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Coliseum Capital Management, LLC, et al. – ‘SC 13D/A’ on 3/31/20 re: Capital Senior Living Corp

On:  Tuesday, 3/31/20, at 4:42pm ET   ·   Accession #:  1193125-20-92879   ·   File #:  5-53101

Previous ‘SC 13D’:  ‘SC 13D/A’ on 3/25/20   ·   Next:  ‘SC 13D/A’ on 5/8/20   ·   Latest:  ‘SC 13D/A’ on 4/12/24

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  As Of               Filer                 Filing    For·On·As Docs:Size             Issuer                      Filing Agent

 3/31/20  Coliseum Capital Management, LLC  SC 13D/A               1:154K Capital Senior Living Corp        Donnelley … Solutions/FA
          Adam Gray
          Christopher Shackelton
          Coliseum Capital Partners, L.P.
          Coliseum Capital, LLC

Document/Exhibit                   Description                      Pages   Size 

 1: SC 13D/A    Amendment to Statement of Acquisition of            HTML     67K 
                Beneficial Ownership by a Non-Passive Investor                   

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

SCHEDULE 13D/A

Under the Securities Exchange Act of 1934
(Amendment No. 1)*

CAPITAL SENIOR LIVING CORPORATION

(Name of Issuer)

Common Stock, par value $0.01 per share

(Title of Class of Securities)

140475104

(CUSIP Number)

Christopher Shackelton/Adam Gray
105 Rowayton Avenue

Rowayton, CT 06853

(Name, Address and Telephone Number of Person Authorized to Receive Notices and Communications)

March 26, 2020

(Date of Event Which Requires Filing of This Statement)

If the filing person has previously filed a statement on Schedule 13G to report the acquisition that is the subject of this Schedule 13D, and is filing this schedule because of §240.13d-1(e), §240.13d-1(f) or §240.13d-1(g), check the following box. o

* The remainder of this cover page shall be filled out for a reporting person’s initial filing on this form with respect to the subject class of securities, and for any subsequent amendment containing information which would alter disclosures provided in a prior cover page.

The information required on the remainder of this cover page shall not be deemed to be “filed” for the purpose of section 18 of the Securities Exchange Act of 1934 (“Act”) or otherwise subject to the liabilities of that section of the Act but shall be subject to all other provisions of the Act (however, see the Notes).

Explanatory Note: This Amendment No. 1 (this “Amendment”) to the Schedule 13D (the “Initial 13D”) relating to the common stock, par value $0.01 per share (the “Common Stock”), of Capital Senior Living Corporation (the “Issuer”), filed by the Reporting Persons with the Securities and Exchange Commission on December 28, 2018, amends and supplements certain of the items set forth therein.

This Amendment amends Item 5 as set forth below. As set forth below, as a result of the transactions described herein, on March 26, 2020, each of the Reporting Persons ceased to be the beneficial owner of more than five percent of the Common Stock. The filing of this Amendment represents the final amendment to the Initial 13D and constitutes an exit filing for the Reporting Persons.

As used in this Amendment, the term “Reporting Persons” collectively refers to:

Item 5. Interest in Securities of the Issuer.

Item 5 is hereby amended and supplemented as follows:

(a) – (b) The information relating to the beneficial ownership of Common Stock by each of the Reporting Persons set forth in Rows 7 through 13 of the cover pages hereto is incorporated by reference herein. The percentages set forth in Row 13 for all cover pages filed herewith are calculated based upon 31,463,375 shares of Common Stock outstanding as of October 31, 2019, as reported in the Issuer’s Quarterly Report on Form 10-Q filed with the Securities and Exchange Commission on November 8, 2019.

The information in Item 6 hereof is incorporated by reference herein.

Item 6. Contracts, Arrangements, Understandings or Relationships With Respect to Securities of the Issuer.

Item 6 is hereby amended and supplemented as follows:

CCM is an investment adviser whose clients, including CCP and the Separate Account, have the right to receive or the power to direct the receipt of dividends from, or the proceeds from the sale of, the Common Stock. CC is the general partner of CCP. Gray and Shackelton are the managers of CC and CCM.

SIGNATURES

After reasonable inquiry and to the best of my knowledge and belief, I certify that the information set forth in this statement is true, complete and correct.

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Dates Referenced Herein   and   Documents Incorporated by Reference

This ‘SC 13D/A’ Filing		Date		Other Filings
Filed on:		3/31/20		8-K
		3/26/20
		11/8/19		10-Q
		10/31/19
		12/28/18		SC 13D
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Filing Submission 0001193125-20-092879   –   Alternative Formats (Word / Rich Text, HTML, Plain Text, et al.)

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