8-K

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, DC 20549

FORM 8-K

CURRENT REPORT

PURSUANT TO SECTION 13 OR 15(d)

OF THE SECURITIES EXCHANGE ACT OF 1934

Date of Report (Date of earliest event reported) November 4, 2014

Capital Senior Living Corporation

(Exact name of registrant as specified in its charter)

Delaware	1-13445	75-2678809
(State or other jurisdiction of incorporation)	(Commission File Number)	(IRS Employer Identification No.)

14160 Dallas Parkway

Suite 300

Dallas, Texas 75254

(Address of principal executive offices)(Zip Code)

(972) 770-5600

(Registrant’s telephone number, including area code)

Not applicable

(Former name or former address, if changed since last report)

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions (see General Instruction A.2. below):

¨ Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

¨ Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)

¨ Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))

¨ Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

Item 2.02 Results of Operations and Financial Condition.

On November 4, 2014, Capital Senior Living Corporation (the “Company”) announced its financial results for the third quarter ended September 30, 2014 by issuing a press release. The full text of the press release issued in connection with the announcement is attached hereto as Exhibit 99.1.

The information being furnished under Item 2.02, Item 7.01, Exhibit 99.1 and Exhibit 99.2 shall not be deemed “filed” for purposes of the Securities Exchange Act of 1934, as amended (the “Exchange Act”), or incorporated by reference in any filing under the Securities Act of 1933, as amended, or the Exchange Act, except as may be expressly set forth by specific reference in such a filing. The press release and the presentation referenced below contain, and may implicate, forward-looking statements regarding the Company and include cautionary statements identifying important factors that could cause actual results to differ materially from those anticipated.

In the press release and the presentation referenced below, the Company’s management utilizes financial measures of operating performance, including adjusted EBITDAR, adjusted EBITDAR margin, adjusted net income and adjusted CFFO, that are not calculated in accordance with U.S. generally accepted accounting principles (“GAAP”). Non-GAAP financial measures may have material limitations in that they do not reflect all of the amounts associated with the Company’s results of operations as determined in accordance with GAAP. As a result, these non-GAAP financial measures should not be considered a substitute for, nor superior to, financial results and measures determined or calculated in accordance with GAAP. The Company believes that these non-GAAP measures are useful in identifying trends in day-to-day performance because they exclude items that are of little or no significance to operations and provide indicators to management of progress in achieving optimal operating performance. In addition, these measures are used by many research analysts and investors to evaluate the performance and the value of companies in the senior living industry. The Company strongly urges you to review the reconciliation of net income from operations to adjusted EBITDAR and adjusted EBITDAR margin and the reconciliation of net loss to adjusted net income and adjusted CFFO, each of which is included at the end of the Company’s press release, along with the Company’s consolidated balance sheets, statements of operations, and statements of cash flows.

Item 7.01 Regulation FD Disclosure.

Attached hereto as Exhibit 99.2 is an updated slideshow presentation of the Company.

By filing this Current Report on Form 8-K, the Company does not acknowledge that disclosure of this information is required by Regulation FD or that the information was material or non-public before the disclosure. The Company assumes no obligation to update or supplement forward-looking statements in this presentation that become untrue because of new information, subsequent events or otherwise.

Item 9.01 Financial Statements and Exhibits.

(a) Not applicable.

(b) Not applicable.

(c) Not applicable.

(d) Exhibits.

*99.1 Press Release dated November 4, 2014.

*99.2 Capital Senior Living Corporation Updated Slideshow Presentation.

*These exhibits to this Current Report on Form 8-K are not being filed but are being furnished pursuant to Item 9.01.

SIGNATURES

Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.

Date: November 4, 2014	Capital Senior Living Corporation
	By:	/s/ Carey P. Hendrickson
	Name:	Carey P. Hendrickson
	Title:	Senior Vice President and Chief Financial Officer

EXHIBIT INDEX

*99.1	Press Release dated November 4, 2014.
*99.2	Capital Senior Living Corporation Updated Slideshow Presentation.

*These exhibits to this Current Report on Form 8-K are not being filed but are being furnished pursuant to Item 9.01.

EX-99.1

Exhibit 99.1

PRESS CONTACT: Carey P. Hendrickson, Chief Financial Officer Phone: 1-972-770-5600

FOR IMMEDIATE RELEASE

CAPITAL SENIOR LIVING CORPORATION

REPORTS THIRD QUARTER 2014 RESULTS

DALLAS – (BUSINESS WIRE) – November 4, 2014 – Capital Senior Living Corporation (the “Company”) (NYSE:CSU), one of the nation’s largest operators of senior living communities, today announced operating and financial results for the third quarter of 2014. Company highlights for the third quarter include:

Operating and Financial Summary (see Non-GAAP Financial Measures below)

• Revenue in the third quarter of 2014 was $98.5 million, a $10.5 million, or 11.9 percent, increase from the third quarter of 2013.

• Occupancy for the Company’s consolidated communities, excluding four communities undergoing repositioning, lease-up or significant renovation and conversion, was 87.8 percent in the third quarter of 2014, an increase of 110 basis points from the third quarter of 2013. Same-community occupancy was 87.4 percent for the third quarter of 2014, a 40 basis point sequential improvement from the second quarter of 2014 and a 70 basis point improvement from the third quarter of 2013.

