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8-K - 8-K - FIVE STAR SENIOR LIVING INC.a13-5012_18k.htm

Exhibit 99.1

 

GRAPHIC

 

FOR IMMEDIATE RELEASE

Contact: Timothy A. Bonang, Vice President, Investor Relations

 

Elisabeth A. Heiss, Manager, Investor Relations

 

(617) 796-8245

 

Five Star Quality Care, Inc. Reports Fourth Quarter and Year End 2012 Results

 


 

Newton, MA (February 15, 2013).  Five Star Quality Care, Inc. (NYSE: FVE) today announced its financial results for the quarter and year ended December 31, 2012.

 

Fourth Quarter 2012 Financial Highlights:

 

·                  Total revenues for the fourth quarter of 2012 increased 14.4% to $359.1 million from $314.0 million for the same period in the previous year.

 

·                  Earnings before interest, taxes, depreciation and amortization, or EBITDA, for the fourth quarter of 2012 were $12.0 million compared to $8.4 million for the same period in the previous year.  EBITDA for the fourth quarter of 2011 included impairment of long-lived assets of $3.5 million and acquisition related costs of $229,000, partially offset by a gain on sale of available for sale securities of $3.5 million.  EBITDA excluding these and certain other items was $12.1 million and $8.7 million in the fourth 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 December 31, 2012 and 2011 appears later in this press release.

 

·                  Income from continuing operations for the fourth quarter of 2012 was $3.5 million, or $0.07 per basic and diluted share, compared to $52.7 million, or $1.11 and $1.05 per share, basic and diluted, respectively, for the same period in the previous year. Income from continuing operations for the fourth quarter of 2011 included certain items that, in aggregate, increased our earnings by $51.8 million, or $1.09 and $1.03 per share, basic and diluted, respectively. These items were a $50.7 million income tax benefit related to the reversal of our valuation allowance, a $1.4 million income tax benefit related to impairment of long-lived assets and a $3.5 million gain on sale of available for sale securities, partially offset by impairment of long-lived assets of $3.5 million and acquisition related costs of $229,000.

 

·                  Net income for the fourth quarter of 2012 was $3.5 million, or $0.07 per basic and diluted share, compared to $55.4 million, or $1.16 and $1.10 per share, basic and diluted, respectively, for the same period in the previous year. Net income in the 2012 period included income from discontinued operations of $6,000 compared to $2.7 million of income from discontinued operations in the 2011 period.

 

Fourth Quarter 2012 Operating Highlights:

 

·                  Occupancy at our owned and leased senior living communities for the fourth quarter of 2012 was 85.7% compared to 86.2% for the same period in the previous year.

 

·                  The average monthly rate at our owned and leased senior living communities for the fourth quarter of 2012 increased by 2.5% to $4,516 from $4,408 for the same period in the previous year.

 



 

·                  The percentage of revenues derived from residents’ private resources for the fourth quarter of 2012 at our owned and leased senior living communities modestly decreased to 74.5% from 74.7% for the same period in the previous year.

 

·                  Our fee revenues from managed senior living communities in the fourth quarter of 2012 were $2.2 million compared to $515,000 in the fourth quarter of 2011.

 

Fiscal Year Financial Highlights:

 

·                  Total revenues for the year ended December 31, 2012 increased 12.1% to $1.4 billion from $1.2 billion for the year ended December 31, 2011.

 

·                  EBITDA for the year ended December 31, 2012 was $49.5 million compared to $39.3 million for the year ended December 31, 2011.  EBITDA for the year ended December 31, 2012 included a gain on settlement of our litigation with Sunrise Senior Living, Inc., or Sunrise, which increased EBITDA by $3.4 million. EBITDA for the year ended December 31, 2011 included impairment of long-lived assets of $3.5 million and acquisition related costs of $1.8 million, partially offset by a gain on sale of available for sale securities of $4.1 million.  EBITDA excluding these and certain other items was $46.2 million and $40.4 million for the year ended December 31, 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 years ended December 31, 2012 and 2011 appears later in this press release.

 

·                  Income from continuing operations for the year ended December 31, 2012 was $13.4 million, or $0.28 per basic and diluted share, compared to $67.5 million, or $1.60 and $1.52 per share, basic and diluted, respectively, for the year ended December 31, 2011.  Income from continuing operations for the year ended December 31, 2012 included a gain on settlement of our litigation with Sunrise of $1.9 million (net of taxes), or $0.04 per basic and diluted share. Income from continuing operations for the year ended December 31, 2011 included certain items that, in aggregate, increased our earnings by $51.0 million, or $1.21 and $1.13 per share, basic and diluted, respectively. These items were a $50.7 million income tax benefit related to the reversal of our valuation allowance, a $1.4 million income tax benefit related to impairment of long-lived assets, a $4.1 million gain on sale of available for sale securities and a $1,000 gain on early extinguishment of debt, partially offset by impairment of long-lived assets of $3.5 million and acquisition related costs of $1.8 million.

