(TSX Symbol: ACC) – Amica Mature Lifestyles Inc. (“Amica” or the “Company”) is pleased to announce the Company’s operating and financial results for the three months ended August 31, 2014.

FIRST QUARTER HIGHLIGHTS

  • FFO increased 8.9% and diluted FFO per share increased $0.012 per share to $0.136 compared to Q1/14;
  • AFFO increased 9.0% and diluted AFFO per share increased $0.011 to $0.134 per share compared to Q1/14;
  • Revenues increased 5.5% to $35.3 million compared to Q1/14;
  • Overall occupancy in mature same communities(1) at August 31, 2014 was 90.6%, compared to 90.6% at August 31, 2013;
  • Overall occupancy in the Company’s communities in lease-up at August 31, 2014 was 71.3% compared to 45.8% at August 31, 2013;
  • Mature same communities MARPAS increased by 2.8% compared to Q1/14. The Company has experienced monthly year-over-year MARPAS increases in its mature same communities for 56 consecutive months; and,
  • The Board approved a Fiscal 2015 second quarter dividend of $0.105 per common share.

“Fiscal 2015 is off to a promising start with a 5.5% increase in our first quarter revenue and a 9% or $0.011 per share increase in AFFO diluted per share to $0.134” said Samir Manji, Amica’s Chairman & CEO. “We also made modest progress towards improving our cash and working capital positions with several term financing initiatives completed or in progress. For Fiscal 2015 we are focused on improving margin and AFFO growth, while at the same time working to strengthen our cash and working capital positions including refinancing our due on demand loans with term loans.”

“We are pleased with the initial progress we have made by executing the first stages of our Fiscal 2015 plan to simplify our business” said David Minnett, Amica’s President. “We look forward to realizing the benefits from the series of initiatives being implemented during this fiscal year.”

FINANCIAL HIGHLIGHTS

The following table provides operational highlights for the three months ended August 31, 2014 (“Q1/15”) compared to the three months ended August 31, 2013 (“Q1/14”):

 

(Expressed in thousands of Canadian dollars, except per                  
share and share amounts)

 

 

       

Q1/15

      Q1/14      

Change

        $       $       $
 
Revenues       35,328       33,478       1,850
Retirement community margin(1)       11,964       10,447       1,517
Net loss and comprehensive loss attributable to:
Amica shareholders (987) (329) (658)
Non-controlling interests       (1,361)       (2,151)       790
        (2,348)       (2,480)       132
Basic and diluted loss per share attributable to:
Amica shareholders:       (0.03)       (0.01)       (0.02)
EBITDA(1)       9,745       8,426       1,319
FFO(1) 4,194 3,853 341
Diluted per share       0.136       0.124       0.012
AFFO(1) 4,147 3,803 344
Diluted per share       0.134       0.123       0.011
Weighted average number of shares (000’s):
Basic 30,794 30,758
Diluted       30,899       30,969        

(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 MD&A for the three months ended August 31, 2014 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.

Consolidated revenues

Q1/15 revenues increased by 5.5% to $35.3 million compared to $33.5 million in Q1/14.

Retirement communities revenue and expenses

Q1/15 retirement communities revenue increased 6.1% to $35.3 million (Q1/14: $33.2 million), compared with a 2.3% increase in retirement communities expenses to $23.3 million (Q1/14: $22.8 million). The following table summarizes the Company’s consolidated retirement communities margin (retirement communities revenues less retirement communities expenses before finance costs and depreciation expense) on a mature community and lease-up community basis for Q1/15 compared to Q1/14:

        Q1/15       Q1/14       Change       Q1/15       Q1/14       Change
(Expressed in thousands of Canadian dollars, except percentage amounts)                  
        $       $       $       %       %       %
Mature communities      

11,220

      10,614       606 34.8 33.8 1.0
Lease-up communities       744       (167)       911       24.7       (9.2)       33.9
Consolidated communities       11,964       10,447       1,517       33.9       31.4       2.5

Consolidated retirement communities margin increased $1.5 million, due to a $0.6 million increase in mature communities margin on a same community basis and a $0.9 million increase in lease-up communities margin resulting in a 2.5% increase in consolidated retirement communities margin percentage to 33.9% in Q1/15 from 31.4% in Q1/14.

