SONIDA SENIOR LIVING, INC.

Previous wording

The following discussion and analysis addresses (i) the Company’s results of operations for the three months ended March 31, 2026 and 2025, and (ii) liquidity and capital resources of the Company.

Current wording

The following discussion and analysis addresses (i) the Company’s results of operations for the three and six months ended June 30, 2026 and 2025, and (ii) liquidity and capital resources of the Company.

Previous wording

The Company is one of the largest, pure-play owner-operators and investors in U.S. senior living communities, with a focus on independent living, assisted living and memory care communities and services for senior adults. The Company’s operating strategy is to provide value to its senior living residents by providing quality senior living services at reasonable prices, while achieving and sustaining a strong, competitive position within its geographically concentrated regions, as well as continuing to enhance the performance of its operations. The Company primarily provides senior living services to the 75+ population, including independent living, assisted living, and memory care services at reasonable prices. Many of the Company’s communities offer a continuum of care to meet each of their resident’s needs as they change over time. This continuum of care, which integrates independent living, assisted living, and memory care that may be bridged by home care through independent home care agencies, sustains our residents’ autonomy and independence based on their physical and mental abilities.

Current wording

The Company is one of the largest, pure-play owner-operators and investors in U.S. senior living communities, with a focus on independent living, assisted living and memory care communities and services for senior adults. The Company’s operating strategy is to provide value to its senior living residents by providing quality senior living services at reasonable prices, while achieving and sustaining a strong, competitive position within its geographically concentrated regions, as well as continuing to enhance the performance of its operations. The Company primarily provides senior living services to the 75+ population, including independent living, assisted living, and memory care services. Many of the Company’s communities offer a continuum of care to meet each of their resident’s needs as they change over time. This continuum of care, which integrates independent living, assisted living, and memory care that may be bridged by home care through independent home care agencies, sustains our residents’ autonomy and independence based on their physical and mental abilities.

Previous wording

As of March 31, 2026, the Company owns, manages or is invested in 165 senior housing communities with over 16,400 total units across 35 states, including 153 owned senior housing communities (inclusive of 54 managed by third-party property managers, 15 leased pursuant to triple-net leases, three owned through a joint venture investment in a consolidated entity and four owned through a joint venture investment in an unconsolidated entity) and 12 communities that the Company manages on behalf of a third-party.

Current wording

As of June 30, 2026, the Company owned, managed or was invested in 164 senior housing communities with over 16,500 total units across 35 states, including 152 owned senior housing communities (inclusive of 48 managed by third-party property managers, 15 leased pursuant to triple-net leases, three owned through a joint venture investment in a consolidated entity and four owned through a joint venture investment in an unconsolidated entity) and 12 communities that the Company managed on behalf of a third-party.

Previous wording

For the three months ended March 31, 2026, the Company generated resident revenue of $108.4 million compared to resident revenue of $79.3 million for the three months ended March 31, 2025, representing an increase of 36.7%. The increase in revenue was primarily due to 54 additional SHOP communities acquired in the CHP Merger, 3 SHOP communities acquired in 2025, increased average rent rates, and increased occupancy.

Current wording

For the three months ended June 30, 2026, the Company generated resident revenue of $188.0 million compared to resident revenue of $81.8 million for the three months ended June 30, 2025, representing an increase of 129.7%. The increase in revenue was primarily due to 54 additional senior housing operating properties (“SHOP”) acquired in the CHP Merger, 3 SHOP communities acquired in 2025, increased average rent rates, and increased occupancy.

Previous wording

As of March 31, 2026, the Company owned 15 senior housing properties that were leased to third-party tenants under triple-net operating leases that it acquired as part of the CHP Merger. The operating leases generated $1.7 million of rental income for the three months ended March 31, 2026. Under the terms of the Company’s triple-net lease agreements, each tenant is responsible for the payment of property taxes, general liability insurance, utilities, repairs and maintenance, including structural and roof maintenance expenses. Each tenant is expected to pay real estate taxes directly to the taxing authorities and, therefore, such amounts are not included in the Company’s consolidated financial statements. Sonida is not involved in the property management.

Current wording

As of June 30, 2026, the Company owned 15 senior housing communities that were leased to third-party tenants under triple-net operating leases that it acquired as part of the CHP Merger. The operating leases generated $7.5 million and $9.2 million of rental income for the three and six months ended June 30, 2026. Under the terms of the Company’s triple-net lease agreements, each tenant is responsible for the payment of real estate taxes, general liability insurance, utilities, repairs and maintenance, including structural and roof maintenance expenses. Sonida is not involved in the property management of these communities.

