Sienna Senior Living Inc Annual Shareholders Meeting
Speaker 1: Good morning everyone and welcome to the annual meeting of shareholders of Ciena Senior Living. My name is Shelley Jamieson, I am the chair of the board of directors of Ciena and I will act as chair of today's meeting.
Speaker 1: Before I proceed, and on behalf of the entire Board of Directors, I would like to take this opportunity to recognize Siena's 12,000 team members for their unbridled commitment to caring for residents.
Speaker 1: We are grateful for their passion as they have enabled Siena to accomplish many of our strategic goals in 2022, which would not have been possible without their efforts.
Speaker 1: I would also like to thank our shareholders who are able to join us virtually for today's meeting. We appreciate your steadfast support as Siena grows to meet the needs of Canada's aging population.
Speaker 1: And thank you to Siena's management team, whose solid leadership is driving a purpose-driven culture, enabling us to deliver resident-focused care and positioning Siena for long-term success.
Speaker 1: The efforts of everyone at the company are sincerely appreciated.
Speaker 1: Before we begin, please be aware that certain information to be presented or discussed today may be forward-looking.
Speaker 1: If you logged into the webcast, I refer you to the cautionary note on the presentation slide.
Speaker 1: The cautionary note applies to our presentation and discussions this morning. For everyone else, I pause here while the note is read.
Speaker 2: Good morning. Certain information in this presentation may contain forward-looking information. Actual results could differ materially from conclusions, forecasts, or projections in the forward-looking information. And certain material factors or assumptions were applied in drawing conclusions or making forecasts or projections as reflected in the forward-looking information.
Speaker 2: Additional information about the material factors, assumptions, and risks that may cause actual results to differ materially from these conclusions, forecasts, or projections in the forward-looking information.
Speaker 2: And the material factors or assumptions that were applied in drawing a conclusion or making a forecast or projection, as reflected in the forward-looking information, are as disclosed in the company's annual disclosure documents filed on CDAR from time to time, including but not limited to the company's most recent annual information form.
Speaker 1: I will begin by introducing members of Ciena's executive team who are also speaking today. Nitin Jain, a member of the Board of Directors and President and Chief Executive Officer. David Hung, Chief Financial Officer and Executive Vice President. And Adam Walsh, Senior Vice President, General Counsel and Secretary.
Speaker 1: In addition to Nitin and myself, we are also pleased to have the other members of our Board of Directors in attendance today, all of whom are nominees for re-election to the Board at today's meeting. They are Paul Boniferro, Dr. Gina Cody, Brian Johnston, Paula Jordane-Coleman and Stephen Sender.
Speaker 1: The format for today's meeting will be divided into two parts. First, I will deal with the formal aspects of the meeting, following which there will be a management presentation by Nitin and David.
Speaker 1: At the end of that presentation, we will take questions from shareholders.
Speaker 1: Such questions may be submitted through the Ask a Question text box provided on the web portal.
Speaker 1: Though we may not be able to answer every question, we will do our best to provide a response to as many as possible.
Speaker 1: I will now begin with the formal part of the meeting.
Speaker 1: I now call the meeting to order. With the consent of the meeting, Adam Walsh, the company secretary, will act as secretary of the meeting, and Jennifer Huff of Broadridge will act as scrutiny for today's meeting.
Speaker 1: The Secretary has advised me that we received the affidavit of mailing from Broadridge confirming that the notice calling the meeting and related material were provided to shareholders of record on the record date for the meeting.
Speaker 1: With the consent of the meeting, I will dispense with reading the notice calling the meeting.
Speaker 1: The Secretary has advised me that a quorum is present for the meeting based on shareholders we know to be in attendance, including by proxy, and documented in the preliminary report of the scrutiny. A final report will be prepared and filed as part of the record of meeting.
Speaker 1: On this basis, I declare the meeting to be properly constituted for the transaction of business.
Speaker 1: On behalf of the board, I thank those shareholders who have joined us today.
Speaker 1: Voting results for resolutions to be voted on today will be formally announced by press release following the meeting.
Speaker 1: Based on reporting by the scrutiny, the designated proxy holder for the meeting is holding proxies demonstrating voting in an abundance of favorability for all matters to be voted on. Accordingly, we will try to move through the formal meeting items quickly.