• Average monthly rent for the Company’s consolidated communities increased 2.9 percent to $3,211 in the third quarter of 2014, an increase of $90 per occupied unit as compared to the third quarter of 2013. Same-community average monthly rent was $3,159, a $20 per occupied unit increase from the third quarter of 2013, and a 60 basis point improvement from the second quarter of 2014.

• Adjusted EBITDAR increased 14.4 percent to $33.5 million in the third quarter of 2014. This does not include EBITDAR of $0.6 million related to four communities undergoing repositioning, lease-up or significant renovation and conversion. The Company is currently excluding the results of these four communities from its Non-GAAP financial measures, including Adjusted EBITDAR. The Company’s Adjusted EBITDAR margin was 35.6% for the third quarter of 2014, an increase of 40 basis points versus the third quarter of the prior year.

• Adjusted Cash From Facility Operations (“CFFO”) increased 24.0 percent to $11.1 million, or $0.39 per share, in the third quarter of 2014, excluding the four communities previously noted, an increase of $0.07 per share, from the third quarter of 2013.

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• The Company’s Net Loss for the third quarter of 2014 was $5.8 million, or 20 cents per share, due to non-cash amortization of resident leases associated with communities acquired by the Company in the previous 12 months. Adjusted Net Income was $0.7 million, or $0.02 per share, for the third quarter of 2014.

• The Company announces today that on August 27, 2014, the Company acquired a community in a state where it already has existing operations for a purchase price of approximately $13.5 million. This community is expected to generate incremental annual CFFO of approximately $0.02 per share.

• As disclosed in our second quarter earnings release, the Company also completed the acquisition of two senior living communities on August 4, 2014, for a purchase price of approximately $33.9 million. These communities are expected to generate incremental annual CFFO of approximately $0.04 per share.

“Our third quarter results reflect the positive momentum that continues to build in all of our important metrics, with higher revenue growth and lower expense growth in the third quarter than in the first two quarters of this year and continued solid increases in occupancy, Adjusted EBITDAR and Adjusted CFFO,” said Lawrence A. Cohen, Chief Executive Officer of the Company. “Our same-community average monthly rent increased by 60 basis points in the third quarter of 2014 as compared to the second quarter, building on the 70 basis point sequential increase in average monthly rent from the first quarter to the second quarter of 2014. Our same store occupancy increased 40 basis points from the second quarter of 2014 to the third quarter of 2014, the fourth consecutive quarter to show a sequential gain. We continue to be focused on reducing attrition and are making steady progress on our work to convert approximately 360 vacant independent living units to assisted living and memory care units, which we expect to improve overall occupancy by approximately 300 basis points once they are stabilized.

“Complementing this growth is a robust pipeline that allows us to continue our disciplined and strategic acquisition program that increases our ownership of high-quality senior living communities in geographically concentrated regions and generates meaningful increases in CFFO, earnings and real estate value. We closed on three such communities in the third quarter and continue to pursue additional opportunities.

“We believe that we are well positioned to make meaningful gains in shareholder value as a substantially all private-pay business in an industry that benefits from need-driven demand, limited new supply, and an improving economy and housing market.”

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Recent Investment Activity

• On August 27, 2014, the Company completed the acquisition of a senior living community for a purchase price of $13.5 million. This community adds to the Company’s operations in the state of Wisconsin and is comprised of 75 assisted living units.

Highlights of this transaction include:

• Increases annual Adjusted CFFO by approximately $0.7 million, or $0.02 per share.

• Adds approximately $0.4 million to earnings, or $0.01 per share.

• Increases annual revenue by approximately $3.4 million.

• Average monthly rent for the community is approximately $4,600.

The community was financed with approximately $10.4 million of non-recourse 10-year mortgage debt at a fixed interest rate of 4.70%.

• As previously disclosed, the Company completed the acquisition of two senior living communities on August 4, 2014, for a combined purchase price of $33.9 million. These communities add to the Company’s operations in the states of Virginia and Wisconsin and are comprised of 184 assisted living units.

• The Company is conducting due diligence on additional acquisitions of high-quality senior living communities in states with extensive existing operations totaling approximately $75 million. Subject to completion of customary closing conditions, at least one of the acquisitions, valued at approximately $14.5 million, is expected to close by the end of the fourth quarter of 2014, with the remainder expected to close in the first quarter of 2015.

Financial Results - Third Quarter

For the third quarter of 2014, the Company reported revenue of $98.5 million, compared to revenue of $88.0 million in the third quarter of 2013. Resident and healthcare revenue increased from the third quarter of the prior year by approximately $12.1 million, or 14.1%, mostly due to the acquisition of 15 communities during or after the third quarter of 2013. As expected, community reimbursement revenue and affiliated management revenue decreased approximately $1.6 million in the third quarter of 2014 as compared to the third quarter of 2013. The acquisition of three Ohio communities in which the Company previously held a 10 percent interest as a joint venture on June 30, 2014, resulted in the elimination of these two revenue items as well as community reimbursement expense.

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Operating expenses for the third quarter of 2014 were $60.0 million, an increase of $7.1 million from the third quarter of 2013, primarily due to the acquisition of 15 communities during or after the third quarter of 2013.