 

·                  Net income for the year ended December 31, 2012 was $24.9 million, or $0.52 per basic and diluted share, compared to $64.2 million, or $1.52 and $1.45 per share, basic and diluted, respectively, for the year ended December 31, 2011.  Net income for the 2012 period included income from discontinued operations, including the sale of our pharmacy business, of $11.5 million.  Net income for the 2011 period included a loss from discontinued operations of $(3.3) million.

 

Other Highlights:

 

During the fourth quarter of 2012, we began to manage nine senior living communities with a combined 2,233 living units for Senior Housing Properties Trust (NYSE: SNH).  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.

 

·                  As previously reported, in May 2012 we reached agreement with SNH and Sunrise whereby Sunrise would terminate its leases for 10 senior living communities owned by SNH and we would begin to manage the 10 communities for SNH’s account.  These 10 communities include 2,472 living units and are located in six states.  Prior to the fourth quarter of 2012, we began to manage three of these senior living communities with a combined 407 living units. During the fourth quarter of 2012, we began to manage the remaining seven of these senior living communities with a combined 2,065 living units.

 

·                  In December 2012, we began to manage two senior living communities with a combined 168 living units located in Tennessee and Texas.

 

2



 

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 $8.0 million, including the assumption by the buyer of $7.5 million of United States Department of Housing and Urban Development mortgage debt.  These SNFs receive the majority of their revenues from Medicare/Medicaid reimbursements.  The losses generated at these facilities are included in our discontinued operations.  We expect the sale of these SNFs to occur before the end of 2013, but completion of this sale is subject to customary closing conditions, including regulatory approvals, and we can provide no assurance that a sale of these SNFs will occur before the end of 2013 or will be completed at all.

 

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

 

“Although our occupancy rate for our owned and leased senior living communities declined year over year, this was primarily because of declines in occupancy from high acuity residents at our continuing care retirement communities, or CCRC’s, and SNFs.  Occupancy rates at our owned and leased independent and assisted living communities, which combined represent the largest number of units we operate, improved on a year over year basis.  Furthermore, our average monthly rate increased in all property types on a year over year basis.

 

Through external growth, a focus on cost control and growth in our private pay senior living business, we achieved meaningful year over year EBITDA growth.  EBITDA excluding certain items for the fourth quarter of 2012 was 39% higher than the fourth quarter of 2011.

 

During the fourth quarter we completed the transition of 10 senior living communities with 2,472 living units into our management business that were formerly operated by Sunrise and leased from SNH.  In addition, during the fourth quarter we began to manage two other senior living communities for SNH with a total of 168 living units.  We are now managing a total of 39 senior living communities that we expect may generate annual management fee revenues in 2013 of approximately $9.0 million based on the current operating performance at the communities.  We continue to look for opportunities to grow our private pay senior living business through managing, owning and leasing communities and have ample capacity on our balance sheet with $184.4 million available under our revolving credit facilities.”

 

Conference Call:

 

Later today, February 15, 2013, at 10:00 a.m. Eastern Time, we will host a conference call to discuss the fourth quarter and year end financial results.  Following management’s presentation, there will be a question and answer period.

 

The conference call telephone number is (800) 553-0288.  Participants calling from outside the United States and Canada should dial (612) 332-0530. 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, February 22, 2013.  To hear the replay, dial (320) 365-3844. The replay pass code is 279877.

 

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 fourth 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.

 

About Five Star Quality Care, Inc.:

 

Five Star Quality Care, Inc. is a senior living and healthcare services company.  As of December 31, 2012, we operated 261 senior living communities with 30,454 living units located in 31 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 39 communities (6,690 living units) that we manage.  These communities include independent living, assisted living, continuing care and skilled nursing communities.  We also operate two leased rehabilitation hospitals.  We are headquartered in Newton, Massachusetts.

 

3



 

WARNING CONCERNING 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.  ALSO, 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 CONTINUE TO LOOK FOR OPPORTUNITIES TO GROW OUR PRIVATE PAY SENIOR LIVING BUSINESS THROUGH MANAGING, OWNING AND LEASING COMMUNITIES.  THERE CAN BE NO ASSURANCE THAT WE WILL BE SUCCESSFUL IN IDENTIFYING OR OBTAINING SUCH OPPORTUNITIES AND WE MAY DEPEND ON ENTITIES WITH WHICH WE CURRENTLY HAVE COMMERCIAL RELATIONS, INCLUDING AS A TENANT OR MANAGER, ACQUIRING ADDITIONAL SENIOR LIVING COMMUNITIES WITH SUBSTANTIAL PRIVATE PAY BUSINESS AND LEASING THOSE COMMUNITIES TO US OR CONTRACTING WITH US TO MANAGE THOSE COMMUNITIES.