Speaker 1: To make the best use of our time, we have designated shareholders that will move and second each of the meeting matters.
Speaker 1: The first item of business is the presentation of the consolidated financial statements of Siena for the period ended December 31, 2022, and the related auditor's report.
Speaker 1: A copy of the financial statements was provided to those shareholders who requested them and the statements are available electronically on the company's website and CDAR.
Speaker 1: Shareholders are not being asked to take any action regarding the statements, but if any shareholder has questions relating to the financial statements, they may be sent to the Siena's Investor Relations team.
Speaker 1: investors at sienna living dot CA
Speaker 1: We will now proceed with the election of the directors.
Speaker 1: The Management Circular sets out information for the seven nominees for election to the board.
Speaker 1: Since I am advised that no further nominations were received by the company prior to the advance notice deadline in the company's articles, the following are the seven director nominees.
Speaker 1: Paul Boniferro, Dr. Gina Cody, Nitin Jain, Brian Johnston, Paula Jourdain Coleman,
Speaker 1: Steven Sender, and myself, Shelly Jamieson.
Speaker 1: All corporations listed on the Toronto Stock Exchange are required to elect directors individually.
Speaker 1: Consistent with this requirement, shareholders have been provided with the opportunity to vote or withhold their vote for each nominee on an individual basis.
Speaker 1: In addition, and consistent with Siena's commitment to its governance practices, the board has adopted a majority voting policy.
Speaker 1: Under that policy, a director is required to tender his or her resignation if he or she is elected with more votes withheld than are cast in favor of his or her election.
Speaker 1: Based on the proxies received for the election of directors, none of the nominees have to tender their resignation under Siena's majority voting policy.
Speaker 1: In light of this, I propose that we proceed with a motion to elect the nominees.
Speaker 1: In light of this, I propose that we proceed with a motion to elect the nominees. May I have a motion for the election of directors?
Speaker 1: My name is Olga Giovigniello. I am the Chief Human Resources Officer and Executive Vice President and a shareholder of the company.
Speaker 3: Chair, I move for the election of the seven nominees as directors.
Speaker 3: My name is Nancy Webb. I'm the Senior Vice President of Public Affairs and Marketing and a shareholder of the company.
Speaker 3: I'm the Senior Vice President of Public Affairs and Marketing and a shareholder of the company. Chair, I second the motion.
Speaker 1: Thank you. We will now vote for the election of directors. Any registered shareholder or duly appointed proxy holder who has not yet voted or who wishes to change their vote with respect to the election of directors may do so now by clicking on the Vote Here button on the web portal and following the instructions.
Speaker 1: and myself, Shelly Jamison, duly elected as directors of Siena Senior Living Inc., to hold office until the next annual meeting of shareholders or until successors are duly elected or appointed.
Speaker 1: We will now proceed with the appointment of auditors and the authorization of the Board to fix their remuneration. The Directors on the recommendation of the Audit Committee propose that Deloitte LLP be reappointed as the auditors of Ciena and that the Directors be authorized to fix their remuneration.
Speaker 1: May I have a motion for such appointment and authorization? I so move. I second the motion. Any registered shareholder or duly appointed proxy holder who has not yet voted or wishes to change their vote with respect to the appointment of the auditor may do so now by clicking on the vote here button.
Speaker 1: on the web portal and following the instructions.
Speaker 1: The proxies received show an abundance of favourability for the resolution. Accordingly, the motion is carried. I declare that Deloitte LLP are reappointed as the auditors of Siena and that the directors are authorized to fix their remuneration.
Speaker 1: The next item of business is to hold a non-binding advisory vote on the company's approach to executive compensation.
Speaker 1: The full text of the advisory resolution is set forth in the management circular.
Speaker 1: Since the vote is advisory, it will not be binding on the board, but the Compensation, Governance and Nominating Committee of the company will take into account the results of the vote when considering future executive compensation arrangements.
Speaker 1: I would now ask for a motion to be made to approve the resolution to hold a non-binding advisory vote on the approach to executive compensation as set out in the management circular.
Speaker 3: My name is Samantha Singh. I'm the Senior Director, Corporate Development and the shareholder of the company.
Speaker 3: Chair, I move to approve the resolution to hold a non-binding advisory vote on the approach to executive compensation.
