Amica Mature Lifestyles Announces Third Quarter
Fiscal 2013 Results, Dividend, New Board of Director and Adoption of Advance Notice By-Laws
VANCOUVER, British Columbia--(BUSINESS WIRE)-- (TSX Symbol: ACC) - Amica Mature Lifestyles Inc. ("Amica" or the "Company") is pleased to announce the Company's operating and financial results for the third quarter, with several key items to highlight:
Revenues increased 27% to $24.9 million compared to Q3/12;
Overall occupancy in mature communities at February 28, 2013 was 94.5%, compared to 92.5% at May 31, 2012 and 90.8% at February 29, 2012;
Overall occupancy in the Company's communities in lease-up at February 28, 2013 was 68.4% compared to 61.7% at May 31, 2012;
Mature same communities(1) MARPAS increased by 6.8% for Q3/13 compared to Q3/12. The Company has experienced monthly year-over-year MARPAS increases in its mature same communities for 38 consecutive months;
Diluted AFFO per share for Q3/13 compared to Q3/12 remained unchanged at $0.09 per share and diluted AFFO Adjusted per share for Q3/13 decreased to $0.12 compared to $0.14 in Q3/12 (Note: Q3/13 AFFO reflects $0.9 million in maintenance capital expenditures compared to $0.3 million in Q3/12); and
The Board approved fiscal 2013 fourth quarter dividend of $0.105 per common share.
"We are extremely pleased to report significant MARPAS growth of 6.8% for the three months and 6.9% for the nine months ended February 28, 2013, the highest growth we've seen since 2004," said Samir Manji, Chairman, President and CEO of Amica Mature Lifestyles Inc. "Occupancy results increased across the board with overall occupancy in our mature communities growing by 3.7% to 94.5% at February 28, 2013, compared to February 29, 2012. If you remove Amica at Thornhill, as it is still in lease-up but now included in our mature communities, occupancy would have been 95.9% - something we have not achieved since 2008. These strong occupancy results are a testament to our exceptional employees, the strength of the Amica brand and the quality of lifestyle and experience that we provide to our Residents. While our AFFO results were lower than we had expected, this is largely a product of certain maintenance capital expenditures costs that we will incur this fiscal year which will ensure that we continue to maintain the high quality of physical Wellness & Vitality™ Residences that our brand represents. We are committed to ensuring that the momentum in occupancy continues, including for communities that are still in lease-up, and this remains a key priority for our Operations team. We have an exciting calendar year ahead with Amica at Aspen Woods ramping up to open in summer 2013, construction progressing on the Amica at Oakville project and the Amica at Swan Lake expansion project preparatory work underway."
The following table provides operational highlights for the three months ended
February 28, 2013 ("Q3/13") compared to the three months ended February 29, 2012 ("Q3/12") and the nine months ended February 28, 2013 ("YTD Fiscal 2013") compared to the nine months ended February 29, 2012 ("YTD Fiscal 2012"):
Net loss and comprehensive loss attributable to:
Basic and diluted loss per share attributable to:
Diluted per share
Diluted per share
Diluted per share
Diluted per share
Weighted average number of shares:
(1) This is a Non-IFRS Financial Measure used by the Company in evaluating its operating and financial performance. Please refer to the cautionary statements under the heading "NON-IFRS FINANCIAL MEASURES" in this news release. See also "DEFINITION AND RECONCILIATION OF NON-IFRS FINANCIAL MEASURES" section of the Company's management's discussion and analysis for the three and nine months ended February 28, 2013 (the "MD&A"), which is available on SEDAR at www.sedar.com for additional information on Non-IFRS Financial Measures including reconciliations thereof to net income/loss and comprehensive income/loss.
Q3/13 revenues increased by 27% or $5.2 million to $24.9 million compared to $19.7 million in Q3/12. YTD Fiscal 2013 consolidated revenues increased by 30% or $17.1 million to $73.2 million compared to $56.1 million in YTD Fiscal 2012, primarily due to higher retirement communities revenue.
Q3/13 retirement communities revenue increased by $5.4 million, or 30%, to $23.4 million compared to $18.0 million in Q3/12 as follows:
$4.6 million due to acquisitions as follows: (i) 50% proportionate consolidation of Amica at Dundas starting in Q4/12; (ii) 100% consolidation of Amica at Westboro Park beginning in Q1/13; (iii) 100% consolidation of Amica at Bearbrook beginning in Q2/13 and (iv) the acquisition of Quinte Gardens approximately half way into Q3/12; and
$0.8 million increase in revenues on a consolidated same community basis, due to improved occupancy and MARPAS.
