE OWN LOCATED IN MICHIGAN.  THIS SALE IS SUBJECT TO CUSTOMARY CLOSING CONDITIONS.  SOME OF THESE CONDITIONS MAY NOT BE MET, THE SALE MAY NOT OCCUR OR THE SALE MAY BE DELAYED.

 

RESULTS THAT DIFFER FROM THOSE STATED OR IMPLIED BY OUR FORWARD LOOKING STATEMENTS MAY ALSO BE CAUSED BY VARIOUS CHANGES IN OUR BUSINESS OR MARKET CONDITIONS, AS DESCRIBED MORE FULLY IN OUR ANNUAL REPORT ON FORM 10-K FOR THE YEAR ENDED DECEMBER 31, 2011, UNDER “WARNING CONCERNING FORWARD LOOKING STATEMENTS,” AND “RISK FACTORS” AND UNDER “WARNING CONCERNING FORWARD LOOKING STATEMENTS” AND ELSEWHERE IN OUR QUARTERLY REPORT ON FORM 10-Q FOR THE QUARTER ENDED JUNE 30, 2012.  COPIES OF THAT ANNUAL REPORT AND QUARTERLY REPORT ARE AVAILABLE AT THE WEBSITE OF THE U.S. SECURITIES AND EXCHANGE COMMISSION: WWW.SEC.GOV.

 

FOR THESE REASONS, AMONG OTHERS, INVESTORS ARE CAUTIONED NOT TO PLACE UNDUE RELIANCE UPON FORWARD LOOKING STATEMENTS IN THIS PRESS RELEASE.

 

5



 

Supplemental Information, page 1 of 7

 

FIVE STAR QUALITY CARE, INC.

CONDENSED CONSOLIDATED STATEMENTS OF INCOME

(in thousands, except share data)

(unaudited)

 

 

 

Three months ended
September 30,

 

Nine months ended
September 30,

 

 

 

2012

 

2011

 

2012

 

2011

 

Revenues:

 

 

 

 

 

 

 

 

 

Senior living revenue

 

$

277,568

 

$

275,605

 

$

831,864

 

$

803,647

 

Rehabilitation hospital revenue

 

26,328

 

26,273

 

79,501

 

78,235

 

Management fee revenue

 

1,277

 

359

 

3,666

 

383

 

Reimbursed costs incurred on behalf of managed communities

 

27,247

 

8,324

 

76,750

 

8,887

 

Total revenues

 

332,420

 

310,561

 

991,781

 

891,152

 

 

 

 

 

 

 

 

 

 

 

Operating expenses:

 

 

 

 

 

 

 

 

 

Senior living wages and benefits

 

137,816

 

136,135

 

412,808

 

398,975

 

Other senior living operating expenses

 

66,858

 

68,669

 

200,062

 

193,123

 

Costs incurred on behalf of managed communities

 

27,247

 

8,324

 

76,750

 

8,887

 

Rehabilitation hospital expenses

 

23,734

 

23,300

 

71,725

 

70,798

 

Rent expense

 

50,523

 

50,138

 

151,043

 

145,474

 

General and administrative

 

14,602

 

14,418

 

45,445

 

42,242

 

Depreciation and amortization

 

6,324

 

5,497

 

18,631

 

13,705

 

Total operating expenses

 

327,104

 

306,481

 

976,464

 

873,204

 

 

 

 

 

 

 

 

 

 

 

Operating income

 

5,316

 

4,080

 

15,317

 

17,948

 

 

 

 

 

 

 

 

 

 

 

Interest and other income

 

199

 

355

 

638

 

975

 

Interest and other expense

 

(1,762

)

(1,034

)

(4,793

)

(2,405

)

Acquisition related costs

 

(100

)

(226

)

(100

)

(1,530

)

Gain on settlement

 

 

 

3,365

 

 

Gain on early extinguishment of debt

 

 

 

45

 

1

 

Equity in earnings of Affiliates Insurance Company

 

115

 

28

 

236

 

111

 

Gain on sale of available for sale securities reclassified from other comprehensive income

 

63

 

529

 

62

 

656

 

 

 

 

 

 

 

 

 

 

 

Income from continuing operations before income taxes

 

3,831

 

3,732

 

14,770

 

15,756

 

Provision for income taxes

 

(426

)

(186

)

(4,835

)