Speaker 3: resolution to hold a non-binding advisory vote on the approach to executive compensation.
Speaker 3: My name is Nadia Daniel-Koloroski. I am the Senior Manager of Media Relations and Communications and a shareholder of the company.
Speaker 1: Chair, I second the motion.
Speaker 1: Any registered shareholder or duly appointed proxy holder who has not yet voted or who wishes to change their vote with respect to the resolution to hold a non-binding advisory vote on the approach to executive compensation may do so now by clicking on the Vote Here button on the web portal and following the instructions.
Speaker 1: as set out in the management circular, is passed by the affirmative vote of a majority of the votes cast.
Speaker 1: Now that everyone has had the opportunity to vote, I now declare the polls closed.
Speaker 1: Thank you everyone. We have now completed the formal part of the meeting. If there is no further business, I will ask for a motion to terminate the meeting.
Speaker 3: I so move.
Speaker 1: I second the motion.
Speaker 1: I declare the motion carried and the annual meeting of shareholders of Siena Senior Living adjourned.
Speaker 1: On behalf of management and the board, I would like to thank all of you for attending today. This concludes the formal part of the meeting. Before I call upon Nitin and David to make a presentation, I would once again like to express my gratitude and that of the entire board to each and every one of our team members who are working tirelessly to provide care, comfort and compassion.
Speaker 1: to the seniors living in our residences.
Speaker 1: Our purpose at Siena is cultivating happiness in daily life, and we've witnessed the many ways our teams strive to ensure residents experience happiness in the small and big moments.
Speaker 1: We are humbled by their commitment and thankful for their ongoing efforts.
Speaker 1: With that, I will now ask Nitin and team to provide their remarks.
Speaker 4: Thank you, Shelley. Good morning, everyone, and thank you for attending Ciena's Annual General Meeting.
Speaker 4: In our line of work, we have the incredible privilege of caring for Canada's seniors.
Speaker 4: Supporting the health and well-being of 10,000 residents means that we put them at the center of everything we do.
Speaker 4: The reason we are able to do so is because of our 12,000 strong team members. They are at the heart of our company. Everyone at Siena that I met, regardless of their role, knows the impact they have on our residents. Like Jesus, a team member who is always on the lookout for small jobs for our resident Larry. This includes decorating the home during the holidays, which helps Larry stay active and happy.
Speaker 4: For Hizuz, like many of our team members, residents are their second family.
Speaker 4: With our highly engaged workforce, passionate about delivering exceptional resident experience, I know we can tackle any challenge head on. Over the past year, we have been balancing our strategy to achieve growth and enhance performance with the need to create stability amidst global economic challenges, labor shortages and uncertainty in the market, all of which have followed on the heels of the pandemic.
Speaker 4: Despite a more difficult economic climate, the need for senior housing has not diminished and provides an encouraging long-term outlook for Siena. Canada's baby boomer generation has triggered one of the largest demographic shifts ever seen.
Speaker 4: Seniors are the fastest growing age group in Canada. Today 20% of Canada's population is already over 65.
Speaker 4: And over the next 25 years, the number of Canadians 85 and older is expected to triple.
Speaker 4: Many sectors will need to gear their services toward the aging boomer population, with housing becoming one of the most pressing needs. Only one in four people 85 years and older lives in a senior community setting.
Speaker 4: At the same time, senior housing construction starts in 2022 reached historically low levels.
Speaker 4: The slowing pace of new supply has contributed to occupancy growth in many of our key markets.
Speaker 4: David will show the full picture of Siena's occupancy growth, but it is clear that low supply will continue to fuel a strong Siena's housing market.
Speaker 4: Over the next 10 years, the demand for long-term care in Canada is expected to increase by nearly 40%.
Speaker 4: This will put further pressure on the long waiting list for long-term care beds and Canada's hospital systems.
Speaker 4: In Ontario alone, almost 40,000 people are already waiting for long-term care, and this waitlist is projected to increase to 48,000 by 2029.
Speaker 4: As the disruptions caused by COVID-19 have diminished considerably across our care communities, we expect to return to full occupancy in 2023 and beyond.
Speaker 4: Seniors living as an alternative asset class continues to gain the interest of the investment community.
Speaker 4: In 2021, senior housing transactions nearly doubled compared to 2020, with strong interest from Canadian and foreign private equity in U.S. REITs.