Previous wording

The Company has property management agreements with third parties and its joint ventures pursuant to which the Company manages certain communities on their behalf for a management fee based on gross revenues of the applicable communities, as well as, in some cases, an incentive management fee, and other customary terms and conditions. The Company managed 12 communities and 13 communities on behalf of a third party for the three months ended March 31, 2026 and 2025, respectively. The Company also managed four communities on behalf of an unconsolidated joint venture and four communities in consolidated joint ventures for the three months ended March 31, 2026.

Current wording

The Company has property management agreements with third parties and its joint ventures pursuant to which the Company manages certain communities on their behalf for a management fee based on gross revenues of the applicable communities, as well as, in some cases, an incentive management fee, and other customary terms and conditions. The Company managed 12 communities and 13 communities on behalf of a third party for the six months ended June 30, 2026 and 2025, respectively. The Company also managed four communities on behalf of an unconsolidated joint venture and three communities in consolidated joint ventures for the six months ended June 30, 2026.

Previous wording

As of March 31, 2026, the Company classified one of its communities as held for sale in its condensed consolidated balance sheets in accordance with ASC 360, following management’s decision to divest the property and actively market it for sale. The community did not meet the criteria for classification as a discontinued operation under ASC 205-20, as the sale does not represent a strategic shift that has or will have a major effect on the Company’s operations and financial results. See “Note 4–Investments, Acquisitions and Assets Held for Sale” in the Notes to Condensed Consolidated Financial Statements. In April 2026, the Company entered into a non-binding asset purchase agreement to dispose of the community.

Current wording

As of June 30, 2026, the Company classified one community as held for sale in accordance with ASC 360 in its condensed consolidated balance sheets. The community has an executed purchase and sale agreement signed in May 2026. The community did not meet the criteria for classification as a discontinued operation under ASC 205-20, as the sale did not represent a strategic shift that has or will have a major effect on the Company’s operations and financial results. See “Note 4–Investments, Acquisitions and Assets Held for Sale” and “Note 18–Subsequent Events” in the Notes to Condensed Consolidated Financial Statements.

Previous wording

As of March 31, 2026, the Company has an amended and restated revolving credit facility (the “Revolving Credit Facility”) which was used to fund a portion of the cash consideration necessary for the CHP Merger along with transaction costs and fund the future liquidity needs of the Company. The Revolving Credit Facility increased the available commitments to $430.0 million, extended the maturity to March 10, 2030, reduced the leverage-based pricing matrix to between SOFR plus 1.35% margin and SOFR plus 2.00% margin, expanded the participating lenders, and effected certain other change. See “Note 2–CHP Merger” in the Notes to condensed consolidated financial statements.

Current wording

As of June 30, 2026, the Company has an amended and restated revolving credit facility (the “Revolving Credit Facility”) which was used to fund a portion of the cash consideration necessary for the CHP Merger along with transaction costs and fund the future liquidity needs of the Company. The Revolving Credit Facility increased the available commitments to $455.0 million, extended the maturity to March 10, 2030, reduced the leverage-based pricing matrix to between SOFR plus 1.35% margin and SOFR plus 2.00% margin, expanded the participating lenders, and effected certain other changes. See “Note 2–CHP Merger” in the Notes to condensed consolidated financial statements.

Previous wording

As of March 31, 2026, the Company has $270.0 million of borrowings outstanding under the Revolving Credit Facility at a weighted average interest rate of 6.0%, which was secured by 83 of the Company's senior living communities. See “Note 8–

Current wording

As of June 30, 2026, the Company has $258.0 million of borrowings outstanding under the Revolving Credit Facility at a weighted average interest rate of 5.7%, which was secured by 83 of the Company's senior living communities. See “Note 8–Debt” in the Notes to condensed consolidated financial statements. See “Note 18–Subsequent Events” in the Notes to condensed consolidated financial statements.