Other income

Other income may consist of management fees, design fees, marketing fees and interest income from non-consolidated co-tenancies, as well as interest on cash balances.

In Q1/15 $0.1 million of other income was recognized from the Amica at Oakville project, compared with $0.2 million in Q1/14 which included income from the Amica at Aspen Woods project which was under development.

Finance costs

Finance costs for Q1/15 and Q1/14 are summarized as follows:

        Q1/15       Q1/14       Change
(Expressed in thousands of Canadian dollars)       $       $       $
                 
Interest expense and standby fees 4,752 4,624 128
Amortization and accretion, net 230 383 (153)
Guarantee fees 63 65 (2)
Change in fair value of interest rate swaps       (52)       (568)       516
        4,993       4,504       489

Interest expense and standby fees increased by $0.1 million to $4.8 million in Q1/15 principally due to interest on the demand operating loan and the consolidation of Amica at Aspen Woods in August 2013; these were partially offset by the interest rate reductions achieved on mortgage renewals and refinancing.

In Q1/15, an unrealized gain of $0.1 million was recorded in respect of interest rate swaps on floating rate mortgages compared to an unrealized gain of $0.6 million for Q1/14. Assuming the Company holds these mortgages and the interest rate swaps for their full terms, any unrealized gains or losses will reverse and the Company will not realize any gains or losses in respect of these interest rate swaps.

General and administrative (“G&A”) expenses

G&A expenses remained unchanged at $2.2 million in Q1/15. G&A expense in Q1/15 includes $0.2 million (Q1/14 - $0.1 million) of share-based compensation and $0.3 million in savings from lower bonus compensation paid in Q1/15 compared to what was accrued at May 31, 2014. The Q1/15 stock based compensation expense includes the annual employee stock option grant whereas in Fiscal 2014, the annual stock option grants were completed and expensed in Q2/14.

Depreciation expense

Depreciation expense for Q1/15 was unchanged at $7.4 million compared to Q1/14.

NET LOSS AND COMPREHENSIVE LOSS

For Q1/15, the net loss was $2.3 million compared to $2.5 million in Q1/14. The primary reasons for the decreased net loss are an increase in retirement community margin which was partially offset by increased finance costs, a decrease in other income and a reduced income tax recovery.

The Q1/15 net loss attributable to Amica shareholders was $1.0 million compared to $0.3 million in Q1/14.

EARNINGS BEFORE INTEREST TAXES AND DEPRECIATION (EBITDA)

Q1/15 EBITDA increased by $1.3 million to $9.7 million, compared to $8.4 million in Q1/14. The primary reason for the increase in EBITDA is the increase in retirement communities margin.

FUNDS FROM OPERATIONS (FFO)

Q1/15 FFO increased 8.9% to $4.2 million ($0.136 per share diluted) compared to $3.9 million in Q1/14 ($0.124 per share diluted).

ADJUSTED FUNDS FROM OPERATIONS (AFFO)

Q1/15 AFFO increased 9.0% to $4.1 million ($0.134 per share diluted) compared to $3.8 million in Q1/14 ($0.123 per share diluted). Q1/15 maintenance capital expenditures were $0.5 million (Q1/14 – $0.6 million) inclusive of a $0.4 million maintenance reserve (Q1/14 – $0.4 million).

COMMUNITY UPDATE

Mature same community MARPAS increased by 2.8% for Q1/15 compared to Q1/14. The Company has experienced monthly year-over-year MARPAS increases in its mature same communities for 56 consecutive months. The success on the MARPAS front, in addition to improved occupancy, is the result of increasing rents upon turnover and providing additional services that increase ancillary revenue.

