0001043000FALSE00010430002024-08-122024-08-12

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) August 12, 2024
_________________________________
Sonida Senior Living, Inc.
(Exact name of registrant as specified in its charter)
_________________________________
Delaware
(State or other jurisdiction of incorporation) 
1-1344575-2678809
(Commission File Number)(IRS Employer Identification No.)
14755 Preston Road
Suite 810
Dallas,Texas75254
(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):
oWritten communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
oSoliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
oPre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
oPre-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
symbol(s)
Name of each exchange
on which registered
Common Stock, par value $0.01 per shareSNDANew York Stock Exchange


Item 2.02 Results of Operations and Financial Condition.

On August 12, 2024, Sonida Senior Living, Inc. (the “Company”) announced its financial results for the second quarter ended June 30, 2024 by issuing a press release. The full text of the press release issued in connection with the announcement is attached hereto as Exhibit 99.1.

The information being furnished under Item 2.02, Item 7.01, Exhibit 99.1 and Exhibit 99.2 shall not be deemed “filed” for purposes of the Securities Exchange Act of 1934, as amended (the “Exchange Act”), or incorporated by reference in any filing under the Securities Act of 1933, as amended, or the Exchange Act, except as may be expressly set forth by specific reference in such a filing. The press release and the presentation referenced below contain, and may implicate, forward-looking statements regarding the Company and include cautionary statements identifying important factors that could cause actual results to differ materially from those anticipated.
Item 7.01    Regulation FD Disclosure.

Attached hereto as Exhibit 99.2 is an updated presentation of the Company.

By filing this Current Report on Form 8-K, the Company does not acknowledge that disclosure of this information is required by Regulation FD or that the information was material or non-public before the disclosure. The Company assumes no obligation to update or supplement forward-looking statements in this presentation that become untrue because of new information, subsequent events or otherwise.
Item 9.01    Financial Statements and Exhibits.
(d)Exhibits.
*99.1
*99.2
104Cover Page Interactive Date File-formatted as Inline XBRL.
*These exhibits to this Current Report on Form 8-K are not being filed but are 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: August 12, 2024
Sonida Senior Living, Inc.
By:/s/ KEVIN J. DETZ
Name:Kevin J. Detz
Title:Executive Vice President and Chief Financial Officer

Exhibit 99.1

Sonida Senior Living Announces Second Quarter 2024 Results

DALLAS, Texas – August 12, 2024 – Sonida Senior Living, Inc. (the “Company,” “Sonida,” “we,” “our,” or “us”) (NYSE: SNDA) a leading owner, operator and investor of senior housing communities, today announced its results for the second quarter ended June 30, 2024.

“Continued momentum through focused execution on our operational, financial and strategic growth initiatives resulted in another quarter of exceptional performance. In the second quarter, revenue, community net operating income, resident rates and occupancy all exhibited meaningful and accelerating gains both year-over-year and quarter-over-quarter. In addition to its strong operating performance, Sonida continued leaning into its strategic expansion goals by acquiring nine communities either outright or through joint ventures, creating further density in existing markets and entering new and attractive markets. Overall, I am encouraged by our progress in the first half of 2024, and we remain focused on providing value and care to our residents, all while advancing and strengthening the Company for our communities and stakeholders,” said Brandon Ribar, President and CEO.

Second Quarter Highlights
•Weighted average occupancy for the Company’s owned same-store portfolio (“same-store”) increased 230 basis points to 86.2% from 83.9% in Q2 2023.
•Same-store resident revenue increased $5.7 million, or 10.0%, comparing Q2 2024 to Q2 2023, and increased $6.1 million, or 10.8% when excluding $0.4 million of state grant revenue received in Q2 2023.
•Net loss for Q2 2024 was $9.8 million compared to $12.2 million for Q2 2023, representing a $2.4 million decrease in net loss.
•Q2 2024 Adjusted EBITDA, a non-GAAP measure, was $11.4 million, representing an increase of $3.8 million, or 50.6% year-over-year and $1.9 million, or 19.8% in sequential quarters, driven primarily by continued improvement in operations.
•Results for the Company’s same-store, owned portfolio of 61 communities:
◦Q2 2024 vs. Q2 2023:
▪Revenue Per Available Unit (“RevPAR”) increased 11.3% to $3,673.
▪Revenue Per Occupied Unit (“RevPOR”) increased 8.4% to $4,263.
▪Community Net Operating Income, a non-GAAP measure, increased $4.2 million to $17.7 million. Adjusted Community Net Operating Income, a non-GAAP measure, which excludes $0.4 million of state grant revenue received in Q2 2023 (none received in Q2 2024), was $13.1 million for Q2 2023.
▪Community Net Operating Income Margin a non-GAAP measure, was 28.2% for Q2 2024. Adjusted Community Net Operating Income Margin, a non-GAAP measure and adjusted for non-recurring state grant revenue, was 23.2% for Q2 2023.
◦Q2 2024 vs. Q1 2024:
▪RevPAR increased 3.3% to $3,673.
▪RevPOR increased 3.0% to $4,263.
▪Community Net Operating Income increased $2.8 million to $17.7 million. There were no state grants received during these periods.
▪Community Net Operating Income Margin was 28.2% and 24.6% for Q2 2024 and Q1 2024, respectively.
•During May 2024, the Company acquired one senior housing community located in Ohio (“Macedonia”) and invested in a joint venture (“Stone”) with partner KZ Stone Investor LLC (“KZ Investor”) that acquired four senior housing communities located in the Midwest for which Sonida operates.
•In addition, during the quarter, the Company entered into an At-The-Market issuance sales agreement (“ATM Sales Agreement”), whereby the Company may sell, at its option, shares of its common stock up to an aggregate offering price of $75.0 million. A total of $17.4 million of net proceeds were raised in Q2 2024 through our ATM Sales Agreement.


Subsequent Event Highlights
Investment in Joint Venture
On July 1, 2024, the Company entered into a joint venture (“Palatine JV”) with affiliates of Palatine Capital Partners (“Palatine Investor”), which acquired four senior living communities located in Texas (3) and Georgia (1). The Palatine JV acquired these communities with $12.5 million of cash and financing of $21.8 million of senior mortgage debt. The Company is a 51% owner in the joint venture and contributed $6.4 million in cash for the investment. The Company will manage the four communities in exchange for a management fee calculated as a percentage of gross revenue and an additional incentive management fee.
Loan Modification
On August 5, 2024, the Company entered into loan modification agreements (“Texas Loan Modification”) with one of its lenders on two owned communities in Texas. The original loan terms included maturities of April 2025 and October 2031, as well as cross-default provisions with each other. The Texas Loan Modification includes revised loan maturities of December 2025 on both communities, with the Company’s option to make a discounted payoff (“Texas DPO”) of the outstanding loan principal on or prior to November 1, 2024. The Texas DPO amount of $18.5 million represents a discount of 36% on the total principal outstanding of $28.7 million on these two loans (as of July 31, 2024).
BMO Loan
On July 24, 2024, the Company entered into a loan agreement with BMO Bank N.A. in the amount of $8.7 million that is secured by two of the Company’s communities.
Registration Statement
On July 19, 2024, the Company filed a prospectus which is part of a registration statement that we filed with the Securities and Exchange Commission, or the (“SEC”), using a “shelf” registration process. Under the shelf registration process, we may sell any combination of the securities described in the prospectus in one or more offerings up to a total dollar amount of $500.0 million. The Company cannot provide any assurances that it will issue any securities pursuant to the registration statement.
At-the-Market Equity Offerings
On July 1, 2024, the Company sold 51,127 shares pursuant to the ATM Sales Agreement at an average sales price of $27.50 per share for net proceeds of $1.4 million, inclusive of $35 thousand in commissions paid to its Agent.
2

SONIDA SENIOR LIVING, INC.
SUMMARY OF CONSOLIDATED FINANCIAL RESULTS
THREE MONTHS ENDED JUNE 30, 2024
(in thousands)
Three Months Ended June 30,Three Months Ended March 31,
202420232024
Consolidated results
Resident revenue (1)
$63,108 $56,960 $60,737 
Management fees720 531 594 
Managed community reimbursement revenue6,379 5,363 6,107 
Operating expenses45,981 44,662 46,317 
General and administrative expenses9,178 6,574 7,211 
Gain on extinguishment of debt, net— — 38,148 
Other income (expense), net253 (117)(479)
Income (loss) before provision for income taxes (1)
(9,757)(12,159)27,085 
Net income (loss) (1)
(9,816)(12,212)27,019 
Adjusted EBITDA (1) (2)
11,350 7,538 9,473 
Community net operating income (NOI) (1) (2)
17,616 13,549 14,915 
Community net operating income margin (1) (2)
27.9%23.8%24.6%
Weighted average occupancy (3)
85.7%83.9%85.9%
(1) Includes $0.4 million of state grant revenue received in Q2 2023. There were no such grant revenues in Q2 2024 or Q1 2024.
(2) Adjusted EBITDA, Community Net Operating Income, and Community Net Operating Income Margin are financial measures that are not calculated in accordance with U.S. Generally Accepted Accounting Principles (“GAAP”). See “Reconciliation of Non-GAAP Financial Measures” for the Company's definition of such measures, reconciliations to the most comparable GAAP financial measures, and other information regarding the use of the Company's non-GAAP financial measures.
(3) Includes the acquired community in Macedonia, Ohio which had a weighted average occupancy of 40.6% for Q2 2024.

Results of Operations
Three months ended June 30, 2024 as compared to three months ended June 30, 2023
Revenues
Resident revenue for the three months ended June 30, 2024 was $63.1 million as compared to $57.0 million for the three months ended June 30, 2023, representing an increase of $6.1 million, or 10.7%. The increase in revenue was primarily due to increased occupancy and, to a lesser extent, increased average rent rates, and one additional owned community that was acquired in May 2024. For the three months ended June 30, 2023, the Company received approximately $0.4 million in various relief funds received from state departments due to financial distress impacts of COVID-19 (“State Relief Funds”). For the three months ended June 30, 2024, the Company received no State Relief Funds.
Managed community reimbursement revenue for the three months ended June 30, 2024 was $6.4 million as compared to $5.4 million for the three months ended June 30, 2023, representing an increase of $1.0 million or 18.5%. The increase was primarily a result of managing more communities in the three months ended June 30, 2024 compared to the prior period.
Expenses
Operating expenses for the three months ended June 30, 2024 were $46.0 million as compared to $44.7 million for the three months ended June 30, 2023, representing an increase of $1.3 million, or 2.9%. In our consolidated community portfolio, the labor component of our operating expense increased approximately $1.2 million period-over-period. The additional increase of $0.1 million was for other expenses.
3

General and administrative expenses for the three months ended June 30, 2024 were $9.2 million as compared to $6.6 million for the three months ended June 30, 2023, representing an increase of $2.6 million. The increase was primarily a result of an increase in labor and employee related expenses of $1.0 million, a $0.6 million increase in stock-based compensation expense, a $0.3 million increase in transaction costs, and a net increase in other expenses of $0.7 million.
Interest expense for the three months ended June 30, 2024 was $9.0 million as compared to $8.6 million for the three months ended June 30, 2023, representing an increase of $0.4 million primarily due to the change in fair value of our interest rate cap (“IRC”) and the ending of the Fannie Interest Abatement Period ending on May 31, 2024.
As a result of the foregoing factors, the Company reported net loss of $9.8 million and $12.2 million for the three months ended June 30, 2024 and June 30, 2023, respectively.
Adjusted EBITDA for the three months ended June 30, 2024 was $11.4 million compared to $7.5 million for the three months ended June 30, 2023, driven primarily by continued improvement in operations. See “Reconciliation of Non-GAAP Financial Measures” below.

