8-K
SONIDA SENIOR LIVING, INC. (SNDA)
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, DC 20549
FORM 8-K
CURRENT REPORT
PURSUANT TO SECTION 13 OR 15(d)
OF THE SECURITIES EXCHANGE ACT OF 1934
Date of report (Date of earliest event reported) March 10, 2022
Sonida Senior Living, Inc.
(Exact Name of Registrant as Specified in Its Charter)
Delaware
(State or Other Jurisdiction of Incorporation)
| 1-13445 | 75-2678809 |
|---|---|
| (Commission<br> <br>File Number) | (IRS Employer<br> <br>Identification No.) |
| 16301 Quorum Drive | |
| --- | --- |
| Suite 160A<br> <br>Addison, Texas | 75001 |
| (Address of Principal Executive Offices) | (Zip Code) |
(972) 770-5600
(Registrant’s Telephone Number, Including Area Code)
(Former Name or Former Address, if Changed Since Last Report)
Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions (see General Instruction A.2. below):
| ☐ | Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425) |
|---|---|
| ☐ | Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12) |
| --- | --- |
| ☐ | Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b)) |
| --- | --- |
| ☐ | Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c)) |
| --- | --- |
Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter).
Emerging growth company ☐
If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ☐
Securities registered pursuant to Section 12(b) of the Act:
| Title of each class | Trading<br> <br>Symbol(s) | Name of each exchange<br> <br>on which registered |
|---|---|---|
| Common Stock | SNDA | New York Stock Exchange |
| Item 8.01 | Other Events. | |
| --- | --- |
On March 10, 2022, Sonida Senior Living, Inc. (the “Company”) announced that it has entered into a term loan agreement with Ally Bank (“Ally”) for purposes of refinancing certain existing indebtedness of the Company and general corporate purposes (the “Refinancing Agreement”). Pursuant to the Refinancing Agreement, Ally Bank will provide the Company with an initial term loan (the “Term Loan”) of $80 million, which may be increased by up to an additional $10 million if the Company satisfies certain financial covenants and up to an additional $40 million, subject to Ally’s approval, to finance the acquisition of additional senior living communities. The Term Loan has a maturity date of four years, with the Company’s option to extend such maturity date for one additional year provided the Company satisfies certain financial covenants and other conditions, and an interest rate of one-month SOFR plus 3.50%, subject to a SOFR floor of 0.25% and a lower SOFR spread of 3.25% or 3.00% depending on the Company’s debt yield and debt service coverage ratio. The Term Loan is secured by ten of the Company’s senior living communities owned by the Company’s subsidiaries and is partially recourse guaranteed by Sonida Senior Living, Inc. The Refinancing Agreement also contains customary representations, warranties and covenants, including financial covenants, for an agreement and transaction of this nature.
On March 10, 2022, the Company issued a press release announcing the Refinancing Agreement. A copy of the press release is attached hereto as Exhibit 99.1.
| Item 9.01 | Financial Statements and Exhibits. |
|---|
(d) Exhibits.
| 99.1 | Press Release, dated March 10, 2022* |
|---|---|
| 104 | Cover Page Interactive Data File-formatted as Inline XBRL. |
| * | This exhibit to this Current Report on Form 8-K is not being filed but is being furnished pursuant to Item 9.01. |
| --- | --- |
SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.
| Date: March 14, 2022 | Sonida Senior Living, Inc. | |
|---|---|---|
| By: | /s/ David R. Brickman | |
| Name: | David R. Brickman | |
| Title: | Senior Vice President, Secretary and<br> <br>General Counsel |
EX-99.1
Exhibit 99.1
Sonida Senior Living Completes $80 Million Refinancing Addressing All Debt Maturities ThroughMid-2024
Transaction includes up to $50 million of additional capital for futuregrowth
DALLAS, March 10, 2022 – Sonida Senior Living, Inc. (NYSE: SNDA), (the “Company” or “Sonida Senior Living”) one of the nation’s leading senior living owner-operators, announced that it has entered into a term loan agreement to refinance certain existing mortgage debt. The transaction includes an initial term loan of $80 million and up to $50 million of additional capital, including an uncommitted $40 million accordion, to fund future growth initiatives.
The term loan, which is secured by 10 of the Company’s senior living communities, addresses all debt maturities through mid-2024, reduces the company’s total debt by $38.5 million and reduces the blended interest rate for the ten communities by approximately 63 basis points while also including future opportunities for additional, performance-based interest rate reductions.
“This refinancing completes the Company’s balance sheet transformation, addresses all near-term debt maturities and positions the Company for its next phase of growth, which includes a focus on attractive ROIC capital expenditures within our existing portfolio as well as acquisitions,” said Kimberly S. Lody, President and CEO.
Transaction details include:
| • | Initial term loan of $80 million, which may be increased by up to $10 million in two $5 million<br>increments if certain financial performance metrics and other customary conditions are met |
|---|---|
| • | Maturity date of four years with optional one-year extension if certain<br>financial performance metrics and other customary conditions are met |
| --- | --- |
| • | An uncommitted $40 million accordion which may be accessed to finance the acquisition of additional senior<br>living communities |
| --- | --- |
| • | Interest rate of one-month SOFR plus 3.50%, subject to a SOFR floor of<br>0.25% and a lower SOFR spread of 3.25% or 3.00% depending on the Company’s debt yield and debt service coverage ratio |
| --- | --- |
The Greystone Senior Housing Capital Markets team acted as exclusive advisor in arranging the financing on behalf of the Company.
About the Company
Dallas-based Sonida Senior Living is one of the nation’s leading operators of independent living, assisted living and memory care communities for senior adults. The Company operates 77 communities that are home to nearly 7,000 residents across 18 states providing comfortable, safe, affordable communities where residents can form friendships, enjoy new experiences and receive personalized care from dedicated team members who treat them like family.
For more information, visit www.sonidaseniorliving.com or connect with the Company on Facebook, Twitter or LinkedIn.
For more information, contact: Kimberly Lody (972) 308-8323, klody@sonidaliving.com