Welcome to our dedicated page for Sonida Senior Living SEC filings (Ticker: SNDA), a comprehensive resource for investors and traders seeking official regulatory documents including 10-K annual reports, 10-Q quarterly earnings, 8-K material events, and insider trading forms.
The SEC filings page for Sonida Senior Living, Inc. (NYSE: SNDA) provides access to the company’s official regulatory documents as filed with the U.S. Securities and Exchange Commission. Sonida is a Dallas-based owner, operator and investor in independent living, assisted living and memory care communities and services for senior adults, and its filings offer detailed insight into this senior housing platform.
Through this page, readers can review current reports on Form 8-K that disclose material events such as credit agreements, term loans, bylaw amendments and strategic transactions. Recent 8-K filings describe a senior secured term loan with Ally Bank, an amended and restated credit agreement providing term loan and revolving credit facilities, and the definitive merger agreement under which Sonida will acquire 100% of the outstanding common stock of CNL Healthcare Properties, Inc. in a cash and stock transaction valued at approximately $1.8 billion.
Investors can also use this page to locate periodic reports such as annual reports on Form 10-K and quarterly reports on Form 10-Q, which contain information about Sonida’s senior housing portfolio, resident revenue, occupancy metrics, community net operating income, liquidity, credit facilities and risk factors. Proxy materials and registration statements, including the joint proxy statement/prospectus on Form S-4/A related to the CHP transaction, are available to understand governance matters, stockholder approvals and the structure of the proposed merger.
In addition, this page provides a pathway to insider transaction reports on Forms 3 and 4, as referenced in Sonida’s filings, which disclose beneficial ownership and changes in ownership by directors and executive officers. Stock Titan’s tools can surface and summarize these filings so that users can quickly identify key terms, financial covenants, transaction structures and other elements that shape Sonida’s capital structure and strategic direction.
Sonida Senior Living filed an 8-K to add disclosures to its joint proxy statement for the proposed merger with CNL Healthcare Properties after two stockholder lawsuits and additional demand letters challenged the adequacy of prior disclosures. The company and CHP deny any wrongdoing but are supplementing the proxy to reduce litigation risk and potential delay to the deal.
The filing adds detail on 2025–2030 standalone projections for SNDA, including projected revenue rising from
Sonida Senior Living is seeking stockholder approval for its acquisition of CNL Healthcare Properties in a stock-and-cash deal valuing each CHP share at
After the merger and equity financing, existing SNDA investors (including the new placement shares) are expected to own roughly 39.5%–50% of SNDA on a fully diluted basis, while former CHP stockholders will own about 50%–60.5%. SNDA is asking its stockholders to approve an increase in authorized common shares from 30 million to 100 million, the new share issuances, and certain charter changes. CHP stockholders are being asked to approve the transaction and related proposals; if either side’s key proposals fail, the merger will not close.
Sonida Senior Living entered into an amended and restated credit agreement with a syndicate of lenders led by BMO Bank. The new facilities include two term loan tranches of $262.5 million each and a $375.0 million revolving credit facility. The term loans mature three and five years after the initial borrowing date, while the revolver matures four years after that date, with an option to extend by one year. Borrowings may be used for acquisitions, capital spending, working capital, and to help fund the cash portion of Sonida’s planned acquisition of CNL Healthcare Properties. The loans are secured by borrowing base properties and guaranteed by key subsidiaries, and the agreement adds detailed leverage, coverage, net worth and borrowing base covenants. The lenders’ obligation to fund remains conditioned on the concurrent closing of the CHP acquisition and other customary conditions.
Sonida Senior Living, Inc. entered into an amended and restated credit agreement with BMO Bank and a syndicate of lenders to refinance and expand its borrowing capacity in connection with its planned acquisition of CNL Healthcare Properties, Inc. (CHP). The new facilities include two term loan facilities of
Sonida may use these borrowings to fund acquisitions and capital expenditures, meet working capital needs, and pay part of the cash consideration for the proposed CHP acquisition. Interest will be based on either Term SOFR or a base rate plus margins that vary with Sonida’s total leverage ratio. The facilities are guaranteed by key subsidiaries and secured by equity in entities owning qualifying borrowing base properties, with certain pledges released after at least twelve months and covenant compliance.
