SOURCE: Sienna Senior Living Inc.

Sienna Senior Living Inc.

August 02, 2016 08:56 ET

Sienna Senior Living Announces Completion of Significant Portfolio Acquisition

MARKHAM, ON--(Marketwired - August 02, 2016) - Sienna Senior Living Inc. ("Sienna" or the "Company") (TSX: SIA) today announced that it has completed its previously announced acquisition (the "Acquisition") of:

  • a portfolio of high quality seniors living assets in British Columbia ("BC"), consisting of eight residences: two private-pay independent living retirement residences and six residences providing private-pay and funded long-term care, independent living and assisted living;
  • options to acquire up to a 100% interest, at a discount to fair market value, in two additional newly built seniors living assets (the "Options"); and
  • a 50% interest in Pacific Seniors Management General Partnership ("PSM"), the current manager and operator of the residences to be acquired by the Company, (collectively, the "Purchased Assets").

The Acquisition increases Sienna's portfolio of retirement suites by 29% and long-term care beds by 11%, solidifying Sienna's position as a leading seniors housing provider in key markets in Canada. In particular, the Acquisition represents an opportunity for Sienna to increase its presence in the attractive BC seniors housing market with best-in-class assets and scale for growing current and future operations.

"Today's acquisition is consistent with Sienna's vision of expanding our presence and management platform nationally, while driving long-term value creation for our shareholders," said Lois Cormack, President and CEO of Sienna. "We are delighted to welcome over 1,300 employees to the Sienna team today and are looking forward to further growth opportunities in BC through our partnership with PSM. This acquisition expands our footprint in BC to 11 high-quality seniors living residences and a local office to support Western Canada operations."

The aggregate purchase price for the Purchased Assets was approximately $255 million, financed through a combination of: (i) the assumption of approximately $135 million in existing mortgages, at a weighted average interest rate of 3.9% and a weighted average term to maturity of 5.2 years; (ii) the issuance of approximately $10.0 million of common shares of Sienna to an affiliate of one of the vendors of the Purchased Assets; and (iii) net proceeds of Sienna's public offering of subscription receipts ("Subscription Receipts"), completed on May 6, 2016.

As a result of the completion of the Acquisition, each outstanding Subscription Receipt will be automatically exchanged for one common share of Sienna, resulting in the issuance of 8,728,500 common shares in the aggregate to the holders of Subscription Receipts. Trading in the Subscription Receipts has been halted on the Toronto Stock Exchange and Sienna expects that the Subscription Receipts will be delisted from the Toronto Stock Exchange after the close of markets today and that the common shares to be issued in exchange for the Subscription Receipts will immediately commence trading on the Toronto Stock Exchange. Additionally, all holders of Subscription receipts of record as of July 29, 2016 will receive a cash dividend equivalent payment of $0.075 per Subscription Receipt (being equal to the dividend per common share of Sienna for the month of July 2016, less any applicable withholding taxes), payable on August 15, 2016.

Agreements to acquire the Options were entered into on the closing of the Acquisition. Sienna has the option to acquire up to a 100% interest in each of the Option properties, Nicola Lodge and Glenmore Lodge, with the purchase price for the initial 50% interest being at a discount to fair market value.

About Sienna

Sienna Senior Living (TSX: SIA) owns and operates 54 high-quality seniors living residence in key markets in Ontario and British Columbia, comprising nearly 7,900 beds/suites serving the continuum of independent living, assisted living, long-term care and specialized seniors programs and services. The Company is one of Canada's largest owners of seniors living assets and the largest licensed long-term care provider in Ontario, with 8,800 employees dedicated to helping residents live fully, every day. For more information, please visit www.siennaliving.ca.

Forward-Looking Statements

Certain of the statements contained in this news release are forward-looking statements and are provided for the purpose of presenting information about management's current expectations and plans relating to the future. Readers are cautioned that such statements may not be appropriate for other purposes. These statements generally use forward-looking words, such as "anticipate", "continue", "could", "expect", "may", "will", "estimate", "believe" or other similar words and include, among other things, statements related to the use of the income guarantee to complement cash flow. Although management believes that it has a reasonable basis for the expectations reflected in these forward-looking statements, actual results may differ from those suggested by the forward-looking statements for various reasons. Unanticipated events and risk factors could cause actual results to differ materially from the results and events discussed in the forward- looking statements. These forward-looking statements reflect Sienna's current expectations as at the date of this news release and speak only as at the date of this news release. Sienna does not undertake any obligation to publicly update or revise any forward-looking statements except as may be required by applicable law.

The securities offered pursuant to the subscription receipt offering have not been and will not be registered under the U.S. Securities Act of 1933, as amended, and may not be offered or sold in the United States absent registration or an applicable exemption from the registration requirements of such Act. This press release shall not constitute an offer to sell or the solicitation of an offer to buy the securities in any jurisdiction.

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