 

·                  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 WE HAVE ENTERED AN AGREEMENT TO SELL TWO SNFS LOCATED IN MICHIGAN THAT WE OWN AND THAT WE EXPECT THE SALE TO OCCUR PRIOR TO THE END OF 2013.  THIS SALE IS SUBJECT TO VARIOUS TERMS AND CONDITIONS TYPICAL OF SUCH TRANSACTIONS, INCLUDING REGULATORY APPROVALS.  THESE TERMS AND CONDITIONS MAY NOT BE MET.  AS A RESULT, THIS TRANSACTION MAY BE DELAYED OR MAY NOT OCCUR OR ITS TERMS MAY CHANGE.

 

·                  THIS PRESS RELEASE STATES THAT WE EXPECT THAT THE 39 SENIOR LIVING COMMUNITIES WE NOW MANAGE WILL GENERATE APPROXIMATELY $9.0 MILLION ANNUALLY IN MANAGEMENT FEE REVENUES IN 2013, BASED ON CURRENT OPERATING PERFORMANCE.  HOWEVER, ACTUAL ANNUAL MANAGEMENT FEE REVENUES MAY BE LESS THAN $9.0 MILLION IN 2013 IF OPERATING PERFORMANCE AT THE COMMUNITIES DECLINES OR FOR OTHER REASONS.

 

·                  THIS PRESS RELEASE STATES THAT WE HAVE AMPLE CAPACITY ON OUR BALANCE SHEET WITH $184.4 MILLION AVAILABLE UNDER OUR REVOLVING CREDIT FACILITIES.  HOWEVER, OUR $35.0 MILLION REVOLVING CREDIT FACILITY EXPIRES ON MARCH 18, 2013, AND WE MAY NOT BE SUCCESSFUL IN RENEWING OR REFINANCING THAT FACILITY ON TERMS ACCEPTABLE TO US OR OTHERWISE.  IN ADDITION, WE MUST SATISFY CERTAIN CONDITIONS, INCLUDING FINANCIAL COVENANTS, IN ORDER TO BORROW UNDER OUR REVOLVING CREDIT FACILITIES.  FURTHER, OUR OPERATIONS AND BUSINESS REQUIRE SIGNIFICANT AMOUNTS OF WORKING CASH AND REQUIRE US TO MAKE SIGNIFICANT CAPITAL EXPENDITURES TO MAINTAIN OUR COMPETITIVENESS.  ACCORDINGLY, WE MAY NOT HAVE SUFFICIENT CASH LIQUIDITY.

 

THE INFORMATION CONTAINED IN OUR FILINGS WITH THE SECURITIES AND EXCHANGE COMMISSION, OR SEC, INCLUDING UNDER THE CAPTION “RISK FACTORS” IN OUR PERIODIC REPORTS, OR INCORPORATED THEREIN, IDENTIFIES OTHER IMPORTANT FACTORS THAT COULD CAUSE DIFFERENCES FROM OUR FORWARD LOOKING STATEMENTS.  OUR FILINGS WITH THE SEC ARE AVAILABLE ON THE SEC’S WEBSITE AT WWW.SEC.GOV.

 

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

 

4



 

Supplemental Information, page 1 of 8

 

FIVE STAR QUALITY CARE, INC.

CONSOLIDATED STATEMENTS OF INCOME

 (in thousands, except per share data)

(unaudited)

 

 

 

Three months ended
December 31,

 

Twelve months ended
December 31,

 

 

 

2012

 

2011

 

2012

 

2011

 

Revenues:

 

 

 

 

 

 

 

 

 

Senior living revenue

 

$

279,154

 

$

274,733

 

$

1,111,018

 

$

1,078,380

 

Rehabilitation hospital revenue

 

27,547

 

27,085

 

107,048

 

105,320

 

Management fee revenue

 

2,151

 

515

 

5,817

 

898

 

Reimbursed costs incurred on behalf of managed communities

 

50,245

 

11,665

 

126,995

 

20,552

 

Total revenues

 

359,097

 

313,998

 

1,350,878

 

1,205,150

 

 

 

 

 

 

 

 

 

 

 

Operating expenses:

 

 

 

 

 

 

 

 

 

Senior living wages and benefits

 

135,356

 

137,411

 

548,164

 

536,386

 

Other senior living operating expenses

 

70,007

 

66,532

 

270,069

 

259,655

 

Costs incurred on behalf of managed communities

 

50,245

 

11,665

 

126,995

 

20,552

 

Rehabilitation hospital expenses

 

24,763

 

24,507

 

96,488

 

95,305

 

Rent expense

 

50,598

 

49,933

 

201,641

 

195,407

 

General and administrative

 

16,154

 

15,298

 

61,599

 

57,540

 

Depreciation and amortization

 

6,433

 

5,989

 

25,064

 

19,694

 

Impairment of long-lived assets

 

 

3,500

 

 

3,500

 

Total operating expenses

 

353,556

 

314,835

 

