Summary of Brookdale Senior Living Conference Call Company Overview - **Company**: Brookdale Senior Living (NYSE: BKD) - **Industry**: Senior Housing Facilities - **Position**: Largest operator of senior housing facilities in the United States - **Current Status**: Transitioning from challenges faced during COVID-19, with a focus on improving occupancy and financial performance [1][4][6] Key Points and Arguments Occupancy and Financial Performance - **Occupancy Rate**: Achieved an average occupancy of 80% in Q2 2025, which is critical for covering fixed costs in a high fixed cost business [4][5] - **Future Expectations**: Aiming to return to pre-pandemic occupancy levels of 89%, with August occupancy reported at 81.5% [14][9] - **Revenue Growth**: Adjusted EBITDA growth has improved leverage, translating into increased shareholder value [5][14] Market Dynamics - **Supply and Demand**: Favorable market conditions with a decrease in new construction since 2017 and an expected increase of one million baby boomers turning 80 each year through 2026 [6][48] - **Community Portfolio**: Rationalizing the community portfolio from over 1,100 to an expected 550 by mid-2026 to optimize operations [7][8] Strategic Initiatives - **Brookdale HealthPlus Program**: A care coordination initiative that has shown significant positive outcomes, including an 80% reduction in urgent care visits and a 66% reduction in hospitalizations [10][11] - **Investment in Communities**: Ongoing CapEx investments to enhance community appeal and competitiveness, including a $5 million First Impressions program [31][32] Pricing and Revenue Management - **Pricing Strategy**: Dynamic pricing strategies based on occupancy levels, with a focus on filling lower-occupied communities while managing rates in higher-occupied ones [17][19] - **Revenue Per Occupied Room (RevPOR)**: Year-to-date RevPOR growth of 2.6% against expense growth of 2%, indicating effective cost management [19][20] Financial Health and Deleveraging - **Debt Management**: No debt maturities until June 2026, with a focus on reducing leverage from nearly 20 times to a target of low nine times [5][34][35] - **Cash Flow**: Positive cash flow reported in Q1 and Q2 2025, with expectations for continued improvement as occupancy grows [5][48] Marketing and Resident Engagement - **Marketing Strategy**: Shift from reliance on third-party referrals to internal marketing efforts, with a focus on enhancing resident experience to improve retention [42][46] - **Net Promoter Score**: Continuous improvement in resident and family satisfaction metrics, indicating successful engagement strategies [46] Additional Important Insights - **Long-term Outlook**: The company is positioned for durable, sustainable growth due to favorable macroeconomic conditions and a strong focus on operational efficiency [47][48] - **Community Ownership Strategy**: Transitioning from leased to owned properties to reduce financing costs and enhance cash flow [29][30] This summary encapsulates the key insights and strategic directions discussed during the Brookdale Senior Living conference call, highlighting the company's recovery trajectory, market positioning, and future growth potential.

Core Insights - Brookdale Senior Living Inc. will participate in the 2025 Jefferies Healthcare Services Conference on September 30, 2025, with a fireside chat scheduled to begin at 8:00 am CST [1] - A replay of the webcast will be available on the Company's website until October 31, 2025 [2] Company Overview - Brookdale Senior Living Inc. is the leading operator of senior living communities in the United States, managing 645 communities across 41 states and serving approximately 58,000 residents as of June 30, 2025 [2] - The Company offers various living arrangements, including independent living, assisted living, memory care, and continuing care retirement communities, focusing on empowering seniors to live with dignity and purpose [2] - Brookdale emphasizes its commitment to exceptional service through its core values of passion, courage, partnership, and trust, aiming to redefine senior living for a healthier future [2]

Group 1 - Brookdale Senior Living, Inc. (NYSE: BKD) shares have increased by 12% since the last publication, indicating positive market sentiment [1] - The current focus is on whether BKD is in an earnings expansion phase and the extent of its growth potential [1] Group 2 - The analysis emphasizes the importance of fundamental value drivers in identifying long-term investment opportunities [1] - The research covers a wide range of financial market participants, including speculators, hedgers, and long-term traders [1]

