Michael Simanovsky - Nov 3, 2021 Form 3 Insider Report for CAPITAL SENIOR LIVING CORP (SNDA)

Role
Director, 10%+ Owner
Signature
/s/ Michael J Simanovsky
Stock symbol
SNDA
Transactions as of
Nov 3, 2021
Transactions value $
$0
Form type
3
Date filed
11/12/2021, 07:32 AM
Next filing
Apr 4, 2023

Transactions Table

Type Sym Class Transaction Value $ Shares Change % * Price $ Shares After Date Ownership Footnotes
holding SNDA Common Stock 2.8M Nov 3, 2021 See Footnote F1, F2
holding SNDA Common Stock 182K Nov 3, 2021 See Footnote F1, F3

Derivative Securities (e.g., puts, calls, warrants, options, convertible securities)

Type Sym Class Transaction Value $ Shares Change % * Price $ Shares After Date Underlying Class Amount Exercise Price Ownership Footnotes
holding SNDA Series A Convertible Preferred Stock Nov 3, 2021 Common Stock 969K $40.00 See Footnote F1, F2, F4, F5
holding SNDA Series A Convertible Preferred Stock Nov 3, 2021 Common Stock 62.7K $40.00 See Footnote F1, F3, F4, F5
holding SNDA Warrant Nov 3, 2021 Common Stock 969K $40.00 See Footnote F1, F2
holding SNDA Warrant Nov 3, 2021 Common Stock 62.7K $40.00 See Footnote F1, F3
* An asterisk sign (*) next to the price indicates that the price is likely invalid.

Explanation of Responses:

Id Content
F1 This Form 3 is being filed jointly by Michael Simanovsky, a United States citizen; Conversant Capital LLC, a Delaware limited liability company ("Conversant Capital"); Conversant GP Holdings LLC, a Delaware limited liability company ("Conversant GP"); Conversant Dallas Parkway (A) LP, a Delaware limited partnership ("Investor A"); and Conversant Dallas Parkway (B) LP, a Delaware limited partnership ("Investor B") (collectively the filing persons are the "Reporting Persons").
F2 Shares are held by Investor A. Conversant GP is the general partner of Investor A and Conversant Capital is the investment manager to Investor A. Mr. Simanovsky is the managing member of Conversant Capital, and Conversant GP. By virtue of these relationships, Mr. Simanovsky, Conversant Capital, and Conversant GP may be deemed a beneficial owner of the securities held by Investor A. Mr. Simanovsky, Conversant Capital, and Conversant GP each disclaims beneficial ownership of the securities held by Investor A except to the extent of his or its pecuniary interest therein.
F3 Shares are held by Investor B. Conversant GP is the general partner of Investor B and Conversant Capital is the investment manager to Investor B. Mr. Simanovsky is the managing member of Conversant Capital, and Conversant GP. By virtue of these relationships, Mr. Simanovsky, Conversant Capital, and Conversant GP may be deemed a beneficial owner of the securities held by Investor B. Mr. Simanovsky, Conversant Capital, and Conversant GP each disclaims beneficial ownership of the securities held by Investor B except to the extent of his or its pecuniary interest therein.
F4 There is no expiration date for the right of the holder of Series A Convertible Preferred Stock to convert.
F5 Each share of Series A Preferred Stock is convertible, at the election of the holder thereof, into a number of shares of Common Stock equal to the quotient of (i) the sum of (a) $1,000 per share, plus (b) any dividends thereon paid in the form of an increase in the liquidation preference of such share, plus (c) all accrued and unpaid dividends thereon by (ii) the effective conversion price.

Remarks:

Max Levy, a Principal of Conversant Capital, serves as a member of the Issuer's board of directors. On the basis of the relationships between Mr. Levy and the Reporting Persons, each of the Reporting Persons may be considered a director of the Issuer for purposes of Section 16 of the Securities Exchange Act of 1934, as amended.