1,330,020

 

1,188,039

 

 

 

 

 

 

 

 

 

 

 

Operating income

 

5,541

 

(837

)

20,858

 

17,111

 

 

 

 

 

 

 

 

 

 

 

Interest and other income

 

243

 

265

 

881

 

1,240

 

Interest and other expense

 

(1,475

)

(1,512

)

(6,268

)

(3,917

)

Acquisition related costs

 

(8

)

(229

)

(108

)

(1,759

)

Gain on settlement

 

 

 

3,365

 

 

Gain on early extinguishment of debt

 

 

 

45

 

1

 

Equity in earnings of Affiliates Insurance Company

 

80

 

28

 

316

 

139

 

(Loss) gain on sale of available for sale securities reclassified from other comprehensive income

 

(81

)

3,460

 

(19

)

4,116

 

 

 

 

 

 

 

 

 

 

 

Income from continuing operations before income taxes

 

4,300

 

1,175

 

19,070

 

16,931

 

(Provision) benefit for income taxes

 

(807

)

51,560

 

(5,642

)

50,554

 

Income from continuing operations

 

3,493

 

52,735

 

13,428

 

67,485

 

Income (loss) from discontinued operations

 

6

 

2,666

 

11,517

 

(3,284

)

 

 

 

 

 

 

 

 

 

 

Net income

 

$

3,499

 

$

55,401

 

$

24,945

 

$

64,201

 

 

 

 

 

 

 

 

 

 

 

Weighted average shares outstanding - basic

 

48,066

 

47,702

 

47,952

 

42,161

 

 

 

 

 

 

 

 

 

 

 

Weighted average shares outstanding - diluted

 

48,066

 

50,570

 

47,952

 

45,034

 

 

 

 

 

 

 

 

 

 

 

Basic income per share from:

 

 

 

 

 

 

 

 

 

Continuing operations

 

$

0.07

 

$

1.11

 

$

0.28

 

$

1.60

 

Discontinued operations

 

 

0.05

 

0.24

 

(0.08

)

Net income per share - basic

 

$

0.07

 

$

1.16

 

$

0.52

 

$

1.52

 

 

 

 

 

 

 

 

 

 

 

Diluted income per share from:

 

 

 

 

 

 

 

 

 

Continuing operations

 

$

0.07

 

$

1.05

 

$

0.28

 

$

1.52

 

Discontinued operations

 

 

0.05

 

0.24

 

(0.07

)

Net income per share - diluted

 

$

0.07

 

$

1.10

 

$

0.52

 

$

1.45

 

 



 

Supplemental Information, page 2 of 8

 

FIVE STAR QUALITY CARE, INC.

CONSOLIDATED BALANCE SHEETS DATA

(in thousands)

(unaudited)

 

 

 

December 31,
2012

 

December 31,
2011

 

Assets

 

 

 

 

 

Current assets:

 

 

 

 

 

Cash and cash equivalents

 

$

24,638

 

$

28,374

 

Accounts receivable, net of allowance

 

53,134

 

56,509

 

Investments in available for sale securities

 

12,920

 

9,114

 

Restricted cash

 

6,548

 

4,838

 

Prepaid expenses and other current assets

 

29,644

 

20,395

 

Assets of discontinued operations

 

10,430

 

29,022

 

Total current assets

 

137,314

 

148,252

 

 

 

 

 

 

 

Property and equipment, net

 

335,612

 

332,185

 

Restricted cash

 

12,166

 

4,092

 

Restricted investments in available for sale securities

 

10,580

 

13,115

 

Goodwill, equity investment and other long term assets

 

75,684

 

85,833

 

Total assets

 

$

571,356

 

$

583,477

 

 

 

 

 

 

 

Liabilities and Shareholders’ Equity

 

 

 

 

 

Current liabilities:

 

 

 

 

 

Bridge loan from Senior Housing Properties Trust (or SNH)

 

$

 

$

38,000

 

Current portion of convertible senior notes

 

24,872

 

 

Other current liabilities

 

159,088

 

151,331

 

Total current liabilities

 

183,960

 

189,331

 

 

 

 

 

 

 

Mortgage notes payable

 

37,621

 

38,714

 

Convertible senior notes

 

 

37,282

 

Other long term liabilities

 

42,970

 

37,956

 

Shareholders’ equity

 

306,805

 

280,194

 

Total liabilities and shareholders’ equity

 

$

571,356

 

$

583,477

 

 



 

Supplemental Information, page 3 of 8

 

FIVE STAR QUALITY CARE, INC.