Speaker 4: While rising interest rates have dampened transaction volumes in the second half of 2022, we expect interest in our sector to continue to grow.
Speaker 4: According to a recent report by Cushman and Wakefield, senior housing is expected to outperform many other real estate asset classes in the coming years.
Speaker 4: Moving to slide 13, with respect to developments.
Speaker 4: We are approaching the finish line at a joint venture development at Reitman Senior Housing of 150 Suites retirement residence in Niagara Falls, which we expect to complete by the end of this year.
Speaker 4: On the long-term care side, much work has been done in partnership with provincial governments to modernize and expand the sector, all with a goal to meet the growing needs of seniors.
Speaker 4: With respect to our plans to develop our older long-term care communities, we are pleased that in late 2022, the Ontario government announced an increase to long-term care construction funding.
Speaker 4: Construction is underway at our campus of care in Brantford, bringing us closer to providing more senior housing in this community. That said, current funding for resident care needs to catch up to inflation, to close the increasing gap between government funding and the costs of operating long-term care homes and providing quality care to residents.
Speaker 4: Having sufficient operating funding in place will ensure the much-needed long-term care developments will be an attractive and feasible option for owners and operators in long-term care in the years ahead.
Speaker 4: Together with other sector participants and associations, we have been working with the government to address this situation and feel confident that there are solutions to ensure the long-term viability of our sector.
Speaker 4: Our ability to take care of 10,000 seniors and expand that capacity in the future depends on maintaining a strong workforce.
Speaker 4: The introduction of Siena's new purpose, vision, and a set of refreshed values has re-energized and inspired team members. Our purpose, cultivating happiness in daily life, gives meaning to the work we all do.
Speaker 4: Team members feel more engaged than ever to help residents find fulfillment.
Speaker 4: We see this reflected in our employee engagement scores, which are up for the second year in a row, with approximately 85% of our team members feeling that they are able to do meaningful work each and every day.
Speaker 4: Living our purpose as health residents do things they thought were not possible.
Speaker 4: Which is how Kamaljeet, a long-term care resident at Atul Amor community in Brampton, was able to see Michael Buble, her favorite musician, live in concert. Fernanda, a Siena team member who shares the same love of music, knew this had been a dream of Kamaljeet for the past 10 years.
Speaker 4: She worked with the team at Tullamore to make this a reality when the singer came to Toronto to perform last spring.
Speaker 4: Kamaljeet had never been to a concert, let alone with thousands of people in the heart of downtown Toronto.
Speaker 4: But this did not deter the team from putting together a full plan to make the outing safe and fun.
Speaker 4: They took special care to arrange transportation, and team members came early to style Kamaljeet's clothes and hair. Towards the end of the concert, Kamaljeet turned to Fernanda and told her that she was so happy she felt like she was in a dream.
Speaker 4: And for the team at Tullamore, it was an incredible experience to do this for Kamalji. Having an engaged workforce that is aligned with a company's goals and vision is vital in today's tight labor market.
Speaker 4: The acute shortage of healthcare workers in Canada adds additional pressure to the daily operations for homes and has forced reliance on staffing agencies.
Speaker 4: We are actively pursuing solutions to combat both the shortage of workers and reduce agency costs through a combination of strengthening retention of current team members, implementing innovative shift scheduling technology, expanding our recruitment, and tighter controls on agency spend. The provincial governments in Ontario, BC and Saskatchewan
Speaker 4: closely at the rate staffing agencies are charging.
Speaker 4: During last year's AGM, shareholders approved a first-in-the-sector shareholder program for frontline team members to thank and recognize their incredible contribution.
Speaker 4: Following this, we launched SOAR, the C&I Ownership and Rewards Program, which grants shares once a year to eligible team members.
Speaker 4: In May of 2022, Sienna made history at the Toronto Stock Exchange when a personal support worker and frontline team members, including dietary aides, food services, nurses and housekeeping, ran the opening market valve to announce a new ownership program.
Speaker 4: Since then, we have heard from long-serving team members like Leonor, a Cook at Streetsville community who shared.
Speaker 4: Being with the company for 44 years, I grew up at this company and it is my home away from home. To be part owner, it is exciting to recognize this way.
Speaker 4: felt a new level of commitment, saying it is my company so I have to work to maintain it.