Previous wording

During the three months ended on March 31, 2026, the Company incurred $550.0 million in permanent term loans in two equal tranches (the “Term Loans”) to fund a portion of the cash consideration necessary for the CHP Merger. The Term Loans are comprised of a three-year tranche that matures March 10, 2029 and a five-year tranche that matures March 10, 2031. The Term Loans are subject to a leverage-based pricing matrix between SOFR plus 1.30% margin and SOFR plus 1.95% margin, and is otherwise subject to the same guarantees and security provisions, events of default, corporate covenants and borrowing base availability requirements of the Revolving Credit Facility. The Term Loans are secured by 83 of the Company's senior living communities. The Company entered into a SOFR-based interest rate cap (“IRC”) to reduce exposure to the variable interest rate fluctuations associated with the Term Loans. The IRC has a total cost of $0.6 million, an aggregate notional amount of $262.5 million, a 36-month term and a SOFR-based interest rate cap of 4.50%. See “Note 8–Debt” and “Note 18–Subsequent Events” in the Notes to condensed consolidated financial statements.

Current wording

During the six months ended June 30, 2026, the Company obtained $575.0 million in permanent term loans in two equal tranches (the “Term Loans”) to fund a portion of the cash consideration necessary for the CHP Merger. The Term Loans are comprised of a three-year tranche that matures March 10, 2029 and a five-year tranche that matures March 10, 2031. The Term Loans are subject to a leverage-based pricing matrix between SOFR plus 1.30% margin and SOFR plus 1.95% margin, and are otherwise subject to the same guarantees and security provisions, events of default, corporate covenants and borrowing base availability requirements of the Revolving Credit Facility. The Term Loans are secured by 83 of the Company's senior living communities. The Company entered into a SOFR-based interest rate cap (“IRC”) to reduce exposure to the variable interest rate fluctuations associated with the Term Loans. The IRC has a total cost of $0.6 million, an aggregate notional amount of $262.5 million, a 36-month term and a SOFR-based interest rate cap of 4.50%. During June 2026, the Company entered into a SOFR-based interest rate swap (“IR Swap”) transaction for an aggregate notional amount of $287.5 million to reduce exposure to interest rate fluctuations associated with the term loan tranche maturing in five years at no cost to the Company. The interest rate swap is structured as floating to fixed with a fixed interest rate of 4.105% and a 57-month term. The Company has the option to early terminate the IR Swap beginning in June 2027 for up to 4.5% of the notional amount outstanding. See “Note 8–Debt” and “Note 18–Subsequent Events” in the Notes to condensed consolidated financial statements.

Previous wording

In order to fund the remaining portion of the CHP Merger, the Company obtained a 364-day senior secured bridge facility (the “Bridge Facility”), which was funded on March 10, 2026 under our A&R Credit Agreement. As of March 31, 2026, the outstanding balance on the Bridge Facility is $220.0 million which is secured by 83 of the Company's senior living communities. The Bridge Facility matures on March 9, 2027 and is subject to a leverage-based pricing matrix between SOFR plus 1.35% margin and SOFR plus 2.00% margin. The Company entered into a SOFR-based IRC to reduce exposure to the variable interest rate fluctuations associated with the Bridge Facility. The IRC has a total cost of $35 thousand, an aggregate notional amount of $270.0 million, a 12-month term and a SOFR-based interest rate cap of 4.25%. The Bridge Facility is subject to the same guarantees and security provisions, events of default, corporate covenants and borrowing base availability requirements as the A&R Credit Agreement. The Company intends to seek further debt financing throughout 2026 to reduce the outstanding balance in the Bridge Facility. See “Note 8–Debt” in the Notes to condensed consolidated financial statements.

Current wording

In order to fund the remaining portion of the CHP Merger, the Company obtained a 364-day senior secured bridge facility (the “Bridge Facility”), which was funded on March 10, 2026 under our A&R Credit Agreement. As of June 30, 2026, the outstanding balance on the Bridge Facility was $170.0 million which was secured by 83 of the Company's senior living communities. The Bridge Facility matures on March 9, 2027 and is subject to a leverage-based pricing matrix between SOFR plus 1.35% margin and SOFR plus 2.00% margin. The Bridge Facility is subject to the same guarantees and security provisions, events of default, corporate covenants and borrowing base availability requirements as the A&R Credit Agreement. Subsequent to quarter end, the Company has paid off the Bridge Facility balance. See “Note 8–Debt” and “Note 18–Subsequent Events” in the Notes to condensed consolidated financial statements.