CONSOLIDATED STATEMENTS OF CASH FLOWS

(in thousands)

(unaudited)

 

 

 

Three months ended December 31,

 

Twelve months ended December 31,

 

 

 

2012

 

2011

 

2012

 

2011

 

 

 

 

 

 

 

 

 

 

 

Cash flows from operating activities:

 

 

 

 

 

 

 

 

 

Net income

 

$

3,499

 

$

55,401

 

$

24,945

 

$

64,201

 

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

 

 

 

 

 

 

 

 

 

Depreciation and amortization

 

6,433

 

5,989

 

25,064

 

19,694

 

Gain on early extinguishment of debt

 

 

 

(45

)

(1

)

(Gain) loss from discontinued operations

 

(6

)

(2,666

)

(11,517

)

3,284

 

Loss (gain) on sale of available for sale securities

 

81

 

(3,460

)

19

 

(4,116

)

Impairment of long-lived assets

 

 

3,500

 

 

3,500

 

Equity in earnings of Affiliates Insurance Company

 

(80

)

(28

)

(316

)

(139

)

Stock-based compensation

 

618

 

321

 

1,267

 

1,271

 

Deferred income taxes

 

359

 

(54,330

)

10,556

 

(54,699

)

Provision for losses on receivables

 

1,779

 

1,461

 

5,296

 

5,257

 

Changes in assets and liabilities:

 

 

 

 

 

 

 

 

 

Accounts receivable

 

(33

)

(5,842

)

(1,921

)

(6,578

)

Prepaid expenses and other assets

 

(3,482

)

1,333

 

(11,270

)

(1,025

)

Accounts payable and accrued expenses

 

14,576

 

(3,490

)

15,482

 

3,537

 

Accrued compensation and benefits

 

(7,131

)

(4,172

)

2,011

 

1,924

 

Due to related persons

 

(1,076

)

2,353

 

(6,944

)

818

 

Other current and long term liabilities

 

(2,017

)

(2,040

)

4,128

 

3,367

 

Cash provided by (used in) operating activities

 

13,520

 

(5,670

)

56,755

 

40,295

 

 

 

 

 

 

 

 

 

 

 

Net cash provided by (used in) discontinued operations

 

2,298

 

2,673

 

(6,018

)

3,417

 

 

 

 

 

 

 

 

 

 

 

Cash flows from investing activities:

 

 

 

 

 

 

 

 

 

(Payments from) deposits into restricted cash and investment accounts, net

 

(3,548

)

547

 

(9,784

)

(2,570

)

Acquisition of property and equipment

 

(17,134

)

(16,419

)

(57,386

)

(60,380

)

Acquisition of senior living communities, net of working capital assumed

 

 

 

 

(107,765

)

Purchase of available for sale securities

 

 

 

(5,076

)

(206

)

Proceeds from sale of pharmacy

 

 

 

34,298

 

 

Proceeds from disposition of property and equipment held for sale

 

12,271

 

7,393

 

30,520

 

33,269

 

Proceeds from sale of available for sale securities

 

3,235

 

8,187

 

4,163

 

10,896

 

Cash used in investing activities

 

(5,176

)

(292

)

(3,265

)

(126,756

)

 

 

 

 

 

 

 

 

 

 

Cash flows from financing activities:

 

 

 

 

 

 

 

 

 

Net proceeds from issuance of common stock

 

 

 

 

53,953

 

Proceeds from borrowings on credit facilities

 

15,000

 

 

62,500

 

12,000

 

Repayments of borrowings on credit facilities

 

(15,000

)

 

(62,500

)

(12,000

)

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

 

 

 

 

80,000

 

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

 

 

(10,000

)

(38,000

)

(42,000

)

Purchase and retirement of convertible senior notes

 

 

 

(12,038

)

(622

)

Repayments of mortgage notes payable

 

(299

)

(283

)

(1,170

)

(683

)

Cash (used in) provided by financing activities

 

(299

)

(10,283

)

(51,208

)

90,648

 

 

 

 

 

 

 

 

 

 

 

Change in cash and cash equivalents during the period

 

10,343

 

(13,572

)

(3,736

)

7,604

 

Cash and cash equivalents at beginning of period

 

14,295

 

41,946

 

28,374

 

20,770

 

Cash and cash equivalents at end of period

 

$

24,638

 

$

28,374

 

$

24,638

 

$

28,374

 

 

 

 

 

 

 

 

 

 

 

Supplemental cash flow information:

 

 

 

 

 

 

 

 

 

Cash paid for interest

 

$

1,210

 

$

2,086

 

$

4,921

 

$

3,540

 

Cash paid for income taxes

 

$

580

 

$

79

 

$

2,132

 

$

1,336

 

 

 

 

 

 

 

 

 

 

 

Non-cash activities:

 

 

 

 

 

 

 

 

 

Real estate acquisition

 

$

 

$

 

$

 

$

(40,289

)

Assumption of mortgage notes payable

 

$

 

$

 

$

 

$

40,289

 

 



 

Supplemental Information, page 4 of 8

 

FIVE STAR QUALITY CARE, INC.