(1,006

)

Income from continuing operations

 

3,405

 

3,546

 

9,935

 

14,750

 

Income (loss) from discontinued operations

 

13,034

 

(4,074

)

11,511

 

(5,950

)

 

 

 

 

 

 

 

 

 

 

Net income (loss)

 

$

16,439

 

$

(528

)

$

21,446

 

$

8,800

 

 

 

 

 

 

 

 

 

 

 

Weighted average shares outstanding - basic

 

47,927

 

47,557

 

47,913

 

40,294

 

 

 

 

 

 

 

 

 

 

 

Weighted average shares outstanding - diluted

 

50,388

 

47,557

 

47,913

 

43,169

 

 

 

 

 

 

 

 

 

 

 

Basic income (loss) per share from:

 

 

 

 

 

 

 

 

 

Continuing operations

 

$

0.07

 

$

0.08

 

$

0.21

 

$

0.37

 

Discontinued operations

 

0.27

 

(0.09

)

0.24

 

(0.15

)

Net income (loss) per share - basic

 

$

0.34

 

$

(0.01

)

$

0.45

 

$

0.22

 

 

 

 

 

 

 

 

 

 

 

Diluted income (loss) per share from:

 

 

 

 

 

 

 

 

 

Continuing operations

 

$

0.07

 

$

0.08

 

$

0.21

 

$

0.36

 

Discontinued operations

 

0.26

 

(0.09

)

0.24

 

(0.14

)

Net income (loss) per share - diluted

 

$

0.33

 

$

(0.01

)

$

0.45

 

$

0.22

 

 



 

Supplemental Information, page 2 of 7

 

FIVE STAR QUALITY CARE, INC.

CONDENSED CONSOLIDATED BALANCE SHEETS DATA

(in thousands)

(unaudited)

 

 

 

September 30,
2012

 

December 31,
2011

 

Assets

 

 

 

 

 

Current assets:

 

 

 

 

 

Cash and cash equivalents

 

$

14,295

 

$

28,374

 

Accounts receivable, net of allowance

 

54,880

 

56,509

 

Investments in available for sale securities

 

14,942

 

9,114

 

Restricted cash

 

5,904

 

4,838

 

Prepaid expenses and other current assets

 

25,441

 

20,395

 

Assets of discontinued operations

 

13,003

 

29,022

 

Total current assets

 

128,465

 

148,252

 

 

 

 

 

 

 

Property and equipment, net

 

336,889

 

332,185

 

Restricted cash

 

9,262

 

4,092

 

Restricted investments in available for sale securities

 

11,904

 

13,115

 

Goodwill, equity investment and other long term assets

 

76,986

 

85,833

 

Total assets

 

$

563,506

 

$

583,477

 

 

 

 

 

 

 

Liabilities and Shareholders’ Equity

 

 

 

 

 

Current liabilities:

 

 

 

 

 

Bridge loan from Senior Housing Properties Trust

 

$

 

$

38,000

 

Other current liabilities

 

157,904

 

151,331

 

Total current liabilities

 

157,904

 

189,331

 

 

 

 

 

 

 

Mortgage notes payable

 

37,900

 

38,714

 

Convertible senior notes

 

24,872

 

37,282

 

Other long term liabilities

 

40,103

 

37,956

 

Shareholders’ equity

 

302,727

 

280,194

 

Total liabilities and shareholders’ equity

 

$

563,506

 

$

583,477

 

 



 

Supplemental Information, page 3 of 7

 

FIVE STAR QUALITY CARE, INC.

CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS

(in thousands)

(unaudited)

 

 

 

Three months ended September 30,

 

Nine months ended September 30,

 

 

 

2012

 

2011

 

2012

 

2011

 

 

 

 

 

 

 

 

 

 

 

Cash flows from operating activities:

 

 

 

 

 

 

 

 

 

Net income (loss)

 

$

16,439

 

$

(528

)

$

21,446

 

$

8,800

 

Adjustments to reconcile net income to cash provided by operating activities:

 

 

 

 

 

 

 

 

 

Depreciation and amortization

 

6,324

 

5,497

 

18,631

 

13,705

 

Gain on early extinguishment of debt

 

 

 

(45

)

(1

)

(Gain) loss from discontinued operations

 

(13,034

)

4,074

 

(11,511

)

5,950

 

