Filing Details

---

SCHEDULE 13D

 

1	NAMES OF REPORTING PERSONS
	Arbiter Partners Capital Management LLC, 20-599-3147
2	CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP			(a)	☐
				(b)	☒
3	SEC USE ONLY
4	SOURCE OF FUNDS (SEE INSTRUCTIONS)
	AF, OO
5	CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEM 2(D) OR 2(E)				☐
6	CITIZENSHIP OR PLACE OF ORGANIZATION
	Delaware
NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH		7	SOLE VOTING POWER
			None
		8	SHARED VOTING POWER
			604,876
		9	SOLE DISPOSITIVE POWER
			None
		10	SHARED DISPOSITIVE POWER
			604,876
11	AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
	604,876
12	CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES (SEE INSTRUCTIONS)				☐
13	PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
	9.4%
14	TYPE OF REPORTING PERSON (SEE INSTRUCTIONS)
	IA

1	NAMES OF REPORTING PERSONS
	Paul J. Isaac
2	CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP			(a)	☐
				(b)	☒
3	SEC USE ONLY
4	SOURCE OF FUNDS (SEE INSTRUCTIONS)
	AF, OO
5	CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEM 2(D) OR 2(E)				☐
6	CITIZENSHIP OR PLACE OF ORGANIZATION
	US citizen
NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH		7	SOLE VOTING POWER
			8,944
		8	SHARED VOTING POWER
			604,876
		9	SOLE DISPOSITIVE POWER
			8,944
		10	SHARED DISPOSITIVE POWER
			604,876
11	AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
	613,820
12	CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES (SEE INSTRUCTIONS)				☐
13	PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
	9.5%
14	TYPE OF REPORTING PERSON (SEE INSTRUCTIONS)
	IN

Schedule 13D

Amendment No. 5

 

This Amendment No. 5 to the Statement on Schedule 13D filed on November 7, 2016 (this “Schedule 13D”), as previously amended on December 13, 2016, December 20, 2016, March 10, 2017 and October 8, 2021 relating to the common stock, $0.01 par value (the “Common Stock”), of Capital Senior Living Corporation, a Delaware company (the “Company”), is being filed by Arbiter Partners Capital Management LLC (“APCM”) and Paul J. Isaac.

 

 

Item 3 to this Schedule 13D is amended and restated as follows:

 

APCM serves as investment adviser to Arbiter Partners QP LP (“APQ”).  APQ and various accounts managed and/or administered by APCM have been purchasing shares in the issuer since March 2010. The total amount of funds used to purchase the shares is approximately $81 million.  The source of funds is the capital of APQ and the various managed and/or administered accounts.

 

 

Item 5 to this Schedule 13D is amended and restated as follows:

 

(a) – (b)  APCM may be deemed to own beneficially 604,876 shares of Common Stock, or 9.4% of the Common Stock outstanding.⁵  Of these shares, 581,615 or 9.0% are held by APQ, and the remainder are held in accounts managed and/or administered by APCM including accounts for the benefit of the family of Paul J. Isaac (the “Accounts”).

 

By reason of its position as investment adviser to APQ and as manager and/or administrator of the Accounts, APCM may be deemed to possess the power to vote and dispose of the shares of Common Stock held by APQ and the Common Stock held in the Accounts.  By reason of his responsibility for the supervision and conduct of all investment activities of APCM, Mr. Isaac may be deemed to possess the power to vote and dispose of the shares of Common Stock beneficially owned by APCM.  In addition, Mr. Isaac directly owns 8,944 shares of Common Stock, including 748 restricted shares of Common Stock.

 

(c)          On November 3, 2021, the Company announced the closing of its previously announced financing transactions, including a Common Stock rights offering (the “Rights Offering”), which gave the holders of record of the Common Stock as of September 10, 2021 the right to purchase, at $30 per share, 1.1 shares of Common Stock for each share of Common Stock held. APQ subscribed for and acquired 170,001 shares of Common Stock in the Rights Offering. In addition, pursuant to the Rights Offering Backstop and Participation Agreement dated as of October 1, 2021, APQ agreed to backstop a portion of the Rights Offering through the purchase of additional shares of Common Stock if the Rights Offering were not fully subscribed (the “Backstop”). APQ subscribed for and purchased an additional 114,911 shares of Common Stock pursuant to the Backstop. In consideration for its backstop commitment, the Company issued to APQ as a premium an additional 17,292 shares of Common Stock.

 

(d)          The beneficial owners of the Accounts may be deemed to have the right to receive dividends from or the proceeds of sale of the securities in the Accounts.  None of such interests relates to more than five percent of the outstanding Common Stock.

 

(e)          Not applicable.

 

Item 7.

Material to Be Filed as Exhibits

 

Item 7 to this Schedule 13D is amended by adding the following Exhibits:

 

 

Signature

 

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.

 

---