Exhibit 99.2
Sunrise Senior Living
Community Data
Ownership Type
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Stabilized Properties1) | | | | | | | | Sequential Same Community-Unit Occupancy | |
Ownership Type | | Comm. | | | Units | | | Three Months Ended December 31, 2011 | | | Three Months Ended September 30, 20113) | | | Three Months Ended June 30, 20113) | | | Three Months Ended March 31, 20113) | | | Twelve Months Ended December 31, 2011 | | | Nine Months Ended September 30, 20113) | | | Six Months Ended June 30, 20113) | |
Consolidated | | | 23 | | | | 2,112 | | | | 85.8 | % | | | 86.2 | % | | | 84.5 | % | | | 83.7 | % | | | 84.8 | % | | | 84.8 | % | | | 84.1 | % |
Leased | | | 26 | | | | 5,675 | | | | 88.0 | % | | | 88.2 | % | | | 88.3 | % | | | 88.8 | % | | | 88.3 | % | | | 88.4 | % | | | 88.5 | % |
Joint Ventures-US | | | 76 | | | | 5,653 | | | | 88.6 | % | | | 87.9 | % | | | 87.8 | % | | | 88.2 | % | | | 88.1 | % | | | 88.0 | % | | | 88.0 | % |
Joint Ventures-UK | | | 20 | | | | 1,677 | | | | 88.5 | % | | | 87.3 | % | | | 87.4 | % | | | 85.5 | % | | | 87.2 | % | | | 86.7 | % | | | 86.4 | % |
Managed | | | 142 | | | | 13,143 | | | | 88.5 | % | | | 88.0 | % | | | 87.4 | % | | | 87.8 | % | | | 87.9 | % | | | 87.7 | % | | | 87.6 | % |
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Total Stabilized | | | 287 | | | | 28,260 | | | | 88.2 | % | | | 87.8 | % | | | 87.4 | % | | | 87.7 | % | | | 87.8 | % | | | 87.6 | % | | | 87.5 | % |
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Lease-Up Properties2) | | | | | | | | Sequential Same Community-Unit Occupancy | |
Ownership Type | | Comm. | | | Units | | | Three Months Ended December 31, 2011 | | | Three Months Ended September 30, 20113) | | | Three Months Ended June 30, 20113) | | | Three Months Ended March 31, 20113) | | | Twelve Months Ended December 31, 2011 | | | Nine Months Ended September 30, 20113) | | | Six Months Ended June 30, 20113) | |
Consolidated | | | 1 | | | | 99 | | | | 66.7 | % | | | 61.4 | % | | | 59.5 | % | | | 62.7 | % | | | 62.6 | % | | | 61.2 | % | | | 61.1 | % |
Joint Ventures-US | | | 16 | | | | 1,786 | | | | 71.5 | % | | | 69.3 | % | | | 65.2 | % | | | 61.9 | % | | | 67.0 | % | | | 65.5 | % | | | 63.5 | % |
Joint Ventures-UK | | | 7 | | | | 588 | | | | 93.0 | % | | | 90.2 | % | | | 85.9 | % | | | 82.3 | % | | | 87.8 | % | | | 86.1 | % | | | 84.1 | % |
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Total Lease Up | | | 24 | | | | 2,473 | | | | 76.4 | % | | | 73.9 | % | | | 69.9 | % | | | 66.8 | % | | | 71.8 | % | | | 70.2 | % | | | 68.3 | % |
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Total Properties | | | | | | | | Sequential Same Community-Unit Occupancy | |
Ownership Type | | Comm. | | | Units | | | Three Months Ended December 31, 2011 | | | Three Months Ended September 30, 20113) | | | Three Months Ended June 30, 20113) | | | Three Months Ended March 31, 20113) | | | Twelve Months Ended December 31, 2011 | | | Nine Months Ended September 30, 20113) | | | Six Months Ended June 30, 20113) | |
Consolidated | | | 24 | | | | 2,211 | | | | 84.9 | % | | | 85.0 | % | | | 83.4 | % | | | 82.7 | % | | | 83.8 | % | | | 83.7 | % | | | 83.1 | % |
Leased | | | 26 | | | | 5,675 | | | | 88.0 | % | | | 88.2 | % | | | 88.3 | % | | | 88.8 | % | | | 88.3 | % | | | 88.4 | % | | | 88.5 | % |
Joint Ventures-US | | | 92 | | | | 7,439 | | | | 84.5 | % | | | 83.4 | % | | | 82.3 | % | | | 81.9 | % | | | 83.0 | % | | | 82.6 | % | | | 82.1 | % |
Joint Ventures-UK | | | 27 | | | | 2,265 | | | | 89.6 | % | | | 88.1 | % | | | 87.0 | % | | | 84.6 | % | | | 87.3 | % | | | 86.6 | % | | | 85.8 | % |
Managed | | | 142 | | | | 13,143 | | | | 88.5 | % | | | 88.0 | % | | | 87.4 | % | | | 87.8 | % | | | 87.9 | % | | | 87.7 | % | | | 87.6 | % |
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Total Properties | | | 311 | | | | 30,733 | | | | 87.2 | % | | | 86.7 | % | | | 86.0 | % | | | 86.0 | % | | | 86.5 | % | | | 86.2 | % | | | 86.0 | % |
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Footnotes:
1) | Stabilized properties are single properties or pools of properties owned or leased by us or owned by a joint venture where the single property or all of the communities in the pool have been open and operating for more than 36 months as of December 31, 2011. All managed communities are stabilized properties. |
2) | Lease-up properties are single properties or pools of properties owned or leased by us or owned by a joint venture where the single property or any of the communities in the pool have been open and operating for less than 36 months as of December 31, 2011. |
3) | We have provided revised March 31, 2011, June 30, 2011, and September 30, 2011 occupancy tables which include the same community count we have provided for the period ended December 31, 2011. During 2011, six stabilized communities were sold or transitioned, and three consolidated communities, three communities in pool 14, eight communities in pool 16, three communities in pool 17, 15 communities in pool 3, and 1 community in pool 22 moved into our stabilized portfolio. |
1
Sunrise Senior Living
Community Data
Consolidated Communities
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Stabilized Properties2) | | | | | | | | | | | Unit Occupancy | | | Net Operating Income1) | |
| | | | | | | | Ownership | | | State/ | | Three Months Ended December 31, | | | Twelve Months Ended December 31, | | | Three Months Ended December 31, | | | Twelve Months Ended December 31, | |
Community | | Comm. | | | Units | | | Interest | | | Province | | 2011 | | | 2010 | | | 2011 | | | 2010 | | | 2011 | | | 2010 | | | 2011 | | | 2010 | |
Connecticut Avenue 4) | | | 1 | | | | 100 | | | | 100.0 | % | | DC | | | 98.2 | % | | | 86.4 | % | | | 92.3 | % | | | 82.7 | % | | $ | 1,320,269 | | | $ | 881,686 | | | $ | 4,305,628 | | | $ | 3,173,737 | |
AL US 4), 6) | | | 15 | | | | 1,091 | | | | 100.0 | % | | Various | | | 89.1 | % | | | 87.1 | % | | | 88.2 | % | | | 87.3 | % | | | 8,326,591 | | | | 7,963,175 | | | | 31,567,051 | | | | 31,620,723 | |
Quebec 4) | | | 3 | | | | 246 | | | | 100.0 | % | | QU | | | 71.3 | % | | | 57.8 | % | | | 64.7 | % | | | 53.3 | % | | | 954,125 | | | | 604,745 | | | | 2,455,498 | | | | 1,305,882 | |