Gain on sale of available for sale securities

 

(63

)

(529

)

(62

)

(656

)

Equity in earnings of Affiliates Insurance Company

 

(115

)

(28

)

(236

)

(111

)

Stock-based compensation

 

159

 

87

 

649

 

949

 

Provision for losses on receivables

 

1,470

 

1,143

 

3,949

 

5,178

 

Changes in assets and liabilities:

 

 

 

 

 

 

 

 

 

Accounts receivable

 

(520

)

1,441

 

(2,320

)

(2,118

)

Prepaid expenses and other assets

 

(1,240

)

(3,031

)

2,408

 

(2,735

)

Accounts payable and accrued expenses

 

(2,198

)

7,665

 

906

 

7,028

 

Accrued compensation and benefits

 

3,650

 

(2,643

)

9,143

 

6,096

 

Due to related persons

 

(3,165

)

(1,111

)

(5,868

)

(1,535

)

Other current and long term liabilities

 

6,200

 

4,598

 

6,145

 

5,407

 

Cash provided by operating activities

 

13,907

 

16,635

 

43,235

 

45,957

 

 

 

 

 

 

 

 

 

 

 

Net cash (used in) provided by discontinued operations

 

(9,259

)

514

 

(8,317

)

652

 

 

 

 

 

 

 

 

 

 

 

Cash flows from investing activities:

 

 

 

 

 

 

 

 

 

Acquisition of property and equipment

 

(11,933

)

(14,786

)

(40,251

)

(44,562

)

Acquisition of senior living communities, net of working capital assumed

 

 

(53,426

)

 

(107,165

)

Payments from restricted cash and investment accounts, net

 

(2,346

)

(698

)

(6,236

)

(3,117

)

Purchase of available for sale securities

 

(522

)

 

(5,076

)

 

Proceeds from sale of pharmacy

 

34,298

 

 

34,298

 

 

Proceeds from disposition of property and equipment held for sale

 

4,156

 

10,554

 

18,249

 

25,877

 

Proceeds from sale of available for sale securities

 

156

 

1,223

 

928

 

2,504

 

Cash provided by (used in) investing activities

 

23,809

 

(57,133

)

1,912

 

(126,463

)

 

 

 

 

 

 

 

 

 

 

Cash flows from financing activities:

 

 

 

 

 

 

 

 

 

Net proceeds from issuance of common stock

 

 

 

 

53,953

 

Proceeds from borrowings on credit facilities

 

 

 

47,500

 

12,000

 

Repayments of borrowings on credit facilities

 

(37,500

)

 

(47,500

)

(12,000

)

Proceeds from borrowing on the bridge loan from Senior Housing Properties Trust

 

 

39,000

 

 

80,000

 

Repayments of borrowing on the bridge loan from Senior Housing Properties Trust

 

 

 

(38,000

)

(32,000

)

Purchase and retirement of convertible senior notes

 

 

 

(12,038

)

(623

)

Repayments of mortgage notes payable

 

(297

)

(228

)

(871

)

(300

)

Cash (used in) provided by financing activities

 

(37,797

)

38,772

 

(50,909

)

101,030

 

 

 

 

 

 

 

 

 

 

 

Change in cash and cash equivalents during the period

 

(9,340

)

(1,212

)

(14,079

)

21,176

 

Cash and cash equivalents at beginning of period

 

23,635

 

43,158

 

28,374

 

20,770

 

Cash and cash equivalents at end of period

 

$

14,295

 

$

41,946

 

$

14,295

 

$

41,946

 

 

 

 

 

 

 

 

 

 

 

Cash paid for interest

 

$

960

 

$

259

 

$

3,711

 

$

1,454

 

Cash paid for income taxes

 

$

317

 

$

215

 

$

1,552

 

$

1,257

 

 

 

 

 

 

 

 

 

 

 

Non-cash activities:

 

 

 

 

 

 

 

 

 

Issuance of common stock

 

$

 

$

 

$

114

 

$

298

 

Real estate acquisition

 

$

 

$

(20,337

)

$

 

$

(40,289

)

Assumption of mortgage notes payable

 

$

 

$

20,337

 

$

 

$

40,289

 

 



 

Supplemental Information, page 4 of 7

 

FIVE STAR QUALITY CARE, INC.