SENIOR LIVING COMMUNITY FINANCIAL DATA(1)

(dollars in thousands, except average monthly rate)

 

 

 

Three months ended

 

Twelve months ended

 

 

 

December 31,

 

December 31,

 

 

 

2012

 

2011

 

2012

 

2011

 

 

 

 

 

 

 

 

 

 

 

Senior living communities:

 

 

 

 

 

 

 

 

 

Number of communities (end of period)

 

222

 

222

 

222

 

222

 

Number of units (end of period)

 

23,764

 

23,764

 

23,764

 

23,764

 

Occupancy

 

85.7

%

86.2

%

85.7

%

85.8

%

Avg. monthly rate

 

$

4,516

 

$

4,408

 

$

4,477

 

$

4,516

 

 

 

 

 

 

 

 

 

 

 

Senior living revenue:

 

 

 

 

 

 

 

 

 

Independent and assisted living community revenue

 

$

124,690

 

$

122,230

 

$

494,553

 

$

457,149

 

Continuing care retirement community revenue

 

97,784

 

96,586

 

388,981

 

394,642

 

Skilled nursing facility revenue

 

52,976

 

53,037

 

213,895

 

216,617

 

Other(2)

 

3,704

 

2,880

 

13,589

 

9,972

 

 

 

 

 

 

 

 

 

 

 

Total senior living revenue

 

$

279,154

 

$

274,733

 

$

1,111,018

 

$

1,078,380

 

 

 

 

 

 

 

 

 

 

 

Senior living wages and benefits:

 

 

 

 

 

 

 

 

 

Independent and assisted living community wages and benefits

 

$

52,628

 

$

52,852

 

$

213,950

 

$

200,803

 

Continuing care retirement community wages and benefits

 

47,539

 

48,071

 

191,648

 

191,187

 

Skilled nursing facility wages and benefits

 

33,794

 

34,505

 

136,405

 

138,285

 

Other(2)

 

1,395

 

1,983

 

6,161

 

6,111

 

 

 

 

 

 

 

 

 

 

 

Total senior living wages and benefits

 

$

135,356

 

$

137,411

 

$

548,164

 

$

536,386

 

 

 

 

 

 

 

 

 

 

 

Senior living other operating expenses:

 

 

 

 

 

 

 

 

 

Independent and assisted living community other operating expenses

 

$

30,427

 

$

28,648

 

$

118,759

 

$

107,188

 

Continuing care retirement community other operating expenses

 

25,736

 

24,349

 

96,837

 

97,699

 

Skilled nursing facility other operating expenses

 

14,414

 

13,002

 

53,530

 

52,956

 

Other(2)

 

(570

)

533

 

943

 

1,812

 

 

 

 

 

 

 

 

 

 

 

Total senior living other operating expenses

 

$

70,007

 

$

66,532

 

$

270,069

 

$

259,655

 

 


(1)

Excludes data for managed communities, rehabilitation hospitals and discontinued senior living operations.

(2)

Other senior living relates primarily to rehabilitation and other specialty service revenues and expenses provided at our residential facilities and does not include revenues and expenses from our rehabilitation hospital operations.

 



 

Supplemental Information, page 5 of 8

 

FIVE STAR QUALITY CARE, INC.

COMPARABLE SENIOR LIVING COMMUNITY FINANCIAL DATA(1)

(dollars in thousands, except average monthly rate)

 

 

 

Three months ended

 

Twelve months ended

 

 

 

December 31,(2)

 

December 31,(3)

 

 

 

2012

 

2011

 

2012

 

2011

 

 

 

 

 

 

 

 

 

 

 

Senior living communities:

 

 

 

 

 

 

 

 

 

Number of communities (end of period)

 

222

 

222

 

209

 

209

 

Number of units (end of period)

 

23,764

 

23,764

 

22,175

 

22,175

 

Occupancy

 

85.7

%

86.2

%

85.4

%

85.6

%

Avg. monthly rate

 

$

4,516

 

$

4,408

 

$

4,605

 

$

4,580

 

 

 

 

 

 

 

 

 

 

 

Senior living revenue:

 

 

 

 

 

 

 

 

 

Independent and assisted living community revenue

 

$

124,690

 

$

122,230

 

$

443,992

 

$

432,788

 

Continuing care retirement community revenue

 

97,784

 

96,586

 

388,981

 

394,642

 

Skilled nursing facility revenue

 

52,976

 

53,037

 

213,895

 

216,617

 

Other(4)

 

3,704

 

2,880

 

13,589

 

9,972

 

 

 

 

 

 

 

 

 

 

 

Total senior living revenue

 

$

279,154

 

$

274,733

 

$

1,060,457

 

$

1,054,019

 

 

 

 

 

 

 

 

 

 

 

Senior living wages and benefits:

 

 

 

 

 

 

 

 

 

Independent and assisted living community wages and benefits

 

$

52,628

 

$

52,852

 

$

197,355

 

$

192,364

 

Continuing care retirement community wages and benefits

 

47,539

 

48,071

 

191,648

 