Other Consolidated 4) | | | 1 | | | | 371 | | | | 0.0 | % | | NJ | | | 72.6 | % | | | 72.5 | % | | | 73.5 | % | | | 74.4 | % | | | 386,576 | | | | 248,550 | | | | 1,949,725 | | | | 1,748,850 | |
Other Consolidated 4), 7) | | | 1 | | | | 137 | | | | 50.0 | % | | MD | | | 97.0 | % | | | 97.5 | % | | | 97.5 | % | | | 96.4 | % | | | 1,410,368 | | | | 1,303,850 | | | | 5,435,556 | | | | 5,115,276 | |
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Total Stabilized Excluding 2 Condos | | | 21 | | | | 1,945 | | | | | | | | | | 84.7 | % | | | 81.3 | % | | | 83.3 | % | | | 81.0 | % | | | 12,397,929 | | | | 11,002,006 | | | | 45,713,458 | | | | 42,964,468 | |
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Other Consolidated 4), 5) | | | 2 | | | | 167 | | | | 100.0 | % | | Various | | | 98.1 | % | | | 103.5 | % | | | 101.7 | % | | | 103.6 | % | | | (13,919 | ) | | | (104,192 | ) | | | (179,986 | ) | | | (197,187 | ) |
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Total Stabilized | | | 23 | | | | 2,112 | | | | | | | | | | 85.8 | % | | | 83.1 | % | | | 84.8 | % | | | 82.8 | % | | $ | 12,384,010 | | | $ | 10,897,814 | | | $ | 45,533,472 | | | $ | 42,767,281 | |
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Lease-Up Properties3) | | | | | | | | | | | Unit Occupancy | | | Net Operating Income1) | |
| | | | | | | | Ownership | | | State/ | | Three Months Ended December 31, | | | Twelve Months Ended December 31, | | | Three Months Ended December 31, | | | Twelve Months Ended December 31, | |
Community | | Comm. | | | Units | | | Interest | | | Province | | 2011 | | | 2010 | | | 2011 | | | 2010 | | | 2011 | | | 2010 | | | 2011 | | | 2010 | |
Monterey4) | | | 1 | | | | 99 | | | | 100.0 | % | | CA | | | 66.7 | % | | | 59.7 | % | | | 62.6 | % | | | 58.7 | % | | | 417,404 | | | | 411,624 | | | | 1,326,565 | | | | 1,196,114 | |
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Total Lease-Up | | | 1 | | | | 99 | | | | | | | | | | 66.7 | % | | | 59.7 | % | | | 62.6 | % | | | 58.7 | % | | $ | 417,404 | | | $ | 411,624 | | | $ | 1,326,565 | | | $ | 1,196,114 | |
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Total Properties | | | | | | | | | | | | | Unit Occupancy | | | Net Operating Income1) | |
| | | | | | | | Ownership | | | State/ | | Three Months Ended December 31, | | | Twelve Months Ended December 31, | | | Three Months Ended December 31, | | | Twelve Months Ended December 31, | |
Community | | Comm. | | | Units | | | Interest | | | Province | | 2011 | | | 2010 | | | 2011 | | | 2010 | | | 2011 | | | 2010 | | | 2011 | | | 2010 | |
Connecticut Avenue 4) | | | 1 | | | | 100 | | | | 100.0 | % | | DC | | | 98.2 | % | | | 86.4 | % | | | 92.3 | % | | | 82.7 | % | | $ | 1,320,269 | | | $ | 881,686 | | | $ | 4,305,628 | | | $ | 3,173,737 | |
AL US4), 6) | | | 15 | | | | 1,091 | | | | 100.0 | % | | Various | | | 89.1 | % | | | 87.1 | % | | | 88.2 | % | | | 87.3 | % | | | 8,326,591 | | | | 7,963,175 | | | | 31,567,051 | | | | 31,620,723 | |
Quebec 4) | | | 3 | | | | 246 | | | | 100.0 | % | | QU | | | 71.3 | % | | | 57.8 | % | | | 64.7 | % | | | 53.3 | % | | | 954,125 | | | | 604,745 | | | | 2,455,498 | | | | 1,305,882 | |
Other Consolidated 4) | | | 1 | | | | 371 | | | | 0.0 | % | | NJ | | | 72.6 | % | | | 72.5 | % | | | 73.5 | % | | | 74.4 | % | | | 386,576 | | | | 248,550 | | | | 1,949,725 | | | | 1,748,850 | |
Other Consolidated 4) | | | 1 | | | | 137 | | | | 50.0 | % | | MD | | | 97.0 | % | | | 97.5 | % | | | 97.5 | % | | | 96.4 | % | | | 1,410,368 | | | | 1,303,850 | | | | 5,435,556 | | | | 5,115,276 | |
Other Consolidated 4), 5) | | | 2 | | | | 167 | | | | 100.0 | % | | Various | | | 98.1 | % | | | 103.5 | % | | | 101.7 | % | | | 103.6 | % | | | (13,919 | ) | | | (104,192 | ) | | | (179,986 | ) | | | (197,187 | ) |
Monterey4) | | | 1 | | | | 99 | | | | 100.0 | % | | CA | | | 66.7 | % | | | 59.7 | % | | | 62.6 | % | | | 58.7 | % | | | 417,404 | | | | 411,624 | | | | 1,326,565 | | | | 1,196,114 | |
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Total Properties | | | 24 | | | | 2,211 | | | | | | | | | | 84.9 | % | | | 82.0 | % | | | 83.8 | % | | | 81.7 | % | | $ | 12,801,414 | | | $ | 11,309,438 | | | $ | 46,860,037 | | | $ | 43,963,395 | |
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Footnotes:
1) | Net operating income from consolidated communities is not reduced by allocated management fees as we eliminate management fees from consolidated communities. |
2) | Stabilized properties are single properties or pools of properties owned or leased by us or owned by a joint venture where the single property or all of the communities in the pool have been open and operating for more than 36 months as of December 31, 2011. All managed communities are stabilized properties. |
3) | Lease-up properties are single properties or pools of properties owned or leased by us or owned by a joint venture where the single property or any of the communities in the pool have been open and operating for less than 36 months as of December 31, 2011. |
4) | Net operating income is a non-GAAP measure. Our nearest GAAP measure on our consolidated statement of operations is income/(loss) from operations. Net operating income excludes depreciation, amortization, lease expense, and impairment charges from these communities. On page 7 of the supplemental tables please refer to a complete reconciliation of net operating income to income/(loss) from operations. |
5) | Property types are primarily condominium units and not typical Sunrise communities. |
6) | Net operating income is consolidated from June 2, 2011 forward. The portfolio was a joint venture prior to June 2. |
7) | This community is a joint venture community that we consolidate under the accounting guidelines. The information provided above only includes the results of operations of the operator who has a lease with an unconsolidated 3rd party. In 2011, the consolidated venture paid $1.7 million to the landlord in rent. In 2012, the terms of the lease will be re-negotiated and we expect the rent expense to increase significantly. |
2
Sunrise Senior Living
Community Data
Leased Communities
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Leased Communities | | | | | | | | | | Unit Occupancy | | | Net Operating Income1) | |