Six months ended June 30, 2024 as compared to six months ended June 30, 2023
Revenues
Resident revenue for the six months ended June 30, 2024 was $123.8 million as compared to $113.6 million for the six months ended June 30, 2023, representing an increase of $10.2 million, or 9.0%. The increase in revenue was primarily due to increased occupancy, one additional owned community that was acquired in May 2024, and to a lesser extent, increased average rent rates. For the six months ended June 30, 2023, the Company received $2.4 million in State Relief Funds. For the six months ended June 30, 2024, the Company received no State Relief Funds.
Managed community reimbursement revenue for the six months ended June 30, 2024 was $12.5 million as compared to $10.3 million for the six months ended June 30, 2023, an increase of $2.2 million, or 21.4%. The increase was primarily a result of managing more communities in the six months ended June 30, 2024 as compared to the prior period.
Expenses
Operating expenses for the six months ended June 30, 2024 were $92.3 million as compared to $88.5 million for the six months ended June 30, 2023, representing an increase of $3.8 million, or 4.3%. The increase is primarily attributable to the increase in labor over this period.
General and administrative expenses for the six months ended June 30, 2024 were $16.4 million as compared to $13.6 million for the six months ended June 30, 2023, representing an increase of $2.8 million. The increase was primarily a result of an increase in labor and employee related expenses of $1.6 million, an increase in stock-based compensation of $0.3 million, an increase in transaction costs of $0.3 million, and a net increase in other expenses of $0.6 million.
Interest expense for the six months ended June 30, 2024 was $17.6 million as compared to $17.4 million for the six months ended June 30, 2023, representing an increase of $0.2 million primarily due to the change in fair value of our IRC.
Gain on extinguishment of debt for the six months ended June 30, 2024 was $38.1 million. The gain relates to the derecognition of notes payable and liabilities as a result of the loan purchase from one of our lenders. Gain on extinguishment of debt for the six months ended June 30, 2023 was $36.3 million and related to the derecognition of notes payable and liabilities as a result of the transition of legal ownership of two communities to Fannie Mae, the holder of the related non-recourse debt.
As a result of the foregoing factors, the Company reported net income of $17.2 million and $11.9 million for the six months ended June 30, 2024 and June 30, 2023, respectively.
Liquidity, Capital Resources, and Subsequent Events
Liquidity
Increase in Authorized Shares of Common Stock
On March 21, 2024, following receipt of stockholder approval at the Special Meeting of the Company’s stockholders held on March 21, 2024, the Company filed an amendment to the Company’s Amended and Restated
4

Certificate of Incorporation, as amended, with the Delaware Secretary of State to increase the number of authorized shares of the Company’s common stock from 15,000,000 shares to 30,000,000 shares. The charter amendment became effective upon filing.
Securities Purchase Agreement
On February 1, 2024, the Company entered into a securities purchase agreement (the “Securities Purchase Agreement”) with Conversant Dallas Parkway (A) LP, Conversant Dallas Parkway (B) LP (together, “Conversant”) and several other shareholders (together, the “Investors”), pursuant to which the Investors agreed to purchase from the Company, and the Company agreed to sell to the Investors, in a private placement transaction pursuant to Section 4(a)(2) of the Securities Act of 1933, as amended, an aggregate of 5,026,318 shares of the Company’s common stock at a price of $9.50 per share (the “Private Placement”).
As of June 30, 2024, the Private Placement has been completed with gross cash proceeds of $47.7 million received. The Company used these proceeds in connection with the 2024 Loan Purchase described below, continued investments in community improvements, broader community programming, other general corporate purposes, and working capital.
At-the-Market Sales
On April 1, 2024, the Company entered into the ATM Sales Agreement, whereby the Company may sell, at its option, shares of its common stock up to an aggregate offering price of $75.0 million. On April 5, 2024, the Company sold 382,000 shares pursuant to the ATM Sales Agreement at $27.50 per share for net proceeds of $10.2 million, inclusive of $0.3 million in offering costs. On May 14, 2024, the Company sold 234,375 shares pursuant to the ATM Sales Agreement at an average sales price of $32.00 per share for net proceeds of $7.2 million, inclusive of $0.3 million in offering costs. These transactions are expected to provide additional financial flexibility to the Company and increase our liquidity position. On July 1, 2024, the Company sold 51,127 shares pursuant to the ATM Sales Agreement at an average sales price of $27.50 per share for net proceeds of $1.4 million, inclusive of $35,000 in commissions paid to its Agent.
2024 Loan Repurchase Agreement
On February 2, 2024, the Company completed the purchase of the total outstanding principal balance of $74.4 million from the lender that was secured by seven of the Company’s senior living communities for a purchase price of $40.2 million (such transaction, the “2024 Loan Purchase”). In addition to aggregate deposits of $1.5 million made in December 2023 and January 2024, the Company funded the remaining cash portion of the purchase price (including one-time closing costs) with $15.4 million of net proceeds from the sale of the shares at the first closing of the Private Placement. The Company obtained additional debt proceeds through its existing loan facility with Ally Bank for the remaining portion of the purchase price, as described below.
Ally Term Loan Expansion
On February 2, 2024, the Company expanded the existing loan facility with Ally by $24.8 million to partially fund the 2024 Loan Purchase. The expanded Ally debt facility is secured by six of the Company’s senior living communities involved in the 2024 Loan Purchase.
On May 22, 2024, the Company executed an amendment (“Ally Fourth Amendment”) to the Ally term loan agreement. Ally Bank successfully syndicated a portion of its total term loan commitment to Cross River Bank. Following the syndication, Ally Bank and Cross River Bank owned 67.5% and 32.5% of the outstanding principal balance, respectively.


5

Cashflows
The table below presents a summary of the Company’s net cash provided by (used in) operating, investing, and financing activities (in thousands):
Six Months ended June 30,
20242023$ Change
Net cash provided by (used in) operating activities$(1,624)$5,537 $(7,161)
Net cash used in investing activities(42,715)(9,355)(33,360)
Net cash provided by (used in) financing activities50,372 (6,304)56,676 
Increase (decrease) in cash and cash equivalents$6,033 $(10,122)$16,155 
In addition to $9.5 million of unrestricted cash as of June 30, 2024, our future liquidity will depend in part upon our operating performance, which will be affected by prevailing economic conditions, and financial, business and other factors, some of which are beyond our control. Principal sources of liquidity are expected to be cash flows from operations; proceeds from equity offerings; proceeds from debt, debt refinancings, loan modifications, or credit facilities; and proceeds from the sale of owned assets.
The Company, from time to time, considers and evaluates financial and capital raising transactions related to its portfolio, including debt refinancings, purchases and sales of assets, equity offerings, and other transactions. There can be no assurance that the Company will continue to generate cash flows at or above current levels, or that the Company will be able to obtain the capital necessary to meet the Company’s short and long-term capital requirements.
Recent changes in the current economic environment, and other future changes, could result in decreases in the fair value of assets, slowing of transactions, and the tightening of liquidity and credit markets. These impacts could make securing debt or refinancings for the Company or buyers of the Company’s properties more difficult or on terms not acceptable to the Company. The Company’s actual liquidity and capital funding requirements depend on numerous factors, including its operating results, its capital expenditures for community investment, and general economic conditions, as well as other factors described in “Item 1A. Risk Factors” of our Annual Report on Form 10-K for the fiscal year ended December 31, 2023, filed with the SEC on March 27, 2024.
Conference Call Information
The Company will host a conference call with senior management to discuss the Company’s financial results for the three months ended June 30, 2024, on Monday August 12, 2024, at 11:00 a.m. Eastern Time. To participate, dial 877-407-0989 (no passcode required). A link to the simultaneous webcast of the teleconference will be available at: https://www.webcast-eqs.com/register/sonidaseniorliving_q22024_en/en.
For the convenience of the Company’s shareholders and the public, the conference call will be recorded and available for replay starting August 13, 2024 through August 26, 2024. To access the conference call replay, call 877-660-6853, passcode 13743708. A transcript of the call will be posted in the Investor Relations section of the Company’s website.
About the Company

Dallas, Texas-based Sonida Senior Living, Inc. is a leading owner, operator and investor in independent living, assisted living and memory care communities and services for senior adults. As of June 30, 2024, the Company operated 78 senior housing communities in 19 states with an aggregate capacity of approximately 8,700 residents, including 66 owned senior housing communities (4 through a joint venture) and 12 communities that the Company third-party manages, which provide compassionate, resident-centric services and care as well as engaging programming. For more information, visit www.sonidaseniorliving.com or connect with the Company on Facebook, Twitter or LinkedIn.
6

Definitions of RevPAR and RevPOR
RevPAR, or average monthly revenue per available unit, is defined by the Company as resident revenue for the period, divided by the weighted average number of available units in the corresponding portfolio for the period, divided by the number of months in the period.
RevPOR, or average monthly revenue per occupied unit, is defined by the Company as resident revenue for the period, divided by the weighted average number of occupied units in the corresponding portfolio for the period, divided by the number of months in the period.

Safe Harbor
This release contains forward-looking statements which are subject to certain risks and uncertainties that could cause our actual results and financial condition of Sonida Senior Living, Inc. (the “Company,” “we,” “our” or “us”) to differ materially from those indicated in the forward-looking statements, including, among others, the risks, uncertainties and factors set forth under “Item. 1A. Risk Factors” in our Annual Report on Form 10-K for the fiscal year ended December 31, 2023, filed with the Securities and Exchange Commission (the “SEC”) on March 27, 2024, and also include the following: the Company’s ability to generate sufficient cash flows from operations, proceeds from equity issuances and debt financings, and proceeds from the sale of assets to satisfy its short- and long-term debt obligations and to fund the Company’s acquisitions and capital improvement projects to expand, redevelop, and/or reposition its senior living communities; increases in market interest rates that increase the cost of certain of our debt obligations; increased competition for, or a shortage of, skilled workers, including due to general labor market conditions, along with wage pressures resulting from such increased competition, low unemployment levels, use of contract labor, minimum wage increases and/or changes in overtime laws; the Company’s ability to obtain additional capital on terms acceptable to it; the Company’s ability to extend or refinance its existing debt as such debt matures; the Company’s compliance with its debt agreements, including certain financial covenants, and the risk of cross-default in the event such non-compliance occurs; the Company’s ability to complete acquisitions and dispositions upon favorable terms or at all, including the possibility that the expected benefits and our projections related to such acquisitions may not materialize as expected; the risk of oversupply and increased competition in the markets which the Company operates; the Company’s ability to improve and maintain controls over financial reporting and remediate the identified material weakness discussed in its recent Quarterly and Annual Reports filed with the SEC; the cost and difficulty of complying with applicable licensure, legislative oversight, or regulatory changes; risks associated with current global economic conditions and general economic factors such as inflation, the consumer price index, commodity costs, fuel and other energy costs, competition in the labor market, costs of salaries, wages, benefits, and insurance, interest rates, and tax rates; the impact from or the potential emergence and effects of a future epidemic, pandemic, outbreak of infectious disease or other health crisis; and changes in accounting principles and interpretations.
For information about Sonida Senior Living, visit www.sonidaseniorliving.com or connect with the Company on Facebook, Twitter or LinkedIn.
Contact : Investor Relations
Jason Finkelstein
Ignition Investor Relations
ir@sonidaliving.com


7

Sonida Senior Living, Inc.
Condensed Consolidated Statements of Operations (Unaudited)
(in thousands, except per share data)
Three Months Ended
June 30,		Six Months Ended
June 30,
2024202320242023
Revenues:
Resident revenue$63,108 $56,960 $123,845 $113,566 
Management fees720 531 1,314 1,036 
Managed community reimbursement revenue6,379 5,363 12,486 10,325 
Total revenues70,207 62,854 137,645 124,927 
Expenses:
Operating expense45,981 44,662 92,298 88,470 
General and administrative expense9,178 6,574 16,389 13,637 
Depreciation and amortization expense10,067 9,927 20,002 19,808 
Managed community reimbursement expense6,379 5,363 12,486 10,325 
Total expenses71,605 66,526 141,175 132,240 
Other income (expense):
Interest income387 188 526 382 
Interest expense(8,964)(8,558)(17,555)(17,425)
Gain on extinguishment of debt, net— — 38,148 36,339 
Loss from equity method investment(35)— (35)— 
Other income (expense), net253 (117)(226)72 
Income (loss) before provision for income taxes(9,757)(12,159)17,328 12,055 
Provision for income taxes(59)(53)(125)(122)
Net income (loss)(9,816)(12,212)17,203 11,933 
Undeclared dividends on Series A convertible preferred stock(1,372)(1,230)(2,707)(2,428)
Undistributed net income allocated to participating securities— — (1,425)(1,419)
Net income (loss) attributable to common stockholders$(11,188)$(13,442)$13,071 $8,086 
Weighted average common shares outstanding — basic13,014 6,381 11,438 6,374 
Weighted average common shares outstanding — diluted13,014 6,381 12,143 6,856 
Basic net income (loss) per common share$(0.86)$(2.11)$1.14 $1.27 
Diluted net income (loss) per common share$(0.86)$(2.11)$1.08 $1.18 
8

