SEC Comment Letter for SONIDA SENIOR LIVING, INC. (SNDA) (CIK 0001043000) (SNDA) — Sep 28, 2016
SONIDA SENIOR LIVING, INC. (SNDA) (CIK 0001043000)
Date: Sept. 28, 2016 · CIK: 0001043000 · Accession: 0000000000-16-095024
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Letter
Mail Stop 3720 September 28, 2016 Carey P. Hendrickson Senior Vice President and Chief Financial Officer Capital Senior Living Corporation 14160 Dallas Parkway, Suite 300 Dallas, TX 75254
Re: Capital Senior Living Corporation Form 10 -K for Fiscal Year Ended December 31, 2015 Response dated August 8, 2016 File No. 1-13445
Dear Mr. Hendrickson :
We have reviewed your August 8, 2016 response to our comment letter and have the following comment s. Please comply with the following comments in future filings. Confirm in writing that you will do so and explain to us how you intend to comply. In some of our comments, we may ask you to provide us with in formation so we may better understand your disclosure.
Please respond to these comments within ten business days by providing the requested information or advise us as soon as possible when you will respond. If you do not believe our comments apply to yo ur facts and circumstances, please tell us why in your response.
After reviewing your response to these comments, we may have additional comments.
Form 8 -K filed August 2 , 2016
Exhibit 99.1
1. You present Adjusted CFFO per share, which appears to r epresent a non -GAAP liquidity measure in substance. Please remove this per share measure or explain to us why you believe your presentation of Adjusted CFFO per share is consistent with the guidance of ASR 142 and Item 10(e) of Regulation S -K. See Questi on 102.05 of the updated Non - GAAP Compliance and Disclosure Interpretations issued on May 17, 2016.
2. We note that you exclude lease expense from EBITDAR. Please explain to us why this is not a normal, recurring, cash operating expense necessary to operate your business. See
Carey P. Hendrickson Capital Senior Liv ing Corp. September 2 8, 2016 Page 2
Question 100.01 of the updated Non -GAAP Compliance and Disclosure Interpretations issued on May 17, 2016.
You may contact Claire DeLabar, Staff Accountant at (202) 551 -3349 or Terry French, Accountant Branch Chief at (202) 551 -3828 or me at (202) 551 -3810 if you have questions regarding comments on the financial statements and related matters. Please contact Courtney Lindsay II, Staff Attorney at (202) 551 -7237 or me at (202) 551 -3810 with any other questions.
Sincerely,
/s/ Terry French for
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Mail Stop 3720 September 28, 2016 Carey P. Hendrickson Senior Vice President and Chief Financial Officer Capital Senior Living Corporation 14160 Dallas Parkway, Suite 300 Dallas, TX 75254 Re: Capital Senior Living Corporation Form 10 -K for Fiscal Year Ended December 31, 2015 Response dated August 8, 2016 File No. 1-13445 Dear Mr. Hendrickson : We have reviewed your August 8, 2016 response to our comment letter and have the following comment s. Please comply with the following comments in future filings. Confirm in writing that you will do so and explain to us how you intend to comply. In some of our comments, we may ask you to provide us with in formation so we may better understand your disclosure. Please respond to these comments within ten business days by providing the requested information or advise us as soon as possible when you will respond. If you do not believe our comments apply to yo ur facts and circumstances, please tell us why in your response. After reviewing your response to these comments, we may have additional comments. Form 8 -K filed August 2 , 2016 Exhibit 99.1 1. You present Adjusted CFFO per share, which appears to r epresent a non -GAAP liquidity measure in substance. Please remove this per share measure or explain to us why you believe your presentation of Adjusted CFFO per share is consistent with the guidance of ASR 142 and Item 10(e) of Regulation S -K. See Questi on 102.05 of the updated Non - GAAP Compliance and Disclosure Interpretations issued on May 17, 2016. 2. We note that you exclude lease expense from EBITDAR. Please explain to us why this is not a normal, recurring, cash operating expense necessary to operate your business. See Carey P. Hendrickson Capital Senior Liv ing Corp. September 2 8, 2016 Page 2 Question 100.01 of the updated Non -GAAP Compliance and Disclosure Interpretations issued on May 17, 2016. You may contact Claire DeLabar, Staff Accountant at (202) 551 -3349 or Terry French, Accountant Branch Chief at (202) 551 -3828 or me at (202) 551 -3810 if you have questions regarding comments on the financial statements and related matters. Please contact Courtney Lindsay II, Staff Attorney at (202) 551 -7237 or me at (202) 551 -3810 with any other questions. Sincerely, /s/ Terry French for Larry Spirgel Assistant Director AD Office 11 – Telecommunications