THIRD QUARTER 2018 GAAP RESULTS
New Senior recorded GAAP net loss of $20.3 million, or $(0.25) per diluted share, for the third quarter of 2018, compared to GAAP net loss of $14.5 million, or $(0.18) per diluted share, for the third quarter of 2017. The year over year decrease was primarily driven by lower net operating income as a result of asset sales.
THIRD QUARTER 2018 PORTFOLIO PERFORMANCE
Total NOI decreased 25.1% to $40.7 million compared to $54.3 million for the third quarter of 2017, primarily driven by approximately $292 million in asset sales in the fourth quarter of 2017 and 51 assets transitioned from leased to managed in the second quarter of 2018.
Adjusted same store cash NOI decreased 2.0% year over year. This figure represents the Company’s entire portfolio of 133 assets, including the 51 IL assets that were converted from leased to managed in the second quarter of 2018.
REFINANCING
In October, the Company completed the refinancing of a $720 million secured loan (the “Loan”) with Freddie Mac arranged through KeyBank Real Estate Capital. The Loan has a term of seven years and bears interest at LIBOR plus 232 basis points, an improvement of approximately 170 basis points, or $12 million annually, versus the prior financing. Additionally, the refinancing improved the Company’s weighted average debt maturity from three years to over five years.
STRATEGIC REVIEW UPDATE
As previously announced on February 23, 2018, the Board of Directors, together with the Company’s management team and legal and financial advisors, has been exploring a full range of strategic alternatives to maximize shareholder value. The Board formed a special committee (the “Special Committee”), composed entirely of independent and disinterested directors, to address certain aspects of the strategic review.
In connection with the strategic review, the Company retained J.P. Morgan Securities LLC as its financial advisor and Skadden, Arps, Slate, Meagher & Flom LLP as its legal advisor. In addition, the Special Committee retained Morgan Stanley & Co. LLC as its independent financial advisor and Wachtell, Lipton, Rosen & Katz as its independent legal advisor.
The strategic review has been a multi-step process, resulting in the following previously announced initiatives: (1) the termination of triple net leases and entry into new management agreements for 51 IL Assets in May 2018, (2) are-set of the Company’s dividend in August 2018, (3) the $720 million refinancing described above and (4) an agreement in principle to internalize the Company’s management function in August 2018. The Special Committee continues to work with Fortress towards definitive documentation for the internalization, and the Company continues to prepare to be operationally ready for the internalization by January 1, 2019. The agreement in principle with respect to the internalization isnon-binding, and there can be no assurance as to when or whether the internalization will occur or its terms.
THIRD QUARTER DIVIDEND
On October 29, 2018, the Company’s Board of Directors declared a cash dividend of $0.13 per share for the quarter ended September 30, 2018. The dividend is payable on December 21, 2018 to shareholders of record on December 7, 2018.
ADDITIONAL INFORMATION
For additional information that management believes to be useful for investors, please refer to the presentation posted in the Investor Relations section of the Company’s website,www.newseniorinv.com.
EARNINGS CONFERENCE CALL
Management will host a conference call on November 1, 2018 at 9:00 A.M. Eastern Time. The conference call may be accessed by dialing (877)694-6694 (from within the U.S.) or (970)315-0985 (from outside of the U.S.) ten minutes prior to the scheduled start of the call; please reference “New Senior Third Quarter 2018 Earnings Call.” A simultaneous webcast of the conference call will be available to the public on a listen-only basis at www.newseniorinv.com. Please allow extra time prior to the call to visit the website and download any necessary software required to listen to the internet broadcast.
A telephonic replay of the conference call will also be available approximately two hours following the call’s completion through 11:59 P.M. Eastern Time on November 30, 2018 by dialing (855)859-2056 (from within the U.S.) or (404)537-3406 (from outside the U.S.); please reference access code “5197165.”
2