Previous wording

The preparation of financial statements in conformity with accounting principles generally accepted in the United States (“GAAP”) requires management to make estimates and assumptions that affect the amounts reported in the accompanying financial statements and related notes. Actual results could differ from those estimates. For a discussion of our critical accounting policies and estimates, please refer to our Annual Report on Form 10-K for the year ended December 31, 2025.

Current wording

The preparation of financial statements in conformity with accounting principles generally accepted in the United States (“GAAP”) requires management to make estimates and assumptions that affect the amounts reported in the financial statements and related notes. Actual results could differ from those estimates. For a discussion of our critical accounting policies and estimates, please refer to our Annual Report on Form 10-K for the year ended December 31, 2025.

Previous wording

Same-Store/Same-Store Portfolio is defined by the Company as SHOP communities that are wholly or partially owned, and operational for the full year in each year beginning as of January 1st of the prior year. The same-store community portfolio excludes the non same-store community portfolio. Our management uses same-store community operating results and data for decision making and components of executive compensation, and we believe such results and data provide useful information to investors, because it enables comparisons of revenue, expense, and other operating measures for a consistent portfolio over time without giving effect to the impacts of communities that were not consolidated and operational for the comparison periods, communities acquired or disposed during the comparison periods (or planned for disposition).

Current wording

Same-Store Portfolio is defined by the Company as SHOP communities that are wholly or partially owned, and operational for the full year in each year beginning as of January 1st of the prior year. The same-store community portfolio excludes the non same-store community portfolio. Our management uses same-store community operating results and data for decision making and components of executive compensation, and we believe such results and data provide useful information to investors, because it enables comparisons of revenue, expense, and other operating measures for a consistent portfolio over time without giving effect to the impacts of communities that were not consolidated and operational for the comparison periods, communities acquired or disposed during the comparison periods (or planned for disposition). In addition, some of the CHP SHOP communities were evaluated for inclusion in the Same-Store Portfolio and have been included by the Company for the applicable periods.

Previous wording

Non Same-Store Portfolio is defined by the Company as SHOP communities that are wholly or partially owned and either (i) not operational or not owned for the full year in each year beginning as of January 1st of the prior year or (ii) have undergone or are undergoing strategic repositioning as a result of significant changes in the business model, care offerings, and/or capital re-investment plans, that in each case, have disrupted, or are expected to disrupt, normal course operations. These communities will be included in the Same-Store Community Portfolio once operating under normal course operating structures for the full year in each year beginning as of January 1st of the prior year.

Current wording

Non Same-Store Portfolio is defined by the Company as SHOP communities that are wholly or partially owned and either (i) not operational or not owned for the full year in each year beginning as of January 1st of the prior year or (ii) have undergone or are undergoing strategic repositioning as a result of significant changes in the business model, care offerings, and/or capital re-investment plans, that in each case, have disrupted, or are expected to disrupt, normal course operations. These communities will be included in the Same-Store Portfolio once operating under normal course operating structures for the full year in each year beginning as of January 1st of the prior year. In addition, the CHP SHOP communities that were not included in the Same-Store Portfolio are included in the Non Same-Store Portfolio as if they were owned by the Company at the beginning of the applicable period.

Previous wording

NNN Portfolio is defined by the Company as wholly owned seniors housing properties that are leased to third-party tenants under triple-net or similar lease structures, where the tenant bears all or substantially all of the costs (including cost for real estate taxes, utilities, insurance and ordinary repairs). The Company is not involved in property management.

Current wording

NNN Portfolio is defined by the Company as wholly owned senior housing properties that are leased to third-party tenants under triple-net or similar lease structures, where the tenant bears all or substantially all of the costs (including cost for real estate taxes, utilities, insurance and ordinary repairs). The Company is not involved in property management.

Previous wording

Community Operating Expense is a financial measure not calculated in accordance with GAAP. It is defined by the Company as community operating expenses excluding casualty loss, non-recurring settlement fees, non-income tax and non-property tax. Please see “—Non-GAAP Financial Measures” below for more information.

Current wording

Community Operating Expense is a financial measure not calculated in accordance with GAAP. It is defined by the Company as community operating expenses excluding casualty loss, non-recurring settlement fees, income tax and personal property tax. Please see “—Non-GAAP Financial Measures” below for more information.

Previous wording

Weighted Average Occupancy reflects the percentage of units at our owned communities being utilized by residents over a reporting period. We measure occupancy rates on both a consolidated community portfolio basis and a same-store community portfolio basis. Our management uses weighted average occupancy, and we believe the measure provides useful information to investors, because it is a significant driver of our resident revenue performance.