| | | | | | | | | | Three Months Ended December 31, | | | Twelve Months Ended December 31, | | | Three Months Ended December 31, | | | Twelve Months Ended December 31, | |
Lessor | | Comm. | | | Units | | | Country | | 2011 | | | 2010 | | | 2011 | | | 2010 | | | 2011 | | | 2010 | | | 2011 | | | 2010 | |
HRPT3), 5) | | | 4 | | | | 1,594 | | | US | | | 93.1 | % | | | 93.4 | % | | | 92.6 | % | | | 93.2 | % | | $ | 7,103,929 | | | $ | 7,085,614 | | | $ | 28,238,512 | | | $ | 27,966,539 | |
HRPT3), 6) | | | 10 | | | | 2,308 | | | US | | | 85.3 | % | | | 87.0 | % | | | 85.8 | % | | | 86.4 | % | | | 4,206,891 | | | | 5,376,352 | | | | 19,825,595 | | | | 20,112,438 | |
HCP3) | | | 2 | | | | 1,055 | | | US | | | 85.9 | % | | | 87.4 | % | | | 86.7 | % | | | 88.6 | % | | | 4,080,837 | | | | 3,991,546 | | | | 17,437,624 | | | | 19,297,419 | |
LTC3) | | | 3 | | | | 186 | | | US | | | 84.4 | % | | | 86.9 | % | | | 85.7 | % | | | 89.0 | % | | | 785,691 | | | | 911,743 | | | | 3,110,877 | | | | 3,016,650 | |
Missouri River Corp.3) | | | 2 | | | | 133 | | | US | | | 81.1 | % | | | 88.6 | % | | | 84.8 | % | | | 86.3 | % | | | 278,036 | | | | 514,725 | | | | 1,327,550 | | | | 1,438,625 | |
Oakmont3) | | | 3 | | | | 228 | | | US | | | 93.4 | % | | | 93.6 | % | | | 92.1 | % | | | 89.9 | % | | | 1,522,939 | | | | 1,187,904 | | | | 5,438,983 | | | | 4,899,188 | |
Other3) | | | 2 | | | | 171 | | | US | | | 91.7 | % | | | 89.7 | % | | | 93.3 | % | | | 90.2 | % | | | 550,527 | | | | 470,768 | | | | 2,926,893 | | | | 2,180,638 | |
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Total Leased | | | 26 | | | | 5,675 | | | | | | 88.0 | % | | | 89.3 | % | | | 88.3 | % | | | 89.1 | % | | $ | 18,528,850 | | | $ | 19,538,652 | | | $ | 78,306,034 | | | $ | 78,911,497 | |
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Leased Communities | | | | | | | | | | Lease Coverage- Straight-Line Lease Expense 2) | | | Lease Coverage- Straight-Line Lease Expense 2) | | | Lease Coverage-Cash Lease Expense 2) | | | Lease Coverage-Cash Lease Expense 2) | |
| | | | | Current Lease Term | | | | | Three Months Ended December 31, | | | Twelve Months Ended December 31, | | | Three Months Ended December 31, | | | Twelve Months Ended December 31, | |
Lessor | | | | | Expiration 4) | | | | | 2011 | | | 2010 | | | 2011 | | | 2010 | | | 2011 | | | 2010 | | | 2011 | | | 2010 | |
HRPT (4 communities) 5) | | | | | | | 2013 | | | | | | 1.95 | | | | 1.95 | | | | 1.94 | | | | 1.94 | | | | 1.95 | | | | 1.95 | | | | 1.94 | | | | 1.94 | |
HRPT (10 communities) 6) | | | | | | | 2013 | | | | | | 0.92 | | | | 1.17 | | | | 1.07 | | | | 1.10 | | | | 1.04 | | | | 1.12 | | | | 1.21 | | | | 1.05 | |
HCP | | | | | | | 2018 | | | | | | 0.95 | | | | 0.94 | | | | 1.05 | | | | 1.16 | | | | 0.96 | | | | 0.98 | | | | 1.07 | | | | 1.20 | |
LTC | | | | | | | 2018 | | | | | | 1.15 | | | | 1.36 | | | | 1.15 | | | | 1.14 | | | | 1.15 | | | | 1.36 | | | | 1.15 | | | | 1.14 | |
Missouri River Corp. | | | | | | | 2018 | | | | | | 0.59 | | | | 1.12 | | | | 0.71 | | | | 0.79 | | | | 0.59 | | | | 1.12 | | | | 0.71 | | | | 0.79 | |
Oakmont | | | | | | | 2012-2013 | | | | | | 2.21 | | | | 1.77 | | | | 1.99 | | | | 1.82 | | | | 2.15 | | | | 1.72 | | | | 1.93 | | | | 1.77 | |
Other | | | | | | | 2013 | | | | | | 1.41 | | | | 1.21 | | | | 1.88 | | | | 1.40 | | | | 1.33 | | | | 1.16 | | | | 1.78 | | | | 1.35 | |
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Total Leased | | | | | | | | | | | | | 1.25 | | | | 1.33 | | | | 1.34 | | | | 1.36 | | | | 1.30 | | | | 1.32 | | | | 1.39 | | | | 1.35 | |
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Footnotes:
1) | Net operating income from leased communities is not reduced by allocated management fees as we eliminate management fees from leased communities. |
2) | Lease coverage is defined as net operating income divided by lease expense. |
3) | Net operating income is a non-GAAP measure. Our nearest GAAP measure on our consolidated statement of operations is income/(loss) from operations. Net operating income excludes depreciation, amortization, lease expense, and impairment charges from these communities. On page 7 of the supplemental tables please refer to a complete reconciliation of net operating income to income/(loss) from operations. |
4) | Lease agreements may include possible lease extensions. |
5) | On December 29, 2011, we received 3rd party consent to the extension of the term of the four leases for an additional five-year term commencing January 1, 2014. |
6) | We notified the landlord that the ten leases will terminate effective December 31, 2013. |
3
Sunrise Senior Living
Community Data
Joint Venture Communities
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Stabilized Properties 5) | | | | | | | | | | | | | Unit Occupancy | | | Net Operating Income of Venture | |
| | | | | | | | | | | | | Three Months Ended December 31, | | | Twelve Months Ended December 31, | | | Three Months Ended December 31, | | | Twelve Months Ended December 31, | |
Venture Pool 1) | | Comm. | | | Units | | | Country | | Ownership Interest4) | | | 2011 | | | 2010 | | | 2011 | | | 2010 | | | 2011 | | | 2010 | | | 2011 | | | 2010 | |
Pool 1 | | | 5 | | | | 434 | | | UK | | | 20.00% | | | | 95.1 | % | | | 89.2 | % | | | 93.1 | % | | | 89.5 | % | | $ | 4,147,860 | | | $ | 3,875,962 | | | $ | 16,050,557 | | | $ | 14,948,133 | |
Pool 3 | | | 15 | | | | 1,243 | | | UK | | | 9.81% | | | | 86.2 | % | | | 77.4 | % | | | 85.1 | % | | | 75.4 | % | | | 8,629,936 | | | | 7,285,433 | | | | 33,224,220 | | | | 28,194,725 | |
Pool 73) | | | 29 | | | | 2,082 | | | US | | | 40.00% | | | | 87.9 | % | | | 89.7 | % | | | 88.0 | % | | | 87.7 | % | | | 11,630,973 | | | | 11,713,864 | | | | 46,688,957 | | | | 43,505,757 | |
Pool 8 | | | 4 | | | | 310 | | | US | | | 20.00% | | | | 92.1 | % | | | 92.6 | % | | | 90.6 | % | | | 87.3 | % | | | 2,491,029 | | | | 2,229,059 | | | | 9,142,287 | | | | 8,233,858 | |
Pool 9 | | | 12 | | | | 872 | | | US | | | 25.00% | | | | 91.4 | % | | | 92.4 | % | | | 90.1 | % | | | 90.3 | % | | | 5,379,926 | | | | 5,221,278 | | | | 20,161,277 | | | | 18,945,302 | |
Pool 11 | | | 2 | | | | 152 | | | US | | | 30.00% | | | | 91.2 | % | | | 87.6 | % | | | 91.3 | % | | | 85.5 | % | | | 1,025,518 | | | | 895,230 | | | | 4,268,506 | | | | 3,318,027 | |