General and administrative expenses for the third quarter of 2014 were $5.5 million in the third quarter of 2014, which includes $0.7 million of transaction and other one-time costs. Excluding transaction and other one-time costs from the third quarters of 2014 and 2013, general and administrative expenses increased $0.2 million in the third quarter of 2014 over the third quarter of 2013. General and administrative expenses, excluding transaction and other one-time costs, were 4.9% as a percentage of revenues under management in the third quarter of 2014, as compared to 5.2% in the third quarter of 2013.

The Company’s Non-GAAP financial measures exclude four communities that are undergoing repositioning, lease-up of higher-licensed units or significant renovation and conversion. Three communities were excluded in the previous quarter. During the third quarter of 2014, the Company began a significant renovation project at a community to convert IL units to AL units, which required vacating 45 units; thus, the Company removed this community from its non-GAAP measures and certain supplemental information beginning in the third quarter of 2014.

Adjusted EBITDAR for the third quarter of 2014 was approximately $33.5 million, an increase of $4.2 million, or 14.4%, from the third quarter of 2013. This does not include EBITDAR of $0.6 million related to four communities undergoing repositioning, lease-up or significant renovation and conversion. The Adjusted EBITDAR margin for the third quarter of 2014 was 35.6%, an increase of 40 basis points from the third quarter of 2013.

The Company had $0.7 million, or $0.02 per share, of adjusted net income for the third quarter of 2014, excluding non-recurring or non-economic items reconciled on the final page of this release. This compares to a net loss of $5.8 million before adjusting for these non-recurring or non-economic items. Adjusted CFFO was $11.1 million, or $0.39 per share, in the third quarter of 2014, an increase of 24.0%, or $2.2 million and $0.07 per share, versus the third quarter of 2013.

Operating Activities

Same-community results exclude the four communities previously noted that are undergoing repositioning, lease-up or significant renovation and conversion, and transaction and other one-time costs of $0.2 million.

Same-community revenue in the third quarter of 2014 increased 1.3% versus the third quarter of 2013. Same-community expenses increased 1.6% from the third

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quarter of the prior year. Labor costs, including benefits, were up approximately 2.3%, food costs increased 1.8% and utilities were flat as compared to the third quarter of the prior year. Advertising and promotion fees were $0.2 million higher due to initiatives aimed at increasing occupancy and revenue.

Same-community results continued to show significant sequential improvement in the third quarter of 2014. Same-community revenues were up sequentially over the second quarter by 1.1% and were 1.8% higher than the first quarter. Same-community occupancies increased 40 basis points from the second quarter to 87.4% and average rent increased $19, or 0.6%, to $3,159 per occupied unit from the second quarter to the third quarter. Same-community expenses were only $0.3 million higher than the second quarter of 2014, even with an additional day of expense versus the second quarter and utilities costs that were $0.5 million higher, as expected, related to summer weather. Same-community net operating income was 1.5% higher than the second quarter of 2014.

Capital expenditures for the third quarter of 2014 were $5.5 million, representing approximately $4.3 million of investment spending and approximately $1.2 million of recurring capital expenditures. If annualized, spending for recurring capital expenditures was approximately $410 per unit.

Balance Sheet

The Company ended the quarter with $39.3 million of cash and cash equivalents, including restricted cash. During the quarter, the Company invested $10.8 million of cash as equity to complete the acquisitions of three communities and spent $5.5 million on capital improvements.

As of September 30, 2014, the Company financed its 66 owned communities with mortgages totaling $623.9 million at interest rates averaging 4.7%. All of the Company’s debt is at fixed interest rates, except for six bridge loans totaling approximately $65.2 million at variable rates averaging 3.9%. The Company has no mortgage maturities before the third quarter of 2015.

The Company’s cash on hand and cash flow from operations are expected to be sufficient for working capital, prudent reserves and the equity needed to fund the Company’s acquisition program.

Q3 2014 Conference Call Information

The Company will host a conference call with senior management to discuss the Company’s third quarter financial results. The call will be held on Tuesday, November 4, 2014, at 5:00 p.m. Eastern Time. The call-in number is 913-312-0419, confirmation code 7261660. A link to a simultaneous webcast of the teleconference will be available at www.capitalsenior.com through Windows Media Player or RealPlayer.

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For the convenience of the Company’s shareholders and the public, the conference call will be recorded and available for replay starting Tuesday, November 4, 2014 at 8:00 p.m. Eastern Time, until Thursday, November 13, 2014 at 8:00 p.m. Eastern Time. To access the conference call replay, call 719-457-0820, confirmation code 7261660. The conference call will also be made available for playback via the Company’s corporate website, www.capitalsenior.com, beginning November 5, 2014.

Non-GAAP Financial Measures

Adjusted EBITDAR, Adjusted EBITDAR Margin, Adjusted Net Income and Adjusted CFFO are financial measures of operating performance that are not calculated in accordance with U.S. generally accepted accounting principles (“GAAP”). Non-GAAP financial measures may have material limitations in that they do not reflect all of the amounts associated with our results of operations as determined in accordance with GAAP. As a result, these non-GAAP financial measures should not be considered a substitute for, nor superior to, financial results and measures determined or calculated in accordance with GAAP. The Company believes that these non-GAAP measures are useful in identifying trends in day-to-day performance because they exclude items that are of little or no significance to operations and provide indicators to management of progress in achieving optimal operating performance. In addition, these measures are used by many research analysts and investors to evaluate the performance and the value of companies in the senior living industry. The Company strongly urges you to review the reconciliation of net income from operations to Adjusted EBITDAR and Adjusted EBITDAR Margin and the reconciliation of net loss to Adjusted Net Income and Adjusted CFFO, along with the Company’s consolidated balance sheets, statements of operations, and statements of cash flows.