Speaker 4: So does creating a culture of ownership where everyone feels invested in the company's success.
Speaker 4: It also promotes a greater sense of equality across the company with frontline team members being able to share in the success of CIANA.
Speaker 4: We understand that we have the immense responsibility of taking care of people's parents.
Speaker 4: It is not enough to provide a safe environment and meet their physical needs. We are there to support residents in finding happiness, purpose and meaning in their daily life.
Speaker 4: Fulfilling these needs was the catalyst for creating a spirit of retirement living with the goal of increasing residents' quality of life by elevating their experience with respect to dining, recreation, and community-based focus interactions.
Speaker 4: At age 100, Lillian, who lives at Aspira Royal Place in Kingston, joined Aspira Masters Academy. This program promotes lifelong learning by offering residents virtual courses on health and wellness, history, music, art, sciences, and lifestyle skills.
Speaker 4: Lillian has completed courses that have taken her around the world from the comfort of her home in Kingston.
Speaker 4: Every day, we see that great clinical care, when provided in combination with a focus on quality of life, can help our residents thrive. In late 2022, we participated in the long-term care accreditation process and maintained the highest achievement status of Aspire to Excellence in Ontario, which was awarded by CARF.
Speaker 4: We also received an award of exemplary standing from Accreditation Canada for our communities in British Columbia.
Speaker 4: What this means for residents and their families is that they are at the center of everything to do.
Speaker 4: For example, when the clinical team at Langstaff Square Community in Toronto
Speaker 4: observed that the residents was withdrawing and not eating, they worked quickly to develop a plan for care, while also engaging with the resident to support their emotional wellbeing.
Speaker 4: It turned out the resident had never been on a blind date and that was the one thing she still wanted to do. The team promised to make this happen but needed her to resume eating again.
Speaker 4: The resident began to get stronger and when she was able to, team members created a perfect evening, dinner and a blind date. The resident called it a dream come true and her health continued to improve in the weeks that followed.
Speaker 4: The resident began to get stronger, and when she was able to, team members created a perfect evening, dinner and a blind date. The resident called it a dream come true, and her health continued to improve in the weeks that followed. With that, I'll turn it over to David.
Speaker 5: Thank you, Nitin, and good morning, everyone. Nitin provided some great examples of initiatives we put into motion that will further elevate the quality of life of residents, strengthen team member engagement, and ultimately help us capture the growth potential inherent in our business.
Speaker 5: Our financial results in 2022 reflect the company's growth potential as well as the macroeconomic challenges that we have been facing, including rising interest rates and high inflation.
Speaker 5: Continued occupancy and rate increases in our retirement segment offset some of the significant cost increases across both of our lines of businesses and funding shortfalls in our long-term care segment.
Speaker 5: In 2022, same property occupancy in our retirement residences grew each quarter to 88.6% by the end of 2022. 440 basis points year over year.
Speaker 5: Average occupancy in our acquisition portfolio was approximately 85.3%, an improvement of 310 basis points since we acquired 12 retirement residences in May 2022 with our joint venture partner, Sabra Healthcare Reeds.
Speaker 5: Going forward, we will continue to capitalize on the growing demand for seniors living and expect further occupancy of gains.
Speaker 5: Our Aspira brand and signature programs, as well as an integrated marketing approach, will further support this growth through strong lead generation and interest in our retirement residences.
Speaker 5: Despite a challenging operating environment, we maintained the financial strength of our company and ended 2022 with a strong balance sheet and ample liquidity. Throughout the year, we were active on a number of financing initiatives to raise capital and further strengthen our balance sheet.
Speaker 5: For example, in March 2022, we completed an equity offering and issued 5.8 million shares for a total of $86.3 million to finance the growth of our company.
Speaker 5: In addition, the financing of our acquisitions was supported by a $90 million acquisition Semi-Turbo.
Speaker 5: In October , we increased our unsecured revolving credit facility by $100 million to $300 million and extended its maturity by two years to March 2027. And in December , DBRS confirmed our issuer rating and senior unsecured debentures rating of BBB with stable trends.
Speaker 5: We ended 2022 with a debt to gross book value of 43.9%, an 80 basis point decrease compared to 2021, and approximately $287 million dollars of liquidity.