Sonida Senior Living, Inc.
Condensed Consolidated Balance Sheets (Unaudited)
(in thousands, except per share amounts)

June 30,
2024		December 31,
2023
Assets
Current assets:
Cash and cash equivalents$9,491 $4,082 
Restricted cash14,292 13,668 
Accounts receivable, net9,145 8,017 
Prepaid expenses and other assets5,231 4,475 
Derivative assets2,071 2,103 
Total current assets40,230 32,345 
Property and equipment, net587,516 588,179 
Investment in unconsolidated entity22,307 — 
Other assets, net2,194 936 
Total assets$652,247 $621,460 
Liabilities and Equity
Current liabilities:
Accounts payable$8,951 $11,375 
Accrued expenses37,324 42,388 
Current portion of notes payable, net of deferred loan costs2,235 42,323 
Deferred income4,356 4,041 
Federal and state income taxes payable93 215 
Other current liabilities599 519 
Total current liabilities53,558 100,861 
Notes payable, net of deferred loan costs and current portion581,520 587,099 
Other long-term liabilities31 49 
Total liabilities635,109 688,009 
Commitments and contingencies
Redeemable preferred stock:
Series A convertible preferred stock, $0.01 par value; 41 shares authorized, 41 shares issued and outstanding as of June 30, 2024 and December 31, 202351,248 48,542 
Shareholders’ deficit:
Authorized shares - 15,000 as of June 30, 2024 and December 31, 2023; none issued or outstanding, except Series A convertible preferred stock as noted above— — 
Authorized shares - 30,000 and 15,000 as of June 30, 2024 and December 31, 2023, respectively; 14,190 and 8,178 shares issued and outstanding as of June 30, 2024 and December 31, 2023, respectively142 82 
Additional paid-in capital366,710 302,992 
Retained deficit(400,962)(418,165)
Total shareholders’ deficit(34,110)(115,091)
Total liabilities, redeemable preferred stock and shareholders’ deficit$652,247 $621,460 








9

Sonida Senior Living, Inc.
Condensed Consolidated Statements of Cash Flows (Unaudited)
(in thousands)
 Six Months Ended June 30,
 20242023
Cash flows from operating activities:  
Net income$17,203 $11,933 
Adjustments to reconcile net income to net cash provided by (used in) operating activities:
Depreciation and amortization20,002 19,808 
Amortization of deferred loan costs722 788 
Gain on sale of assets, net(192)(251)
Loss on derivative instruments, net1,606 1,103 
Gain on extinguishment of debt(38,148)(36,339)
Loss from equity method investment35 — 
Provision for bad debt881 334 
Non-cash stock-based compensation expense1,786 1,503 
Other non-cash items(3)(1)
Changes in operating assets and liabilities:
Accounts receivable, net(2,008)(1,807)
Prepaid expenses and other assets(756)1,316 
Other assets, net(199)294 
Accounts payable and accrued expense(2,791)6,100 
Federal and state income taxes payable(122)61 
Deferred income315 723 
Other current liabilities45 (28)
Net cash provided by (used in) operating activities(1,624)5,537 
Cash flows from investing activities:
Acquisition of unconsolidated entities(22,342)— 
Community acquisition (11,105)— 
Capital expenditures(9,899)(9,698)
Proceeds from sale of assets631 343 
Net cash used in investing activities(42,715)(9,355)
Cash flows from financing activities:
Proceeds from issuance of common stock, net65,079 — 
Proceeds from notes payable36,648 — 
Repayments of notes payable(48,475)(5,893)
Purchase of interest rate cap(1,851)— 
Deferred loan costs paid(633)(327)
Other financing costs(396) (84)
Net cash provided by (used in) financing activities50,372 (6,304)
Increase (decrease) in cash and cash equivalents and restricted cash6,033 (10,122)
Cash, cash equivalents, and restricted cash at beginning of period17,750 30,742 
Cash, cash equivalents, and restricted cash at end of period$23,783 $20,620 
10

RECONCILIATION OF NON-GAAP FINANCIAL MEASURES (UNAUDITED)

This earnings release contains the financial measures (1) Community Net Operating Income and Adjusted Community Net Operating Income, (2) Community Net Operating Income Margin and Adjusted Community Net Operating Income Margin, (3) Adjusted EBITDA, (4) Revenue per Occupied Unit (RevPOR) and (5) Revenue per Available Unit (RevPAR), all of which are not calculated in accordance with U.S. GAAP. Presentations of these non-GAAP financial measures are intended to aid investors in better understanding the factors and trends affecting the Company’s performance and liquidity. However, investors should not consider these non-GAAP financial measures as a substitute for financial measures determined in accordance with GAAP, including net income (loss), income (loss) from operations, net cash provided by (used in) operating activities, or revenue. Investors are cautioned that amounts presented in accordance with the Company’s definitions of these non-GAAP financial measures may not be comparable to similar measures disclosed by other companies because not all companies calculate non-GAAP measures in the same manner. Investors are urged to review the following reconciliations of these non-GAAP financial measures from the most comparable financial measures determined in accordance with GAAP.

Community Net Operating Income and Community Net Operating Income Margin are non-GAAP performance measures for the Company’s consolidated owned portfolio of communities that the Company defines as net income (loss) excluding: general and administrative expenses (inclusive of stock-based compensation expense), interest income, interest expense, other income/expense, provision for income taxes, settlement fees and expenses, revenue and operating expenses from the Company’s disposed properties; and further adjusted to exclude income/expense associated with non-cash, non-operational, transactional, or organizational restructuring items that management does not consider as part of the Company’s underlying core operating performance and impacts the comparability of performance between periods. For the periods presented herein, such other items include depreciation and amortization expense, gain(loss) on extinguishment of debt, gain(loss) on disposition of assets, long-lived asset impairment, and loss on non-recurring settlements with third parties. The Community Net Operating Income Margin is calculated by dividing Community Net Operating Income by resident revenue. Adjusted Community Net Operating Income and Adjusted Community Net Operating Income Margin are further adjusted to exclude the impact from non-recurring state grant funds received.

The Company believes that presentation of Community Net Operating Income, Community Net Operating Income Margin, Adjusted Community Net Operating Income, and Adjusted Community Net Operating Income Margin as performance measures are useful to investors because (i) they are one of the metrics used by the Company’s management to evaluate the performance of our core consolidated owed portfolio of communities, to review the Company’s comparable historic and prospective core operating performance of the consolidated owned communities, and to make day-to-day operating decisions; (ii) they provide an assessment of operational factors that management can impact in the short-term, namely revenues and the controllable cost structure of the organization, by eliminating items related to the Company’s financing and capital structure and other items that management does not consider as part of the Company’s underlying core operating performance, and impacts the comparability of performance between periods.

Community Net Operating Income, Net Community Operating Income Margin, Adjusted Community Net Operating Income, and Adjusted Community Net Operating Income Margin have material limitations as a performance measure, including: (i) excluded general and administrative expenses are necessary to operate the Company and oversee its communities; (ii) excluded interest is necessary to operate the Company’s business under its current financing and capital structure; (iii) excluded depreciation, amortization, and impairment charges may represent the wear and tear and/or reduction in value of the Company’s communities, and other assets and may be indicative of future needs for capital expenditures; and (iv) the Company may incur income/expense similar to those for which adjustments are made, such as gain (loss) on debt extinguishment, gain(loss) on disposition of assets, loss on settlements, non-cash stock-based compensation expense, and transaction and other costs, and such income/expense may significantly affect the Company’s operating results.










11

SAME-STORE NET OPERATING INCOME AND
SAME-STORE NET OPERATING INCOME MARGIN (UNAUDITED)


Same-Store Net Operating Income and Same-Store Net Operating Income Margin are non-GAAP performance measures for the Company’s portfolio of 61 owned continuing communities that the Company defines as net income (loss) excluding: general and administrative expenses, interest income, interest expense, other income/expense, provision for income taxes, settlement fees and expenses, and further adjusted to exclude income/expense associated with non-cash, non-operational, transactional, or organizational restructuring items that management does not consider as part of the Company’s underlying core operating performance and that management believes impact the comparability of performance between periods. For the periods presented herein, such other items include stock-based compensation expense, depreciation and amortization expense, long-lived asset impairment, gain on extinguishment of debt, loss from equity method investment, and other income (expense), net.

The Company believes that presentation of Same-Store Net Operating Income and Same-Store Net Operating Income Margin as performance measures are useful to investors because (i) they are one of the metrics used by the Company’s management to evaluate the performance of our core portfolio of 61 owned continuing communities, to review the Company’s comparable historic and prospective core operating performance of the 61 owned continuing communities, and to make day-to-day operating decisions; (ii) they provide an assessment of operational factors that management can impact in the short-term, namely revenues and the controllable cost structure of the organization, by eliminating items related to the Company’s financing and capital structure and other items that management does not consider as part of the Company’s underlying core operating performance, and that management believes impact the comparability of performance between periods.

Same-Store Net Operating Income and Same-Store Net Operating Income Margin have material limitations as a performance measure, including: (i) excluded interest is necessary to operate the Company’s business under its current financing and capital structure; (ii) excluded depreciation, amortization and impairment charges may represent the wear and tear and/or reduction in value of the Company’s communities, and other assets and may be indicative of future needs for capital expenditures; and (iii) the Company may incur income/expense similar to those for which adjustments are made, such as gain(loss) on sale of assets, gain(loss) debt extinguishment, loss on equity method investment, non-cash stock-based compensation expense, and transaction and other costs, and such income/expense may significantly affect the Company’s operating results.
12

(Dollars in thousands)Three Months Ended
June 30,		Three Months Ended March 31,Six Months Ended
June 30,
20242023202420242023
Same-store community net operating income (1)
Net income (loss)$(9,816)$(12,212)$27,019$17,203$11,933
General and administrative expense9,1786,5747,21116,38913,637
Depreciation and amortization expense10,0679,9279,93520,00219,808
Interest income(387)(188)(139)(526)(382)
Interest expense8,9648,5588,59117,55517,425
Gain on extinguishment of debt——(38,148)(38,148)(36,339)
Loss from equity method investment35——35
Other (income) expense, net
(253)117479226(72)
Provision for income taxes595366125122
Settlement (income) fees and expense, net (2)
(231)720(99)(330)819
Consolidated community net operating income17,61613,54914,91532,53126,951
Net operating loss for non same-store communities (1)
65——65—
Same-store community net operating income17,68113,54914,91532,59626,951
Resident revenue$63,108$56,960$60,737$123,845$113,566
Resident revenue for non same-store communities (1)
369——369—
Same-store community resident revenue62,73956,96060,737123,476113,566
Same-store community net operating income margin28.2 %23.8 %24.6 %26.4 %23.7 %
COVID-19 state relief grants (3)
—411——2,448
Adjusted resident revenue63,10856,54960,737123,476111,118
Adjusted community net operating income$17,681$13,138$14,915$32,596$24,503
Adjusted community net operating income margin28.2 %23.2 %24.6 %26.4 %22.1 %
(1) Q2 2024 excludes one senior living community acquired by the Company in May 2024.
(2) Settlement fees and expenses relate to non-recurring settlements with third parties for contract terminations, insurance claims, and related fees.
(3) COVID-19 relief revenue are grants and other funding received from third parties to aid in the COVID-19 response and includes State Relief Funds received.

13

ADJUSTED EBITDA (UNAUDITED)

Adjusted EBITDA is a non-GAAP performance measures that the Company defines as net income (loss) excluding: depreciation and amortization expense, interest income, interest expense, other expense/income, provision for income taxes; and further adjusted to exclude income/expense associated with non-cash, non-operational, transactional, or organizational restructuring items that management does not consider as part of the Company’s underlying core operating performance and impacts the comparability of performance between periods. For the periods presented herein, such other items include stock-based compensation expense, provision for bad debts, gain on extinguishment of debt, gain on sale of assets, long-lived asset impairment, casualty losses, and transaction and conversion costs.

