0001013594-21-000261.txt : 20210315 0001013594-21-000261.hdr.sgml : 20210315 20210315183154 ACCESSION NUMBER: 0001013594-21-000261 CONFORMED SUBMISSION TYPE: 3 PUBLIC DOCUMENT COUNT: 1 CONFORMED PERIOD OF REPORT: 20210303 FILED AS OF DATE: 20210315 DATE AS OF CHANGE: 20210315 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: Simanovsky Michael CENTRAL INDEX KEY: 0001596522 FILING VALUES: FORM TYPE: 3 SEC ACT: 1934 Act SEC FILE NUMBER: 001-12879 FILM NUMBER: 21742945 MAIL ADDRESS: STREET 1: 90 PARK AVENUE STREET 2: 32ND FLOOR CITY: NEW YORK STATE: NY ZIP: 10016 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: Conversant GP Holdings LLC CENTRAL INDEX KEY: 0001850910 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 3 SEC ACT: 1934 Act SEC FILE NUMBER: 001-12879 FILM NUMBER: 21742946 BUSINESS ADDRESS: STREET 1: 90 PARK AVENUE 32ND FLOOR CITY: NEW YORK STATE: NY ZIP: 10016 BUSINESS PHONE: 9175153729 MAIL ADDRESS: STREET 1: 90 PARK AVENUE 32ND FLOOR CITY: NEW YORK STATE: NY ZIP: 10016 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: Conversant Capital LLC CENTRAL INDEX KEY: 0001850901 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 3 SEC ACT: 1934 Act SEC FILE NUMBER: 001-12879 FILM NUMBER: 21742947 BUSINESS ADDRESS: STREET 1: 90 PARK AVENUE 32ND FLOOR CITY: NEW YORK STATE: NY ZIP: 10016 BUSINESS PHONE: 9175153729 MAIL ADDRESS: STREET 1: 90 PARK AVENUE 32ND FLOOR CITY: NEW YORK STATE: NY ZIP: 10016 ISSUER: COMPANY DATA: COMPANY CONFORMED NAME: INDUS REALTY TRUST, INC. CENTRAL INDEX KEY: 0001037390 STANDARD INDUSTRIAL CLASSIFICATION: REAL ESTATE [6500] IRS NUMBER: 060868486 STATE OF INCORPORATION: MD FISCAL YEAR END: 1231 BUSINESS ADDRESS: STREET 1: 641 LEXINGTON AVENUE STREET 2: 26TH FLOOR CITY: NEW YORK STATE: NY ZIP: 10022 BUSINESS PHONE: 2122187910 MAIL ADDRESS: STREET 1: 641 LEXINGTON AVENUE STREET 2: 26TH FLOOR CITY: NEW YORK STATE: NY ZIP: 10022 FORMER COMPANY: FORMER CONFORMED NAME: GRIFFIN INDUSTRIAL REALTY, INC. DATE OF NAME CHANGE: 20150515 FORMER COMPANY: FORMER CONFORMED NAME: GRIFFIN LAND & NURSERIES INC DATE OF NAME CHANGE: 19970408 3 1 form3.xml X0206 3 2021-03-03 0 0001037390 INDUS REALTY TRUST, INC. INDT 0001850901 Conversant Capital LLC 90 PARK AVENUE 32ND FLOOR NEW YORK NY 10016 true 0001850910 Conversant GP Holdings LLC 90 PARK AVENUE 32ND FLOOR NEW YORK NY 10016 true 0001596522 Simanovsky Michael 90 PARK AVENUE 32ND FLOOR NEW YORK NY 10016 true Common Stock, par value $0.01 per share 504590 I By: CM Change Industrial LP Common Stock, par value $0.01 per share 333333 I By: CM Change Industrial II LP Warrant 60 2020-08-24 2023-08-24 Common Stock, $0.01 par value per share 504590 I By: CM Change Industrial LP Contingent Value Rights 50 Common Stock, $0.01 par value per share 504590 I By: CM Change Industrial LP This Form 3 is filed jointly by Conversant Capital LLC ("Conversant Capital"), Conversant GP Holdings LLC ("Conversant GP") and Michael Simanovsky (collectively, the "Reporting Persons"). (2) Each of the Reporting Persons may be deemed to be a member of a Section 13(d) group that may be deemed to collectively beneficially own more than 10% of the Issuer's outstanding shares of Common Stock. Each of the Reporting Persons disclaims beneficial ownership of the securities reported herein except to the extent of his or its pecuniary interest therein. The filing of this Form 3 shall not be deemed an admission that the Reporting Persons are, for purposes of Section 13(d) of the Securities Exchange Act of 1934, as amended, the beneficial owners of any securities of the Issuer he or it does not directly own. Securities owned directly by the fund entity listed. Conversant GP, as the general partner of CM Change Industrial LP and CM Change Industrial II LP, and Conversant Capital, as the investment manager of CM Change Industrial LP and CM Change Industrial II LP, may be deemed to beneficially own the securities owned directly by such fund entities. Mr. Simanovsky, as the sole managing member of Conversant GP and Conversant Capital, may be deemed to beneficially own the securities owned directly by such fund entities. Pursuant to the Contingent Value Rights Agreement, dated August 24, 2020, by and between CM Change and the Issuer (the "CVR Agreement"), CM Change is entitled to receive certain contingent payments from the Issuer in accordance with the terms thereof. The exercise price of the contingent value rights is subject to adjustment in accordance with the terms of the CVR Agreement. CONVERSANT CAPITAL LLC By: /s/ Michael Simanovsky Michael Simanovsky, Managing Member 2021-03-15 CONVERSANT GP HOLDINGS LLC By: /s/Michael Simanovsky Michael Simanovsky, Managing Member 2021-03-15 /s/Michael Simanovsky Michael Simanovsky 2021-03-15