About the Company

Capital Senior Living Corporation is one of the nation’s largest operators of residential communities for senior adults. The Company’s operating strategy is to provide value to residents by providing quality senior living services at reasonable prices. The Company’s communities emphasize a continuum of care, which integrates independent living, assisted living, and home care services, to provide residents the opportunity to age in place. The Company operates 116 senior living communities in geographically concentrated regions with an aggregate capacity of approximately 15,000 residents.

Safe Harbor

The forward-looking statements in this release are subject to certain risks and uncertainties that could cause results to differ materially, including, but not without limitation to, the Company’s ability to find suitable acquisition properties at favorable terms, financing, refinancing, community sales, licensing, business conditions, risks of downturns in economic conditions generally, satisfaction of closing conditions such

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as those pertaining to licensure, availability of insurance at commercially reasonable rates, and changes in accounting principles and interpretations among others, and other risks and factors identified from time to time in our reports filed with the Securities and Exchange Commission.

For information about Capital Senior Living, visit www.capitalsenior.com.

Contact Carey P. Hendrickson, Chief Financial Officer, at 972-770-5600 for more information.

CAPITAL/Page 8

CAPITAL SENIOR LIVING CORPORATION

CONSOLIDATED BALANCE SHEETS

(in thousands)

	September 30, 2014			December 31, 2013
	(unaudited)
ASSETS
Current assets:
Cash and cash equivalents	$	27,816		$	13,611
Restricted cash		11,468			11,425
Accounts receivable, net		5,716			3,752
Accounts receivable from affiliates		6			416
Federal and state income taxes receivable		5,214			5,123
Deferred taxes		441			845
Property tax and insurance deposits		10,660			11,036
Prepaid expenses and other		3,525			6,605
Total current assets		64,846			52,813
Property and equipment, net		774,211			649,967
Investments in unconsolidated joint ventures		—			1,010
Other assets, net		40,696			41,759
Total assets	$	879,753		$	745,549
LIABILITIES AND SHAREHOLDERS’ EQUITY
Current liabilities:
Accounts payable	$	4,052		$	3,813
Accounts payable to affiliates		11			1
Accrued expenses		32,524			29,321
Current portion of notes payable		37,636			11,918
Current portion of deferred income		13,376			11,215
Current portion of capital lease and financing obligations		981			948
Customer deposits		1,606			1,489
Total current liabilities		90,186			58,705
Deferred income		16,464			18,021
Capital lease and financing obligations, net of current portion		40,430			41,093
Deferred taxes		441			845
Other long-term liabilities		1,459			1,559
Notes payable, net of current portion		587,285			467,376
Commitments and contingencies
Shareholders’ equity:
Preferred stock, $.01 par value:
Authorized shares – 15,000; no shares issued or outstanding		—			—
Common stock, $.01 par value:
Authorized shares – 65,000; issued and outstanding shares – 29,095 and 28,845 in 2014 and 2013, respectively		294			292
Additional paid-in capital		149,482			143,721
Retained (deficit) earnings		(5,354	)		14,871
Treasury stock, at cost – 350 shares		(934	)		(934	)
Total shareholders’ equity		143,488			157,950
Total liabilities and shareholders’ equity	$	879,753		$	745,549

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CAPITAL SENIOR LIVING CORPORATION

CONSOLIDATED STATEMENTS OF OPERATIONS AND COMPREHENSIVE LOSS

(unaudited, in thousands, except per share data)

	Three Months Ended September 30,						Nine Months Ended September 30,
	2014			2013			2014			2013
Revenues:
Resident and health care revenue	$	98,466		$	86,333		$	280,240		$	256,409
Affiliated management services revenue		—			205			415			586
Community reimbursement revenue		17			1,445			3,110			4,432
Total revenues		98,483			87,983			283,765			261,427
Expenses:
Operating expenses (exclusive of facility lease expense and depreciation and amortization expense shown below)		59,992			52,936			171,268			154,186
General and administrative expenses		5,515			5,026			15,137			15,029
Facility lease expense		14,841			14,274			44,524			42,813
Stock-based compensation expense		1,599			869			5,676			3,158
Depreciation and amortization		13,840			10,533			35,607			33,183
Community reimbursement expense		17			1,445			3,110			4,432
Total expenses		95,804			85,083			275,322			252,801
Income from operations		2,679			2,900			8,443			8,626
Other income (expense):
Interest income		12			17			40			138
Interest expense		(8,255	)		(5,943	)		(22,785	)		(17,321	)
Write-off of deferred loan costs and prepayment premiums		—			—			(6,979	)		—
Joint venture equity investment valuation gain		—			—			1,519			—
Loss on disposition of assets, net		(1	)		13			(11	)		12
Equity in earnings of unconsolidated joint ventures, net		—			43			105			76
Other income		5			10			22			28
Loss before provision for income taxes		(5,560	)		(2,960	)		(19,646	)		(8,441	)
Provision for income taxes		(199	)		(7,003	)		(579	)		(5,668	)
Net loss	$	(5,759	)	$	(9,963	)	$	(20,225	)	$	(14,109	)
Per share data:
Basic net loss per share	$	(0.20	)	$	(0.35	)	$	(0.70	)	$	(0.49	)
Diluted net loss per share	$	(0.20	)	$	(0.35	)	$	(0.70	)	$	(0.49	)
Weighted average shares outstanding — basic		28,371			27,911			28,273			27,769
Weighted average shares outstanding — diluted		28,371			27,911			28,273			27,769
Comprehensive loss	$	(5,759	)	$	(9,963	)	$	(20,225	)	$	(14,109	)