191,187

 

Skilled nursing facility wages and benefits

 

33,794

 

34,505

 

136,405

 

138,285

 

Other(4)

 

1,395

 

1,983

 

6,161

 

6,111

 

 

 

 

 

 

 

 

 

 

 

Total senior living wages and benefits

 

$

135,356

 

$

137,411

 

$

531,569

 

$

527,947

 

 

 

 

 

 

 

 

 

 

 

Senior living other operating expenses:

 

 

 

 

 

 

 

 

 

Independent and assisted living community other operating expenses

 

$

30,427

 

$

28,648

 

$

105,578

 

$

100,934

 

Continuing care retirement community other operating expenses

 

25,736

 

24,349

 

96,837

 

97,699

 

Skilled nursing facility other operating expenses

 

14,414

 

13,002

 

53,530

 

52,956

 

Other(4)

 

(570

)

533

 

943

 

1,812

 

 

 

 

 

 

 

 

 

 

 

Total senior living other operating expenses

 

$

70,007

 

$

66,532

 

$

256,888

 

$

253,401

 

 


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

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

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

(4)       Other senior living relates primarily to rehabilitation and other specialty service revenues and expenses provided at our residential facilities and does not include revenues and expenses from our rehabilitation hospital operations.

 



 

Supplemental Information, page 6 of 8

 

FIVE STAR QUALITY CARE, INC.

PERCENT BREAKDOWN OF SENIOR LIVING COMMUNITY REVENUES(1)

 

 

 

Three months ended

 

Twelve months ended

 

 

 

December 31,

 

December 31,

 

 

 

2012

 

2011

 

2012

 

2011

 

Independent and assisted living communities:

 

 

 

 

 

 

 

 

 

Private and other sources

 

98.9

%

98.9

%

98.9

%

98.9

%

Medicaid

 

1.1

%

1.1

%

1.1

%

1.1

%

Total

 

100.0

%

100.0

%

100.0

%

100.0

%

 

 

 

 

 

 

 

 

 

 

Continuing care retirement communities:

 

 

 

 

 

 

 

 

 

Private and other sources

 

70.4

%

71.4

%

70.7

%

68.9

%

Medicare

 

22.7

%

21.8

%

22.6

%

24.8

%

Medicaid

 

6.9

%

6.8

%

6.7

%

6.3

%

Total

 

100.0

%

100.0

%

100.0

%

100.0

%

 

 

 

 

 

 

 

 

 

 

Skilled nursing facilities:

 

 

 

 

 

 

 

 

 

Private and other sources

 

25.8

%

25.2

%

25.4

%

24.6

%

Medicare

 

23.5

%

24.2

%

24.3

%

26.9

%

Medicaid

 

50.7

%

50.6

%

50.3

%

48.5

%

Total

 

100.0

%

100.0

%

100.0

%

100.0

%

 

 

 

 

 

 

 

 

 

 

Total senior living communities:

 

 

 

 

 

 

 

 

 

Private and other sources

 

74.5

%

74.7

%

74.5

%

72.7

%

Medicare

 

12.6

%

12.5

%

12.8

%

14.6

%

Medicaid

 

12.9

%

12.8

%

12.7

%

12.7

%

Total

 

100.0

%

100.0

%

100.0

%

100.0

%

 


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

 



 

Supplemental Information, page 7 of 8

 

FIVE STAR QUALITY CARE, INC.

SENIOR LIVING OTHER OPERATING DATA(1)

(dollars in thousands, except average monthly rate)

 

 

 

Three months ended

 

 

 

December 31,

 

September 30,

 

June 30,

 

March 31,

 

December 31,

 

 

 

2012

 

2012

 

2012

 

2012

 

2011

 

Independent and assisted living communities (owned):

 

 

 

 

 

 

 

 

 

 

 

Number of communities (end of period)

 

31

 

31

 

31

 

31

 

31

 

Number of units (end of period)

 

2,952

 

2,952

 

2,952

 

2,952

 

2,952

 

Occupancy

 

88.2

%

86.7

%

85.7

%

85.4

%

85.3

%

Avg. monthly rate

 

$

3,360

 

$

3,373

 

$

3,364

 

$

3,329

 

$

3,309

 

 

 

 

 

 

 

 

 

 

 

 

 

Independent and assisted living communities (leased):

 

 

 

 

 

 

 

 

 

 

 

Number of communities (end of period)

 

122

 

122

 

122

 

122

 

122

 

Number of units (end of period)

 

10,053

 

10,053

 

10,053

 

10,053

 

10,053

 

Occupancy

 

88.6

%

88.3

%

88.2

%

88.4

%

89.2

%

Avg. monthly rate

 

$

3,664

 

$

3,659

 

$

3,637

 

$

3,620

 

$

3,584

 

 

 

 

 

 

 

 

 

 

 

 

 

CCRC communities (leased):

 

 

 

 

 

 

 