The following is a summary of occupancy in the Company’s mature same communities:

Mature Same Community Occupancy    
        Overall(1)       Ontario(1)       British Columbia
August 31, 2014       90.6%       89.6%       93.3%
May 31, 2014 91.0% 90.2% 93.2%
August 31, 2013       90.6%       88.1%       97.0%

(1) Amica at Bayview Gardens and Amica at Windsor became Mature Communities effective July 1, 2014 and August 1, 2014 respectively. All occupancy figures in the above table, including comparatives, reflect Amica at Bayview Gardens and Amica at Windsor to report on a Mature Same Community basis.

The mature Ontario communities finished the quarter at 89.6%, down 0.6% from Q4/14 but up 1.5% from 88.1% at Q1/14. British Columbia was up marginally from Q4/14 at 93.3%. Overall occupancy for mature communities was down 0.4% from Q4/14 and unchanged from Q1/14. Our British Columbia communities have consistently achieved occupancy levels in excess of industry norms and we consider the 93.3% at August 31, 2014 to be respectable in light of the competitive landscape and over supply in some pockets. The focus remains on extracting value for the quality of the product offered by Amica as is being reflected in the rent and rate increases with suite turnover, especially with the Vitalis Assisted LivingTM services.

The following is a summary of overall occupancy in the Company’s communities in lease-up(1):

Lease-up Communities        
October 5, 2014       72 .6%(2)
August 31, 2014 71 .3%
May 31, 2014 66 .6%
August 31, 2013       45 .8%

(1) At August 31, 2014, there were two communities in lease-up: Amica at Aspen Woods and Amica at Quinte Gardens. Amica at Aspen Woods became a lease-up community as of its opening on August 9, 2013.

(2) Anticipated to increase to 76.8% following an additional 16 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.

Both lease up communities made progress in Q1/14 with Aspen Woods continuing to exceed lease up projections that should see them achieve stabilized occupancy ahead of pro forma.

Construction Updates and Expansion Projects

Amica at Oakville, in Ontario, which commenced construction (excavation and site servicing) in Q2/13 is expected to open in the summer of 2015. Construction costs are currently within budget. The marketing program has been initiated and reservations are now being accepted.

Upon obtaining construction financing, board approvals and required permits, the Company plans to proceed with the Amica at Swan Lake expansion, as well as the Amica at Dundas expansion.

Acquisition of Additional Ownership Interests in Co-Tenancies in and subsequent to Q1/15

On June 30, 2014, the Company increased its ownership in Amica at London from 35.5% to 43.5%. The aggregate cash consideration for the additional ownership interests totaled $0.3 million and was funded by way of participation in a new equity financing to fund the repayment of a portion of the construction loans on the property. The Company also funded an additional $1.3 million of the Amica at London equity financing to maintain its previously held 35.5% ownership position before the acquisition of the additional ownership interests.

On September 30, 2014, the Company increased its ownership in Amica at Newmarket from 56% to 62%; and in Amica at Bayview from 66.5% to 68.5%. The aggregate cash consideration including $0.25 million in non-interest bearing promissory notes payable for the additional ownership interests totaled $0.4 million. The promissory notes are due in one year.

FINANCIAL POSITION

The Company’s consolidated cash and cash equivalents balance, as at August 31, 2014, was $4.7 million compared to $5.3 million at May 31, 2014.

The Company has a $20 million demand operating loan facility secured by a 100% Company owned community. As at August 31, 2014, $7.5 million is available to the Company under this loan facility (amount available is net of $11.8 million drawn on the loan facility and $0.7 million in letters of credit secured by the loan facility). On October 10, 2014, the balance available under the demand loan was approximately $7.9 million.

At August 31, 2014, the Company has a working capital deficiency of $286.9 million (May 31, 2014 - $262.2 million). This working capital deficiency includes: mortgages payable due on demand at August 31, 2014 of $198.0 million (May 31, 2014 – $199.4 million); $24.5 million (May 31, 2014 – $33.2 million) in maturing mortgages for the twelve months ending August 31, 2015; and $31.1 million of mortgages payable classified as current as they did not meet their debt service covenant at August 31, 2014. The Company in the normal course of its business finances its properties in lease-up using mortgages payable due on demand and regularly has mortgages on other properties that mature within one year of the balance sheet date – these mortgages are reported in the current portion of mortgages payable and contribute significantly to the working capital deficiency. For the Company’s due on demand mortgages payable for properties that have not achieved stabilized occupancy, the Company monitors their occupancy and income growth for opportunities to seek conventional term mortgage financing to replace the due on demand loans.