Pool 13/14 | | | 4 | | | | 298 | | | US | | | 20.00% | | | | 90.6 | % | | | 89.8 | % | | | 90.4 | % | | | 88.7 | % | | | 1,694,054 | | | | 1,458,548 | | | | 6,292,795 | | | | 5,697,031 | |
Pool 152) | | | 7 | | | | 601 | | | US | | | 32.12% | | | | 87.8 | % | | | 86.0 | % | | | 87.4 | % | | | 85.1 | % | | | 3,382,074 | | | | 3,069,047 | | | | 13,433,098 | | | | 12,226,186 | |
Pool 168) | | | 8 | | | | 621 | | | US | | | 20.00% | | | | 85.2 | % | | | 83.8 | % | | | 84.7 | % | | | 83.5 | % | | | 3,012,493 | | | | 2,918,997 | | | | 12,030,154 | | | | 10,640,592 | |
Pool 178) | | | 3 | | | | 229 | | | US | | | 20.00% | | | | 83.6 | % | | | 77.5 | % | | | 81.7 | % | | | 72.7 | % | | | 938,720 | | | | 638,274 | | | | 3,315,760 | | | | 1,984,656 | |
Pool 228) | | | 1 | | | | 76 | | | US | | | 20.00% | | | | 86.8 | % | | | 92.4 | % | | | 89.2 | % | | | 83.0 | % | | | 498,087 | | | | 408,784 | | | | 1,929,155 | | | | 1,338,738 | |
Pool 24 | | | 6 | | | | 412 | | | US | | | 10%-50% | | | | 89.7 | % | | | 90.1 | % | | | 89.1 | % | | | 89.7 | % | | | 2,939,289 | | | | 2,812,060 | | | | 11,056,500 | | | | 10,754,251 | |
| | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | |
Total JV’s-Stabilized | | | 96 | | | | 7,330 | | | | | | | | | | 88.5 | % | | | 86.9 | % | | | 87.9 | % | | | 85.0 | % | | $ | 45,769,959 | | | $ | 42,526,536 | | | $ | 177,593,266 | | | $ | 159,787,256 | |
| | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | |
| | | | | | |
Lease-Up Properties 6) | | | | | | | | | | | | | Unit Occupancy | | | Net Operating Income of Venture | |
| | | | | | | | | | | | | Three Months Ended December 31, | | | Twelve Months Ended December 31, | | | Three Months Ended December 31, | | | Twelve Months Ended December 31, | |
Venture Pool 1) | | Comm. | | | Units | | | Country | | Ownership Interest4) | | | 2011 | | | 2010 | | | 2011 | | | 2010 | | | 2011 | | | 2010 | | | 2011 | | | 2010 | |
Pool 2 | | | 2 | | | | 156 | | | UK | | | 9.81 | % | | | 93.7 | % | | | 88.7 | % | | | 92.8 | % | | | 84.1 | % | | $ | 1,875,339 | | | $ | 1,651,693 | | | $ | 7,078,596 | | | $ | 5,777,119 | |
Pool 4 | | | 3 | | | | 237 | | | UK | | | 20.00 | % | | | 96.3 | % | | | 85.2 | % | | | 90.3 | % | | | 73.6 | % | | | 2,692,329 | | | | 2,072,890 | | | | 9,384,718 | | | | 6,164,100 | |
Pool 5 | | | 1 | | | | 81 | | | UK | | | 17.30 | % | | | 84.4 | % | | | 63.2 | % | | | 76.8 | % | | | 58.7 | % | | | 332,087 | | | | 199,033 | | | | 928,322 | | | | 438,938 | |
Pool 6 | | | 1 | | | | 114 | | | UK | | | 17.30 | % | | | 91.1 | % | | | 67.5 | % | | | 83.7 | % | | | 59.3 | % | | | 750,776 | | | | 253,887 | | | | 2,110,675 | | | | 637,698 | |
Pool 188) | | | 4 | | | | 348 | | | US | | | 20.00 | % | | | 75.3 | % | | | 63.6 | % | | | 70.9 | % | | | 52.5 | % | | | 1,471,807 | | | | 808,442 | | | | 5,266,126 | | | | 1,217,129 | |
Pool 19 | | | 3 | | | | 295 | | | US | | | 20.00 | % | | | 87.8 | % | | | 72.0 | % | | | 80.6 | % | | | 62.6 | % | | | 1,269,464 | | | | 580,705 | | | | 3,640,055 | | | | 1,903,494 | |
Pool 20 | | | 6 | | | | 598 | | | US | | | 30.00 | % | | | 75.6 | % | | | 62.6 | % | | | 70.2 | % | | | 54.1 | % | | | 2,468,184 | | | | 1,809,172 | | | | 8,631,806 | | | | 3,673,983 | |
Pool 21 | | | 2 | | | | 222 | | | US | | | 20.00 | % | | | 69.3 | % | | | 49.1 | % | | | 65.3 | % | | | 41.0 | % | | | 696,480 | | | | 267,560 | | | | 2,474,876 | | | | (256,960 | ) |
Pool 237) | | | 1 | | | | 323 | | | US | | | 30.00 | % | | | 46.7 | % | | | 43.9 | % | | | 45.6 | % | | | 40.5 | % | | | 391,523 | | | | 74,579 | | | | 1,184,300 | | | | (278,598 | ) |
| | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | |
Total JV’s-Lease Up | | | 23 | | | | 2,374 | | | | | | | | | | 76.8 | % | | | 64.3 | % | | | 72.2 | % | | | 56.2 | % | | $ | 11,947,989 | | | $ | 7,717,961 | | | $ | 40,699,474 | | | $ | 19,276,903 | |
| | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | |
| | | | | | |
Total Properties | | | | | | | | | | | | | Unit Occupancy | | | Net Operating Income of Venture | |
| | | | | | | | | | | | | Three Months Ended December 31, | | | Twelve Months Ended December 31, | | | Three Months Ended December 31, | | | Twelve Months Ended December 31, | |
Venture Pool 1) | | Comm. | | | Units | | | Country | | Ownership Interest4) | | | 2011 | | | 2010 | | | 2011 | | | 2010 | | | 2011 | | | 2010 | | | 2011 | | | 2010 | |
Pool 1 | | | 5 | | | | 434 | | | UK | | | 20.00% | | | | 95.1 | % | | | 89.2 | % | | | 93.1 | % | | | 89.5 | % | | $ | 4,147,860 | | | $ | 3,875,962 | | | $ | 16,050,557 | | | $ | 14,948,133 | |
Pool 2 | | | 2 | | | | 156 | | | UK | | | 9.81% | | | | 93.7 | % | | | 88.7 | % | | | 92.8 | % | | | 84.1 | % | | | 1,875,339 | | | | 1,651,693 | | | | 7,078,596 | | | | 5,777,119 | |
Pool 3 | | | 15 | | | | 1,243 | | | UK | | | 9.81% | | | | 86.2 | % | | | 77.4 | % | | | 85.1 | % | | | 75.4 | % | | | 8,629,936 | | | | 7,285,433 | | | | 33,224,220 | | | | 28,194,725 | |
Pool 4 | | | 3 | | | | 237 | | | UK | | | 20.00% | | | | 96.3 | % | | | 85.2 | % | | | 90.3 | % | | | 73.6 | % | | | 2,692,329 | | | | 2,072,890 | | | | 9,384,718 | | | | 6,164,100 | |
Pool 5 | | | 1 | | | | 81 | | | UK | | | 17.30% | | | | 84.4 | % | | | 63.2 | % | | | 76.8 | % | | | 58.7 | % | | | 332,087 | | | | 199,033 | | | | 928,322 | | | | 438,938 | |
Pool 6 | | | 1 | | | | 114 | | | UK | | | 17.30% | | | | 91.1 | % | | | 67.5 | % | | | 83.7 | % | | | 59.3 | % | | | 750,776 | | | | 253,887 | | | | 2,110,675 | | | | 637,698 | |
Pool 73) | | | 29 | | | | 2,082 | | | US | | | 40.00% | | | | 87.9 | % | | | 89.7 | % | | | 88.0 | % | | | 87.7 | % | | | 11,630,973 | | | | 11,713,864 | | | | 46,688,957 | | | | 43,505,757 | |
Pool 8 | | | 4 | | | | 310 | | | US | | | 20.00% | | | | 92.1 | % | | | 92.6 | % | | | 90.6 | % | | | 87.3 | % | | | 2,491,029 | | | | 2,229,059 | | | | 9,142,287 | | | | 8,233,858 | |
Pool 9 | | | 12 | | | | 872 | | | US | | | 25.00% | | | | 91.4 | % | | | 92.4 | % | | | 90.1 | % | | | 90.3 | % | | | 5,379,926 | | | | 5,221,278 | | | | 20,161,277 | | | | 18,945,302 | |
Pool 11 | | | 2 | | | | 152 | | | US | | | 30.00% | | | | 91.2 | % | | | 87.6 | % | | | 91.3 | % | | | 85.5 | % | | | 1,025,518 | | | | 895,230 | | | | 4,268,506 | | | | 3,318,027 | |
Pool 13/14 | | | 4 | | | | 298 | | | US | | | 20.00% | | | | 90.6 | % | | | 89.8 | % | | | 90.4 | % | | | 88.7 | % | | | 1,694,054 | | | | 1,458,548 | | | | 6,292,795 | | | | 5,697,031 | |