 

 

 

 

Number of communities (end of period)

 

31

 

31

 

31

 

31

 

31

 

Number of units (end of period)(2)

 

7,336

 

7,336

 

7,336

 

7,336

 

7,336

 

Occupancy

 

83.5

%

84.1

%

84.0

%

84.8

%

84.9

%

Avg. monthly rate

 

$

5,320

 

$

5,231

 

$

5,242

 

$

5,224

 

$

5,171

 

 

 

 

 

 

 

 

 

 

 

 

 

Skilled nursing facilities (leased):

 

 

 

 

 

 

 

 

 

 

 

Number of communities (end of period)

 

38

 

38

 

38

 

38

 

38

 

Number of units (end of period)(3)

 

3,423

 

3,423

 

3,423

 

3,423

 

3,423

 

Occupancy

 

79.8

%

80.2

%

80.9

%

81.6

%

81.4

%

Avg. monthly rate

 

$

6,597

 

$

6,359

 

$

6,546

 

$

6,335

 

$

6,346

 

 

 

 

 

 

 

 

 

 

 

 

 

Total senior living communities (owned and leased):

 

 

 

 

 

 

 

 

 

 

 

Number of communities (end of period)

 

222

 

222

 

222

 

222

 

222

 

Number of units (end of period)

 

23,764

 

23,764

 

23,764

 

23,764

 

23,764

 

Occupancy

 

85.7

%

85.7

%

85.5

%

85.9

%

86.2

%

Avg. monthly rate

 

$

4,516

 

$

4,464

 

$

4,486

 

$

4,444

 

$

4,408

 

 

 

 

 

 

 

 

 

 

 

 

 

Managed communities:

 

 

 

 

 

 

 

 

 

 

 

Number of communities (end of period)

 

39

 

30

 

25

 

25

 

23

 

Number of units (end of period)(4)

 

6,690

 

4,498

 

3,738

 

3,738

 

3,393

 

Occupancy

 

87.5

%

87.4

%

87.6

%

87.3

%

85.4

%

Avg. monthly rate

 

$

4,236

 

$

4,051

 

$

4,045

 

$

4,004

 

$

3,696

 

 

 

 

 

 

 

 

 

 

 

 

 

Rehabilitation hospitals (leased):

 

 

 

 

 

 

 

 

 

 

 

Number of hospitals (end of period)

 

2

 

2

 

2

 

2

 

2

 

Number of units (end of period)

 

321

 

321

 

321

 

321

 

321

 

Occupancy

 

60.2

%

60.7

%

59.8

%

60.4

%

61.4

%

 

 

 

 

 

 

 

 

 

 

 

 

Other ancillary services:

 

 

 

 

 

 

 

 

 

 

 

Rehabilitation and wellness inpatient clinics (end of period)

 

50

 

50

 

48

 

47

 

47

 

Rehabilitation and wellness outpatient clinics (end of period)

 

49

 

46

 

44

 

41

 

39

 

Home health communities served (end of period)

 

6

 

6

 

6

 

6

 

6

 

 


(1)       Excludes data for discontinued operations.

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

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

(4)       Includes 478 skilled nursing units in communities where assisted living and independent living services are the predominant services provided.

 



 

Supplemental Information, page 8 of 8

 

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, or 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, cash flows from operating activities or any other financial operating or performance or liquidity measure established by GAAP.  The following table includes the reconciliation of these Non-GAAP Financial Measures to income from continuing operations, the most directly comparable financial measure under GAAP reported in our consolidated financial statements, for the three and twelve months ended December 31, 2012 and 2011.

 

 

 

For the three months

 

For the twelve months

 

 

 

ended December 31,

 

ended December 31,

 

 

 

2012

 

2011

 

2012

 

2011

 

Income from continuing operations

 

$

3,493

 

$

52,735

 

$

13,428

 

$

67,485

 

Add: interest and other expense

 

1,475

 

1,512

 

6,268

 

3,917

 

Add: income tax expense

 

807

 

 

5,642

 

157

 

Add: depreciation and amortization

 

6,433

 

5,989

 

25,064

 

19,694

 

Less: income tax benefit

 

 

(51,560

)

 

(50,711

)

Less: interest, dividend and other income

 

(243

)

(265

)

(881

)

(1,240

)

EBITDA

 

11,965

 

8,411

 

49,521

 

39,302

 

Add: impairment of long-lived assets

 

 

3,500

 

 

3,500

 

Add: acquisition related costs

 

8

 

229

 

108

 

1,759

 

Add: loss on sale of investments in available for sale securities

 

81

 

 

19

 

 

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

 

 

(3,460

)

 

(4,116

)

Less: gain on early extinguishment of debt

 

 

 

(45

)

(1

)

Less: gain on settlement

 

 

 

(3,365

)

 

EBITDA excluding certain items

 

$

12,054

 

$

8,680

 

$

46,238

 

$

40,444