The Company anticipates that it will be able to renew or replace all of its mortgages payable as they mature. The following is a summary of the Fiscal 2015 debt maturities (both those already re-financed and remaining maturities):

Re-financed/Renewed in Fiscal 2015

In July 2014, the Company renewed a $32.2 million due on demand construction loan facility. As part of the renewal the Company repaid $3.1 million of the facility. The renewed loan is due, the earlier of on demand and March 31, 2016, and the loan is open for repayment. Principal and interest payments on the loan are $143,000 per month, with interest unchanged at prime plus 1.25% or BA plus 2.75%. The Company also renewed a $3.4 million loan on this property to March 31, 2016 at a rate of 6% per annum and in July 2014 repaid $0.4 million of the principal on this loan.

In July 2014, the Company refinanced a $3.7 million mortgage which matured on June 1, 2014 for a term of 41 months at a new rate of 3.0% (previously was 3.41%). The renewed mortgage matures on December 1, 2017.

In August 2014, the Company obtained an additional $2.0 million term loan secured by one of its properties. This loan will mature April 2, 2018. Principal and interest payments will be made based on a 24 year amortization. The interest rate on this $2.0 million was fixed for its term at 3.83% with an interest rate swap.

In August 2014, the Company signed a commitment letter for a new $25.0 million term loan to replace an existing $23.3 million due on demand mortgage. The loan was funded September 30, 2014 and will mature on October 1, 2019. Principal and interest payments will be made based on a 25 year amortization with interest at 3.738%.

Remaining Maturities in Fiscal 2015

In July 2014, the Company signed a term sheet for a term loan for $7.7 million, to replace an existing open CMHC loan of approximately $3.2 million. The term of the loan will be either five, seven or ten years. The rate on the new loan will be 208 basis points over the bid-side yield of the respective Government of Canada bond rate. The Company expects to complete this refinancing in October 2014.

A $21.8 million CMHC insured mortgage currently bearing interest at 3.39% matures in March 2015 and it will have 20 years remaining in its insured amortization period. The Company plans to renew this mortgage and may increase the financing on this property.

CAPITAL EXPENDITURES

In Q1/15, the Company incurred $1.6 million in capital expenditures on its consolidated properties and corporate operations and $0.1 million (Q1/14 – $0.2 million) are classified as maintenance capital expenditures on real estate assets and deducted from FFO in calculating AFFO.

Total capital expenditures for consolidated communities and corporate operations for Fiscal 2015 are budgeted at $5.3 million, of which $2.8 million are maintenance capital expenditures (Amica’s proportionate share of these budgeted maintenance capital expenditures is $2.2 million). Amica is committed to investing in its properties to maintain the high standard it has set in luxury retirement living.

SECOND 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 December 15, 2014, to shareholders of the Company (the “Shareholders”) of record on November 28, 2014.

REDEMPTION OF RIGHTS PLAN

At the Company’s Annual General Meeting held on September 30, 2014 shareholders approved the termination (the “Termination”) of the shareholders rights plan agreement between the Company and Computershare Investor Services Inc. dated May 22, 2013 (the “Rights Plan”) and the redemption of all outstanding rights issued thereunder (the “Redemption”) for a nominal price of $0.00001 per right (the “Redemption Price”). The Company’s Board of Directors has set a record date of October 15, 2014 for the Redemption (the “Record Date”). In accordance with the terms of the Rights Plan, a Redemption Notice will be mailed to each holder of outstanding Rights as at 12:01 a.m. on the Record Date stating how they may arrange payment of the Redemption Price.

Of shareholders who voted at the meeting in person or by proxy, 99.7% were in favour of the Termination and Redemption.

RESULTS CONFERENCE CALL

Amica has scheduled a conference call to discuss the results on Tuesday, October 14, 2014 at 10:00 am Pacific Time (1:00 pm Eastern Time).

