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SONIDA SENIOR LIVING, INC.

For the period ended Dec 31, 2024. Filed Mar 17, 2025.

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About this filing

A company's yearly report to the SEC, with audited financial statements. It is the fullest account a company gives of its business, its finances and the risks it sees.

FY2024 · Filed Mar 17, 2025

SNDA$33.22+1.3%Stored close · as of Nov 9, 2026

Extracted filing text, with the paragraph anchors used by the comparison.

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Contents

Index to Financial Statements

Page
Consolidated Financial Statements of Sonida Senior Living, Inc.
Report of Independent Registered Public Accounting Firm, BDO USA, P.C.; Dallas, Texas (PCAOB ID: 243)F-2
Report of Independent Registered Public Accounting Firm (PCAOB ID: 49)F-4
Consolidated Balance Sheets — December 31, 2024 and 2023F-5
Consolidated Statements of Operations — For the years ended December 31, 2024 and 2023F-6
Consolidated Statements of Comprehensive Loss — For the years ended December 31, 2024 and 2023F-7
Consolidated Statements of Shareholders’ Equity (Deficit) — For the years ended December 31, 2024 and 2023F-8
Consolidated Statements of Cash Flows — For the years ended December 31, 2024 and 2023F-9
Notes to Consolidated Financial StatementsF-10

Shareholders and Board of Directors

Opinion on the Consolidated Financial Statements

We have audited the accompanying consolidated balance sheet of Sonida Senior Living, Inc. (the “Company”) as of December 31, 2024, the related consolidated statements of operations, comprehensive loss, shareholders’ equity (deficit), and cash flows for the year then ended, and the related notes (collectively referred to as the “consolidated financial statements”). In our opinion, the consolidated financial statements present fairly, in all material respects, the financial position of the Company at December 31, 2024, and the results of its operations and its cash flows for the year then ended, in conformity with accounting principles generally accepted in the United States of America.

We also have audited, in accordance with the standards of the Public Company Accounting Oversight Board (United States) (PCAOB), the Company’s internal control over financial reporting as of December 31, 2024, based on criteria established in Internal Control – Integrated Framework (2013) issued by the Committee of Sponsoring Organizations of the Treadway Commission (COSO) and our report dated March 17, 2025 expressed an adverse opinion thereon.

These consolidated financial statements are the responsibility of the Company’s management. Our responsibility is to express an opinion on the Company’s consolidated financial statements based on our audit. We are a public accounting firm registered with the PCAOB and are required to be independent with respect to the Company in accordance with the U.S. federal securities laws and the applicable rules and regulations of the Securities and Exchange Commission and the PCAOB.

We conducted our audit in accordance with the standards of the PCAOB. Those standards require that we plan and perform the audit to obtain reasonable assurance about whether the consolidated financial statements are free of material misstatement, whether due to error or fraud.

Our audit included performing procedures to assess the risks of material misstatement of the consolidated financial statements, whether due to error or fraud, and performing procedures that respond to those risks. Such procedures included examining, on a test basis, evidence regarding the amounts and disclosures in the consolidated financial statements. Our audit also included evaluating the accounting principles used and significant estimates made by management, as well as evaluating the overall presentation of the consolidated financial statements. We believe that our audit provides a reasonable basis for our opinion.

Critical Audit Matter

The critical audit matter communicated below is a matter arising from the current period audit of the consolidated financial statements that was communicated or required to be communicated to the audit committee and that: (1) relates to accounts or disclosures that are material to the consolidated financial statements and (2) involved our especially challenging, subjective, or complex judgments. The communication of the critical audit matter does not alter in any way our opinion on the consolidated financial statements, taken as a whole, and we are not, by communicating the critical audit matter below, providing separate opinions on the critical audit matter or on the accounts or disclosures to which it relates.

Acquisitions of Senior Living Communities

As discussed in Note 3, during the year ended December 31, 2024, the Company acquired 16 senior living communities for an aggregate purchase price of $194.2 million, including transaction costs. The acquisition of 12 senior living communities were accounted for as asset acquisitions and the Company recognized the assets acquired and liabilities assumed as of the acquisition date measured at their relative fair values. The Company recognized the assets acquired and liabilities assumed for the remaining four acquired senior living communities associated with the investment in the consolidated variable interest entity at their fair value.

We identified the Company’s estimate of the fair value of the assets acquired and liabilities assumed in the acquisition of the senior living communities as a critical audit matter because of the judgment used by management when determining the fair value of land, buildings, and in-place leases, including the selection of key assumptions in the valuation models such as comparable land sales, estimated replacement costs, market rental rates, discount rates and capitalization rates, which are primarily unobservable inputs. Auditing the fair value estimates involved a higher degree of auditor judgment due to the complexity of the valuation models and the nature and extent of audit effort required, including the use of personnel with specialized knowledge and skills.

The primary procedures we performed to address this critical audit matter included:

Utilizing personnel with specialized knowledge and skills in valuation to assess the fair value of certain acquired land by assessing the sales approach and comparing market data to management’s selected comparable sales.

Utilizing personnel with specialized knowledge and skills in valuation to assess the fair value of certain acquired buildings by performing an independent cost approach and comparing the independently computed cost to build with management’s fair value determination.

Utilizing personnel with specialized knowledge and skills in valuation to assess the overall fair value of certain properties and fair value of acquired in-place leases by assessing inputs used in the income approach and comparing market data to management’s selected market rental rates, discount rates and capitalization rates.

/s/BDO USA, P.C.

We have served as the Company’s auditor since 2024.

March 17, 2025

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