YTD Fiscal 2013 retirement communities revenues increased by $16.9 million, or 33%, to $68.4 million compared to $51.5 million YTD Fiscal 2012 as follows:
$14.6 million due to acquisitions as follows: (i) 50% proportionate consolidation of Amica at Dundas starting in Q4/12; (ii) 100% consolidation of Amica at Westboro Park beginning in Q1/13; (iii) 100% consolidation of Amica at Bearbrook beginning in Q2/13 and (iv) the acquisition of Quinte Gardens approximately half way into Q3/12; and
$2.3 million increase in revenues on a consolidated same community basis, due to improved occupancy and MARPAS.
Expenses and other items
Q3/13 expenses and other items increased to $27.5 million from $22.6 million in Q3/12 primarily due to higher retirement communities expenses and depreciation expense. YTD Fiscal 2013 expenses and other items increased to $81.2 million from $64.2 million for YTD Fiscal 2012 primarily due to higher retirement communities expenses, depreciation expense, finance costs and general and administrative expenses, partially offset by a reduction in losses from equity accounted properties and no transaction costs incurred on business combinations.
In Q3/13, retirement communities expenses increased by $3.5 million or 30% to $15.0 million compared to $11.5 million in Q3/12 as follows:
$3.1 million due to acquisitions as follows: (i) 50% proportionate consolidation of Amica at Dundas starting in Q4/12; (ii) 100% consolidation of Amica at Westboro Park beginning in Q1/13; (iii) 100% consolidation of Amica at Bearbrook beginning in Q2/13 and (iv) the acquisition of Quinte Gardens in Q3/12; and
$0.4 million increase in expenses on a consolidated same community basis.
The Q3/13 percentage increase in retirement communities expenses is consistent with the percentage increase in retirement communities revenues which also increased 30%.
Retirement communities margin (retirement communities revenues less retirement communities expenses) increased $1.9 million over Q3/12 to $8.3 million in Q3/13. Retirement communities margin as a percentage of retirement communities revenues decreased from 35.9% in Q3/12 to 35.6% in Q3/13.
YTD Fiscal 2013 retirement communities expenses increased by $11.3 million or 34% to $44.3 million compared to $33.0 million for YTD Fiscal 2012 as follows:
$9.8 million due to acquisitions as follows: (i) 50% proportionate consolidation of Amica at Dundas starting in Q4/12; (ii) 100% consolidation of Amica at Westboro Park beginning in Q1/13; (iii) 100% consolidation of Amica at Bearbrook beginning in Q2/13 and (iv) the acquisition of Quinte Gardens in Q3/12; and
$1.5 million increase in expenses on a consolidated same community basis.
The YTD Fiscal 2013 increase of 34% in retirement communities expenses is consistent with the percentage increase in retirement communities revenues which increased 38%.
YTD Fiscal 2013 retirement communities margin increased $5.7 million over YTD Fiscal 2012 to $24.1 million. Retirement communities margin as a percentage of retirement communities revenues decreased from 35.8% in YTD Fiscal 2012 to 35.3% in YTD Fiscal 2013.
Net loss and comprehensive loss
For Q3/13 the net loss was $2.0 million compared to $2.8 million in Q3/12. For YTD Fiscal 2013 the net loss was $6.0 million compared to $6.6 million for YTD Fiscal 2012. The decrease in the loss for both the quarter and year-to-date periods is principally attributable to increases in retirement community margin and income tax recovery offset by increases in depreciation and finance costs as a result of the internal consolidations and acquisitions noted above. Further, in Q3/12 transaction costs on the acquisition of Quinte Gardens were recorded which increased the loss during Q3/12 and YTD Fiscal 2012.
Q3/13 FFO increased 42% to $3.7 million ($0.12 per share diluted) compared to $2.6 million in Q3/12 ($0.10 per share diluted) and YTD Fiscal 2013 FFO increased by 61% to $10.0 million ($0.32 per share diluted) compared to $6.2 million for YTD Fiscal 2012 ($0.26 per share diluted).
Q3/13 AFFO increased 21% to $2.8 million ($0.09 per share diluted) compared to $2.3 million in Q3/12 ($0.09 per share diluted). YTD Fiscal 2013 AFFO increased by 54% to $8.4 million ($0.27 per share diluted) compared to $5.4 million for YTD Fiscal 2012 ($0.23 per share diluted).