Core Insights - Brookdale Senior Living Inc. reported a consolidated occupancy rate of 81.8% for August 2025, reflecting a growth of 290 basis points year-over-year and 70 basis points sequentially [7] - The same community weighted average occupancy increased by 260 basis points year-over-year to 82.2% [7] Company Overview - Brookdale Senior Living Inc. operates 645 senior living communities across 41 states, serving approximately 58,000 residents as of June 30, 2025 [3] - The company focuses on independent living, assisted living, memory care, and continuing care retirement communities, aiming to enrich the lives of seniors through compassionate care and exceptional service [3] - Brookdale's mission is guided by four cornerstones: passion, courage, partnership, and trust, emphasizing wellness, personal growth, and meaningful relationships [3] Recent Performance - The consolidated month-end occupancy for August increased by 60 basis points from July and 280 basis points compared to the same period last year [7] - The third quarter-to-date consolidated weighted average occupancy stands at 81.5%, marking a 140 basis point sequential increase from the full second quarter [7]

Market Overview - The U.S. stock market is expected to face ongoing volatility due to uncertainties surrounding trade policies, economic challenges, and changing investor sentiment [1] - A 90-day extension on higher tariffs against China provides temporary relief, but the lack of clarity on tariffs suggests that volatility will persist [1] Investment Strategy - Investors are encouraged to consider broker recommendations as a practical approach to identify promising stocks amid market uncertainty [2] - Broker-backed stocks such as American Axle & Manufacturing (AXL), Brookdale Senior Living (BKD), Adient (ADNT), Asbury Automotive (ABG), and AutoNation (AN) are highlighted as attractive options for potential returns [2][8] Stock Screening Methodology - A screening process has been developed to identify stocks based on improving broker recommendations and upward revisions in earnings estimates over the past four weeks [3] - The screening criteria include net upgrades in ratings, percentage change in earnings estimates, and price-to-sales ratio, focusing on companies with strong top-line performance [4][5] Featured Stocks - **American Axle & Manufacturing (AXL)**: The company is making significant progress in the electric drive sector and has secured multiple contracts, indicating strong growth potential. AXL has exceeded earnings estimates by an average of 584.1% over the past four quarters [6][7] - **Brookdale Senior Living (BKD)**: An increase in occupancy rates is expected to drive higher resident fee revenues, contributing to growth in adjusted EBITDA. BKD's earnings estimate for 2025 has been revised upward by 7.8% from 2024 [9] - **Adient (ADNT)**: The company has a diverse customer base and is focused on product launches to secure new business. ADNT has beaten earnings estimates in three of the past four quarters, with an average beat of 30.3% [10][11] - **Asbury Automotive (ABG)**: The company's diversified product mix and e-commerce platform are driving growth. ABG has beaten earnings estimates in two of the past four quarters, with an average beat of 5.9% [12][13] - **AutoNation (AN)**: As one of the largest automotive retailers, AutoNation is expanding its store network and embracing digital transformation. AN has surpassed earnings estimates in three of the past four quarters, with an average beat of 7.5% [14][15]

PART I. FINANCIAL INFORMATION [Item 1. Financial Statements](index=4&type=section&id=Item%201.%20Financial%20Statements) Q2 2025 financial statements show revenue growth and improved operating cash flow, offset by a wider net loss and decreased total assets [Condensed Consolidated Balance Sheets](index=4&type=section&id=Condensed%20Consolidated%20Balance%20Sheets) The balance sheet as of June 30, 2025, shows a decrease in total assets and equity, alongside a slight reduction in total liabilities Condensed Consolidated Balance Sheet Highlights (in thousands) | Account | June 30, 2025 (Unaudited) | December 31, 2024 | | :--- | :--- | :--- | | **Assets** | | | | Cash and cash equivalents | $251,888 | $308,925 | | Total current assets | $467,481 | $512,937 | | Total assets | $6,141,466 | $6,335,562 | | **Liabilities & Equity** | | | | Total current liabilities | $565,722 | $579,763 | | Long-term debt, less current portion | $4,232,238 | $4,022,008 | | Total liabilities | $6,034,686 | $6,121,657 | | Total equity | $106,780 | $213,905 | [Condensed Consolidated Statements of Operations](index=5&type=section&id=Condensed%20Consolidated%20Statements%20of%20Operations) The statements of operations for Q2 2025 show increased revenue but a widened net loss, with a substantial increase in net loss for the six-month period Key Operating Results (in thousands, except per share data) | Metric | Q2 2025 | Q2 2024 | Six Months 2025 | Six Months 2024 | | :--- | :--- | :--- | :--- | :--- | | Total revenue | $812,944 | $777,541 | $1,626,808 | $1,560,372 | | Income (loss) from operations | $14,907 | $19,162 | $44,483 | $38,408 | | Net loss attributable to stockholders | $(43,024) | $(37,727) | $(108,003) | $(67,293) | | Basic and diluted net loss per share | $(0.18) | $(0.17) | $(0.46) | $(0.30) | [Condensed Consolidated Statements of Cash Flows](index=7&type=section&id=Condensed%20Consolidated%20Statements%20of%20Cash%20Flows) Cash flow statements for H1 2025 show significantly improved operating cash flow, increased investing activities due to acquisitions, and a net decrease in cash Cash Flow Summary for Six Months Ended June 30 (in thousands) | Cash Flow Activity | 2025 | 2024 | | :--- | :--- | :--- | | Net cash provided by operating activities | $106,966 | $54,524 | | Net cash provided by (used in) investing activities | $(377,154) | $(75,403) | | Net cash provided by (used in) financing activities | $213,910 | $33,715 | | **Net (decrease) in cash** | **$(56,278)** | **$12,836** | [Notes to Condensed Consolidated Financial Statements](index=8&type=section&id=Notes%20to%20Condensed%20Consolidated%20Financial%20Statements) Notes detail business operations, accounting policies, and financial position, including community portfolio, revenue sources, debt structure, and recent acquisitions - As of June 30, 2025, the company operates **645 senior living communities** across the U.S., with a majority (**382**) being owned properties[17](index=17&type=chunk) - **Private pay residents** are the primary source of revenue, accounting for **93.9% of resident fees** in the first half of 2025[30](index=30&type=chunk) - Total **long-term debt** stood at approximately **$4.3 billion** as of June 30, 2025, with **88.0% ($3.8 billion)** being non-recourse property-level mortgage financing[37](index=37&type=chunk)[38](index=38&type=chunk) - In February 2025, the company acquired **25 communities** from Diversified Healthcare Trust for **$135.0 million** and **5 communities** from Welltower Inc. for **$175.0 million**, all of which were previously leased[54](index=54&type=chunk)[56](index=56&type=chunk) [Management's Discussion and Analysis of Financial Condition and Results of Operations](index=22&type=section&id=Item%202.%20Management%27s%20Discussion%20and%20Analysis%20of%20Financial%20Condition%20and%20Results%20of%20Operations) Management's discussion highlights improved operating performance and strategic portfolio adjustments, despite a widened net loss, with a focus on liquidity and debt management [Overview and Community Transactions](index=23&type=section&id=Overview%20and%20Community%20Transactions) This section provides an overview of the company's community portfolio and details recent strategic transactions, including acquisitions and lease amendments - In February 2025, the company acquired **25 communities** from Diversified Healthcare Trust for **$135.0 million** and **5 communities** from Welltower for **$175.0 million**[96](index=96&type=chunk)[97](index=97&type=chunk) - The master lease with Ventas was amended, resulting in the renewal of **65 community leases** and the planned transition or sale of the remaining **55 communities**, which are now excluded from the same-community portfolio[98](index=98&type=chunk) - The company plans to dispose of **12 owned communities** currently classified as held for sale within the next twelve months[100](index=100&type=chunk) [Results of Operations](index=23&type=section&id=Results%20of%20Operations) Q2 2025 results show increased resident fees and Adjusted EBITDA, but a wider net loss due to higher expenses and a significant loss on debt extinguishment Q2 2025 vs Q2 2024 Summary Operating Results (in thousands) | Metric | Q2 2025 | Q2 2024 | Change (%) | | :--- | :--- | :--- | :--- | | Resident fees | $775,614 | $739,709 | 4.9% | | Facility operating expense | $562,317 | $537,507 | 4.6% | | Net income (loss) | $(43,039) | $(37,742) | 