The Company believes that presentation of Adjusted EBITDA’s impact as a performance measure is useful to investors because it provides an assessment of operational factors that management can impact in the short-term, namely revenues and the controllable cost structure of the organization, by eliminating items related to the Company’s financing and capital structure and other items that management does not consider as part of the Company’s underlying core operating performance and that management believes impact the comparability of performance between periods.

Adjusted EBITDA has material limitations as a performance measure, including: (i) excluded interest is necessary to operate the Company’s business under its current financing and capital structure; (ii) excluded depreciation, amortization and impairment charges may represent the wear and tear and/or reduction in value of the Company’s communities and other assets and may be indicative of future needs for capital expenditures; and (iii) the Company may incur income/expense similar to those for which adjustments are made, such as bad debts, gain(loss) on sale of assets, or gain on debt extinguishment, non-cash stock-based compensation expense and transaction and other costs, and such income/expense may significantly affect the Company’s operating results.
(In thousands)Three Months Ended
June 30,		Three Months Ended
March 31,
202420232024
Adjusted EBITDA
Net income (loss)$(9,816)$(12,212)$27,019 
Depreciation and amortization expense10,067 9,927 9,935 
Stock-based compensation expense1,211 601 575 
Provision for bad debt483 96 398 
Interest income(387)(188)(139)
Interest expense8,964 8,558 8,591 
Gain on extinguishment of debt, net— — (38,148)
Other (income) expense, net
(253)117 479 
Provision for income taxes59 53 66 
Casualty losses (1)
557 456 298 
Transaction and conversion costs (2)
465 130 399 
Adjusted EBITDA$11,350 $7,538 $9,473 
(1) Casualty losses relate to non-recurring insured claims for unexpected events.
(2) Transaction and conversion costs relate to legal and professional fees incurred for transactions, restructure activities, or related projects.






14

SUPPLEMENTAL INFORMATION
Second Quarter
(Dollars in thousands)20242023Increase (decrease)First Quarter 2024Sequential increase (decrease)
Selected Operating Results
I. Same-store community portfolio (1)
Number of communities owned 100%6162(1)61—
Unit capacity 5,6945,753(59)5,6922
Weighted average occupancy (2)
86.2%83.9%2.3%85.9%0.3%
RevPAR$3,673$3,300$373$3,557$116
RevPOR$4,263$3,932$331$4,140$123
Consolidated community net operating income$17,681$13,549$4,132$14,915$2,766
Consolidated community net operating income margin (3)
28.2%23.8%4.4%24.6%3.6%
Consolidated community net operating income, net of general and administrative expenses (4)
$8,503$7,576$927$7,704$799
Consolidated community net operating income margin, net of general and administrative expenses (4)
13.5%13.4%0.1%12.7%0.8%
II. Consolidated Debt Information
(Excludes insurance premium financing)
Total variable rate mortgage debt $171,531$137,453N/A$162,114N/A
Total fixed rate debt$412,943$499,078N/A$418,275N/A
(1) Q2 2024 excludes one senior living community acquired by the Company in May 2024.
(2) Weighted average occupancy represents actual days occupied divided by total number of available days during the quarter.
(3) Includes $0.4 million of state grant revenue received in Q2 2023. There were no such grant revenues in Q2 2024 or Q1 2024. Excluding the grant revenue, Q2 2023 consolidated community NOI margin was 23.2%.
(4) General and administrative expenses exclude stock-based compensation expense in order to remove the fluctuation in fair value measurement due to market volatility.





15
Investor Presentation A Leading Owner, Operator & Investor August 12, 2024 SNDA NYSE Listed Second Quarter 2024

 
Forward-Looking Statements 2 This presentation contains forward-looking statements which are subject to certain risks and uncertainties that could cause our actual results and financial condition of Sonida Senior Living, Inc. (the “Company,” “we,” “our” or “us”) to differ materially from those indicated in the forward-looking statements, including, among others, the risks, uncertainties and factors set forth under “Item. 1A. Risk Factors” in our Annual Report on Form 10-K for the fiscal year ended December 31, 2023, filed with the Securities and Exchange Commission (the “SEC”) on March 27, 2024, as well as on Form 10-Q for the second quarter ended June 30, 2024, filed with the SEC on August 12, 2024, and also include the following: the Company’s ability to generate sufficient cash flows from operations, proceeds from equity issuances and debt financings, and proceeds from the sale of assets to satisfy its short- and long-term debt obligations and to fund the Company’s acquisitions and capital improvement projects to expand, redevelop, and/or reposition its senior living communities; increases in market interest rates that increase the cost of certain of our debt obligations; increased competition for, or a shortage of, skilled workers, including due to general labor market conditions, along with wage pressures resulting from such increased competition, low unemployment levels, use of contract labor, minimum wage increases and/or changes in overtime laws; the Company’s ability to obtain additional capital on terms acceptable to it; the Company’s ability to extend or refinance its existing debt as such debt matures; the Company’s compliance with its debt agreements, including certain financial covenants, and the risk of cross-default in the event such non-compliance occurs; the Company’s ability to complete acquisitions and dispositions upon favorable terms or at all; the risk of oversupply and increased competition in the markets which the Company operates; the Company’s ability to improve and maintain controls over financial reporting and remediate the identified material weakness discussed in its recent Quarterly and Annual Reports filed with the SEC; the cost and difficulty of complying with applicable licensure, legislative oversight, or regulatory changes; risks associated with current global economic conditions and general economic factors such as inflation, the consumer price index, commodity costs, fuel and other energy costs, competition in the labor market, costs of salaries, wages, benefits, and insurance, interest rates, and tax rates; the impact from or the potential emergence and effects of a future epidemic, pandemic, outbreak of infectious disease or other health crisis; and changes in accounting principles and interpretations. We caution you that the risks, uncertainties and other factors referenced above may not contain all of the risks, uncertainties and other factors that are important to you. In addition, we cannot assure you that we will realize the results, benefits or outcomes that we expect or anticipate or, even if substantially realized, that they will result in the consequences or affect us or our business in the way expected. For information about the Company, visit www.sonidaseniorliving.com.

 
Non-GAAP Financial Measures 3 This presentation contains contains the financial measures (1) Community Net Operating Income and Adjusted Community Net Operating Income, (2) Community Net Operating Income Margin and Adjusted Community Net Operating Income Margin, (3) Adjusted EBITDA, (4) Revenue per Occupied Unit (RevPOR), (5) Revenue per Available Unit (RevPAR), (6) Adjusted Operating Expenses, (7) Same-Store amounts for these metrics and (8) amounts including the Company’s pro-rata share of its Joint Ventures for these metrics, all of which are not calculated in accordance with U.S. GAAP. Presentations of these non-GAAP financial measures are intended to aid investors in better understanding the factors and trends affecting the Company’s performance and liquidity. However, investors should not consider these non-GAAP financial measures as a substitute for financial measures determined in accordance with GAAP, including net income (loss), income (loss) from operations, net cash provided by (used in) operating activities, or revenue. Investors are cautioned that amounts presented in accordance with the Company’s definitions of these non-GAAP financial measures may not be comparable to similar measures disclosed by other companies because not all companies calculate non-GAAP measures in the same manner. Investors are urged to review the reconciliations of these non-GAAP financial measures from the most comparable financial measures determined in accordance with GAAP included in our Form 8k filing with this presentation. Community Net Operating Income and Community Net Operating Income Margin are non-GAAP performance measures for the Company’s consolidated owned portfolio of communities that the Company defines as net income (loss) excluding: general and administrative expenses (inclusive of stock-based compensation expense), interest income, interest expense, other income/expense, provision for income taxes, settlement fees and expenses, revenue and operating expenses from the Company’s disposed properties; and further adjusted to exclude income/expense associated with non-cash, non-operational, transactional, or organizational restructuring items that management does not consider as part of the Company’s underlying core operating performance and impacts the comparability of performance between periods. For the periods presented herein, such other items include depreciation and amortization expense, gain(loss) on extinguishment of debt, gain(loss) on disposition of assets, long-lived asset impairment, and loss on non-recurring settlements with third parties. The Community Net Operating Income Margin is calculated by dividing Community Net Operating Income by resident revenue. Adjusted Community Net Operating Income and Adjusted Community Net Operating Income Margin are further adjusted to exclude the impact from non-recurring state grant funds received. The Company believes that presentation of Community Net Operating Income, Community Net Operating Income Margin, Adjusted Community Net Operating Income, and Adjusted Community Net Operating Income Margin as performance measures are useful to investors because (i) they are one of the metrics used by the Company’s management to evaluate the performance of our core consolidated owed portfolio of communities, to review the Company’s comparable historic and prospective core operating performance of the consolidated owned communities, and to make day-to-day operating decisions; (ii) they provide an assessment of operational factors that management can impact in the short-term, namely revenues and the controllable cost structure of the organization, by eliminating items related to the Company’s financing and capital structure and other items that management does not consider as part of the Company’s underlying core operating performance, and impacts the comparability of performance between periods. Community Net Operating Income, Net Community Operating Income Margin, Adjusted Community Net Operating Income, and Adjusted Community Net Operating Income Margin have material limitations as a performance measure, including: (i) excluded general and administrative expenses are necessary to operate the Company and oversee its communities; (ii) excluded interest is necessary to operate the Company’s business under its current financing and capital structure; (iii) excluded depreciation, amortization, and impairment charges may represent the wear and tear and/or reduction in value of the Company’s communities, and other assets and may be indicative of future needs for capital expenditures; and (iv) the Company may incur income/expense similar to those for which adjustments are made, such as gain (loss) on debt extinguishment, gain(loss) on disposition of assets, loss on settlements, non-cash stock-based compensation expense, and transaction and other costs, and such income/expense may significantly affect the Company’s operating results. Same-Store Net Operating Income and Same-Store Net Operating Income Margin are non-GAAP performance measures for the Company’s portfolio of 61 owned continuing communities that the Company defines as net income (loss) excluding: general and administrative expenses, interest income, interest expense, other income/expense, provision for income taxes, settlement fees and expenses, and further adjusted to exclude income/expense associated with non-cash, non-operational, transactional, or organizational restructuring items that management does not consider as part of the Company’s underlying core operating performance and that management believes impact the comparability of performance between periods. For the periods presented herein, such other items include stock-based compensation expense, depreciation and amortization expense, long-lived asset impairment, gain on extinguishment of debt, loss from equity method investment, and other income (expense), net. The Company believes that presentation of Same-Store Net Operating Income and Same-Store Net Operating Income Margin as performance measures are useful to investors because (i) they are one of the metrics used by the Company’s management to evaluate the performance of our core portfolio of 61 owned continuing communities, to review the Company’s comparable historic and prospective core operating performance of the 61 owned continuing communities, and to make day-to-day operating decisions; (ii) they provide an assessment of operational factors that management can impact in the short-term, namely revenues and the controllable cost structure of the organization, by eliminating items related to the Company’s financing and capital structure and other items that management does not consider as part of the Company’s underlying core operating performance, and that management believes impact the comparability of performance between periods. Same-Store Net Operating Income and Same-Store Net Operating Income Margin have material limitations as a performance measure, including: (i) excluded interest is necessary to operate the Company’s business under its current financing and capital structure; (ii) excluded depreciation, amortization and impairment charges may represent the wear and tear and/or reduction in value of the Company’s communities, and other assets and may be indicative of future needs for capital expenditures; and (iii) the Company may incur income/expense similar to those for which adjustments are made, such as gain(loss) on sale of assets, gain(loss) debt extinguishment, loss on equity method investment, non-cash stock-based compensation expense, and transaction and other costs, and such income/expense may significantly affect the Company’s operating results.