SENIOR LIVING COMMUNITY FINANCIAL DATA(1)

(dollars in thousands, except average daily rate)

 

 

 

Three months ended

 

Nine months ended

 

 

 

September 30,

 

September 30,

 

 

 

2012

 

2011

 

2012

 

2011

 

Senior living communities owned and leased:(2)

 

 

 

 

 

 

 

 

 

Number of communities

 

222

 

222

 

222

 

222

 

Number of units

 

23,764

 

23,764

 

23,764

 

23,764

 

Occupancy

 

85.7

%

86.0

%

85.7

%

85.6

%

ADR

 

$

145.56

 

$

147.46

 

$

146.64

 

$

150.15

 

 

 

 

 

 

 

 

 

 

 

Senior living revenue:

 

 

 

 

 

 

 

 

 

Independent and assisted living community revenue

 

$

124,387

 

$

119,082

 

$

369,864

 

$

334,919

 

Continuing care retirement communities revenue

 

96,810

 

99,285

 

291,197

 

298,056

 

Skilled nursing facility revenue

 

53,060

 

54,745

 

160,919

 

163,580

 

Other(3)

 

3,311

 

2,493

 

9,884

 

7,092

 

Total senior living revenue

 

$

277,568

 

$

275,605

 

$

831,864

 

$

803,647

 

 

 

 

 

 

 

 

 

 

 

Senior living wages and benefits:

 

 

 

 

 

 

 

 

 

Independent and assisted living community wages and benefits

 

$

53,803

 

$

52,144

 

$

161,321

 

$

147,951

 

Continuing care retirement communities wages and benefits

 

47,889

 

48,358

 

144,109

 

143,116

 

Skilled nursing facility wages and benefits

 

33,998

 

34,579

 

102,611

 

103,780

 

Other(3)

 

2,126

 

1,054

 

4,767

 

4,128

 

Total senior living wages and benefits

 

$

137,816

 

$

136,135

 

$

412,808

 

$

398,975

 

 

 

 

 

 

 

 

 

 

 

Senior living other operating expenses:

 

 

 

 

 

 

 

 

 

Independent and assisted living community other operating expenses

 

$

29,651

 

$

29,019

 

$

88,332

 

$

78,540

 

Continuing care retirement communities other operating expenses

 

23,829

 

25,283

 

71,101

 

73,351

 

Skilled nursing facility other operating expenses

 

13,056

 

13,816

 

39,116

 

39,954

 

Other(3)

 

322

 

551

 

1,513

 

1,278

 

Total other senior living operating expenses

 

$

66,858

 

$

68,669

 

$

200,062

 

$

193,123

 

 

 

 

 

 

 

 

 

 

 

Percent breakdown of independent and assisted living community revenues:

 

 

 

 

 

 

 

 

 

Private and other sources

 

98.8

%

98.9

%

98.9

%

98.9

%

Medicaid

 

1.2

%

1.1

%

1.1

%

1.1

%

Total

 

100.0

%

100.0

%

100.0

%

100.0

%

 

 

 

 

 

 

 

 

 

 

Percent breakdown of continuing care retirement community revenues:

 

 

 

 

 

 

 

 

 

Private and other sources

 

71.1

%

68.7

%

70.8

%

68.1

%

Medicare

 

22.3

%

24.8

%

22.6

%

25.8

%

Medicaid

 

6.6

%

6.5

%

6.6

%

6.1

%

Total

 

100.0

%

100.0

%

100.0

%

100.0

%

 

 

 

 

 

 

 

 

 

 

Percent breakdown of skilled nursing facility revenues:

 

 

 

 

 

 

 

 

 

Private and other sources

 

25.9

%

24.7

%

25.3

%

24.4

%

Medicare

 

24.2

%

27.9

%

24.6

%

27.8

%

Medicaid

 

49.9

%

47.4

%

50.1

%

47.8

%

Total

 

100.0

%

100.0

%

100.0

%

100.0

%

 

 

 

 

 

 

 

 

 

 

Percent breakdown of total senior living revenues:

 

 

 

 

 

 

 

 

 

Private and other sources

 

75.0

%

73.0

%

74.5

%

72.0

%

Medicare

 

12.6

%

14.7

%

12.8

%

15.4

%

Medicaid

 

12.4

%

12.3

%

12.7

%

12.6

%

Total

 

100.0

%

100.0

%

100.0

%

100.0

%

 


(1)    Excludes data for managed communities and discontinued senior living operations.