14.0% | | Adjusted EBITDA | $117,050 | $97,816 | 19.7% | - The increase in Q2 resident fees was driven by a **4.8% rise in same-community RevPAR**, which resulted from a **2.4% increase in RevPOR** and a **190 basis point increase in weighted average occupancy**[106](index=106&type=chunk) - The net loss for the first six months of 2025 increased significantly, primarily due to a **$32.8 million loss on extinguishment of a financing obligation** from the reacquisition of three communities[130](index=130&type=chunk) [Liquidity and Capital Resources](index=37&type=section&id=Liquidity%20and%20Capital%20Resources) This section details the company's liquidity position, improved Adjusted Free Cash Flow, significant debt levels, and projected capital expenditures - Total liquidity was **$350.0 million** as of June 30, 2025, including **$251.9 million** of unrestricted cash and **$98.1 million** of availability on the secured credit facility[163](index=163&type=chunk) Adjusted Free Cash Flow (in thousands) | Period | Six Months Ended June 30, 2025 | Six Months Ended June 30, 2024 | | :--- | :--- | :--- | | Adjusted Free Cash Flow | $23,688 | $(31,813) | - The company projects full-year 2025 **non-development capital expenditures** to be between **$175.0 million and $180.0 million**, net of reimbursements[171](index=171&type=chunk) - As of June 30, 2025, the company had **$4.3 billion of debt outstanding** with a weighted average interest rate of **5.20%**, with **88.0%** being non-recourse property-level financing[161](index=161&type=chunk) [Non-GAAP Financial Measures](index=42&type=section&id=Non-GAAP%20Financial%20Measures) This section defines and reconciles key non-GAAP financial measures, including Adjusted EBITDA for operating performance and Adjusted Free Cash Flow for liquidity assessment Reconciliation of Net Income (Loss) to Adjusted EBITDA (in thousands) | Description | Three Months Ended June 30, 2025 | Six Months Ended June 30, 2025 | | :--- | :--- | :--- | | Net income (loss) | $(43,039) | $(108,032) | | Adjustments (Taxes, Interest, D&A, etc.) | $149,576 | $337,034 | | Other Adjustments (Impairment, Stock Comp, etc.) | $9,513 | $12,187 | | **Adjusted EBITDA** | **$117,050** | **$241,189** | [Quantitative and Qualitative Disclosures About Market Risk](index=44&type=section&id=Item%203.%20Quantitative%20and%20Qualitative%20Disclosures%20About%20Market%20Risk) The company's primary market risk is interest rate fluctuations on variable-rate debt, largely mitigated by hedges, with sensitivity analysis provided for SOFR changes - As of June 30, 2025, the company had **$1.2 billion of long-term variable rate debt**, with **92%** subject to interest rate cap or swap agreements[194](index=194&type=chunk)[195](index=195&type=chunk) Annual Interest Expense Increase from SOFR Increase (in millions) | Increase in SOFR (basis points) | Annual Interest Expense Increase | | :--- | :--- | | 100 | $3.6 | | 200 | $5.0 | | 500 | $8.9 | | 1,000 | $13.9 | [Controls and Procedures](index=45&type=section&id=Item%204.%20Controls%20and%20Procedures) Management concluded disclosure controls were effective, while a new ERP system implementation is causing ongoing changes to internal financial reporting controls - Management concluded that **disclosure controls and procedures were effective** as of the end of the quarter[199](index=199&type=chunk) - The company is implementing a new **ERP system**, leading to ongoing changes in its internal control over financial reporting[200](index=200&type=chunk) PART II. OTHER INFORMATION [Legal Proceedings](index=45&type=section&id=Item%201.%20Legal%20Proceedings) Information regarding legal proceedings, including litigation and claims, is incorporated by reference from Note 8 of the financial statements - Information regarding legal proceedings is detailed in **Note 8** to the condensed consolidated financial statements[201](index=201&type=chunk) [Risk Factors](index=45&type=section&id=Item%201A.%20Risk%20Factors) A new material risk factor highlights potential business disruption and negative market perception due to the recent CEO departure and management transition - A new risk factor was added related to the transition of management following the departure of the President and CEO on **April 13, 2025**, which could harm the business[203](index=203&type=chunk) [Unregistered Sales of Equity Securities and Use of Proceeds](index=46&type=section&id=Item%202.