To access the call, dial:   1-416-847-6330 (Local/International access)
1-866-530-1553 (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 months ended August 31, 2014 and the management’s discussion and analysis are available on SEDAR at www.sedar.com and available on the Company’s website at www.amica.ca.

CONDENSED CONSOLIDATED INTERIM STATEMENTS OF FINANCIAL POSITION HIGHLIGHTS

(Expressed in thousands of Canadian dollars)

(Unaudited)

          August 31, 2014       May 31, 2014
          $       $
ASSETS            
Current
Cash and cash equivalents 4,714 5,282
Other         5,905       6,594
          10,619       11,876
Non-current
Deposits and other assets 1,166 1,665
Loans receivable from associates 2,673 2,644
Investments in associates 5,371 5,433
Property and equipment         635,593       641,418
          644,803       651,160
Total assets         655,422       663,036
 
LIABILITIES
Current
Mortgages payable 264,366 240,660
Other         33,139       33,373
          297,505       274,033
Non-current
Mortgages payable 227,378 254,583
Deferred income taxes         1,389       2,049
          228,767       256,632
Total liabilities         526,272       530,665
 
EQUITY
Equity attributable to owners of the company 118,095 122,770
Non-controlling interests         11,055       9,601
Total equity         129,150       132,371
Total liabilities and equity         655,422       663,036
 

CONDENSED CONSOLIDATED INTERIM STATEMENT OF COMPREHENSIVE LOSS

(Expressed in thousands of Canadian dollars, except per share amounts)

(Unaudited)

    3 Months Ended
          August 31, 2014       August 31, 2013
          $       $
       
Revenues:
Retirement communities 35,276 33,240
Other income         52       238
          35,328       33,478
Expenses and other items:
Retirement communities 23,312 22,793
Depreciation 7,420 7,390
Finance costs 4,993 4,504
General and administrative 2,247 2,248
Share of losses from associates         24       11
          37,996       36,946
 
Loss before income tax recovery         (2,668)       (3,468)
 
Income tax recovery:
Deferred         320       988
          320       988
 
Net loss and comprehensive loss         (2,348)       (2,480)
 
Net loss and comprehensive loss attributable to:
Owners of the Company (987) (329)
Non-controlling interests         (1,361)       (2,151)
          (2,348)       (2,480)
 
Weighted average shares (000’s) – basic and diluted 30,794 30,758
Basic and diluted loss per share ($0.03) ($0.01)

Forward-Looking Information

This news release contains “forward-looking information” within the meaning of applicable securities laws (“forward-looking statements”).