 
Sonida Overview

 
Senior Living Owner, Operator & Investor in the U.S. 5 ü Owner and operator of independent living, assisted living and memory care communities; 70 owned (8 through JV) and 12 managed on behalf of third-party owners ü Only pure-play senior living C-corp owner and manager (zero lease exposure) allowing for high financial and operational flexibility to take advantage of the compelling consolidation opportunity ü Growing portfolio spread across 20 states and concentrated in markets with attractive demographic trends: population growth, income growth and increased chronic medical conditions relative to the 75+ age group ü Signature activity programming (Joyful LivingTM life enrichment), personalized care plans (Magnolia TrailsTM memory care ) and elevated meal & dining service (Grove MenuTM) ü Company focused on organic growth through continuous community operational improvements and excellence as well as disciplined external accretive growth through acquisitions, joint ventures and third-party management contracts ü Proactive management of debt and effective weighted average interest rate of 4.98% 9 XX XX XX 31.1% Consecutive Qtr Revenue Growth 13 Consecutive Qtr Occupancy Growth 90% Private Pay Residents ~4,500 Total Employees 86.2% Weighted Avg Occupancy (Q1) ~9,000 Resident Capacity82 Geographically Concentrated Portfolio Communities Weighted Average Occupancy Private Pay Residents Consecutive Quarters Occupancy Growth Consecutive Quarters Resident Rent Rate Growth Year-over-Year Community NOI Growth Total Employees Aggregate Resident Capacity (1) Total Operating Portfolio as of July 1, 2024 (2) Same-Store community owned senior housing portfolio includes operating results and data for 61 communities consolidated as of Q2 2024 and excludes May 9, 2024 acquisition of one community in Macedonia, Ohio and May 29, 2024 acquisition of four communities in OH, MO & KY through a JV Total Communities Under Management (1) Same-Store Communities (2)

 
Continued Strategic Execution in Q2 6 Operational Performance Capital Structure Management Acquisitions (1) Clinical / Resident Programming (1) Includes July 1, 2024 acquisition of four communities through a JV (2) Excludes the August 2024 loan modification on Baytown, TX and Rosemont, TX communities and related $10M delevering impact on the discounted payoff option NOI Q2’24: $17.7M vs Q2’23: $13.5M 9 Geographically strategic communities with an average price per unit of less than $125k Q2’24 net equity raise: ~$17.4M Debt Balance (2) 6/30/24: $581.2M vs 6/30/23: $640.6M 19% Decrease in resident move-outs from Q1’24 to Q2’24

 
YTD Highlights & Accomplishments 7 - April - July 2024: Company deepens and expands its geographically-clustered footprint through acquisitions in Ohio (1) alongside additional acquisitions as part of a JV in Texas (3), Ohio (2), Missouri (2), Kentucky (1) and Georgia (1) - Portfolio quality continues to strengthen with newer vintage, high-quality real estate at significant discounts to replacement cost - June - August 2024: Expanded management portfolio with 3 communities transitioned to Sonida from a REIT partner Occupancy / Rent Rates Strategic Portfolio Growth Investments in Growth and Support Infrastructure Discounted Debt Repurchase Equity Infusions - Q2’24 same-store Weighted Average Occupancy of 86.2% - +230 bps vs Q2’23; +30 bps vs Q1’24 - March 2024: Portfolio-wide annual average rate increase of 6.3% on an all-in basis - Expansion of underwriting and business development functions to address increased deal flow - Creation of “Operational Excellence” department to support transitions, training and portfolio-wide performance initiatives - Total incremental cost of personnel additions accretive to G&A as a percentage of revenue - Appointment of Max Levy to newly created Chief Investment Officer role (effective June 1) - February 2024: Purchased $77.4M worth of loans (including accrued interest) on 7 owned communities for $40.2M, representing a 48% discount on the outstanding principal balance - August 2024: Loan modification on 2 owned communities: revised maturities and DPO option for $18.5M, representing a 36% discount on the outstanding principal balance of $28.7M - February 2024: Private placement raise of $47.75M (including investment from largest shareholder Conversant Capital) with ~$25M used for acquisitions and working capital - April - July 2024: Launched ATM (At-the-Market) securities program with a $75M capacity to fund identified acquisitions; to date, sold 667,502 shares at weighted average price of $29.08, representing ~$18.9M of net proceeds to the Company

 
Sonida Senior Living Footprint 8 15+ Communities 5 - 14 Communities < 5 Communities Managed Owned Portfolio Mix by State Portfolio Mix by Acuity Diversified and Balanced Portfolio Across High-Growth Markets and Acuity Settings 82 Communities (1) (70 Owned / 12 Managed) 8,148 Units Across 20 States (1) 4,532 Employees (1) (3,000 FT / 1,532 PT) (1) Total Operating Portfolio (owned and managed) as of July 1, 2024, includes May 9, 2024 acquisition of one community [100 units] in Macedonia, Ohio; May 29, 2024 JV acquisition of four communities [464 units] in OH, MO & KY; July 1, 2024 JV acquisition of four communities [326 units] in TX & GA % of Total Q2’24 Portfolio Units (Owned, JVs & Managed Units) (1) TX 24% OH 19% IN 12%WI 7% Other 38% % of Total Q2’24 Portfolio Units (Owned, JVs & Managed Units) (1) AL 46% IL 40% MC 14%

 
Power of Unique “Owner-Operator-Investor” Model 9 Full Control of Operations Fully integrated operating platform: No reliance on third-party property management Unified team structure increases efficiencies and brings senior decision makers closer to assets Ability to implement fast-paced operational changes and drive market-by-market labor and purchasing efficiencies through scale Value-drivers: Industry Recovery + Company-specific Operational Improvements Portfolio recovery surpassing industry pace with occupancy above pre-pandemic levels Developed tools to better manage lead funnel, labor and resident care Enhanced resident experience with proprietary Joyful LivingTM life enrichment, Magnolia TrailsTM memory care and Grove MenuTM dining Growth-drivers: Balance Sheet Investments + Third-party Management Contracts Restructuring experience informs creative capital stack solutions for distressed sellers and operating expertise allows for asset acquisitions requiring significant operational turnarounds Strategic acquisitions focused on existing and complementary markets, create operating efficiencies Growth of management contracts with select third-party owners allow leverage of operational capabilities and enhanced ROIC with asset-light earnings growth Uniquely Structured and Positioned to Aggressively Invest in Dislocated Senior Living Landscape to Grow and Create Value ü Pure-play focus on senior living ü Ability to fully control operations and reinvest excess capital as a C-corp ü Exclusively an owner and manager of senior living assets (no leases increasing fixed cost base)

 
Growth Drivers in 2024 and Beyond Significant acquisition opportunities tied to limited capital availability across the sector; banks, private equity sponsors, and management companies all represent current target relationships Company specific operational improvements led by new management initiatives (labor, sales efficiency, rate optimization, length of stay, Group Purchasing Organization (GPO) utilization, etc.) to drive further margin improvement Ability to scale G&A at the corporate level and within existing geographies that are right-sized for a company approximately 2x larger Continued industry recovery driven by lack of new supply, high construction costs and robust demand to drive occupancy and rate growth 10

 
Financial Performance & Highlights

 
Q2 2024 Financial Comparisons - Same-Store Communities(1) 12 $ in millions, except RevPAR and RevPOR Q2’24 Q2’23 Q2’24 vs Q2’23 YoY Change (%) Q1’24 Q2’24 vs Q1’24 QoQ Sequential Change (%) 86.2% 83.9% 230 bps 85.9% 30 bps $3,673 $3,300 11.3% $3,557 3.3% $4,263 $3,932 8.4% $4,140 3.0% $62.7 $57.0 10.0% $60.7 3.3% $45.0 $43.5 3.4% $45.8 (1.7)% $17.7 $13.5 31.1% $14.9 18.8% 28.2% 23.7% 450 bps 24.5% 370 bps $13.1 23.1% (1) Same-Store community owned senior housing portfolio includes operating results and data for 61 communities consolidated as of Q2 2024 and excludes May 9, 2024 acquisition of one community in Macedonia, Ohio and May 29, 2024 acquisition of four communities in OH, MO & KY through a JV (2) Adjusted Operating Expenses exclude professional fees, settlement expense, non-income tax, non-property tax, casualty gains and losses, and other expenses (corporate operating expenses not allocated to the communities) (3) There were no non-recurring state grants in Q2’24 or Q1’24 Sequential QoQ Community NOI growth of $2.8M or 18.8%

 
Proactive Management of Debt (as of June 30, 2024) 13 (in millions) Fixed Rate Maturities Variable Rate Maturities Insurance & Other Recurring Principal Payments Total Weighted Rate 2024 - - $2.7 $0.7 $3.4 4.94% 2025 $30.6(1) - $0.6 $1.0 $32.2 5.04% 2026 $220.1 - - $2.2 $222.3 5.02% 2027(3) - $112.9 - $3.7 $116.6 5.48% 2028 - - - $3.8 $3.8 5.33% 2029+ $142.7 $66.6 - $0.3 $209.5 5.33% Totals $393.3 $179.5 $3.3 $11.6 $587.8 71% Fixed Rate Debt 4.98% Effective Weighted Avg. Interest Rate 100% Of Variable Rate Debt is Hedged Fixed Rate Debt (2) Eff i e Wei t vg. Interest Rate Variable Rate is Hedged (1) Excludes the August 2024 loan modification on Baytown, TX and Rosemont, TX communities and related $10M delevering impact on the discounted payoff option (2) Insurance & Other included in fixed rate debt calculation (3) Assumes the Company exercises right to extend Ally Term Loan maturity by 1 year

 
84.4 75.6 78.2 81.2 81.5 81.9 82.7 83.4 83.9 84.0 84.0 84.9 85.9 85.9 86.2 84.7 76.7 79.7 82.2 82.2 83.4 84.1 84.9 84.6 85.3 85.1 86.8 86.4 86.9 87.9 Q4 '19 Q1 '21 Q2 '21 Q3 '21 Q4 '21 Q1 '22 Q2 '22 Q3 '22 Q4 '22 Q1' 23 Q2' 23 Q3' 23 Q4' 23 Q1' 24 Q2' 24 Weighted Average Occupancy End of Period Spot Occupancy 13 Consecutive Quarters of Same-Store Occupancy(1) Growth 14 Quarterly Occupancy (in %) Pandemic low point (1) Same-Store community owned senior housing portfolio includes operating results and data for 61 communities consolidated as of Q2 2024 and excludes May 9, 2024 acquisition of one community in Macedonia, Ohio and May 29, 2024 acquisition of four communities in OH, MO & KY through a JV Pre-pandemic

 
Q2 2024 Same-Store Revenue(1) Highlights • March 1, 2024 portfolio-wide annual average rate increase of 6.3% on an all-in basis; 7.3% excluding Medicaid supported and ancillary fee revenues • Sonida has shown 9 consecutive quarters of QoQ growth • Sequentially, Q2’24 Resident rent rates increased $105 or 2.7% compared to Q1’24 and $342 or 9.4% compared to Q2’23 • Re-leasing spreads continue positive trend despite significant increases to average rates • Enhanced Independent Living programming recently introduced to support future rate expansion 15 Resident Rent Base Rate Changes (2) (2) Includes Private Pay and Medicaid rent only Trend Re-leasing Spread Resident Rate Rent Trend Q2'23 Q3'23 Q4'23 Q1'24 Q2'24 4.7% 2.3% 2.6% 2.0% 0.3% $3,398 $3,417 $3,513 $3,631 $3,751 $3,767 $3,868 $3,973 0.7% 0.5% 2.8% 3.4% 3.3% 0.4% 2.7% 2.7% $0 $500 $1,000 $1,500 $2,000 $2,500 $3,000 $3,500 $4,000 $4,500 $5,000 09/ 202 2 12/ 202 2 03/ 202 3 06/ 202 3 09/ 202 3 12/ 202 3 03/ 202 4 06/ 202 4 Rate QoQ % Change (1) Same-Store community owned senior housing portfolio includes operating results and data for 61 communities consolidated as of Q2 2024 and excludes May 9, 2024 acquisitions of one community in Macedonia, Ohio and May 29, 2024 acquisition of four communities in OH, MO & KY through a JV Level of Care Revenue Growth Level of Care fees increased $188K or 5.4% sequentially due to the new Memory Care pricing structure Discounts and Concessions Continue to Decline Q2'24 Q1'24 Difference % Change $3.7 $3.5 $0.2 5.4% (in $ millions) Care Level Q2'24 Q2'23 Difference % Change Independent Living 2,861 2,676 186 6.9% Assisted Living 4,330 3,914 416 10.6% Memory Care 6,074 5,523 552 10.0% Blended Total 3,973 3,631 342 9.4% $1,174K $949K $915K $935K $927K $917K $874K $872K 2.4% 1.9% 1.8% 1.8% 1.8% 1.7% 1.6% 1.5% 0.0% 0.5% 1.0% 1.5% 2.0% 2.5% 3.0% $0K $200K $400K $600K $800K $1,000K $1,200K $1,400K 09/2 022 12/2 022 03/2 023 06/2 023 09/2 023 12/2 023 03/2 024 06/2 024 Discounts & Concessions % of Revenue