(2)    Includes independent and assisted living communities, continuing care communities and skilled nursing facilities.

(3)    Other senior living relates primarily to rehabilitation and other specialty service revenues provided at residential facilities and does not include revenues from institutional pharmacy or rehabilitation hospital operations.

 



 

Supplemental Information, page 5 of 7

 

FIVE STAR QUALITY CARE, INC.

COMPARABLE SENIOR LIVING COMMUNITY FINANCIAL DATA(1)

(dollars in thousands, except average daily rate)

 

 

 

Three months ended

 

Nine months ended

 

 

 

September 30,(2)

 

September 30,(3)

 

 

 

2012

 

2011

 

2012

 

2011

 

Senior living communities owned and leased:(4)

 

 

 

 

 

 

 

 

 

Number of communities

 

218

 

218

 

209

 

209

 

Number of units

 

23,278

 

23,278

 

22,175

 

22,175

 

Occupancy

 

85.7

%

86.0

%

85.4

%

85.5

%

ADR

 

$

146.88

 

$

147.65

 

$

150.79

 

$

151.48

 

 

 

 

 

 

 

 

 

 

 

Senior living revenue:

 

 

 

 

 

 

 

 

 

Independent and assisted living community revenue

 

$

121,233

 

$

118,531

 

$

332,096

 

$

322,989

 

Continuing care retirement communities revenue

 

96,810

 

99,285

 

291,197

 

298,056

 

Skilled nursing facility revenue

 

53,060

 

54,745

 

160,919

 

163,580

 

Other(5)

 

3,311

 

2,493

 

9,884

 

7,092

 

Total senior living revenue

 

$

274,414

 

$

275,054

 

$

794,096

 

$

791,717

 

 

 

 

 

 

 

 

 

 

 

Senior living wages and benefits:

 

 

 

 

 

 

 

 

 

Independent and assisted living community wages and benefits

 

$

52,874

 

$

51,830

 

$

148,823

 

$

143,700

 

Continuing care retirement communities wages and benefits

 

47,889

 

48,358

 

144,109

 

143,116

 

Skilled nursing facility wages and benefits

 

33,998

 

34,579

 

102,611

 

103,780

 

Other(5)

 

2,126

 

1,054

 

4,767

 

4,128

 

Total senior living wages and benefits

 

$

136,887

 

$

135,821

 

$

400,310

 

$

394,724

 

 

 

 

 

 

 

 

 

 

 

Senior living other operating expenses:

 

 

 

 

 

 

 

 

 

Independent and assisted living community other operating expenses

 

$

28,673

 

$

28,787

 

$

78,586

 

$

75,513

 

Continuing care retirement communities other operating expenses

 

23,829

 

25,283

 

71,101

 

73,351

 

Skilled nursing facility other operating expenses

 

13,056

 

13,816

 

39,116

 

39,954

 

Other(5)

 

322

 

551

 

1,513

 

1,278

 

Total other senior living operating expenses

 

$

65,880

 

$

68,437

 

$

190,316

 

$

190,096

 

 

 

 

 

 

 

 

 

 

 

Percent breakdown of independent and assisted living community revenues:

 

 

 

 

 

 

 

 

 

Private and other sources

 

98.9

%

98.9

%

99.0

%

98.9

%

Medicaid

 

1.1

%

1.1

%

1.0

%

1.1

%

Total

 

100.0

%

100.0

%

100.0

%

100.0

%

 

 

 

 

 

 

 

 

 

 

Percent breakdown of continuing care retirement community revenues:

 

 

 

 

 

 

 

 

 

Private and other sources

 

71.1

%

68.7

%

70.8

%

68.1

%

Medicare

 

22.3

%

24.8

%

22.6

%

25.8

%

Medicaid

 

6.6

%

6.5

%

6.6

%

6.1

%

Total

 

100.0

%

100.0

%

100.0

%

100.0

%

 

 

 

 

 

 

 

 

 

 

Percent breakdown of skilled nursing facility revenues:

 

 

 

 

 

 

 

 

 

Private and other sources

 

25.9

%

24.7

%

25.3

%

24.4

%

Medicare

 

24.2

%

27.9

%

24.6

%

27.8

%

Medicaid

 

49.9

%

47.4

%

50.1

%

47.8

%

Total

 

100.0

%

100.0

%

100.0

%

100.0

%

 

 

 

 

 

 

 

 

 

 

Percent breakdown of total senior living revenues:

 

 

 

 

 

 

 

 

 

Private and other sources

 

74.7

%

72.9

%

73.4

%

71.7

%

Medicare

 

12.7

%

14.7

%

13.4

%

15.6

%

Medicaid

 

12.6

%

12.4

%

13.2

%

12.7

%

Total

 

100.0

%

100.0

%

100.0

%

100.0

%

 


(1)    Excludes data for managed communities and discontinued senior living operations.