These forward-looking statements are made as of the date of this news release and the Company does not intend, and does not assume any obligation, to update these forward-looking statements, except as otherwise required by law. Users of forward-looking statements are cautioned that actual results may vary from forward-looking statements contained herein. Forward-looking statements include, but are not limited to, statements regarding future occupancy rates; anticipated future revenues, revenue and margin growth, financial results and operating performance; unlocking unrealized potential within our existing portfolio; interest rate savings on future re-financings and renewing maturing mortgages; future MARPAS growth; opening Amica at Oakville in summer 2015; Fiscal 2015 capital expenditures of $5.3 million with Amica’s proportionate share of maintenance capital expenditures being $2.2 million; proceeding with the Amica at Swan Lake and Amica at Dundas expansions once construction financing, board approvals and required permits are in place; the creation of long term shareholder value; dividends and other similar statements concerning anticipated future events, conditions or results that are not historical facts. In certain cases, forward-looking statements can be identified by the use of words such as “plans”, “expects” or “does not expect”, “is expected”, “budget”, “scheduled”, “estimates”, “forecasts”, “intends”, “anticipates” or “does not anticipate”, or “believes”, or variations of such words and phrases or statements that certain actions, events or results “may”, “could”, “would”, “might” or “will be taken”, “occur” or “be achieved”. While the Company has based these forward-looking statements on its expectations about future events as at the date that such statements were prepared, the statements are not a guarantee of the Company’s future performance and are subject to risks, uncertainties, assumptions and other factors which could cause actual results to differ materially from future results expressed or implied by such forward-looking statements. Such factors and assumptions include, amongst others, the effects of general economic and market conditions; actions by government authorities, including the granting of zoning and other approvals and permits; uncertainties associated with potential legal proceedings and negotiations, including negotiations with respect to construction financing and debt refinancing; and misjudgements in the course of preparing forward-looking statements. In addition, there are known and unknown risk factors which could cause the actual results, performance or achievements of the Company to be materially different from any future results, performance or achievements expressed or implied by the forward-looking statements. Known risk factors include, among others, risks related to dependence on the ability of Amica’s co-tenancy participants to meet their obligations; interest rate volatility in the marketplace; job actions including strikes and labour stoppages; possible liability under environmental laws and regulations, relating to removal or remediation of hazardous or toxic substances on properties owned or operated by Amica; risks associated with new developments, including cost overruns and start-up losses; the ability of seniors to pay for Amica’s services; regulatory changes; risks inherent in the ownership of real property; operational risks inherent in owning and operating residences; the risks associated with global events such as infectious diseases, extreme weather conditions and natural disasters; the availability of capital to finance growth or refinance debt as it comes due; Amica’s ability to attract seniors with its services and keep pace with changing consumer preferences, as well as those factors discussed in the “Risks and Uncertainties” section of the Company’s Management’s Discussion and Analysis for the three months ended August 31, 2014, and in the “Risk Factors” section of the Company’s Annual Information Form dated August 15, 2014, filed with the Canadian Securities Administrators and available at www.sedar.com. Although the Company has attempted to identify important factors that could cause actual actions, events or results to differ materially from those described in forward-looking statements, there may be other factors that cause actions, events or results not to be as anticipated, estimated or intended. There can be no assurance that forward-looking statements, or the material factors or assumptions used to develop such forward looking statements, will prove to be accurate. Accordingly, readers should not place undue reliance on forward-looking statements.

___________________________________

NON-IFRS FINANCIAL MEASURES

This news release makes reference to the following terms: “Earnings Before Interest, Taxes, Depreciation and Amortization” (or “EBITDA”), “Funds From Operations” (or “FFO”), “Adjusted Funds From Operations” (or “AFFO”), “Monthly Average Revenue Per Available Suite” (or “MARPAS”) and “Retirement Communities Margin” (collectively the “Non-IFRS Financial Measures”). These Non-IFRS Financial Measures are not recognized under IFRS and do not have standardized meanings prescribed by IFRS. The Company considers these Non-IFRS Financial Measures relevant in evaluating the operating and financial performance of the Company, along with IFRS measures such as net earnings (loss) and comprehensive income (loss), basic and diluted earnings (loss) per share and cash provided by (used in) operations. Definitions and detailed descriptions of these terms are contained in the MD&A.

(1) Mature Same Communities: Effective June 1, 2011, mature same communities was defined by the Company to be mature communities that are classified as income-producing properties for thirteen months after the earlier of reaching 90% occupancy or 36 months of operation, with the exception of Amica at Quinte Gardens. Amica at Quinte Gardens will be classified as a mature community thirteen months after the earlier of reaching 90% occupancy or two years post-acquisition by the Company.

ABOUT AMICA MATURE LIFESTYLES INC.

Amica Mature Lifestyles Inc., a Vancouver based public company, is a leader in the management, marketing, design, development and ownership of luxury seniors residences. There are 24 Amica Wellness & Vitality™ Residences in operation in Ontario, British Columbia and Alberta, Canada. Additionally, Amica has one residence under construction in Oakville, Ontario, one residence in pre-development in Calgary, Alberta and two existing operational residences in Ontario with expansions that are in pre-development. The common shares of Amica are traded on the Toronto Stock Exchange under the symbol “ACC”. For more information, visit www.amica.ca.

For further information, please contact:

Art Ayres

Chief Financial Officer

Amica Mature Lifestyles Inc.

(604) 630-3473

a.ayres@amica.ca

     

Troy Shultz

Manager, Investor Communications

Amica Mature Lifestyles Inc.

(604) 639-2171

t.shultz@amica.ca