 
Same-Store Revenue Growth Continues to Outpace Labor Costs 16 Labor Costs Trend as a Percent of Revenue (1) (2) (1) Exclude benefits. Same-Store community owned senior housing portfolio includes operating results and data for 61 communities consolidated as of Q2 2024 and excludes May 9, 2024 acquisition of one community in Macedonia, Ohio and May 29, 2024 acquisition of four communities in OH, MO & KY through a JV (2) Amounts calculated as a percentage of revenues exclude non-recurring state grants in all periods • 1H’24 labor costs as a percent of revenue were 44.0% compared to 46.0% for full year 2023 • Q2’24 down 320 basis points compared to Q2’23 • Q2’24 labor costs as a percent of revenue are down 240 basis points compared to Q1’24: $24.2M $25.2M $25.6M $25.2M $26.0M $27.2M $27.0M $27.4M $26.9M 47.0% 48.0% 47.9% 46.1% 46.0% 46.4% 45.5% 45.1% 42.8% 40% 41% 42% 43% 44% 45% 46% 47% 48% 49% $0.0M $5.0M $10.0M $15.0M $20.0M $25.0M $30.0M 06/2022 09/2022 12/2022 03/2023 06/2023 09/2023 12/2023 03/2024 06/2024 Direct Labor Contract Labor Other Labor % of Revenue Category Q2'24 Q1'24 Difference Direct Labor 34.4% 35.6% 1.2% Contract Labor 1.0% 0.6% (0.4%) Other Labor 7.5% 9.0% 1.5% Total 42.8% 45.1% (2.3%)

 
Same-Store Non-Labor Operating Cost Holding Steady 17 Total Operating Expense Excluding Labor(1) Costs Trend (1) Amounts calculated as a percentage of revenues exclude non-recurring state grants in all periods. Data presented for Same-Store community owned senior housing portfolio includes operating results and data for 61 communities consolidated as of Q2 2024 and excludes May 9, 2024 acquisition of one community in Macedonia, Ohio and May 29, 2024 acquisition of four communities in OH, MO & KY through a JV • As a percent of revenue, Q2’24 expense was 140 basis points lower than 2023 annual average • Q2’24 utility costs as a percent of revenue were down 130 basis points when compared to Q1’24 • Outside referral fees decreased $136k, or 14%, from Q1’24 to Q2’24 as a result of Company’s initiative to drive more internally-sourced leads $15.9M $16.0M $16.2M $16.6M $15.7M $15.9M $14.9M $16.7M $16.5M 30.9% 30.4% 30.4% 30.3% 27.8% 27.2% 25.1% 27.5% 26.2% 20% 22% 24% 26% 28% 30% 32% $13,500 $14,000 $14,500 $15,000 $15,500 $16,000 $16,500 $17,000 06/2 022 09/2 022 12/2 022 03/2 023 06/2 023 09/2 023 12/2 023 03/2 024 06/2 024 Non-Labor Operating Expense % of Revenue

 
External Accretive Growth Strategy

 
U.S. Senior Housing Trends: Continued Favorable Set-Up 19 Data sourced from US Census, NIC MAP, Green Street and PWC Emerging Trends in Real Estate® 2024 Senior Housing Demand Senior Housing Supply -Total U.S. 80+ population anticipated to grow by 36.5%+ through 2030- 700 750 800 850 900 950 ' 1 9 ' 2 0 ' 2 1 ' 2 2 ' 2 3 ' 2 4 Occupied Senior Housing Units (000s) - Top 99 Markets Capital Market Dislocation Creating Motivated Sellers and Accelerating M&A Environment Enhanced pressure on lenders and owner/operators to solve capital structure challenges: • Lenders seeking to reduce construction financing exposure and stabilize loan books • $10 billion - $14 billion of senior housing loans maturing in the next 24 months • 10-year loans issued in 2008 and 2009 had five-year interest-only covenants, and amortization of the principal is now being added to debt service costs • In 2023, senior housing public debt had a 7.0% default rate and non-public debt had a 4.3% default rate Highest on record Demographic-driven Demand Acceleration + Decelerating Supply + Market Dislocation = High NOI Growth Potential 0 2,000 4,000 6,000 8,000 10,000 12,000 14,000 2009Q1 2010Q1 2011Q1 2012Q1 2013Q1 2014Q1 2015Q1 2016Q1 2017Q1 2018Q1 2019Q1 2020Q1 2021Q1 2022Q1 2023Q1 Senior Housing Starts Average -Q4’23 senior housing construction starts down 82% from peak- 3.7% 3.3% 3.1% 7.3% 5.3% 4.8% 4.4% 7.1% 10.5% 18.5% 24.8% 30.8% 36.5% 0% 5% 10% 15% 20% 25% 30% 35% 40% 45% 2024 2025 2026 2027 2028 2029 2030 80+ Demographic Growth Rates - Census Bureau Projections ‘24-’30 80+ Pop. YoY Increase 80+ Pop. % Increase vs. 2023

 
Three-Pronged Disciplined External Accretive Growth Approach Target Profiles Key Attributes I. Balance Sheet Acquisitions -Traditional owner / operator model -Underperforming assets with distressed capitalization -Newer assets -Single assets in existing portfolio footprint or larger strategic portfolios -Distressed lender pipeline -Near-term maturities / poor LTVs -Seller-financed or low leverage -Turn-around assets require over-capitalization for working capital -Many off-market, relationship-based opportunities -Attractive + assumable debt opportunities but mostly debt-market constrained II. Joint Ventures -Capital stack refresh with future value recovery / creation -Opportunity to recapitalize / reduce outstanding debt -Newer assets -Portfolio opportunities -Promote structure allows Sonida to earn additional returns on equity with strong operating performance -Aligns Sonida capital with additional sponsors to scale RE ownership and deliver growth + management fee income III. Management Contracts -Under-performing assets -Lenders, REITS, funds, and management transition -Strategic, programmatic relationships -Limited or no equity required -Marginal incremental G&A required -Management incentive fee structure for alignment -Expanded density and scalability in existing Sonida MSAs Structure 20

 
Balance Sheet Acquisition (Sonida 100%) 21 Location: Macedonia, OH Region: Midwest Units: 100 Services: AL and MC Date Acquired: May 9, 2024 Vintage: 2015 high-quality physical asset Purchase Price: $10.7M; 43% discount to in-place senior loan balance at approximately $105k per unit Summary: • Same affluent submarket as existing Sonida community; acquisition provides complementary product offering to existing footprint, allowing for greater penetration and increased operating efficiencies • Going in NOI slightly positive with underwritten stabilized cap rate in the low double-digits • Specific operational turnaround plan and implementation of Sonida systems and processes expected to yield significant NOI growth from asset’s current marginally positive position

 
KZ Family Ventures JV Acquisition (Sonida 33%) 22 Locations: Cincinnati, OH (1), Cleveland, OH (1), Kansas City, MO (1) and Louisville, KY (1) Regions: Midwest and Southeast Units: 464 (4 Communities) Services: IL, AL and MC Date Acquired: May 29, 2024 Vintage: Recently constructed communities with an average age of 5 years Purchase Price: $64.0M JV purchase price, acquired at less than $140k per unit; Sonida contributed $22.3M in initial cash equity Summary: • Brings total number of OH properties to 13 • First Sonida-owned community in Kentucky (Louisville) complements regional cluster in southern IN and Cincinnati • Expected to deliver double-digit NOI through occupancy and margin improvement when stabilized • Sonida will operate the assets on behalf of JV for a market fee, leveraging deep regional support team in its Midwest division

 
Palatine JV Acquisition (Sonida 51%) 23 Locations: San Antonio, TX (2), Austin, TX (1) and Atlanta, GA (1) Regions: South and Southeast Units: 326 (4 Communities) Services: AL and MC Date Acquired: July 1, 2024 Vintage: Recently constructed or redeveloped communities (average of 7 years ago) Purchase Price: $34.7M JV purchase price, acquired at approximately $107k per unit; Sonida contributed $6.4M in initial cash equity Summary: • Brings total number of TX-owned properties to 19 • First Sonida-owned community in Atlanta, strengthening Southeast presence • Expected to deliver double-digit NOI at stabilization through local sales and marketing expertise and proven labor management processes • Sonida will operate the assets on behalf of JV for a market fee, leveraging its operating platform

 
Recent Operating Management Contracts 24 Locations: Wisconsin and Minnesota Regions: Midwest and Upper Midwest Communities: 3 Date Initiated: June 2024 (2) and August 2024 (1) Summary: • Sonida to leverage full suite of operational capabilities for near-term occupancy recovery • Management contracts allow for asset-light earnings growth Term: Five-year term with extension options at owner’s election

 
Target Acquisition Profile & Sourcing Channels 25 Community Profile for New Target Acquisitions and Joint Ventures Sourcing Channel Strategy Business Mix: IL/AL/MC Asset Quality Consideration Market Demographic and Competitor Profile Valuation / Cash Flow Geographic Overlay Political and Economic Climate • Balance of higher-margin IL and need-based AL/MC • Growing market demand and 75+ population • Limited competition and pipeline • Target upper-middle market • Fill-up or distressed communities require over-funded reserves • NAV and cash flow accretive • Existing footprint • Primary / secondary markets • Target Midwest, South, and Southeast • “Friendly” regulatory environment • High-quality real estate • Opportunity to reduce average age Other Lenders & BK Receivers Institutional Investors 3rd Party Owners & Developers Boots on the Ground Broker & Debt Advisors Existing Lending Relationships Other Management Companies

 
Appendix – Supplemental Information

 
A-1 Financial Overview A-2 Community NOI A-3 Net Income (Loss) Walk Forward A-4 Adjusted EBITDA Walk Forward A-5 Capitalization – as of June 30, 2024 A-6 Geographical Breakdown A-7 Financial and Key Metrics A-8 Table of Contents Sonida Investment Portfolio - Market Fundamentals

 
Q1 Q2 Q3 Q4 FY 2023 Q1 Q2 Summary Statistics(1) Resident Revenue 56,606$ 56,960$ 59,117$ 59,349$ 232,032$ 60,737$ 63,108$ Community NOI 13,402$ 13,549$ 14,690$ 16,750$ 58,391$ 14,915$ 17,616$ Community NOI Margin 23.7% 23.8% 24.8% 28.2% 25.2% 24.6% 28.0% Same-Store Resident Revenue 56,606$ 56,960$ 59,117$ 59,349$ 232,032$ 60,737$ 62,739$ Same-Store Community NOI (2) 11,365$ 13,549$ 14,212$ 16,750$ 55,876$ 14,915$ 17,681$ QoQ Change 7.6% 19.2% 4.9% 17.9% -10.9% 18.5% Same-Store Community NOI Margin 20.8% 23.7% 24.2% 27.4% 24.5% 28.2% Gain on extinguishment of debt 36,339$ -$ -$ -$ 36,339$ 38,148$ -$ Net Income (loss) 24,145$ (12,212)$ (18,411)$ (14,629)$ (21,107)$ 27,019$ (9,816)$ Adjusted EBITDA 7,794$ 7,538$ 9,270$ 9,302$ 33,904$ 9,473$ 11,350$ Adjusted EBITDA excluding grants 5,794$ 7,138$ 8,792$ 9,302$ 31,027$ 9,473$ 11,350$ Period Change 25.7% 23.2% 23.2% 5.8% 1.8% 19.8% KPIs(1) Same-Store REVPOR 3,909$ 3,932$ 4,061$ 4,042$ 3,988$ 4,140$ 4,263$ Same-Store REVPAR 3,282$ 3,300$ 3,446$ 3,470$ 3,375$ 3,557$ 3,673$ Consolidated Weighted Average Occupancy (3) 83.9% 83.9% 84.9% 85.9% 84.6% 85.9% 85.7% Same-Store Weighted Average Occupancy 83.9% 83.9% 84.9% 85.9% 84.7% 85.9% 86.2% JV Weighted Average Occupancy 69.9% 20242023 Financial Overview A-1 Note: Dollars in 000s. Numbers may vary due to rounding All data presented for the Company’s consolidated 62 owned communities and includes the impact of the May 9, 2024 acquisition of one community in Macedonia, Ohio and May 29, 2024 acquisition of four communities through a JV, unless otherwise noted (1) Resident Revenue, Community NOI, Community NOI Margin %, Net Income (loss), Adjusted EBITDA, REVPOR and REVPAR include the impact of non-recurring state grants earned and received in the period, as follows: Q1 2023: $2.0M, Q2 2023: $0.4M and Q3 2023: $0.5M. There were no such non-recurring state grants earned in Q1 2024 or Q2 2024 (2) Same-Store Community NOI excludes May 9, 2024 acquisitions of one community in Macedonia, Ohio and May 29, 2024 acquisition of four communities owned through an unconsolidated JV (3) Consolidated Weighted Average Occupancy includes the acquisition of one community in Macedonia, Ohio but excludes May 29, 2024 acquisition of four owned communities through an unconsolidated JV