Maintenance capital expenditures were $0.9 million for Q3/13 (Q3/12 - $0.3 million) and $1.6 million for YTD Fiscal 2013 (YTD Fiscal 2012 - $0.8 million). These maintenance capital expenditures are inclusive of an increase of $0.7 million in the maintenance reserve in Q3/13. The increase in the maintenance reserve is based on management's expectation of $2.2 million in maintenance capital expenditures in Fiscal 2013. Amica is committed to investing in its properties to maintain the high standard it has set in luxury retirement living.. At February 28, 2013, the maintenance capital reserve is $1.2 million.
Q3/13 AFFO Adjusted increased 3% to $3.7 million ($0.12 per share diluted) compared to $3.6 million in Q3/12 ($0.14 per share diluted). YTD Fiscal 2013 AFFO Adjusted increased by 33% to $12.2 million ($0.40 per share diluted) compared to $9.2 million for YTD Fiscal 2012 ($0.39 per share diluted).
The following is a summary of occupancy in the Company's mature same communities:
Mature Same Community Occupancy
February 28, 2013
May 31, 2012
February 29, 2012
*All figures include Amica at Westboro Park and Amica at Thornhill to report on a same community basis
Mature same community occupancy would have been 95.9% if Amica at Thornhill was removed as it is still in lease-up but it is included in the Company's mature community occupancy results.
Ontario mature communities continue to experience strong occupancy growth. The continued strong occupancy in Ontario is attributable to the successful turnaround of some of the Ontario communities that are located in extremely competitive markets. Overall market conditions in Ontario bode well for continued steady growth.
British Columbia communities occupancy finished the quarter up 1.5% compared to November 30, 2012. The improvement in British Columbia occupancy during the third quarter was the result of continued focus and new initiatives in place to address the recent changes in market conditions, particularly on Vancouver Island, British Columbia.
The following is a summary of overall occupancy in the Company's communities in lease-up:
Lease-up Community Occupancy *
April 8, 2013
February 28, 2013
May 31, 2012
*There are four Communities currently in lease-up: Amica at Whitby, Amica at Bayview Gardens, Amica at Windsor and Amica at Quinte Gardens. Amica at London, which became a mature community effective April 1, 2013 (for occupancy reporting purposes), is also included in these lease-up figures. For the three and twelve months ended May 31, 2013, the Company will report Amica at London's occupancy in its mature community occupancy (not lease-up).
**Anticipated to increase to 72.7% following an additional 34 net pending move-ins which reflect suites that have been reserved with a deposit made for the reservation, less suites for which notice of termination has been received.
On December 1, 2012, the Company acquired additional ownership interests in Amica at Kingston, Amica at London, Amica at Thornhill and Amica at Whitby co-tenancies for aggregate cash consideration of $0.3 million and contingent payments totaling $0.1 million. As a result of the increased ownership percentage in Amica at Whitby, the accounting changed from cost to equity accounting effective December 1, 2012.
Subsequent to quarter end, the Company acquired additional ownership interests in the Amica at Westboro Park and Amica at Kingston co-tenancies for aggregate cash consideration of $0.8 million.
Amica at Aspen Woods, the Company's first project in Calgary, Alberta, is under construction and is on budget and scheduled to open in summer 2013. The Company has 36 suites reserved as of April 8, 2013, which represents 24.5% of the total available suites.
Amica at Oakville commenced construction in October 2012 and is expected to be completed in approximately two years. The Company continues to advance the design and planning for the Amica at Dundas expansion and upon obtaining construction financing the Company plans to proceed with the Amica at Swan Lake expansion and renovations, currently limited preparatory construction activities are in progress.
The Company's consolidated cash and cash equivalents balance as at February 28, 2013 was $14.1 million.
As at February 28, 2013, the balance drawn on the Company's demand operating loan is $nil.
The Company has locked in a five year interest rate of 2.38% down from 4.32% on a $12.0 million CMHC mortgage maturing in May 1, 2013.
In March 2013, the Company completed take out financing of an existing $30.6 million construction loan with a five year $30.6 million non-CMHC fixed rate (rate fixed with swap facility) loan at 3.73% (prior financing was variable rate at prime + 1%).
In March 2013, the Company also completed take out financing of a $8.3 million bridge loan with a five year $8.3 million non-CMHC loan with the interest rate to be fixed with a swap facility within 90 days (current interest rate is prime plus 0.5% on $7.5 million and bankers acceptances plus 1.95% on $0.8 million; prior financing was at prime + 0.75%).
