SEC Form 3
FORM 3 UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

INITIAL STATEMENT OF BENEFICIAL OWNERSHIP OF SECURITIES

Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934
or Section 30(h) of the Investment Company Act of 1940
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1. Name and Address of Reporting Person*
Simanovsky Michael

(Last) (First) (Middle)
25 DEFOREST AVENUE, 3RD FLOOR

(Street)
SUMMIT NJ 07901

(City) (State) (Zip)
2. Date of Event Requiring Statement (Month/Day/Year)
11/03/2021
3. Issuer Name and Ticker or Trading Symbol
CAPITAL SENIOR LIVING CORP [ CSU ]
4. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
X Director X 10% Owner
Officer (give title below) Other (specify below)
5. If Amendment, Date of Original Filed (Month/Day/Year)
6. Individual or Joint/Group Filing (Check Applicable Line)
Form filed by One Reporting Person
X Form filed by More than One Reporting Person
Table I - Non-Derivative Securities Beneficially Owned
1. Title of Security (Instr. 4) 2. Amount of Securities Beneficially Owned (Instr. 4) 3. Ownership Form: Direct (D) or Indirect (I) (Instr. 5) 4. Nature of Indirect Beneficial Ownership (Instr. 5)
Common Stock 2,803,928 I See Footnote(1)(2)
Common Stock 181,553 I See Footnote(1)(3)
Table II - Derivative Securities Beneficially Owned
(e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security (Instr. 4) 2. Date Exercisable and Expiration Date (Month/Day/Year) 3. Title and Amount of Securities Underlying Derivative Security (Instr. 4) 4. Conversion or Exercise Price of Derivative Security 5. Ownership Form: Direct (D) or Indirect (I) (Instr. 5) 6. Nature of Indirect Beneficial Ownership (Instr. 5)
Date Exercisable Expiration Date Title Amount or Number of Shares
Series A Convertible Preferred Stock 11/03/2021 (4) Common Stock 968,550 40(5) I See Footnote(1)(2)
Series A Convertible Preferred Stock 11/03/2021 (4) Common Stock 62,700 40(5) I See Footnote(1)(3)
Warrant 11/03/2021 11/03/2026 Common Stock 968,538 40 I See Footnote(1)(2)
Warrant 11/03/2021 11/03/2026 Common Stock 62,712 40 I See Footnote(1)(3)
1. Name and Address of Reporting Person*
Simanovsky Michael

(Last) (First) (Middle)
25 DEFOREST AVENUE, 3RD FLOOR

(Street)
SUMMIT NJ 07901

(City) (State) (Zip)
1. Name and Address of Reporting Person*
Conversant Capital LLC

(Last) (First) (Middle)
25 DEFOREST AVENUE, 3RD FLOOR

(Street)
SUMMIT NJ 07901

(City) (State) (Zip)
1. Name and Address of Reporting Person*
Conversant Dallas Parkway (A) LP

(Last) (First) (Middle)
25 DEFOREST AVENUE, 3RD FLOOR

(Street)
SUMMIT NJ 07901

(City) (State) (Zip)
1. Name and Address of Reporting Person*
Conversant Dallas Parkway (B) LP

(Last) (First) (Middle)
25 DEFOREST AVENUE, 3RD FLOOR

(Street)
SUMMIT NJ 07901

(City) (State) (Zip)
1. Name and Address of Reporting Person*
Conversant GP Holdings LLC

(Last) (First) (Middle)
25 DEFOREST AVENUE, 3RD FLOOR

(Street)
SUMMIT NJ 07901

(City) (State) (Zip)
Explanation of Responses:
1. 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").
2. 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.
3. 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.
4. There is no expiration date for the right of the holder of Series A Convertible Preferred Stock to convert.
5. 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.
/s/ Michael J Simanovsky 11/12/2021
Conversant Capital /s/ Michael J Simanovsky 11/12/2021
Investor A /s/ Michael J Simanovsky 11/12/2021
Investor B /s/ Michael J Simanovsky 11/12/2021
Conversant GP /s/ Michael J Simanovsky 11/12/2021
** Signature of Reporting Person Date
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
* If the form is filed by more than one reporting person, see Instruction 5 (b)(v).
** Intentional misstatements or omissions of facts constitute Federal Criminal Violations See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).
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