 
Q1 Q2 Q3 Q4 FY 2023 Q1 Q2 Resident Revenue Independent Living (1) 15,054$ 15,381$ 15,751$ 16,057$ 62,243$ 16,305$ 16,961$ Assisted Living(1) 29,054 30,038 31,007 30,984 121,082 31,742 32,877 Memory Care(1) 9,683 10,429 11,131 11,580 42,822 11,936 12,155 Community Fees 484 452 432 425 1,794 463 489 Other Income(2) 2,330 661 796 303 4,090 291 256 Same-Store Community Resident Revenue 56,606 56,960 59,117 59,349 232,031 60,737 62,739 Resident Revenue for Non Same-Store Communities - - - - - - 369 Adjusted Resident Revenue 56,606 56,960 59,117 59,349 232,032 60,737 63,108 Resident Revenue for Joint Ventures - - - - - - 799 Adjusted Resident Revenue including Joint Ventures 69,104 68,501 71,476 71,657 280,738 73,427 63,906 Adjusted Operating Expenses Total Labor & Related Expenses(3) 25,962$ 27,257$ 28,109$ 27,599$ 108,927$ 28,774$ 28,006$ Contract Labor 677 447 394 430 1,948 343 601 Food 2,761 2,844 3,150 3,328 12,082 3,099 3,281 Utilities 3,600 2,441 3,113 2,525 11,679 3,310 2,606 Real Estate Taxes 2,379 2,270 1,908 1,201 7,759 2,002 2,267 Advertising & Promotions 1,274 1,330 1,312 1,108 5,023 1,018 1,030 Insurance 1,137 1,191 1,318 1,327 4,973 1,313 1,302 Supplies 989 1,095 1,036 1,103 4,223 1,105 1,040 Service Contracts 1,059 1,204 961 1,045 4,269 1,441 1,370 All Other Operating Expenses 3,360 3,337 3,127 2,933 12,757 3,418 3,553 Same-Store Adjusted Operating Expense(4) 43,198$ 43,416$ 44,428$ 42,599$ 173,641$ 45,822$ 45,058$ Operating Expenses for Non Same-Store Communities 433 Adjusted Operating Expense(4) 45,492$ Operating Expenses for Joint Ventures 559 Adjusted Same-Store Operating Expenses including Joint Ventures(4) 46,051$ Net Operating Income Same-Store Community NOI 11,365$ 13,139$ 14,212$ 16,260$ 54,977$ 14,915$ 17,681$ Non-recurring state grant revenue (2,037) (411) (478) - (2,926) - - Net operating gain (loss) for non Same-Store communities - - - - - - (65) Consolidated Community NOI (2) 13,402 13,549 14,690 16,750 57,902 14,915 17,616 Same-Store Community NOI Margin 20.8% 23.2% 24.2% 27.4% 24.2% 24.5% 28.2% Net operating gain (loss) for Joint Ventures 240 Same-Store Community NOI with Joint Ventures 17,856 20242023 A-2 Note: Dollars in 000s. Numbers may vary due to rounding (1) Includes Second Person and Level of Care fees (2) Community NOI and Other Income include the impact of non-recurring state grants earned and received in the period (3) Includes benefits, overtime, payroll taxes and related labor costs, excluding contract labor (4) Same-Store Adjusted Operating Expense and Adjusted Same-Store Operating Expenses including join Ventures excludes professional fees, settlement expense, non-income tax, non-property tax, casualty gains and losses, and other expenses Community NOI 5,815 Same-Store Units 153 Pro-Rata JV Units 100 Non-Same-Store Units as of June 30, 2024

 
Q1 Q2 Q3 Q4 FY 2023 Q1 Q2 Net Income (loss) Consolidated Community NOI(1) 11,365$ 13,139$ 14,212$ 16,260$ 54,977$ 14,915$ 17,616$ Non-operating expenses(2) (641) (1,261) (59) (1,278) (3,239) (495) (489) Non-recurring state grant revenue 2,037 410 478 - 2,925 - - Management fees 505 531 569 586 2,191 594 720 General and administrative expense (7,063) (6,574) (8,615) (9,946) (32,198) (7,211) (9,178) Depreciation and amortization expense (9,881) (9,927) (9,943) (10,137) (39,888) (9,935) (10,067) Long-lived asset impairment - - (5,965) - (5,965) - - Interest income 194 188 139 87 608 139 387 Interest expense (8,867) (8,558) (9,020) (9,673) (36,118) (8,591) (8,964) Gain (loss) on extinguishment of debt, net 36,339 - - - 36,339 38,148 - Loss from equity method investment - - - - - - (35) Other income (expense), net 189 (117) (124) (480) (532) (479) 253 Provision for income tax (69) (53) (83) (48) (253) (66) (59) Net Income (loss) 24,145$ (12,212)$ (18,411)$ (14,629)$ (21,107)$ 27,019$ (9,816)$ Adjustment for Non Same-Store loss 372 Adjustment for Joint Ventures loss 35 Adjustment for SSL Corporate loss 4,188 Same-Store Net Loss (5,221) 20242023 Net Income (Loss) Walk Forward A-3 Note: Dollars in 000s. Numbers may vary due to rounding (1) Amounts are not calculated in accordance with GAAP. See page 3 for the Company’s disclosure regarding non-GAAP financial measures (2) Non-Operating Expenses include professional fees, settlement expense, non-income tax, non-property tax, casualty gains and losses, and other expenses

 
Q1 Q2 Q3 Q4 FY 2023 Q1 Q2 Adjusted EBITDA Net income (loss) 24,145$ (12,212)$ (18,411)$ (14,629)$ (21,107)$ 27,019$ (9,816)$ Depreciation & amortization expense 9,881 9,927 9,943 10,137 39,888 9,935 10,067 Stock-based compensation expense 902 601 641 605 2,749 575 1,211 Provision for bad debt 238 96 249 568 1,151 398 483 Interest income (194) (188) (139) (87) (608) (139) (387) Interest expense 8,867 8,558 9,020 9,673 36,118 8,591 8,964 Long-lived asset impairment - - 5,965 - 5,965 - - (Gain) on extinguishment of debt, net (36,339) - - - (36,339) (38,148) - Other income (189) 117 124 480 532 479 (253) Provision/benefit for income taxes 69 53 83 48 253 66 59 Casualty gains / losses(1) - 456 204 348 1,008 298 557 Transaction and conversion costs(2) 414 130 1,591 2,159 4,294 399 465 Adjusted EBITDA(3) 7,794$ 7,538$ 9,270$ 9,302$ 33,904$ 9,473$ 11,350$ COVID-19 expenses(4) 33$ -$ -$ -$ 33$ -$ -$ Adjusted EBITDA excluding COVID-19 Impact 7,827$ 7,538$ 9,270$ 9,302$ 33,937$ 9,473$ 11,350$ 20242023 Adjusted EBITDA Walk Forward A-4 Note: Dollars in 000s. Numbers may vary due to rounding (1) Casualty losses relate to non-recurring insured claims for unexpected events (2) Transaction and conversion costs relate to legal and professional fees incurred for transactions, restructure projects or related projects (3) Adjusted EBITDA includes pro-rata impact of JV communities (4) COVID-19 expenses are expenses for supplies and personal protective equipment, testing of the Company’s residents and employees, labor and specialized disinfecting and cleaning services

 
Capitalization Summary as of June 30, 2024 A-5 Note: Dollars in 000s except for share price, share count, and strike price. Numbers may vary due to rounding (1) Weighted average interest rate (2) Variable exposure is synthetically limited with interest rate caps on all debt. Rates reflect all-in interest rate (3) Includes unrestricted and restricted cash (4) Assumes Company exercises its option to extend maturity by 12 months (5) Excludes the August 2024 loan modification on Baytown, TX and Rosemont, TX communities and related $10M delevering impact on the discounted payoff option Common Equity (38.8%) Preferred Equity (5.1%) Net Debt (56.1%) Components of Total Capital Debt Schedule Year Amortization Paydown Maturity 2024 ($3,263) - - 2025 ($1,589) - ($30,580) 2026 ($2,216) - ($220,081) 2027 (4) ($3,678) - ($112,919) 2028 ($3,847) - - 2029+ ($353) - ($209,274) Convertible Preferred Summary Amount Outstanding $51,248 Strike Price $40.00 Shares (as-converted ) 1,281,205 Maturity Perpetual Coupon 11.0% Enterprise Value Closing Stock Price $27.50 Common Shares Outstanding 14,189,790 Market Capitalization $390,219 Convertible Preferred Equity $51,248 Total Debt $587,798 Less: Cash(3) -$23,783 Net Debt $564,015 Enterprise Value $1,005,482 (5) Debt Summary (as of June 30, 2024) Lender / Servicer Maturity Rate Type Interest Rate(1) Debt Outstanding Fannie Mae - 18 2026 Fixed 4.35% $220,081 Fannie Mae MCF - 19 2029 Fixed 5.13% $147,969 Fannie Mae MCF - 19 2029 Variable/Capped(2) 6.14% $49,195 Ally - 18 2027(4) Variable/Capped(2) 5.75% $112,919 Mortgage Lender #1 2029 Variable/Capped(2) 6.00% $9,417 Mortgage Lenders #2 - 4 2025-2045 Fixed 3.95% $44,893 Insurance and Other 2024-2025 Fixed/Floating 7.80% $3,324 Total / Wtd. Average 4.98% $587,798

 
3 4 9 12 8 14 16 0 5 10 15 20 40-65% 65-75 75-80 80-85 85-90 90-95 95%+ # OF COMMUNITIES / (% OF OWNED PORTFOLIO) OC CU PA NC Y % R AT ES Geographical Breakdown – Owned Communities A-6 South 18 Communities Midwest 35 Communities Greater Atlantic 8 Communities (1) Based on owned senior housing portfolio includes operating results and data for 66 communities consolidated as of Q2 2024 and includes May 9, 2024 acquisition of one community in Macedonia, Ohio and May 29, 2024 acquisition of four communities in OH, MO & KY through a JV (2) Data based on Q2’24 average Owned Communities Service Mix Distribution (1,2) Owned Communities Occupancy Distribution (1) Total Regionally Owned Portfolio - 70 Communities (as of July 1, 2024) (24%) (21%) (12%) (14%) (6%) (5%) (18%) Q2 and July 1 Acquisitions +JVs 9 Communities 11 8 1 7 24 15 0 5 10 15 20 25 30 IL AL MC IL/AL AL/MC IL/AL/MC # OF COMMUNITIES / (% OF OWNED PORTFOLIO) SE RV IC ES (23%) (36%) (11%) (2%) (12%) (17%)