Speaker 5: We also grew the pool of our unencumbered assets to 1.2 billion dollars by the end of the year, which represented a year over year increase of approximately 80 million dollars.
Speaker 5: These initiatives, coupled with our strong DBRS ratings, underscore the resiliency of our company and have put us in a strong position to execute on our strategic initiatives in 2023. I will now call turn the call back to Nitin for his closing remarks.
Speaker 4: Thank you, David. I want to express my gratitude to residents and their families.
Speaker 4: who contribute in so many ways to the vibrancy of our homes. Their support has been invaluable as we strive to live our purpose and values and fulfill our vision.
Speaker 4: As you can see, we do not do this alone, which is why stakeholders who continue to be great partners are so important to the work we do. I want to thank our investors and business partners for your trust and ongoing support of Ciena.
Speaker 4: Your confidence and continued capital investments are crucial for the long-term viability of the senior living sector and the success of our company. Thank you for your ongoing belief in what we are doing.
Speaker 4: I will end where we started this presentation with our team members. We are the residents that truly make our communities a home.
Speaker 4: Team members make life easier for residents like Willie Stork.
Speaker 4: who lived through the Second World War, moved to Canada at age 26, learned English, raised five children with his wife, and worked in the auto industry for nearly 30 years.
Speaker 4: Second World War, moved to Canada at age 26, learned English, raised five children with his wife, and worked in the auto industry for nearly 30 years. Today Willy lives at Aspira Linn Creek Gardens.
Speaker 4: where he can freely indulge in passion for music with friends and fellow musicians who he has met at his new home. I want to extend our deep appreciation to our board of directors for their guidance and unwavering commitment to the company and CNST members for the incredible difference they are making in a resident's life each and every day.
Speaker 6: Now I'm going to pass to Nancy for questions. Thank you Nitin. We'll now move to the question and answer session of the meeting. If you have not yet submitted a question but wish to do so, please do so now by submitting your questions in the ask a question text box provided on the web portal.
Speaker 6: As a reminder, only shareholders or duly appointed proxy holders in attendance at the meeting will be able to ask questions. I will now move to our first question. Last year you announced a rebranding of your retirement division to Aspira. Can you speak to the results of that rebranding process? Thank you, Nancy. Our focus started with not rebranding but really what our plan is.
Speaker 4: community that they have lived in. And that's where our branding in Espirita came from.
Speaker 4: And we had an incredible outcome driven by our occupancy gain of nearly 1,100 basis points over the last five quarters. So we think it has had great success so far and we look forward to using that brand and operating platform to stabilize our retirement homes in due course.
Speaker 6: The second question is, can you please provide details on the impact of interest rates on CIO's financials?
Speaker 5: Sure, and thank you for that question. At the end of 2022, Sienna had approximately 1 billion dollars of debt. Our debt maturities are well distributed through the next several years with no more than 10 to 20% of our debt due in any particular year. And about 95% of our debt is at fixed interest rates, so we have very little variable debt.
Speaker 5: This year we have about $130 million of debt that is coming due. And our current strategy is to refinance that debt with CMHC mortgage financing. The rates on our CMHC mortgage, insured mortgages, are quite attractive at under 4% for a 10-year term. And that's going to replace most of our maturing debt this year.
Speaker 5: which has a rate of about 3.7%. So we will see some small increases to our interest rates, but very well managed. Thank you, David. Our next question is, given the current labour shortages across Canada, what impact is this having on Siena and what are you doing to deal with the impact?
Speaker 4: So there are two things which are going to be true about senior living space for quite some time. The first is there are not going to be enough places for people to live and we're seeing that even more with the slow down in construction. And the second is there are going to be continued shortage of staff. And the companies which are going to win that is where you have the right culture with the right values where you're aligned with the work that team members like to do.
Speaker 4: value. So we think it's going to take a full sum of that approach. So we are not fully there but we are on a path to driving more and more alignment with the team members, which will be a biggest difference maker.
Speaker 6: Thank you, Nitin. There appears to be no more questions. As such, this concludes this year's Annual General Meeting. Thank you for attending, and thank you for your ongoing support.
Speaker 6: Thank you, Nitin. There appears to be no more questions. As such, this concludes this year's annual general meeting. Thank you for attending and thank you for your ongoing support.
Speaker 7: This concludes today's conference call. You may now disconnect.