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CAPITAL SENIOR LIVING CORPORATION

CONSOLIDATED STATEMENTS OF CASH FLOWS

(unaudited, in thousands)

	Nine Months Ended September 30,
	2014			2013
Operating Activities
Net loss	$	(20,225	)	$	(14,109	)
Adjustments to reconcile net loss to net cash provided by operating activities:
Depreciation and amortization		35,607			33,183
Amortization of deferred financing charges		999			822
Amortization of deferred lease costs and lease intangibles		922			978
Deferred income		604			(344	)
Deferred income taxes		—			5,505
Write-off of deferred loan costs and prepayment premiums		6,979			—
Joint venture equity investment valuation gain		(1,519	)		—
Loss (Gain) on disposition of assets, net		11			(12	)
Equity in earnings of unconsolidated joint ventures		(105	)		(76	)
Provision for bad debts		517			330
Stock-based compensation expense		5,676			3,158
Changes in operating assets and liabilities:
Accounts receivable		(2,481	)		241
Accounts receivable from affiliates		410			433
Property tax and insurance deposits		376			(1,058	)
Prepaid expenses and other		3,080			(867	)
Other assets		756			(3,101	)
Accounts payable		249			(4,424	)
Accrued expenses		3,203			4,142
Federal and state income taxes receivable/payable		(91	)		3,523
Customer deposits		117			(22	)
Net cash provided by operating activities		35,085			28,302
Investing Activities
Capital expenditures		(13,394	)		(9,888	)
Cash paid for acquisitions		(145,555	)		(53,741	)
Proceeds from disposition of assets		4			18
Proceeds from SHPIII/CSL Transaction		2,532			—
Distributions from unconsolidated joint ventures		102			97
Net cash used in investing activities		(156,311	)		(63,514	)
Financing Activities
Proceeds from notes payable		267,685			56,939
Repayments of notes payable		(128,553	)		(20,534	)
Increase in restricted cash		(43	)		(1,239	)
Cash payments for capital lease and financing obligations		(630	)		(558	)
Cash proceeds from the issuance of common stock		169			2,761
Excess tax benefits on stock option exercised		(82	)		(1,445	)
Deferred financing charges paid		(3,115	)		(684	)
Net cash provided by financing activities		135,431			35,240
Increase in cash and cash equivalents		14,205			28
Cash and cash equivalents at beginning of period		13,611			18,737
Cash and cash equivalents at end of period	$	27,816		$	18,765
Supplemental Disclosures
Cash paid during the period for:
Interest	$	20,873		$	16,058
Income taxes	$	714		$	677

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Capital Senior Living Corporation

Supplemental Information

							Average
	Communities						Resident Capacity						Average Units
	Q3 14			Q3 13			Q3 14			Q3 13			Q3 14			Q3 13
Portfolio Data
I. Community Ownership / Management
Consolidated communities
Owned		66			53			8,718			7,089			6,772			5,599
Leased		50			50			6,333			6,298			4,989			5,026
Joint Venture communities (equity method)		—			3			—			674			—			435
Total		116			106			15,051			14,061			11,761			11,060
Independent living								7,597			7,554			6,171			6,183
Assisted living								7,454			6,337			5,590			4,743
Skilled nursing								—			170			—			134
Total								15,051			14,061			11,761			11,060
II. Percentage of Operating Portfolio
Consolidated communities
Owned		56.9	%		50.0	%		57.9	%		50.4	%		57.6	%		50.6	%
Leased		43.1	%		47.2	%		42.1	%		44.8	%		42.4	%		45.4	%
Joint Venture communities (equity method)		—			2.8	%		—			4.8	%		—			4.0	%
Total		100.0	%		100.0	%		100.0	%		100.0	%		100.0	%		100.0	%
Independent living								50.5	%		53.7	%		52.5	%		55.9	%
Assisted living								49.5	%		45.1	%		47.5	%		42.9	%
Skilled nursing								—			1.2	%		—			1.2	%
Total								100.0	%		100.0	%		100.0	%		100.0	%

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Capital Senior Living Corporation