(2)    Communities that we have operated continuously since July 1, 2011.

(3)    Communities that we have operated continuously since January 1, 2011.

(4)    Includes independent and assisted living communities, continuing care communities and skilled nursing facilities.

(5)    Other senior living relates primarily to rehabilitation and other specialty service revenues provided at residential facilities and does not include revenues from institutional pharmacy or rehabilitation hospital operations.

 



 

Supplemental Information, page 6 of 7

 

FIVE STAR QUALITY CARE, INC.

SENIOR LIVING OTHER OPERATING DATA(1)

(dollars in thousands, except average daily rate)

 

 

 

Three months ended

 

 

 

September 30,

 

June 30,

 

March 31,

 

December 31,

 

September 30,

 

 

 

2012

 

2012

 

2012

 

2011

 

2011

 

Number of senior living communities (end of period)

 

 

 

 

 

 

 

 

 

 

 

Senior living communities, owned

 

31

 

31

 

31

 

31

 

31

 

Senior living communities, leased

 

191

 

191

 

191

 

191

 

191

 

Senior living communities, managed

 

30

 

25

 

25

 

23

 

14

 

Total number of senior living communities

 

252

 

247

 

247

 

245

 

236

 

 

 

 

 

 

 

 

 

 

 

 

 

Number of senior living units (end of period):

 

 

 

 

 

 

 

 

 

 

 

Senior living communities, owned

 

2,952

 

2,952

 

2,952

 

2,952

 

2,952

 

Senior living communities, leased

 

20,812

 

20,812

 

20,812

 

20,812

 

20,812

 

Senior living communities, managed

 

4,498

 

3,738

 

3,738

 

3,393

 

1,415

 

Total number of senior living units

 

28,262

 

27,502

 

27,502

 

27,157

 

25,179

 

 

 

 

 

 

 

 

 

 

 

 

 

Independent and assisted living communities:(2)

 

 

 

 

 

 

 

 

 

 

 

Number of communities

 

153

 

153

 

153

 

153

 

153

 

Number of units

 

13,005

 

13,005

 

13,005

 

13,005

 

13,005

 

Occupancy

 

88.0

%

87.6

%

87.7

%

88.3

%

88.2

%

ADR

 

$

117.24

 

$

117.90

 

$

117.21

 

$

114.90

 

$

115.87

 

 

 

 

 

 

 

 

 

 

 

 

 

CCRC communities:(2)

 

 

 

 

 

 

 

 

 

 

 

Number of communities

 

31

 

31

 

31

 

31

 

31

 

Number of units(3)

 

7,336

 

7,336

 

7,336

 

7,336

 

7,336

 

Occupancy

 

84.1

%

84.0

%

84.8

%

84.9

%

84.2

%

ADR

 

$

170.57

 

$

172.83

 

$

172.20

 

$

168.63

 

$

174.73

 

 

 

 

 

 

 

 

 

 

 

 

 

Skilled nursing facilities:(2)

 

 

 

 

 

 

 

 

 

 

 

Number of communities

 

38

 

38

 

38

 

38

 

38

 

Number of units(4)

 

3,423

 

3,423

 

3,423

 

3,423

 

3,423

 

Occupancy

 

80.2

%

80.9

%

81.6

%

81.4

%

81.7

%

ADR

 

$

207.35

 

$

215.79

 

$

208.85

 

$

206.94

 

$

212.82

 

 

 

 

 

 

 

 

 

 

 

 

 

Senior living communities owned and leased:(2)

 

 

 

 

 

 

 

 

 

 

 

Number of communities

 

222

 

222

 

222

 

222

 

222

 

Number of units

 

23,764

 

23,764

 

23,764

 