Pool 152) | | | 7 | | | | 601 | | | US | | | 32.12% | | | | 87.8 | % | | | 86.0 | % | | | 87.4 | % | | | 85.1 | % | | | 3,382,074 | | | | 3,069,047 | | | | 13,433,098 | | | | 12,226,186 | |
Pool 168) | | | 8 | | | | 621 | | | US | | | 20.00% | | | | 85.2 | % | | | 83.8 | % | | | 84.7 | % | | | 83.5 | % | | | 3,012,493 | | | | 2,918,997 | | | | 12,030,154 | | | | 10,640,592 | |
Pool 178) | | | 3 | | | | 229 | | | US | | | 20.00% | | | | 83.6 | % | | | 77.5 | % | | | 81.7 | % | | | 72.7 | % | | | 938,720 | | | | 638,274 | | | | 3,315,760 | | | | 1,984,656 | |
Pool 188) | | | 4 | | | | 348 | | | US | | | 20.00% | | | | 75.3 | % | | | 63.6 | % | | | 70.9 | % | | | 52.5 | % | | | 1,471,807 | | | | 808,442 | | | | 5,266,126 | | | | 1,217,129 | |
Pool 19 | | | 3 | | | | 295 | | | US | | | 20.00% | | | | 87.8 | % | | | 72.0 | % | | | 80.6 | % | | | 62.6 | % | | | 1,269,464 | | | | 580,705 | | | | 3,640,055 | | | | 1,903,494 | |
Pool 20 | | | 6 | | | | 598 | | | US | | | 30.00% | | | | 75.6 | % | | | 62.6 | % | | | 70.2 | % | | | 54.1 | % | | | 2,468,184 | | | | 1,809,172 | | | | 8,631,806 | | | | 3,673,983 | |
Pool 21 | | | 2 | | | | 222 | | | US | | | 20.00% | | | | 69.3 | % | | | 49.1 | % | | | 65.3 | % | | | 41.0 | % | | | 696,480 | | | | 267,560 | | | | 2,474,876 | | | | (256,960 | ) |
Pool 228) | | | 1 | | | | 76 | | | US | | | 20.00% | | | | 86.8 | % | | | 92.4 | % | | | 89.2 | % | | | 83.0 | % | | | 498,087 | | | | 408,784 | | | | 1,929,155 | | | | 1,338,738 | |
Pool 237) | | | 1 | | | | 323 | | | US | | | 30.00% | | | | 46.7 | % | | | 43.9 | % | | | 45.6 | % | | | 40.5 | % | | | 391,523 | | | | 74,579 | | | | 1,184,300 | | | | (278,598 | ) |
Pool 24 | | | 6 | | | | 412 | | | US | | | 10%-50% | | | | 89.7 | % | | | 90.1 | % | | | 89.1 | % | | | 89.7 | % | | | 2,939,289 | | | | 2,812,060 | | | | 11,056,500 | | | | 10,754,251 | |
| | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | |
Total Joint Ventures | | | 119 | | | | 9,704 | | | | | | | | | | 85.7 | % | | | 81.3 | % | | | 84.0 | % | | | 78.0 | % | | $ | 57,717,948 | | | $ | 50,244,497 | | | $ | 218,292,740 | | | $ | 179,064,159 | |
| | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | |
Footnotes:
1) | Legal names of the venture and partner are omitted due to possible confidentiality concerns in the governing documents. Venture pools represent pools of properties owned by a joint venture that were financed together as a distinct loan pool, other than pool 24 which is an amalgamation of six single property joint ventures. |
2) | On October 12, 2011, we and our venture partner in a portfolio of seven communities transferred ownership of the portfolio to a new joint venture owned approximately 68 percent by CNL Income Partners, LP, a subsidiary of CNL Lifestyle Properties, Inc. and approximately 32 percent by us. |
3) | In January 2011, we increased our ownership percentage from 10% to 40% and the venture was recapitalized. Operating results include the results from 6 New York entities that are leased and operated by Sunrise but owned by the venture. The venture net operating income reflects a 7% management fee expense for quarter and year to date 2010 and a 5% management fee expense for quarter and year to date 2011. |
4) | In certain situations, our share of cash distributions, profits or losses, are not equal to our ownership percentage. |
5) | Stabilized properties are single properties or pools of properties owned or leased by us or owned by a joint venture where the single property or all of the communities in the pool have been open and operating for more than 36 months as of December 31, 2011. |
6) | Lease-up properties are single properties or pools of properties owned or leased by us or owned by a joint venture where the single property or any of the communities in the pool have been open and operating for less than 36 months as of December 31, 2011. |
7) | Unit count includes 240 condo units associated with pool 25, however, NOI only reflects the assisted living component of this venture which was 91.4% occupied for the three months ended 12/31/2011. |
8) | These venture pools are being marketed for sale. |
4
Sunrise Senior Living
Community Data
Management Contracts
| | | | | | | | | | | | | | | | | | | | | | | | | | | | |
Joint Venture Communities | | | | | | | | | | | | Management Fees2) | |
| | | | | | | | | | | | Three Months Ended December 31, | | | Twelve Months Ended December 31, | |
Venture Pool1) | | Comm. | | | Units | | | Country | | Average Maturity Date | | 2011 | | | 2010 | | | 2011 | | | 2010 | |
Pool 13) | | | 5 | | | | 434 | | | UK | | 2028 | | $ | 795,647 | | | $ | 11,152 | | | $ | 3,161,207 | | | $ | 2,329,443 | |
Pool 2 | | | 2 | | | | 156 | | | UK | | 2037 | | | 339,116 | | | | 304,794 | | | | 1,313,883 | | | | 1,005,473 | |
Pool 3 | | | 15 | | | | 1,243 | | | UK | | 2037 | | | 2,019,288 | | | | 1,835,842 | | | | 7,689,358 | | | | 6,769,100 | |
Pool 4 | | | 3 | | | | 237 | | | UK | | 2024 | | | 337,057 | | | | 283,042 | | | | 1,266,687 | | | | 988,545 | |
Pool 5 | | | 1 | | | | 81 | | | UK | | 2039 | | | 131,026 | | | | 118,633 | | | | 504,461 | | | | 438,453 | |
Pool 6 | | | 1 | | | | 114 | | | UK | | 2039 | | | 231,021 | | | | 145,991 | | | | 846,634 | | | | 493,840 | |
Pool 77) | | | 29 | | | | 2,082 | | | US | | 2028 | | | 1,460,783 | | | | 2,484,116 | | | | 5,830,369 | | | | 9,646,466 | |
Pool 8 | | | 4 | | | | 310 | | | US | | 2032 | | | 467,179 | | | | 447,328 | | | | 1,805,948 | | | | 1,695,463 | |
Pool 95) | | | 12 | | | | 872 | | | US | | 2030 | | | 1,144,939 | | | | 1,115,353 | | | | 4,473,650 | | | | 4,326,172 | |
Pool 11 | | | 2 | | | | 152 | | | US | | 2038 | | | 149,565 | | | | 142,203 | | | | 605,060 | | | | 542,391 | |
Pool 13/14 | | | 4 | | | | 298 | | | US | | 2037 | | | 332,221 | | | | 332,291 | | | | 1,291,417 | | | | 1,289,353 | |
Pool 15 | | | 7 | | | | 601 | | | US | | 2030 | | | 739,145 | | | | 690,109 | | | | 2,923,943 | | | | 2,736,542 | |
Pool 163) | | | 8 | | | | 621 | | | US | | 2030 | | | 717,610 | | | | 675,119 | | | | 2,837,477 | | | | 2,320,455 | |
Pool 173) | | | 3 | | | | 229 | | | US | | 2030 | | | 262,914 | | | | 225,547 | | | | 994,352 | | | | 825,763 | |
