NOT FOR DISTRIBUTION TO U.S. NEWS WIRE SERVICES OR DISSEMINATION IN THE UNITED STATES
BASE SHELF PROSPECTUS IS ACCESSIBLE, AND PROSPECTUS SUPPLEMENT WILL BE ACCESSIBLE, ON SEDAR+ WITHIN TWO BUSINESS DAYS
MARKHAM, Ontario, Feb. 20, 2025 (GLOBE NEWSWIRE) -- Sienna Senior Living Inc. (“Sienna” or the “Company”) (TSX:SIA) announced today the launch of a $125 million equity offering, on a bought deal basis.
Sienna has entered into an agreement with a syndicate of underwriters (the “Underwriters”) led by TD Securities Inc., as sole bookrunner, under which the Underwriters have agreed to buy, on a bought deal basis, 7,920,000 common shares of the Company (the “Common Shares”) at a price of $15.80 per Common Share (the “Offering Price”) for total gross proceeds of approximately $125 million (the “Offering”). The Company has also granted the Underwriters an over-allotment option to purchase up to an additional 1,188,000 Common Shares at the Offering Price, exercisable in whole or in part, for a period of 30 days following closing of the Offering (the “Over-Allotment Option”). If the Over-Allotment Option is exercised in full, the gross proceeds to the Company will be approximately $144 million.
Sienna intends to use the net proceeds of the Offering, together with any net proceeds from the Over-Allotment Option, (i) to fund the Company’s previously announced acquisitions of Wildpine Residence, a 165-suite retirement residence in the Ottawa suburb of Stittsville, and Cawthra Gardens, a 192-bed Class A long-term care home in Mississauga, Ontario (collectively, the “Acquisitions”); and (ii) for general corporate purposes, which include financing strategic growth initiatives such as future acquisition opportunities.
Wildpine Residence is a 165-suite retirement residence in Stittsville, Ontario, offering modern independent living and assisted living options with stabilized occupancy. The Company has agreed to acquire Wildpine Residence for a purchase price of approximately $48.0 million. The Company expects to partially fund the acquisition through the assumption of approximately $25.0 million of Canada Mortgage and Housing Corporation insured debt, with the remainder funded through the net proceeds of the Offering. Sienna is acquiring this property at a capitalization rate of 6.25%. Cawthra Gardens is a 192-bed Class A long-term care home in Mississauga, Ontario. Built in 2003, the home offers modern amenities for residents to enjoy, as well as the option for private and semi-private suites. The Company has agreed to acquire Cawthra Gardens for a purchase price of approximately $32.6 million. Cawthra Gardens is expected to be funded through the net proceeds of the Offering. Sienna is acquiring this property at a capitalization rate of 6.75%. The Acquisitions will be completed at a significant discount to replacement cost and are expected to be immediately accretive to Sienna’s AFFO per share.
The remaining net proceeds of the Offering, together with any net proceeds from the Over-Allotment Option, will also provide Sienna with enhanced balance sheet flexibility as it continues to evaluate attractive acquisition opportunities in its target markets that fit strategically with its stated growth objectives. Sienna remains committed to its prudent capital allocation approach of investing in strategic growth projects that are accretive to AFFO per share. Sienna currently has a meaningful acquisition pipeline with multiple properties currently in various stages of negotiation under non-binding letters of intent.
Completion of the Acquisitions are subject to customary closing conditions for transactions of this nature, including the receipt of all necessary regulatory approvals, including approvals from the Ontario Retirement Homes Regulatory Authority and the Ontario Ministry of Long-Term Care. Future acquisition opportunities, including Sienna's acquisition pipeline, are subject to ongoing review and change.
The Common Shares will be issued pursuant to a prospectus supplement that will be filed by no later than February 24, 2025 (the “Prospectus Supplement”) with the securities regulatory authorities in all provinces and territories of Canada under the Company's short form base shelf prospectus dated November 29, 2024 (the “Base Shelf Prospectus”). The Offering is expected to close on or about February 27, 2025, subject to customary regulatory approvals, including the approval of the Toronto Stock Exchange.
The securities offered have not 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 news release shall not constitute an offer to sell or the solicitation of an offer to buy the securities in any jurisdiction.
Delivery of the Base Shelf Prospectus, the Prospectus Supplement and any amendments to the documents will be provided in accordance with securities legislation relating to procedures for providing access to a base shelf prospectus, a shelf prospectus supplement and any amendment. The Base Shelf Prospectus is, and the Prospectus Supplement will be (within two business days of the date hereof), accessible on SEDAR+ at www.sedarplus.com. An electronic or paper copy of the Prospectus Supplement, the corresponding Base Shelf Prospectus and any amendment to the documents may be obtained without charge, from TD Securities Inc. at 1625 Tech Avenue, Mississauga, Ontario, L4W 5P5 Attention: Symcor, NPM, or by telephone at (289) 360-2009 or by email at sdcconfirms@td.com by providing the contact with an email address or address, as applicable. The Base Shelf Prospectus and Prospectus Supplement contain important, detailed information about the Company and the proposed Offering. Prospective investors should read the Base Shelf Prospectus and the Prospectus Supplement (when filed) in their entirety before making an investment decision.
ABOUT SIENNA SENIOR LIVING
Sienna Senior Living Inc. (TSX:SIA) offers a full range of senior living options, including independent living, assisted living and memory care under its Aspira retirement brand, long-term care, and specialized programs and services. Sienna’s approximately 13,500 employees are passionate about cultivating happiness in daily life. 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”, “goals” or other similar words. Forward-looking statements in this press release include, but are not limited to, the expected closing date of the Offering and the intended use of net proceeds from the Offering together with any net proceeds from the Over-Allotment Option, the successful closing of the Acquisitions, the expected benefits of the Acquisitions to Sienna, including that the Acquisitions are expected to be accretive to the Company’s AFFO, the financing of the Acquisitions through the assumption of existing debt and potential future acquisitions, including from Sienna’s existing pipeline, and are subject to, and expressly qualified by, the cautionary disclaimers that are set out in Sienna’s regulatory filings.
These forward-looking statements are subject to significant known and unknown risks and uncertainties that may cause actual results or events to differ materially from those expressed or implied by such statements and, accordingly, should not be read as guarantees of future performance or results and will not necessarily be accurate indications of whether or not such results will be achieved. The forward-looking statements in this news release are based on information currently available and what management currently believes are reasonable assumptions. The Company does not undertake any obligation to publicly update or revise any forward-looking statements except as may be required by applicable law.
NON-GAAP MEASURES
Certain terms used in this news release, such as AFFO per share, are not measures defined under IFRS@ Accounting Standards as issued by the International Accounting Standards Board (“IFRS Accounting Standards”) and do not have standardized meanings prescribed by IFRS Accounting Standards. AFFO should not be construed as an alternative to “net income” or “cash flow from operating activities” determined in accordance with IFRS Accounting Standards as indicators of the Company’s performance. The Company’s method of calculating AFFO may differ from other issuers’ methods and accordingly, these measures may not be comparable to measures used by other issuers. The Company believes AFFO is a relevant measure of its ability to earn cash and pay dividends on its Common Shares. The definitions of these non-GAAP measures and an example of the reconciliation of AFFO to the most directly comparable IFRS measure are provided on page 51 of the Company’s management’s discussion and analysis for the year ended December 31, 2024, which is available on SEDAR+ (www.sedarplus.ca).