23,764

 

23,764

 

Occupancy

 

85.7

%

85.5

%

85.9

%

86.2

%

86.0

%

ADR

 

$

145.56

 

$

147.89

 

$

146.50

 

$

143.73

 

$

147.46

 

 

 

 

 

 

 

 

 

 

 

 

 

Managed communities:

 

 

 

 

 

 

 

 

 

 

 

Number of communities

 

30

 

25

 

25

 

23

 

14

 

Number of units(5)

 

4,498

 

3,738

 

3,738

 

3,393

 

1,415

 

Occupancy

 

87.4

%

87.6

%

87.3

%

85.4

%

83.0

%

ADR

 

$

132.08

 

$

133.34

 

$

132.01

 

$

120.51

 

$

114.68

 

 

 

 

 

 

 

 

 

 

 

 

 

Rehabilitation hospital data:

 

 

 

 

 

 

 

 

 

 

 

Rehabilitation hospital units

 

321

 

321

 

321

 

321

 

321

 

Rehabilitation hospital occupancy

 

60.7

%

59.8

%

60.4

%

61.4

%

59.7

%

 

 

 

 

 

 

 

 

 

 

 

 

Other ancillary services:

 

 

 

 

 

 

 

 

 

 

 

Rehabilitation and wellness inpatient clinics

 

50

 

48

 

47

 

47

 

47

 

Rehabilitation and wellness outpatient clinics

 

46

 

44

 

41

 

39

 

30

 

Home health communities served

 

6

 

6

 

6

 

6

 

6

 

 


(1)                  Excludes data for discontinued operations.

(2)                  Excludes data for managed communities.

(3)                  Includes 2,020 skilled nursing units in communities where assisted living and independent living services are the predominant services provided.

(4)                  Includes 87 assisted living and independent living units in communities where skilled nursing services are the predominant services provided.

(5)                  Includes 71 skilled nursing units in communities where assisted living and independent living services are the predominant services provided.

 



 

Supplemental Information, page 7 of 7

 

FIVE STAR QUALITY CARE, INC.

RECONCILIATION OF NON-GAAP FINANCIAL MEASURES

(in thousands, except per share data)

 

Earnings before interest, taxes, depreciation and amortization, or EBITDA, and EBITDA excluding certain items (collectively, Non-GAAP Financial Measures) are not financial measures determined according to U.S. generally accepted accounting principles, or GAAP.  We consider these Non-GAAP Financial Measures to be meaningful disclosures because we believe that the presentation of these Non-GAAP Financial Measures may help investors to gain a better understanding of changes in our operating results, and may also help investors who wish to make comparisons between us and other companies on both a GAAP and a non-GAAP basis. These Non-GAAP Financial Measures are used by management to evaluate our financial performance and for comparing our performance over time and to the performance of our competitors. These Non-GAAP Financial Measures as presented may not, however, be comparable to amounts calculated by other companies.  This information should not be considered as an alternative to income from continuing operations, net income from continuing operations, net income, cash flows from operating activities or any other financial operating or performance or liquidity measure established by GAAP.  The reconciliation of income from continuing operations to these Non-GAAP Financial Measures is as follows:

 

 

 

Three months ended

 

Nine months ended

 

 

 

September 30,

 

September 30,

 

September 30,

 

September 30,

 

 

 

2012

 

2011

 

2012

 

2011

 

Income from continuing operations

 

$

3,405

 

$

3,546

 

$

9,935

 

$

14,750

 

Add: interest and other expense

 

1,762

 

1,034

 

4,793

 

2,405

 

Add: income tax expense

 

426

 

186

 

4,835

 

1,006

 

Add: depreciation and amortization

 

6,324

 

5,497

 

18,631

 

13,705

 

Less: interest, dividend and other income

 

(199

)

(355

)

(638

)

(975

)

EBITDA

 

11,718

 

9,908

 

37,556

 

30,891

 

Add: acquisition related costs

 

100

 

226

 

100

 

1,530

 

Less: gain on sale of investments in available for sale securities

 

(63

)

(529

)

(62

)

(656

)

Less: gain on early extinguishment of debt

 

 

 

(45

)

(1

)

Less: gain on settlement

 

 

 

(3,365

)

 

EBITDA excluding certain items

 

$

11,755

 

$

9,605

 

$

34,184

 

$

31,764