Supplemental Information

Selected Operating Results	Q3 14			Q3 13
I. Owned communities (excludes 3 communities being repositioned/leased up)
Number of communities		63			50
Resident capacity		8,109			6,310
Unit capacity		6,275			4,969
Financial occupancy (1)		89.0	%		86.9	%
Revenue (in millions)		50.1			36.2
Operating expenses (in millions) (2)		28.3			20.4
Operating margin		44	%		44	%
Average monthly rent		2,993			2,795
II. Leased communities (excludes 1 community being repositioned/leased up)
Number of communities		49			49
Resident capacity		6,107			6,072
Unit capacity		4,841			4,839
Financial occupancy (1)		86.2	%		86.5	%
Revenue (in millions)		43.9			43.4
Operating expenses (in millions) (2)		21.8			21.4
Operating margin		50	%		51	%
Average monthly rent		3,503			3,457
III. Consolidated communities (excludes 4 communities being repositioned/leased up)
Number of communities		112			99
Resident capacity		14,216			12,382
Unit capacity		11,116			9,808
Financial occupancy (1)		87.8	%		86.7	%
Revenue (in millions)		94.0			79.6
Operating expenses (in millions) (2)		50.1			41.8
Operating margin		47	%		47	%
Average monthly rent		3,211			3,121
IV. Communities under management (excludes 4 communities being repositioned/leased up)
Number of communities		112			102
Resident capacity		14,216			13,056
Unit capacity		11,116			10,244
Financial occupancy (1)		87.8	%		86.8	%
Revenue (in millions)		94.0			83.7
Operating expenses (in millions) (2)		50.2			44.0
Operating margin		47	%		47	%
Average monthly rent		3,211			3,140
V. Same communities under management (excludes 4 communities being repositioned/leased up)
Number of communities		100			100
Resident capacity		12,941			12,911
Unit capacity		10,223			10,225
Financial occupancy (1)		87.4	%		86.7	%
Revenue (in millions)		84.6			83.5
Operating expenses (in millions) (2)		44.7			43.9
Operating margin		47	%		47	%
Average monthly rent		3,159			3,139
VI. General and Administrative expenses as a percent of Total Revenues under Management
Third Quarter (3)		4.9	%		5.2	%
First nine months (3)		4.7	%		5.2	%
VII. Consolidated Mortgage Debt Information (in thousands, except interest rates)
(excludes insurance premium and auto financing)
Total fixed rate mortgage debt		558,726			382,531
Total variable rate mortgage debt		65,222			13,022
Weighted average interest rate		4.7	%		5.2	%

(1) Financial occupancy represents actual days occupied divided by total number of available days during the month of the quarter.

(2) Excludes management fees, insurance and property taxes.

(3) Excludes transaction costs incurred by the Company.

CAPITAL/Page 13

CAPITAL SENIOR LIVING CORPORATION

NON-GAAP RECONCILIATIONS

(In thousands, except per share data)

	Three Months Ended September 30,						Nine Months Ended September 30,
	2014			2013			2014			2013
Adjusted EBITDAR
Net income from operations	$	2,679		$	2,900		$	8,443		$	8,626
Depreciation and amortization expense		13,840			10,533			35,607			33,183
Stock-based compensation expense		1,599			869			5,676			3,158
Facility lease expense		14,841			14,274			44,524			42,813
Provision for bad debts		145			89			517			330
Casualty losses		167			142			582			382
Transaction and conversion costs		858			360			2,098			1,205
Communities being repositioned/leased up		(618	)		120			(971	)		120
Adjusted EBITDAR	$	33,511		$	29,287		$	96,476		$	89,817
Adjusted EBITDAR Margin
Adjusted EBITDAR	$	33,511		$	29,287		$	96,476		$	89,817
Total revenues	$	98,483		$	87,983		$	283,765		$	261,427
Communities being repositioned/leased up		(4,370	)		(4,860	)		(10,073	)		(4,860	)
Adjusted revenues	$	94,113		$	83,123		$	273,692		$	256,567
Adjusted EBITDAR margin		35.6	%		35.2	%		35.2	%		35.0	%
Adjusted net income and net income per share
Net loss	$	(5,759	)	$	(9,963	)	$	(20,225	)	$	(14,109	)
Casualty losses, net of tax		105			89			367			241
Transaction and conversion costs, net of tax		541			227			1,322			759
Resident lease amortization, net of tax		3,250			2,471			7,447			8,837
Write-off of deferred loan costs and prepayment premium, net of tax		—			—			4,397			—
Joint venture equity investment valuation gain, net of tax		—			—			(957	)		—
(Gain)Loss on disposition of assets, net of tax		1			(8	)		7			(8	)
Deferred tax asset valuation allowance		2,068			7,513			7,463			7,513
Communities being repositioned/leased up, net of tax		485			414			1,049			414
Adjusted net income	$	691		$	743		$	870		$	3,647
Adjusted net income per share	$	0.02		$	0.03		$	0.03		$	0.13
Diluted shares outstanding		28,374			27,937			28,228			27,839
Adjusted CFFO and Adjusted CFFO per share
Net loss	$	(5,759	)	$	(9,963	)	$	(20,225	)	$	(14,109	)
Non-cash charges, net		16,805			19,093			49,691			43,544
Recurring capital expenditures		(1,090	)		(970	)		(3,155	)		(2,875	)
Casualty losses		167			142			582			382
Transaction and conversion costs		858			360			2,098			1,205
Tax impact of Spring Meadows Transaction		(106	)		(106	)		(318	)		(318	)
Communities being repositioned/leased up, net of tax		225			394			447			394
Adjusted CFFO	$	11,100		$	8,950		$	29,120		$	28,223
Adjusted CFFO per share	$	0.39		$	0.32		$	1.03		$	1.01

***

EX-99.2

Capital Senior Living

Company Presentation

Exhibit 99.2

2

Forward-Looking Statements

•

The forward-looking statements in this presentation are subject to certain risks and uncertainties that

could cause results to differ materially, including, but not without limitation to, the Company’s ability to

complete the refinancing of certain of our wholly owned communities, realize the anticipated savings

related to such financing, find suitable acquisition properties at favorable terms, financing, licensing,

business conditions, risks of downturns in economic conditions generally, satisfaction of closing

conditions such as those pertaining to licensures, availability of insurance at commercially reasonable

rates and changes in accounting principles and interpretations among others, and other risks and factors

identified from time to time in our reports filed with the Securities and Exchange Commission

•

The Company assumes no obligation to update or supplement forward-looking statements in this

presentation that become untrue because of new information, subsequent events or otherwise.                           