Pool 18 | | | 4 | | | | 348 | | | US | | 2037 | | | 378,440 | | | | 340,043 | | | | 1,401,619 | | | | 1,292,308 | |
Pool 196) | | | 3 | | | | 295 | | | US | | 2037 | | | 287,810 | | | | 247,716 | | | | 1,062,249 | | | | 945,063 | |
Pool 20 | | | 6 | | | | 598 | | | US | | 2037 | | | 439,316 | | | | 599,300 | | | | 2,191,154 | | | | 2,166,585 | |
Pool 21 | | | 2 | | | | 222 | | | US | | 2038 | | | 195,531 | | | | 167,588 | | | | 760,925 | | | | 667,088 | |
Pool 22 | | | 1 | | | | 76 | | | US | | 2038 | | | 107,172 | | | | 108,567 | | | | 434,001 | | | | 359,476 | |
Pool 23 & Pool 25 9) | | | 1 | | | | 323 | | | US | | 2034 | | | 0 | | | | 0 | | | | 0 | | | | 0 | |
Pool 24 | | | 6 | | | | 412 | | | US | | Various | | | 516,871 | | | | 504,704 | | | | 2,026,538 | | | | 1,983,154 | |
| | | | | | | | | | | | | | | | | | | | | | | | | | | | |
Total Joint Ventures | | | 119 | | | | 9,704 | | | | | | | $ | 11,052,651 | | | $ | 10,779,438 | | | $ | 43,420,932 | | | $ | 42,821,133 | |
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| | | | | |
Managed Communities | | | | | | | | | | | | Management Fees2) | |
| | | | | | | | | | | | Three Months Ended December 31, | | | Twelve Months Ended December 31, | |
Owner | | Comm. | | | Units | | | Country | | Average Maturity Date | | 2011 | | | 2010 | | | 2011 | | | 2010 | |
Care Institute | | | 2 | | | | 209 | | | US | | 2011 | | $ | 153,481 | | | $ | 162,564 | | | $ | 628,926 | | | $ | 630,258 | |
Cooperative11) | | | 2 | | | | 684 | | | US | | 2012 and 2034 | | | 661,126 | | | | 697,729 | | | | 2,561,898 | | | | 2,616,039 | |
HCPI8) | | | 46 | | | | 4,514 | | | US | | 2028-2038 | | | 5,310,521 | | | | 4,670,643 | | | | 18,581,442 | | | | 17,078,543 | |
Inova | | | 4 | | | | 313 | | | US | | 2013 | | | 374,425 | | | | 358,754 | | | | 1,593,109 | | | | 1,425,974 | |
Ventas4) | | | 79 | | | | 6,507 | | | US | | 2034-2037 | | | 5,863,166 | | | | 5,752,236 | | | | 23,087,193 | | | | 19,307,343 | |
Wedum Foundation | | | 4 | | | | 235 | | | US | | 2013 | | | 234,275 | | | | 238,744 | | | | 946,922 | | | | 954,975 | |
Other | | | 5 | | | | 681 | | | US | | Various | | | 371,020 | | | | 475,755 | | | | 1,499,269 | | | | 1,832,748 | |
| | | | | | | | | | | | | | | | | | | | | | | | | | | | |
Total Managed | | | 142 | | | | 13,143 | | | | | | | $ | 12,968,014 | | | $ | 12,356,425 | | | $ | 48,898,759 | | | $ | 43,845,880 | |
| | | | | | | | | | | | | | | | | | | | | | | | | | | | |
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| | | | | | | | | | | | | | | | | | | | | | | | | | | | |
Total JV and ManageCommunities | | | 261 | | | | 22,847 | | | | | | | $ | 24,020,665 | | | $ | 23,135,863 | | | $ | 92,319,691 | | | $ | 86,667,013 | |
| | | | | | | | | | | | | | | | | | | | | | | | | | | | |
| | | | | | | | | | | | | | | | | | | | | | | | | | | | |
| | | | | | | | | | | | | | | | | | | | | | | | | | | | |
Other/Terminated Management Fees 10) | | | | | | | | | | | | | | $ | 1,879 | | | $ | 3,262,378 | | | $ | 3,812,534 | | | $ | 21,164,695 | |
| | | | | | | | | | | | | | | | | | | | | | | | | | | | |
| | | | | | | | | | | | | | | | | | | | | | | | | | | | |
| | | | | | | | | | | | | | | | | | | | | | | | | | | | |
Total Management Fees | | | | | | | | | | | | | | $ | 24,022,544 | | | $ | 26,398,241 | | | $ | 96,132,225 | | | $ | 107,831,708 | |
| | | | | | | | | | | | | | | | | | | | | | | | | | | | |
Footnotes:
1) | Legal names of the venture and partner are omitted due to possible confidentiality concerns in the governing documents. Venture pools represent pools of properties owned by a joint venture that were financed together as a distinct loan pool, other than pool 24 which is an amalgamation of six single property joint ventures. |
2) | The majority of our management contracts contain performance based termination tests with certain limited cure rights. |
3) | Sunrise made a cure payment to these ventures related to community financial performance. |
4) | Sunrise entered into amended and restated master and management agreements governing these communities effective as of December 1, 2010. |
5) | Contracts contain at-will termination provisions for a specified fee to Sunrise. |
6) | Current fee partially subordinated due to lender related financial covenants. |
7) | In January 2011, as part of the recapitalization of the venture our management contract was amended, restated and extended to 2041. |
8) | The contracts relating to one portfolio of 14 properties contain at-will termination provisions for a specified fee to Sunrise. |
9) | No management fees are associated with this venture as these fees are eliminated due to accounting for this venture under the profit sharing method. |
10) | Includes $2.4 million for the twelve months ended December 31, 2011 from the previous AL US venture. |
11) | The owner has notified us that they will not seek to extend us as manager with respect to the community with a 2012 contract maturity. We earned approximately $1.5 million in management fees from this community in 2011. |
5
Sunrise Senior Living
Consolidated and Joint Venture Debt
Scheduled Debt Maturities as of December 31, 2011
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(dollars in thousands) | | | | | | | | | | | | | | | | | | | |
Consolidated Debt | | | | | | | | | | | | | | | | | | | |
Consolidated Communities | | Ownership Percentage | | | Number of Communities | | | Maturity Date6) | | Weighted Aver. Interest Rate | | | Outstanding Debt | | | In Default | | | SRZ Guaranty |
AL US Development Portfolio | | | 100.00 | % | | | 15 | | | Jun 15 | | | 4.27 | % | | $ | 321,992 | | | $ | — | | | N |
Connecticut Ave | | | 100.00 | % | | | 1 | | | Jun 12 | | | 4.82 | % | | | 27,713 | | | | — | | | Y |
Monterey | | | 100.00 | % | | | 1 | | | Jun 13 | | | 3.50 | % | | | 21,021 | | | | — | | | N |
Quebec7) | | | 100.00 | % | | | 3 | | | Apr 11 | | | 4.75 | % | | | 45,907 | | | | 45,907 | | | Y |
Cedar Parke | | | 0.00 | % | | | 1 | | | Jul 29 | | | 0.70 | % | | | 21,770 | | | | 1,365 | | | Y |
| | | | | | | | | | | | | | | | | | | | | | | | |
Consolidated Community Debt | | | | | | | 21 | | | | | | | | | $ | 438,403 | | | $ | 47,272 | | | |
| | | | | | | | | | | | | | | | | | | | | | | | |
| | | | | | | |
Revolving Credit Facility | | | 100.00 | % | | | 0 | | | Jun 14 | | | 5.54 | % | | $ | 39,000 | | | $ | — | | | Y |