Current wording

Weighted Average Occupancy reflects the percentage of units at our owned communities being utilized by residents over a reporting period. We measure occupancy rates on both a consolidated community portfolio basis and a same-store community portfolio basis. Our management uses weighted average occupancy for decision making and components of executive compensation, and we believe the measure provides useful information to investors, because it is a significant driver of our resident revenue performance.

Previous wording

(1)Q1 2026 and Q1 2025 excludes casualty loss, non-recurring settlement fees, income tax and personal property tax of $1.3 million.

Current wording

(1)Q2 2026 and Q2 2025 excludes casualty loss, non-recurring settlement fees, income tax and personal property tax of $3.1 million and $0.8 million, respectively.

Previous wording

(1)Q1 2026 and Q1 2025 excludes casualty loss, non-recurring settlement fees, income tax and personal property tax of $1.3 million.

Current wording

(1)Q2 2026 and Q2 2025 excludes casualty loss, non-recurring settlement fees, income tax and personal property tax of $3.1 million and $0.8 million, respectively.

Previous wording

(3)Q1 2026 excludes unconsolidated entities and 27 non same-store consolidated communities. Q1 2025 excludes 13 non same-store consolidated communities.

Current wording

(3)Q2 2026 excludes unconsolidated communities and 26 non same-store consolidated communities. Q2 2025 excludes 14 non same-store consolidated communities and 15 triple-net lease communities.

Previous wording

The increase in resident revenue was primarily attributable to an additional 54 senior housing operating properties (“SHOP”) acquired in connection with the CHP Merger, and a 12.3% increase in same-store average rent rates, comprised of a 9.5% increase in same-store portfolio RevPOR and a 260 basis point increase in same-store weighted average occupancy.

Current wording

The increase in resident revenue was primarily attributable to an additional 54 SHOP communities acquired in connection with the CHP Merger, and a 17.7% increase in same-store RevPAR, comprised of a 14.5% increase in same-store portfolio RevPOR and a 240 basis point increase in same-store weighted average occupancy.

Previous wording

The increase in rental income of $1.7 million was derived from the 15 triple-net senior housing communities that were acquired in connection with the CHP Merger.

Current wording

The increase in rental income of $7.5 million was derived from the 15 triple-net senior housing communities that were acquired in connection with the CHP Merger.

Previous wording

General and administrative expense for the three months ended March 31, 2026 increased as compared to the three months ended March 31, 2025, primarily due to a result of an increase in stock-based compensation of $1.4 million combined with an increase in labor and employee related expenses of $0.8 million to support the Company’s growth initiatives, partially offset by a $0.2 million decrease in other expenses.

Current wording

General and administrative expense for the three months ended June 30, 2026 increased as compared to the three months ended June 30, 2025, primarily due to an increase in stock-based compensation of $0.9 million combined with an increase in labor and employee related expenses of $2.7 million, and an increase in other expenses of $1.0 million to support the Company’s growth initiatives.

Previous wording

Other income (expense), net for the three months ended March 31, 2026 increased as compared to the three months ended March 31, 2025, primarily driven by $0.6 million in other income for recognized gross employee retention credits received from Coronavirus Aid, Relief, and Economic Security Act funding for businesses that had certain employee costs and were affected by the coronavirus pandemic.

Current wording

Other income (expense), net for the three months ended June 30, 2026 decreased as compared to the three months ended June 30, 2025, primarily driven by a change of $8.8 million in other income for recognized gross employee retention credits received from Coronavirus Aid, Relief, and Economic Security Act (“CARES”) funding for businesses that had certain employee costs and were affected by the coronavirus pandemic.

Previous wording

In addition to approximately $84.3 million of unrestricted cash as of March 31, 2026, our future liquidity will depend in part upon our operating performance, which will be affected by prevailing economic conditions, and financial, business and other factors, some of which are beyond our control. Principal sources of liquidity are expected to be cash flows from operations, proceeds from our A&R Credit Agreement, proceeds from debt financings, refinancings or loan modifications, and proceeds from equity offerings. These transactions are expected to provide additional financial flexibility to us and increase our liquidity position. On March 11, 2026, the holders of all of the outstanding shares of Series A Preferred Stock converted all of such shares to shares of our common stock. As a result, dividends will no longer be payable on any shares of Series A Preferred

Current wording

In addition to approximately $48.7 million of unrestricted cash as of June 30, 2026, our future liquidity will depend in part upon our operating performance, which will be affected by prevailing economic conditions, and financial, business and other factors, some of which are beyond our control. Principal sources of liquidity are expected to be cash flows from operations, proceeds from our A&R Credit Agreement, proceeds from debt financings, refinancings, and proceeds from equity offerings. These transactions are expected to provide additional financial flexibility to us and increase our liquidity position.

