Core Points - Brookdale Senior Living Inc. is urging shareholders to vote "FOR" its eight nominees listed on the BLUE proxy card in the upcoming 2025 Annual Meeting scheduled for July 11, 2025 [1][2] - The company has filed its definitive proxy statement with the SEC and launched a dedicated website for shareholder information [1][2] - The Board emphasizes its strategic initiatives aimed at enhancing shareholder value and highlights the poor engagement record of Pangaea Ventures, L.P., which seeks to replace six of the eight nominees [2][5] Company Strategy and Performance - The Board has implemented a clear strategy focused on streamlining operations, simplifying the business, and reducing leverage, resulting in a first quarter 2025 same community weighted average occupancy rate of 80% [4][10] - Brookdale's 2025 financial guidance has been raised, with RevPAR growth expectations adjusted from 4.75%-5.75% to 5.00%-5.75% and Adjusted EBITDA guidance increased from $430 million - $445 million to $440 million - $450 million [10][11] - The company is positioned to capitalize on demographic trends, with over one million seniors turning 80 each year through 2036, while new construction of senior housing remains low [14][15] Board Composition and Governance - The Board has undergone significant refreshment, with an average tenure of less than four years expected post-Annual Meeting, and has appointed two new independent directors with extensive industry experience [18][19][20] - The Board is committed to good governance, including a review of director tenure and performance-based long-term incentive awards in response to shareholder feedback [21][22] - The Board's proactive engagement with shareholders and efforts to maintain a constructive dialogue with Ortelius are highlighted, despite Ortelius's poor engagement record [22][26] Market Position and Future Outlook - Brookdale's portfolio is strategically focused on assisted living and memory care services, which are expected to yield higher margins due to the aging baby boomer demographic [15][16] - The company anticipates that returning to a pre-pandemic weighted average occupancy rate of 84.5% could generate approximately $170 million in incremental revenue and $125 million in incremental operating income [12] - Brookdale is well-positioned to address the growing demand for senior living services, with a needs-based product mix that caters to an older population facing chronic conditions [13][15]
Brookdale Files Definitive Proxy Statement and Mails Letter to Shareholders