Convertible Notes | | | 100.00 | % | | | 0 | | | Apr 41 | | | 5.00 | % | | | 86,250 | | | | — | | | Y |
Restructure Note | | | 100.00 | % | | | 0 | | | Oct 12 | | | 0.00 | % | | | 26,255 | | | | — | | | Y |
Restructure Note | | | 100.00 | % | | | 0 | | | Apr 14 | | | 0.00 | % | | | 3,757 | | | | — | | | Y |
| | | | | | | | | | | | | | | | | | | | | | | | |
Other Consolidated Debt | | | | | | | 0 | | | | | | | | | $ | 155,262 | | | $ | — | | | |
| | | | | | | | | | | | | | | | | | | | | | | | |
| | | | | | | | | | | | | | | | | | | | | | | | |
| | | | | | | | | | | | | | | | | | | | | | | | |
Total Consolidated Debt | | | | | | | 21 | | | | | | | | | $ | 593,665 | | | $ | 47,272 | | | |
| | | | | | | | | | | | | | | | | | | | | | | | |
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Joint Venture Entities | | | | | | | | | | | | | | | | | | | |
Venture Pool1) | | Ownership Percentage 4) | | | Number of Communities | | | Maturity Date6) | | Weighted Aver. Interest Rate | | | Outstanding Debt | | | In Default | | | SRZ Guaranty |
Pool 1 | | | 20.00% | | | | 5 | | | May 13 | | | 4.64 | % | | $ | 129,188 | | | $ | — | | | N |
Pool 2 | | | 9.81% | | | | 2 | | | Jan 15 | | | 5.13 | % | | | 57,949 | | | | — | | | N |
Pool 310) | | | 9.81% | | | | 15 | | | Jul 14 | | | 3.41 | % | | | 621,028 | | | | 621,028 | | | N |
Pool 4 | | | 20.00% | | | | 3 | | | Nov 2012-Jun 2013 | | | 2.43 | % | | | 87,936 | | | | — | | | Y |
Pool 511) | | | 16.90% | | | | 1 | | | Dec 12 | | | 2.13 | % | | | 28,778 | | | | — | | | Y |
Pool 6 | | | 16.90% | | | | 1 | | | Apr 13 | | | 3.88 | % | | | 34,515 | | | | — | | | Y |
Pool 73) | | | 40.00% | | | | 29 | | | Feb 14 | | | 6.76 | % | | | 434,940 | | | | — | | | N |
Pool 8 | | | 20.00% | | | | 4 | | | Apr 14 | | | 5.89 | % | | | 76,010 | | | | — | | | N |
Pool 9 | | | 25.00% | | | | 12 | | | Jan 14 | | | 6.00 | % | | | 183,256 | | | | — | | | N |
Pool 11 | | | 30.00% | | | | 2 | | | Mar 13 | | | 5.23 | % | | | 35,571 | | | | — | | | N |
Pool 13/1413) | | | 20.00% | | | | 4 | | | Jan 19 | | | 4.98 | % | | | 58,500 | | | | — | | | N |
Pool 152) | | | 32.12% | | | | 7 | | | Nov 18 | | | 4.80 | % | | | 120,000 | | | | — | | | N |
Pool 1614) | | | 20.00% | | | | 8 | | | Apr 12 | | | 6.50 | % | | | 109,850 | | | | — | | | Y |
Pool 17 | | | 20.00% | | | | 3 | | | Dec 12 | | | 6.50 | % | | | 41,964 | | | | — | | | Y |
Pool 18 | | | 20.00% | | | | 4 | | | Jul 2012-Dec 2012 | | | 3.25 | % | | | 75,868 | | | | — | | | Y |
Pool 1912) | | | 20.00% | | | | 3 | | | Jan 13 | | | 5.00 | % | | | 62,867 | | | | 62,867 | | | N |
Pool 208) | | | 30.00% | | | | 6 | | | Apr 14 | | | 4.58 | % | | | 104,549 | | | | — | | | N |
Pool 21 | | | 20.00% | | | | 2 | | | Oct 12 | | | 6.50 | % | | | 56,993 | | | | — | | | Y |
Pool 2215) | | | 20.00% | | | | 1 | | | Dec 11 | | | 7.00 | % | | | 14,561 | | | | 14,561 | | | Y |
Pool 235) | | | 30.00% | | | | 1 | | | Dec 11 | | | 5.77 | % | | | 29,855 | | | | 29,855 | | | Y |
Pool 2416) | | | 10%-50% | | | | 6 | | | Dec 2011-Jan 2020 | | | 6.29 | % | | | 58,299 | | | | 5,351 | | | N |
Pool 255) | | | 30.00% | | | | 0 | | | Sep 11 | | | 8.40 | % | | | 116,355 | | | | 116,355 | | | Y |
| | | | | | | | | | | | | | | | | | | | | | | | |
Total Joint Ventures9) | | | | | | | 119 | | | | | | | | | $ | 2,538,832 | | | $ | 850,017 | | | |
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Footnotes:
1) | Legal names of the venture and partner are omitted due to possible confidentiality concerns in the governing documents. Venture pools represent pools of properties owned by a joint venture that were financed together as a distinct loan pool, other than pool 24 which is an amalgamation of six single property joint ventures. |
2) | On October 12, 2011, we and our venture partner in a portfolio of seven communities transferred ownership of the portfolio to a new joint venture owned approximately 68 percent by CNL Income Partners, LP, a subsidiary of CNL Lifestyle Properties, Inc. and approximately 32 percent by us. As part of our new venture the portfolio was recapitalized with a new loan in the amount of $120.0 million with a seven year term. |
3) | In January 2011, we increased our ownership percentage from 10% to 40% and the venture was recapitalized. |
4) | In certain situations, our respective percentage shares of cash distributions, profits or losses, are not equal to our ownership percentage. |
5) | As of December 31, 2011, loans of $116.4 million for the residential condominium venture and $29.9 million for the assisted living venture are both in default. We have accrued $3.3 million in default interest relating to these loans. In February 2012, the lenders for the residential condominium venture commenced legal proceedings necessary to foreclose on the assets of the residential condominium venture. We are still in discussion with the lender for the assisted living venture regarding the default on the loan. |
6) | Maturity dates assume exercising extensions allowable under the loan documents. |
7) | Three communities in Canada that are wholly owned have been slow to lease up. The outstanding loan balance relating to these communities is non-recourse to us but we have provided operating deficit guarantees to the lender. We are not currently funding under these operating deficit guarantees. The principal balance of $47.9 million was due on April 30, 2011. In February 2012, we entered into a loan modification that, among other things (i) extended the loan on our three Canadian communities two years from the modification date, (ii) provided for a termination of our operating deficit guarantee 42 months from the modification date, (iii) cross collateralized the three communities, (iv) increased the interest rate from the TD Bank Prime rate plus 175 bps to TD Bank Prime rate plus 200 bps, and (v) obligated us to complete a reminiscence conversion in a section of one of the communities. |