Previous wording

We will need to refinance all or a portion of our indebtedness on or before maturity, including the $170.0 million Bridge Facility (inclusive of the May 7, 2026 financing described above) that will mature in March 2027. We expect to repay the Bridge Facility in 2026 with the net proceeds of additional financing transactions secured by certain of the CHP properties, including any property-level agency or mortgage financing. We cannot assure you that we will be able to refinance any of our indebtedness on attractive terms on or before maturity or on commercially reasonable terms or at all.

Current wording

We will need to refinance all or a portion of our indebtedness on or before maturity. We cannot assure you that we will be able to refinance any of our indebtedness on attractive terms on or before maturity or on commercially reasonable terms or at all.

Previous wording

Net cash used in operating activities for the three months ended March 31, 2026 was $35.9 million as compared to net cash provided byoperating activities of $3.8 million for the three months ended March 31, 2025. The change of $39.7 million was primarily due to the net loss inclusive of the transaction costs associated with the CHP Merger and the change in deferred resident revenue during the three months ended March 31, 2026 compared to the prior year period.

Current wording

Net cash used in operating activities for the six months ended June 30, 2026 was $27.2 million as compared to net cash provided byoperating activities of $12.7 million for the six months ended June 30, 2025. The change of $39.9 million was primarily due to the additional net loss inclusive of the transaction costs associated with the CHP Merger, stock compensation expense, the change in deferred income, and the change in accounts payable and accrued expenses, partially offset by the change in accounts receivable and other changes in operating assets and liabilities during the six months ended June 30, 2026 compared to the prior year period.

Previous wording

Net cash used in investing activities for the three months ended March 31, 2026 was $923.3 million, which was primarily due to the acquisition of the CHP communities, net of cash acquired, for $913 million, $6.8 million in ongoing capital improvements, and the acquisition of the non-controlling interest of a joint-venture for $3.6 million. Net cash used in investing activities for the three months ended March 31, 2025 of $7.9 million was primarily due to $8.3 million in ongoing capital improvements, partially offset by a return of investment of $0.4 million in our unconsolidated entity. See “Note 2–CHP Merger”.

Current wording

Net cash used in investing activities for the six months ended June 30, 2026 was $922.9 million, which was primarily due to the acquisition of a new business (CHP), net of cash acquired of $913.0 million, $19.2 million in ongoing capital improvements, and an investment in preferred equity of $1.8 million, partially offset by a return of investment of $11.1 million in unconsolidated entities. Net cash used in investing activities for the six months ended June 30, 2025 of $37.5 million was primarily due to acquisition of new communities for $22.5 million, and $15.3 million in ongoing capital improvements, partially offset by a return of investment of $0.4 million in our unconsolidated entity. See “Note 2–CHP Merger”.

Previous wording

Net cash provided by finan cing activities for the three months ended March 31, 2026 was $1,029.2 million primarily due to proceeds from issuance of new debt related to the CHP Merger of $1,102.5 million, which includes the Term Loan Facility of $550.0 million, the Bridge Facility of $270.0 million and additional borrowings under the Revolving Credit Facility of $282.5 million. Additionally, in connection with the CHP merger, the Company completed the private placement of Sonida common stock for $108.8 million of consideration. The consideration was used to fund a portion of the cash consideration required for the CHP Merger and fund transaction costs. See “Note 2–CHP Merger”. The proceeds were partially offset by repayments on the Credit Facility of $107.6 million, repayment on the Bridge Facility of $50.0 million, repayments on outstanding mortgages of $1.4 million, deferred financing costs paid of $15.2 million, Series A convertible preferred conversions of $5.1 million, preferred dividends paid of $1.1 million, and interest rate cap purchase premiums paid of $1.2 million. The net cash used in financing activities for the three months ended March 31, 2025 was $2.5 million primarily due to repayments of notes payable of $0.9 million, and preferred dividends paid of $1.4 million. See “Note 18–Subsequent Events”in the Notes to Consolidated Financial Statements.