3

Non-GAAP Financial Measures

•

Adjusted EBITDAR, Adjusted EBITDAR Margin, Adjusted Net Income and Adjusted CFFO are financial

measures of operating performance that are not calculated in accordance with U.S. generally accepted

accounting principles (“GAAP”).  Non-GAAP financial measures may have material limitations in that they

do

not

reflect

all

of

the

amounts

associated

with

our

results

of

operations

as

determined

in

accordance

with GAAP.  As a result, these non-GAAP financial measures should not be considered a substitute for,

nor superior to, financial results and measures determined or calculated in accordance with GAAP.  The

Company believes that these non-GAAP measures are useful in identifying trends in day-to-day

performance because they exclude items that are of little or no significance to operations and provide

indicators to management of progress in achieving optimal operating performance. In addition, these

measures are used by many research analysts and investors to evaluate the performance and the value of

companies in the senior living industry.  The Company strongly urges you to review the reconciliation of

net income from operations to Adjusted EBITDAR and Adjusted EBITDAR Margin and the reconciliation of

net

loss

to

Adjusted

Net

Income

and

Adjusted

CFFO,

each

of

which

is

included

at

the

end

of

the

Company’s earnings releases, along with the Company’s consolidated balance sheets, statements of

operations, and statements of cash flows.

4

Investment Highlights

•

Value leader in providing quality seniors housing and care at

reasonable prices

•

Well positioned to make meaningful gains in shareholder value

•

Substantially all private pay with strong cash flow generation

•

Industry benefits from need-driven demand, limited new supply and

improving housing market and economy

•

Achieving solid growth in revenue, occupancy, EBITDAR and CFFO

•

Executing on disciplined accretive growth initiatives through

acquisitions and conversions to higher levels of care

•

Solid balance sheet

5

Company Overview

•

Capital Senior Living operates 116 communities in geographically

concentrated regions with the capacity to serve 15,100 residents

Number of residents by State

Greater than 2,000

500 -

2,000

Less than 500

AR. 

173

AZ. 

189

IA. 

122

IL. 

650

IN. 

2,247

KS. 

165

LA. 

133

MI.

429

MN.

173

MO. 

662

MS.

143

NE. 

668

OK. 

143

TX. 

3,720

CT. 

178

FL.

226

NC.

593

SC.

669

NJ. 

98

NY. 

387

OH. 

2,060

VA.

317

WI.

341

GA.

70

MA.

87

Owned

58%

Leased

42%

CA. 

408

Resident Capacity By State

Property Ownership Structure

6

Resident Demographics at CSU Communities

•

Average age of resident: 85 years

•

Average age of resident moving in: 82 years

•

Average

stay

period:

2-3

years

•

Percent of female residents: 80%

•

Resident turnover is primarily attributed to death or need for

higher care

7

The Capital Advantage: Senior Living Options

Independent Living –

51% of Resident Capacity

•

Average 115 units per IL community with large common areas and

amenities

•

Supportive services, wellness programs, social, recreational and

educational events

•

Average monthly rate of $2,422

•

100% private pay

•

Average length of resident stay is 31 months

8

The Capital Advantage: Senior Living Options

Assisted Living-

49% of Resident Capacity

•

Average 68 units per community

•

75% of communities offer AL

•

Assistance with activities of daily living including medication

reminders, bathing, dressing and grooming

•

Average monthly rate of $4,020

•

Substantially all private pay

•

Average length of resident stay is 24 months

9

The Capital Advantage: Need Driven Demand

U.S. population 75+ years old is estimated to be 12% of the population by

2030 compared to 6% in 2012

Source: 2010 Census Summary File 1 and U.S. Census Bureau, Population Division

U.S.

Seniors

Population

Trends

(75+

years

old)

15,000

17,500

20,000

22,500

25,000

27,500

30,000

32,500

35,000

2010

2015

2020

2025

2030

•

Only 1.3 million units serving a population of 18.9 million seniors

•

Current 6.9% penetration rate implies demand growth of 40,000 units per year

10

The Capital Advantage: Limited New Supply

Source: NIC MAP Trends All Markets Q3 14

0

1,000

2,000

3,000

4,000

5,000

6,000

7,000

Absorption

Inventory Growth

11

The

Capital

Advantage:

Senior

Housing

Occupancy

Trends

Source: NIC MAP Trends All Markets Q3 14

86.0%

87.0%

88.0%

89.0%

90.0%

91.0%

92.0%

IL Communities

AL Communities

12

The Capital Advantage: Competitive Strengths

•

Value leader in geographically concentrated regions

•

Experienced on-site, regional and corporate management

•

Larger company economies of scale and proprietary systems

that yield operating efficiencies in highly fragmented industry

•

Solid reputation in industry and 95% resident satisfaction

•

Employer of choice

•

Solid balance sheet

•

Strong Board of Directors

13

The Capital Advantage: Strategy

•

Focus on our core strengths

•

Capitalize on competitive strengths within each of our regions

to maximize the cash flow generated by our communities and

our operations

•

Capitalize on the fragmented nature of the senior living

industry to strategically aggregate local and regional operators

in geographically concentrated regions

•

Increase levels of care through conversions to Assisted Living

or Memory Care units

•

Attract and retain the best talent in the senior living industry

14

2014 Business Plan

•

Focused on Operations, marketing and growth to enhance

shareholder value through:

•

Organic growth

•

Proactive expense Management

•

Accretive acquisitions, unit conversions and community

refurbishment projects

•

Utilization of technology

15

2014 Business Plan: Organic Growth

•

Increase average rents

•

Each 3% increase generates $11.8M of revenue

•

Improve occupancies

•

Each 1% generates $4.0M of revenue, $2.8M of EBITDAR and $0.06 per

share of CFFO

•

Convert units to higher levels of care

•

Cash flow enhancing renovations and refurbishments

•

New branding strategy, eMarketing and website enhancements

•

Implement software programs to optimize care plans and level of

care charges

16

Solving to Achieve 90% Occupancy

Q3 2014

(1)

IL

AL

Total

Total Units

5,775

5,341

11,116

Occupied Units

4,944

4,816

9,760

Occupancy %

90.2%

87.8%

Planned IL to AL Conversions

IL

AL

Units

(360)

360

At 90% Stabilized

Occupancy

324

Occupancy After Conversions

Stabilize

IL

AL

Total

Total Units

5,415

5,701

11,116

Occupied Units

4,944

5,140

10,084

Occupancy %

91.3%

90.2%

90.7%

(1)

Excludes CCRC’s , Autumn Glen, and Veranda Club

85.6%

Note: Conversions are subject to customary approvals

17

Canton Regency Remodel Concepts

Existing Atrium

Concept Atrium

Concept Bistro

Concept Internet Cafe

18

2014 Business Plan: External Growth

•

Strategic acquisitions of high quality senior living communities

to

enhance

geographic

concentrations

–

16.4%

cash

on

cash

returns

*Based on share count at time of transaction      (in millions except number of communities)

2011

2012

2013

Q3 14 YTD

Combined

Purchase Price

$83.4

$181.3

$150.4

$145.6

$560.7

Communities

7

17

11

7

42

Units

551

1,367

881

762

3,561

Debt

$59.3

$129.5

$112.3

$109.3

$410.4

Equity

$24.1

$51.8

$38.1

$36.3

$150.3

First Year Revenue

$21.3

$49.1

$35.1

$34.2

$139.7

First Year EBITDAR

$7.3

$19.1

$14.1

$13.3

(1)

$53.8

First Year Cash Flow

from Operations

(CFFO)

$3.4

$9.1

$5.8

$6.4

(1)

$24.7

First Year CFFO per

share*

$0.13

$0.34

$0.20

$0.21

(1)

$0.88

(1)

Net of $0.9 million of management fees related to communities previously managed under a JV

agreement

19

Operating Performance

•

Revenue and EBITDAR growth

•

EBITDAR has increased at an 18.0% CAGR on a 15.2% CAGR in

revenue since the beginning of 2010.

•

EBITDAR margin increased from 29.9% in Q1 2010 to 35.6% in Q3

2014.

*

As adjusted in press releases

24.0%

26.0%

28.0%

30.0%

32.0%

34.0%

36.0%

38.0%

$0.0

$20.0

$40.0

$60.0

$80.0

$100.0

$120.0

Revenue

EBITDAR *

EBITDAR Margin % *

20

Comparative Operating Metrics

Note: EBITDAR and CFFO are as adjusted in press releases.

Q3 14

Q3 13

% Increase

Total Revenues

$ 98.5

$ 88.0

11.9%

Adjusted EBITDAR

$ 33.5

$ 29.3

14.4%

% Margin

35.6%

35.2%

Adjusted CFFO

$ 11.1

$ 8.9

24.0%

Adjusted CFFO Per Share

$ 0.39

$ 0.32

21

Balance Sheet

•

As of September 30, 2014 (in millions)

ASSETS

Cash and Securities

$ 39.3

Other Current Assets

25.5

Total Current Assets

64.8

Fixed Assets

774.2

Other Assets

40.8

TOTAL ASSETS

$ 879.8

LIABILITIES & EQUITY

Current Liabilities

$ 90.2

Long-Term Debt

587.3

Other Liabilities

58.8

Total Liabilities

736.3

Stockholders’

Equity

143.5

TOTAL LIABILITIES &

EQUITY

$ 879.8

22

Investment Highlights

•

Value

leader

in

geographically

concentrated

regions

•

Substantially all private pay

•

Need-driven

demand,

limited

new

supply

and

improving

housing

market

and

economy

•

Experienced

management

team

with

demonstrated

ability

to

operate, acquire and create shareholder value

•

Accretive

acquisitions

in

highly

fragmented

industry

•

Conversions

to

higher

levels

of

care

with

significant

revenue

and

cash flow growth

•

Strong cash flow generation

•

Solid balance sheet

Capital Senior Living

Company Presentation