8) | On August 2, 2011, we and our venture partner in a portfolio of six communities transferred ownership of the portfolio to a new joint venture owned 70 percent by a wholly-owned subsidiary of CNL Lifestyle Properties (“CNL Sub”) and 30 percent by us. As part of our new venture agreement with CNL Sub, from the start of year four to the end of year six, we will have a buyout option to purchase CNL Sub’s 70 percent interest in the venture for a 16% internal rate of return to CNL Sub. In addition, the new venture modified the existing mortgage loan in the amount of $133.2 million to provide for, among other things, (i) pay down of the loan by approximately $28.7 million and (ii) an extension of the maturity date of the loan to April 2014 which may be extended by two additional years under certain conditions. In connection with the transaction, we contributed $8.1 million and CNL Sub contributed $19.0 million to the new venture. |
9) | Sunrise’s share of joint venture debt as of December 31, 2011 is $564 million. |
10) | The venture’s mortgage loan is in default at December 31, 2011 due to a violation of certain loan covenants. The mortgage loan balance was $621.0 million as of December 31, 2011. The loan is collateralized by 15 communities owned by the venture located in the United Kingdom. The lender has rights which include foreclosure on the communities and/or termination of our management agreements. The venture has signed a revocable stand still agreement with the lender with the goal to negotiate a loan modification. During the twelve months ended December 31, 2011, we recognized $9.0 million in management fees from this venture. Our United Kingdom Management segment reported $1.6 million in income from operations for the twelve months ended December 31, 2011. Our investment balance in this venture was zero at December 31, 2011. |
11) | The debt default was cured in October, 2011. |
12) | The venture entered into a forbearance agreement with the lender in October, 2011. In connection with the forbearance agreement, Sunrise was released of its guarantee obligations. |
13) | In December 2011, we closed on a new 7 year loan with a fixed rate of 4.98%. As a result of the new loan, the existing ODA’s were terminated. |
14) | The existing loan was extended for 90 days in December 2011. |
15) | The existing loan was extended through June in January 2012. |
16) | One of the communities is in default as of 12/31/2011 but a forbearance agreement is in place. |
6
SUNRISE SENIOR LIVING, INC.
Reconciliation For Consolidated Net Operating Income
Consolidated Net Operating Income
Net operating income is a measure of operating performance that is not calculated in accordance with U.S. generally accepted accounting principles and should not be considered as a substitute for income/loss from operations or net income/loss. Management considers net operating income to be a useful measure in analyzing our community operating income without regard to management fees and other adjustments.
The following table reconciles net operating income from consolidated communities to loss from operations. (in thousands)
| | | | | | | | | | | | | | | | |
| | Three Months Ended December 31, | | | Twelve Months Ended December 31, | |
| | 2011 | | | 2010 | | | 2011 | | | 2010 | |
Consolidated Community NOI | | $ | 12,801 | | | $ | 11,309 | | | $ | 46,860 | | | $ | 43,963 | |
Leased Community NOI | | | 18,529 | | | | 19,539 | | | | 78,306 | | | | 78,911 | |
| | | | | | | | | | | | | | | | |
Total Consolidated NOI | | | 31,330 | | | | 30,848 | | | | 125,166 | | | | 122,874 | |
Less: AL US NOI (during period the venture was not consolidated) | | | — | | | | (7,963 | ) | | | (13,681 | ) | | | (31,621 | ) |
Plus: NOI from Consolidated New York communities leased from a venture (NOI is reflected in Joint Venture loan pool analysis) | | | 4,209 | | | | — | | | | 16,402 | | | | — | |
| | | | | | | | | | | | | | | | |
Adjusted Total Consolidated NOI | | | 35,539 | | | | 22,885 | | | | 127,887 | | | | 91,253 | |
Less: Consolidated Community Lease Expense (includes $4.3 million and $12.3 million, respectively, for the three months ended and nine months ended of lease expense from consolidated New York communities leased from a venture) | | | 19,163 | | | | 15,067 | | | | 76,444 | | | | 59,715 | |
Less: Depreciation and Amortization | | | 10,771 | | | | 11,758 | | | | 37,523 | | | | 40,637 | |
Less: Impairment of long-lived assets | | | 4,480 | | | | 1,274 | | | | 12,734 | | | | 5,647 | |
| | | | | | | | | | | | | | | | |
| | $ | 1,125 | | | $ | (5,214 | ) | | $ | 1,186 | | | $ | (14,746 | ) |
| | | | | | | | | | | | | | | | |
Plus: Other Sunrise Revenue | | | | | | | | | | | | | | | | |
Management fees | | | 24,022 | | | | 26,399 | | | | 96,132 | | | | 107,832 | |
Buyout fees | | | 641 | | | | 9,815 | | | | 3,685 | | | | 63,286 | |
Ancillary fees | | | 7,793 | | | | 10,601 | | | | 30,544 | | | | 43,136 | |
Professional fees from development, marketing and other | | | 1,100 | | | | 739 | | | | 2,498 | | | | 4,278 | |
Reimbursed costs incurred on behalf of managed communities | | | 172,122 | | | | 178,761 | | | | 715,290 | | | | 827,240 | |
| | | | | | | | | | | | | | | | |
Total Other Revenue | | | 205,678 | | | | 226,315 | | | | 848,149 | | | | 1,045,772 | |
| | | | |
Less: Other Sunrise Expense | | | | | | | | | | | | | | | | |
Ancillary expenses | | | 7,297 | | | | 10,000 | | | | 28,396 | | | | 40,504 | |
General and administrative | | | 26,258 | | | | 33,716 | | | | 114,474 | | | | 126,566 | |
Carrying costs of liquidating trust assets | | | 756 | | | | 981 | | | | 2,456 | | | | 3,146 | |
Accounting Restatement, Special Independent Committee inquiry, SEC investigation and stockholder litigation | | | — | | | | (1,978 | ) | | | — | | | | (1,305 | ) |
Restructuring costs | | | — | | | | 805 | | | | — | | | | 11,690 | |
Allowance for uncollectible receivables from owners | | | 711 | | | | 2,177 | | | | 2,073 | | | | 4,991 | |
(Gain) loss on financial guarantees and other contracts | | | (2,088 | ) | | | 41 | | | | (2,100 | ) | | | 518 | |
Costs incurred on behalf of managed communities | | | 173,206 | | | | 179,154 | | | | 719,159 | | | | 831,008 | |
Misc. Expense for Non-Operating Communities | | | (364 | ) | | | 217 | | | | (957 | ) | | | 595 | |
Total Other Expense | | | 205,776 | | | | 225,113 | | | | 863,501 | | | | 1,017,713 | |
| | | | | | | | | | | | | | | | |
| | | | | | | | | | | | | | | | |
| | | | | | | | | | | | | | | | |
(Loss) income from operations | | $ | 1,027 | | | $ | (4,012 | ) | | $ | (14,166 | ) | | $ | 13,313 | |
| | | | | | | | | | | | | | | | |
7