The agreement includes customary financial and operational covenants and events of default, including leverage, coverage, net worth and borrowing base tests. Although the credit agreement is effective as of December 29, 2025, the lenders’ obligations to fund remain subject to the concurrent closing of the CHP acquisition and other conditions; if these are not met before the defined commitment termination, Sonida’s existing credit agreement would remain in place instead.
Sonida Senior Living, Inc. is seeking stockholder approval for a stock-and-cash acquisition of CNL Healthcare Properties, Inc. and related financing. CHP stockholders would receive $6.90 per share of CHP common stock, made up of $2.32 in cash and SNDA common shares valued at $4.58 per share, with the share component subject to a collar based on the volume-weighted average SNDA price. After the deal and an associated equity financing, current SNDA holders (including new investors) are expected to own about 39.5%–50% of SNDA on a fully diluted basis, while former CHP holders would own about 50%–60.5%, depending on SNDA’s trading price.
To support the cash portion, affiliates of Conversant Capital LLC and Silk Partners, LP plan to invest approximately $110 million in a private placement for 4,113,688 SNDA shares at $26.74 per share. SNDA stockholders will vote at a virtual special meeting on increasing authorized common shares, approving the issuance of new SNDA shares to CHP holders and the investors, charter changes on advance notice and indemnification, and a possible adjournment. CHP stockholders will vote at an in‑person annual meeting on the transaction itself, director elections, auditor ratification and a possible adjournment. Both boards unanimously recommend voting in favor of their respective proposals.
Sonida Senior Living, Inc. is registering shares of its common stock on Form S-4 for a stock-and-cash acquisition of CNL Healthcare Properties, Inc. (CHP) and related shareholder votes. Each share of CHP common stock is valued at $6.90, to be paid as $2.32 in cash plus SNDA shares worth $4.58, with the exact share count based on the 10-day volume-weighted average SNDA price and subject to a collar between 0.1318 and 0.2015 SNDA shares per CHP share.
To help fund the $2.32-per-share cash portion, affiliates of Conversant Capital and Silk will invest approximately $110 million in a private placement for 4,113,688 SNDA shares at $26.74 per share. SNDA stockholders are being asked to approve increasing authorized common shares from 30,000,000 to 100,000,000 and to approve issuing SNDA stock to CHP holders and the Investors, while CHP stockholders will vote on the Transactions Proposal and related items.
After closing and including the Equity Financing, pre-transaction SNDA stockholders (including the Investors’ new shares) are expected to own between 39.5% and 50% of SNDA on a fully diluted basis, and former CHP holders between 50% and 60.5%. CHP will cease to exist and its common stock will be deregistered, while SNDA common stock will remain listed on the NYSE under “SNDA”.
Sonida Senior Living, Inc. reported that its board of directors approved a Third Amendment to its Second Amended and Restated Bylaws, effective December 10, 2025. The change was adopted immediately.
The amendment adds to the bylaws the advance notice procedures for stockholder nominations of directors and other business to be brought before stockholder meetings, mirroring provisions already found in the company’s Amended and Restated Certificate of Incorporation. The complete text of the Third Amendment is provided as Exhibit 3.1 to the report.
Sonida Senior Living (SNDA) reported Q3 2025 results. Total revenues were $98.0 million, up from $74.8 million a year ago, driven by higher resident revenue and managed community reimbursements. The company recorded a net loss of $27.3 million, and a net loss attributable to common shareholders of $28.3 million, or $1.56 per share.
Year to date, revenues reached $283.5 million versus $212.4 million in 2024, while operating costs, depreciation, and a $4.7 million impairment on an asset held for sale weighed on earnings. Operating cash flow was $24.8 million for the nine months. Total debt was $688.1 million, including $86.1 million drawn on the revolving credit facility and $122.0 million outstanding on a new Ally Bank term loan. Equity totaled $35.2 million at quarter end. The company recognized $9.1 million of employee retention credits in other income year to date.
Sonida closed three asset acquisitions in Florida, Georgia, and Texas during 2025. As of November 6, 2025, 18,770,006 common shares were outstanding.