Current wording

Net cash provided by finan cing activities for the six months ended June 30, 2026 was $985.3 million primarily due to proceeds from issuance of new debt related to the CHP Merger of $1,152.5 million, which includes the Term Loan Facility of $575.0 million, the Bridge Facility of $270.0 million and additional borrowings under the Revolving Credit Facility of $307.5 million. Additionally, in connection with the CHP merger, the Company completed the private placement of Sonida common stock for $108.8 million in proceeds. The consideration was used to fund a portion of the cash required for the CHP Merger and to fund transaction costs. See “Note 2–CHP Merger”. Net cash was also provided by $0.7 million capital contributions from noncontrolling investors in joint ventures. The proceeds were partially offset by repayments on the Credit Facility of $144.6 million, repayment on the Bridge Facility of $100.0 million, repayments on outstanding mortgages of $4.0 million, deferred financing costs paid of $15.6 million, Series A convertible preferred conversions of $5.1 million, acquisition of noncontrolling interests of $3.6 million, preferred dividends paid of $1.1 million, interest rate cap purchase premiums paid of $1.2 million, and other financing costs of $1.5 million. The net cash provided by financing activities for the six months ended June 30, 2025 was $19.3 million primarily due to proceeds from issuance of new debt of $29.0 million, partially offset by repayments of notes payable of $6.6 million, and preferred dividends paid of $2.8 million. See “Note 18–Subsequent Events”in the Notes to Consolidated Financial Statements.

Previous wording

Community Net Operating Income and Net Operating Income Margin are non-GAAP performance measures that the Company defines as net income (loss) excluding: general and administrative expenses (inclusive of stock-based compensation expense), interest income, interest expense, other income (expense), provision for income taxes, management fees, and further adjusted to exclude income/expense associated with non-cash, non-operational, transactional, or organizational restructuring items that management does not consider as part of the Company’s underlying core operating performance and that management believes impact the comparability of performance between periods. For the periods presented herein, such other items include depreciation and amortization expense, transaction, transition and restructuring costs, loss from equity method investment, casualty loss, non-recurring settlement fees, non-income tax, and non-property tax. Net Operating Income Margin is calculated by dividing Net Operating Income by resident revenue. The Company presents these non-GAAP measures on a consolidated community and same-store community basis.

Current wording

Community Net Operating Income and Net Operating Income Margin are non-GAAP performance measures that the Company defines as net income (loss) excluding: general and administrative expenses (inclusive of stock-based compensation expense), interest income, interest expense, other income (expense), provision for income taxes, management fee income, and further adjusted to exclude income/expense associated with non-cash, non-operational, transactional, or organizational restructuring items that management does not consider as part of the Company’s underlying core operating performance and that management believes impact the comparability of performance between periods. For the periods presented herein, such other items include depreciation and amortization expense, transaction, transition and restructuring costs, loss from equity method investment, casualty loss, non-recurring settlement fees, income tax, and property tax. Net Operating Income Margin is calculated by dividing Net Operating Income by resident revenue. The Company presents these non-GAAP measures on a consolidated community and same-store community basis.

Previous wording

Adjusted EBITDA is a non-GAAP performance measure that the Company defines as net income (loss) excluding: depreciation and amortization expense, interest income, interest expense, other expense/income, provision for income taxes; and further adjusted to exclude income/expense associated with non-cash, non-operational, transactional, or organizational restructuring items that management does not consider as part of the Company’s underlying core operating performance and that management believes impact the comparability of performance between periods. For the periods presented herein, such other items include stock-based compensation expense, provision for credit losses, casualty losses, and transaction, transition and restructuring costs.

Current wording

Adjusted EBITDA is a non-GAAP performance measure that the Company defines as net income (loss) excluding: depreciation and amortization expense, interest income, interest expense, gain on extinguishment of debt, other expense/income, provision for income taxes; and further adjusted to exclude income/expense associated with non-cash, non-operational, transactional, or organizational restructuring items that management does not consider as part of the Company’s underlying core operating performance and that management believes impact the comparability of performance between periods. For the periods presented herein, such other items include stock-based compensation expense, provision for credit losses and settlements, casualty losses, and transaction, transition and restructuring costs.