%20Unregistered%20Sales%20of%20Equity%20Securities%20and%20Use%20of%20Proceeds) During Q2 2025, the company acquired shares to cover tax liabilities from vested restricted stock units, with $44.0 million remaining for repurchases Share Repurchases in Q2 2025 | Period | Total Shares Purchased | Average Price Paid per Share | | :--- | :--- | :--- | | Q2 2025 Total | 243,898 | $5.76 | - All shares purchased were withheld to satisfy **tax liabilities** on vested restricted stock units, not open market purchases under the public plan[208](index=208&type=chunk) - As of June 30, 2025, **$44.0 million** remained available for future purchases under the company's share repurchase program[208](index=208&type=chunk) [Other Information](index=46&type=section&id=Item%205.%20Other%20Information) This section discloses no Rule 10b5-1 trading arrangements and details the August 2025 amendment to the Tier I Severance Pay Policy for executive officers - On **August 5, 2025**, the company amended and restated its **Tier I Severance Pay Policy** for executive officers[207](index=207&type=chunk) - Key amendments to the severance policy include providing severance payments for termination with **\"good reason\"** equivalent to termination without **\"cause\"** and expanding the definition of **\"good reason\"** to include significant changes in reporting relationships[207](index=207&type=chunk)[210](index=210&type=chunk) [Exhibits](index=48&type=section&id=Item%206.%20Exhibits) This section provides a list of all exhibits filed with the Form 10-Q, including corporate governance documents, debt agreements, and certifications - A list of all exhibits filed with the report is provided, including key agreements and certifications[211](index=211&type=chunk)

Financial Data and Key Metrics Changes - Brookdale reported a same community weighted average occupancy of 80.7%, an increase of 190 basis points year-over-year [5] - Adjusted EBITDA grew by 19.7% quarter-over-quarter and 23.4% for the first half of the year [6] - Adjusted free cash flow for the quarter was $20 million, compared to a negative $6 million in the same quarter last year [7][34] - Consolidated RevPAR increased by 5.1% year-over-year, driven by a 200 basis point increase in weighted average occupancy [27] Business Line Data and Key Metrics Changes - The same community RevPAR increased by 4.8% year-over-year, supported by a 190 basis point occupancy growth [31] - The occupancy band of communities with less than 70% occupancy decreased from 143 to 129, indicating operational improvements [10] - Communities with over 95% occupancy increased from 73 to 88, a 21% improvement [10] Market Data and Key Metrics Changes - The company experienced a sequential occupancy growth of 80 basis points, the strongest second quarter growth since 2022 [25] - Move-ins were 7% above the prior year and 9% above historic averages, indicating a positive trend in demand [28] Company Strategy and Development Direction - Brookdale's five-part strategy focuses on improving operating performance, optimizing the real estate portfolio, capital reinvestment, reducing leverage, and elevating quality for residents and associates [8][14][17][20] - The company plans to exit 55 leased assets by year-end to streamline its portfolio [14] - Capital reinvestment of $49 million was made in Q2, with over 500 capital-related projects underway [17] Management's Comments on Operating Environment and Future Outlook - Management expressed optimism about continued occupancy growth and improved financial performance, expecting the positive impact of occupancy results to be realized in the third quarter [29][41] - The company anticipates a negative adjusted EBITDA impact of approximately $2 million due to the timing of community transitions [38] Other Important Information - Brookdale's total liquidity increased to $350 million, a $44 million sequential increase [34] - The company is focused on enhancing the quality of care through the rollout of the Brookdale Health Plus program, which is expected to be in nearly 200 communities by year-end [86][88] Q&A Session Summary Question: What initiatives have been implemented to drive occupancy? - Management emphasized the focus on SWAT teams to drive profitable occupancy and accountability through daily operational meetings [45][46] Question: How should the balance between rate and occupancy be approached? - Management highlighted the importance of increasing occupancy in the less than 70% band to cover fixed costs, while maximizing pricing in higher occupancy bands [51][52] Question: What is the outlook for controllable move-outs? - Management noted improvements in the attrition rate and emphasized the importance of resident retention programs [63] Question: Can you elaborate on the softness in move-ins early in the quarter? - Management attributed the softness to macroeconomic uncertainty but noted a recovery in move-ins during May and June [71][72] Question: What are the drivers behind the improved cash flow? - Management indicated that improved operations were the primary driver of adjusted free cash flow, despite some working capital variability [75]