FOURTH QUARTER DIVIDEND
The Company's Board of Directors (the "Board") has approved a quarterly dividend of $0.105 per common share on all issued and outstanding common shares which will be payable on June 14, 2013, to shareholders of record on May 31, 2013.
SHANT POLADIAN JOINS AMICA'S BOARD OF DIRECTORS
The Company is also pleased to announce that Shant Poladian has joined its Board and the audit committee of the Board, effective April 10, 2013.
Shant Poladian is currently Chief Executive Officer of FAM REIT, a diversified Canadian commercial property REIT listed on the Toronto Stock Exchange (F.UN:TSX). He has more than a decade of experience in the public securities industry including as Equity Research Analyst, and Managing Director, covering real estate/REITs at Canaccord Genuity Corp, from 2003 to 2012; and Equity Research Associate at BMO Nesbitt Burns from 2001 to 2003.
Mr. Poladian earned his Chartered Accountant (Ontario) designation in 2001. Mr. Poladian has a Bachelor of Commerce from the University of Toronto.
"We are very pleased to have Shant join the Amica Board," said Samir Manji. "Shant's capital markets experience and financial acumen will strengthen our Board and our Audit Committee".
AMICA ADOPTS ADVANCE NOTICE BYLAWS
Amica announces the adoption by its Board of amendments to its by-laws ("By-Laws") to include advance notice provisions, the purpose of which is to require that advance notice be provided to the Company in circumstances in which nominations of persons for election to the Board of Amica are made by shareholders other than pursuant to the requisition of a meeting or a shareholder proposal made in accordance with the Canada Business Corporations Act (the "By-law Amendment").
Among other things, the By-law Amendment fixes a deadline by which shareholders must provide notice to the Company of nominations for election to the Board and sets forth the information that a shareholder must include in the notice to the Company for the notice to be in proper written form.
In the case of an annual meeting of shareholders, notice to the Company must be provided not later than 5:00 pm (Vancouver time) on the date that is 30 prior to the date of the annual meeting nor earlier than 9:00 am (Vancouver time) on the date that is 65 days prior to the date of the annual meeting; provided, however, that in the event that the annual meeting is to be held on a date that is fewer than 50 days after the date on which the first public filing or announcement of the date of the annual meeting was made, notice may be provided not later than 5:00 pm (Vancouver time) on the 10th day following such public filing or announcement.
In the case of a special meeting of shareholders (which is not also an annual meeting) called for the purpose of electing directors (whether or not called for other purposes), notice to the Company must be provided not later than 5:00 pm (Vancouver time) on the 15th day following the day on which the first public filing or announcement of the date of the special meeting was made.
The By-Law Amendment is effective immediately and will be placed before shareholders for ratification at the Company's next shareholders' meeting. A copy of the By-Law Amendment, containing the details of the advance notice provisions, has been filed under the Company's profile on SEDAR at www.sedar.com.
RESULTS CONFERENCE CALL ON WEDNESDAY, APRIL 10, 2013
Amica has scheduled a conference call to discuss the results on Wednesday, April 10, 2013 at 10:00 am Pacific Time (1:00 pm Eastern Time). To access the call, dial (416) 644-3414 (Local/International access) or 1-800-814-4859 (North American toll-free access). A slide presentation to accompany management's comments during the conference call will be available. To view the slides, access Amica's website at www.amica.ca and click on "Investor Relations" - "Presentations & Webcasts". Please log on at least 15 minutes before the call commences.
The Company's unaudited condensed consolidated interim financial statements for the three and nine months ended February 28, 2013, and the management's discussion and analysis are available on SEDAR atwww.sedar.comand available on the Company's website atwww.amica.ca.
CONSOLIDATED STATEMENTS OF FINANCIAL POSITION HIGHLIGHTS
February 28, 2013
May 31, 2012
(Expressed in thousands of Canadian dollars)
Cash and cash equivalents
Investments in associates
Property, plant and equipment
Deferred income taxes
Obligation to investments in associates
Equity attributable to owners of the company
Total liabilities and equity
CONSOLIDATED STATEMENTS OF COMPREHENSIVE LOSS HIGHLIGHTS
3 Months Ended
9 Months Ended
Expenses and other items:
General and administrative
Share of losses from associates
Loss (gain) on acquisitions/disposal
Transaction costs, business combinations