 
Regional Location Communities $000s % of Exp $000s % of Exp $000s % of Exp $000s % of Exp Direct Labor & Related Payroll 6,351$ 54.9% 16,909$ 63.8% 4,490$ 64.3% 27,751$ 61.6% $ per resident day % of resident revenue Contract/Agency 29$ 0.3% 559$ 2.1% 13$ 0.2% 601$ 1.3% $ per resident Food Cost 1,035$ 8.9% 1,787$ 6.7% 459$ 6.6% 3,281$ 7.3% $ per resident day Advertising/Promotions 270$ 2.3% 524$ 2.0% 236$ 3.4% 1,030$ 2.3% $ per available unit Insurance 411$ 3.5% 676$ 2.6% 216$ 3.1% 1,302$ 2.9% $ per property Property Tax 834$ 7.2% 1,103$ 4.2% 330$ 4.7% 2,267$ 5.0% $ per property Utilties 878$ 7.6% 1,350$ 5.1% 379$ 5.4% 2,606$ 5.8% $ per available unit Other Expenses 1,766$ 15.3% 3,591$ 13.6% 862$ 12.3% 6,218$ 13.8% Total Communty Expense 11,574$ 100.0% 26,498$ 100.0% 6,984$ 100.0% 45,058$ 100.0% $000s % of total $000s % of total $000s % of total $000s % of total Community NOI 5,278$ 29.9% 9,603$ 54.3% 2,800$ 15.8% 17,681$ 100.0% $ per occupied unit Community NOI Margin 26.6% 28.6% 28.2% $1,111 $1,211 $1,375 $1,201 47% 46% 44% $18.35 18 35 $18.63 $7.18 $7.43 $458 $304 $26,981 $41,211 $139 $22,826 $46,350 Community NOI 31.3% Community Expense (3) 8 61 South Midwest Greater Atlantinc Total $37,168 $44.08 $70.28 $72.68 $487 $62.16 38% $452 $211.48 $7.43 $176 $19,306 $31,522 $454 $122.47 $7.35 $181 $21,351 Regional Location Communities $000s % of Rev $000s % of Rev $000s % of Rev $000s % of Rev Independent Living Revenue 8,678$ 51.5% 6,278$ 17.4% 2,006$ 20.5% 16,961$ 27.0% $ per occupied unit Assisted Living Revenue 5,953$ 35.3% 22,572$ 62.5% 4,352$ 44.5% 32,877$ 52.4% $ per occupied unit Memory Care Revenue 1,930$ 11.5% 6,879$ 19.1% 3,346$ 34.2% 12,155$ 19.4% $ per occupied unit Other Resident Revenue 292$ 1.7% 373$ 1.0% 80$ 0.8% 745$ 1.2% Total Resident Revenue 16,852$ 100.0% 36,102$ 100.0% 9,785$ 100.0% 62,739$ 100.0% $ per occupied unit $3,548 $4,552 $4,804 $4,263 Resident Revenue $2,774 $4,806 $6,108 $2,896 $2,869 $4,559 $4,870 $6,091 $6,451 $3,252 $4,830 $6,188 South Midwest Greater Atlantic Total 18 35 8 61 T3M: Q2 Financial and Key Metrics – Same-Store Owned Communities A-7 Note: Dollars in 000s. Numbers may vary due to rounding. Financial data presented is June 2024 trailing 3-month results. (1) Includes Second Person Fees and Level of care fees (2) Revenue includes non-recurring state grant revenue (3) Adjusted Operating Expense excludes professional fees, settlement expense, non-income tax, non-property tax, casualty gains and losses, and other expenses (4) Includes benefits, overtime, payroll taxes and related labor costs, excluding contract labor (1) (1) (1) (2) (4) Regional Location Communities Independent Living 1,234 64% 825 28% 217 28% 2,276 40% Assisted Living 579 30% 1,725 58% 365 47% 2,669 47% Memory Care 128 7% 426 14% 195 25% 749 13% Total 1,941 100% 2,975 100% 777 100% 5,694 100% Independent Living 1,043 84% 722 88% 206 95% 1,971 87% Assisted Living 435 75% 1,545 90% 300 82% 2,281 85% Memory Care 105 82% 376 88% 173 89% 655 87% Total 1,583 82% 2,644 89% 679 87% 4,906 86% $000s % of Rev $000s % of Rev $000s % of Rev $000s % of Rev Private Pay 16,763$ 99.5% 29,451$ 81.6% 9,508$ 97.2% 55,722$ 88.8% Medicaid 89$ 0.5% 6,651$ 18.4% 277$ 2.8% 7,017$ 11.2% Total Resident Revenue 16,852$ 100.0% 36,102$ 100.0% 9,785$ 100.0% 62,739$ 100.0% Available Units Occupancy Payor Source 18 35 8 61 TotalGreater AtlanticMidwestSouth

 
Sonida Investment Portfolio - Market Fundamentals A-8 (1) Based on an average of a 5-mile radius of SSL site (2) Adult child reflects population between the ages of 45-64 (3) Includes independent living, assisted living, and memory care units in stand-alone and continuum communities Primary Markets (30%) Secondary Markets (36%) Tertiary Markets (34%) Market Type Classification(4) Note: Dollars in 000s. Numbers may vary due to rounding. Sonida portfolio data presented on 70 owned assets as of July 1, 2024. Data provided by NIC MAP Vision. Demographics data is current as of January 1, 2024. NIC MAP Vision Seniors Housing Inventory data is current as of the Q2 2024 Market Fundamentals update (4) 140 Metropolitan Statistical Area ("MSA") across the country are classified by NIC MAP Vision into three market classes based on the Total Population. Demographics data in this report is current as of January 1, 2024. The largest of these markets are the Primary Markets, where NIC MAP has been tracking data since 4Q2005. These are sometimes referred to as the MAP31 as there are 31 of these markets. The next largest are the Secondary Markets, where NIC MAP has been tracking data since 1Q2008. These markets are the next 68 largest markets. Finally, Additional Markets are 41 markets located in close proximity to the 99 Primary and Secondary Markets, and help to fill gaps between these Primary and Secondary Markets. NIC MAP has tracked data in Additional Markets since 1Q2015. State Communities Existing Under Construction % Increase Total 75+ Adult Child2 75+ Adult Child2 Median HH Income Median Home Value Unemploy- ment % Total 75+ Adult Child2 75+ Adult Child2 Median HH Income Median Home Value Unemploy- ment % All/Wtd Avg 70 964 26 +2.7% +0.5% +3.6% +2.0% 8.1% 23.6% $ 72,914 $ 265,013 4.8% +0.4% +2.1% (0.2%) 7.0% 24.5% $ 69,276 $ 237,299 4.4% TX 19 1,304 32 +2.5% +0.8% +4.1% +1.0% 6.0% 22.3% $ 75,153 $ 311,147 5.5% +0.8% +3.4% +0.8% 5.6% 23.4% $ 71,044 $ 246,575 4.6% OH 13 898 24 +2.6% +0.1% +3.2% (1.0%) 9.2% 25.2% $ 75,097 $ 236,475 5.1% +0.1% +1.2% (1.0%) 7.6% 25.0% $ 66,529 $ 195,283 4.7% IN 12 684 11 +1.6% +0.6% +3.8% (0.1%) 7.5% 24.1% $ 72,183 $ 200,826 4.6% +0.4% +1.8% (0.5%) 7.0% 24.4% $ 66,649 $ 198,077 4.3% WI 8 476 30 +6.3% +0.4% +3.2% (0.8%) 9.6% 24.6% $ 69,413 $ 254,763 3.2% +0.2% +1.5% (0.6%) 7.6% 25.4% $ 72,140 $ 251,799 3.2% MO 3 1,210 - - +0.3% +3.0% (0.0%) 7.9% 22.2% $ 58,627 $ 230,688 3.9% +0.2% +1.3% (0.7%) 7.7% 24.4% $ 65,211 $ 213,816 4.0% SC 2 538 - - +0.7% +3.2% (0.4%) 10.0% 23.6% $ 58,214 $ 227,703 6.0% +0.9% +2.2% (0.1%) 7.6% 24.9% $ 63,228 $ 229,545 5.0% FL 2 1,485 - - +0.3% +2.8% (0.9%) 10.0% 21.9% $ 59,298 $ 237,336 6.0% +1.0% +2.0% +0.1% 9.9% 25.4% $ 65,988 $ 315,657 4.8% AZ 1 296 - - +0.5% +2.6% (2.4%) 15.4% 23.0% $ 53,035 $ 340,789 3.6% +0.7% +1.7% +0.2% 8.2% 23.2% $ 71,394 $ 343,548 5.2% GA 1 1,437 - - +0.4% +4.3% +1.4% 5.5% 23.3% $ 81,198 $ 500,000 5.5% +0.7% +3.1% +0.3% 6.1% 25.1% $ 69,291 $ 260,000 5.0% KY 1 2,908 - - +0.3% +3.0% (0.1%) 9.9% 24.2% $ 87,090 $ 361,024 4.0% +0.2% +1.6% (0.7%) 7.2% 25.1% $ 59,135 $ 183,028 5.0% MA 1 1,133 - - - +3.4% (0.8%) 7.5% 23.6% $ 55,603 $ 253,058 8.4% +0.3% +1.5% (0.3%) 7.6% 26.1% $ 98,589 $ 548,000 4.2% MI 1 547 - - (0.1%) +3.4% (1.5%) 8.5% 24.6% $ 67,023 $ 174,702 5.1% +0.1% +1.2% (1.1%) 7.6% 25.4% $ 66,667 $ 216,667 5.2% MN 1 1,140 257 +22.5% +0.7% +5.1% +0.7% 5.6% 26.9% $ 128,484 $ 430,495 3.4% +0.5% +1.8% (0.2%) 7.3% 24.4% $ 84,028 $ 307,895 3.3% MS 1 1,147 108 +9.4% (0.4%) +3.2% (0.8%) 8.4% 23.8% $ 63,807 $ 247,235 5.1% (0.1%) +1.3% (1.0%) 7.1% 24.2% $ 52,044 $ 151,233 6.8% NC 1 493 - - +0.7% +2.3% (1.9%) 20.3% 23.5% $ 63,690 $ 281,915 3.6% +0.7% +2.3% +0.1% 7.2% 25.3% $ 63,857 $ 244,277 4.8% NE 1 1,078 - - +1.6% +4.8% +2.2% 6.0% 24.4% $ 126,683 $ 402,105 1.7% +0.5% +1.8% (0.1%) 7.2% 22.9% $ 71,673 $ 218,831 3.3% NY 1 231 - - +0.2% +2.5% (0.9%) 8.6% 15.9% $ 65,568 $ 185,131 5.4% - +1.0% (0.7%) 7.7% 25.3% $ 81,659 $ 431,707 4.7% VA 1 918 153 +16.7% +0.1% +3.2% (0.4%) 7.1% 22.9% $ 75,258 $ 318,349 4.3% +0.5% +2.1% - 7.0% 25.3% $ 85,278 $ 358,952 4.1% Demographics Sonida Owned Portfolio Unit Inventory3 Statistics - 5 mile radius Statistics - State 5 mile radius of the Company site(s)1 Population Growth % of Population Demographics Population Growth % of Population

 
v3.24.2.u1
Cover
Aug. 12, 2024
Cover [Abstract]  
Document Type 8-K
Document Period End Date Aug. 12, 2024
Entity Registrant Name Sonida Senior Living, Inc.
Entity Incorporation, State or Country Code DE
Entity File Number 1-13445
Entity Tax Identification Number 75-2678809
Entity Address, Address Line One 14755 Preston Road
Entity Address, Address Line Two Suite 810
Entity Address, State or Province TX
Entity Address, City or Town Dallas,
Entity Address, Postal Zip Code 75254
City Area Code (972)
Local Phone Number 770-5600
Written Communications false
Soliciting Material false
Pre-commencement Tender Offer false
Pre-commencement Issuer Tender Offer false
Entity Emerging Growth Company false
Title of 12(b) Security Common Stock, par value $0.01 per share
Trading Symbol SNDA
Security Exchange Name NYSE
Entity Central Index Key 0001043000
Amendment Flag false
Sonida Senior Living (NYSE:SNDA)
Historical Stock Chart
From Nov 2024 to Dec 2024 Click Here for more Sonida Senior Living Charts.
Sonida Senior Living (NYSE:SNDA)
Historical Stock Chart
From Dec 2023 to Dec 2024 Click Here for more Sonida Senior Living Charts.