Brookdale Overview - Brookdale operates 645 senior living communities across 41 states[8] - The company has the capacity to serve approximately 58,000 residents[8] - 94% of senior living resident fees are private pay[8] Financial Performance and Guidance - Second quarter Adjusted Free Cash Flow improved by $25 million year-over-year, reaching $20 million[33] - The company anticipates portfolio ownership to increase to 75% by the end of 2025[20] - 2025 Adjusted EBITDA guidance increased by $5 million at the midpoint, with a range of $445 to $455 million[37, 36] - Adjusted Free Cash Flow for 2025 is projected to be between $30 to $50 million[36] Occupancy and RevPAR - Consolidated weighted average occupancy grew by 200 bps in the second quarter year-over-year[33] - July 2025 month-end consolidated occupancy reached 82.6%, marking eight consecutive months of acceleration[33] - The company expects RevPAR YOY Growth of 5.25% to 6.00% for 2025[36] Capital Structure - 72% of the company's debt is fixed rate debt[42] - 88% of the company's debt is non-recourse property-level mortgage financings[42]

Group 1 - Brookdale Senior Living reported a quarterly loss of $0.18 per share, which was worse than the Zacks Consensus Estimate of a loss of $0.14, and compared to a loss of $0.17 per share a year ago, indicating an earnings surprise of -28.57% [1] - The company posted revenues of $812.94 million for the quarter ended June 2025, missing the Zacks Consensus Estimate by 0.64%, and this represents an increase from year-ago revenues of $777.54 million [2] - Brookdale shares have increased approximately 56.7% since the beginning of the year, significantly outperforming the S&P 500's gain of 7.1% [3] Group 2 - The earnings outlook for Brookdale is crucial for investors, as it includes current consensus earnings expectations for upcoming quarters and any recent changes to these expectations [4] - The trend for estimate revisions ahead of the earnings release was favorable, resulting in a Zacks Rank 2 (Buy) for the stock, suggesting it is expected to outperform the market in the near future [6] - The current consensus EPS estimate for the upcoming quarter is -$0.20 on revenues of $823.17 million, and for the current fiscal year, it is -$0.82 on revenues of $3.19 billion [7] Group 3 - The outlook for the Medical - Nursing Homes industry, to which Brookdale belongs, is currently strong, ranking in the top 7% of over 250 Zacks industries, indicating that stocks in the top 50% of Zacks-ranked industries tend to outperform those in the bottom 50% by more than 2 to 1 [8]

[Form 8-K Filing](index=1&type=section&id=Form%208-K%20Filing) [Item 2.02 Results of Operations and Financial Condition](index=2&type=section&id=Item%202.02%20Results%20of%20Operations%20and%20Financial%20Condition) The company announced June 2025 occupancy and Q2 2025 financial information via a furnished press release, exempt from Section 18 liability - The company issued a press release on **July 8, 2025**, announcing its consolidated occupancy for **June 2025** and other information for the **second quarter of 2025**[8](index=8&type=chunk) - The information in the press release is furnished, not filed, exempting it from **Section 18 liabilities** of the Securities Exchange Act of 1934[9](index=9&type=chunk) [Item 7.01 Regulation FD Disclosure](index=2&type=section&id=Item%207.01%20Regulation%20FD%20Disclosure) Information from Item 2.02 is incorporated by reference to satisfy Regulation Fair Disclosure requirements - Information from **Item 2.02** is incorporated by reference to comply with **Regulation FD**[10](index=10&type=chunk) [Item 9.01 Financial Statements and Exhibits](index=2&type=section&id=Item%209.01%20Financial%20Statements%20and%20Exhibits) This section lists the exhibits accompanying the Form 8-K filing, with the press release as a key exhibit List of Exhibits | Exhibit No. | Description | | :--- | :--- | | 99.1 | Press Release dated July 8, 2025 | | 104 | Cover Page interactive Data File (embedded within the Inline XBRL document) |