0000895345-23-000404.txt : 20230705
0000895345-23-000404.hdr.sgml : 20230705
20230705212810
ACCESSION NUMBER: 0000895345-23-000404
CONFORMED SUBMISSION TYPE: 4
PUBLIC DOCUMENT COUNT: 1
CONFORMED PERIOD OF REPORT: 20230629
FILED AS OF DATE: 20230705
DATE AS OF CHANGE: 20230705
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: 4
SEC ACT: 1934 Act
SEC FILE NUMBER: 001-13445
FILM NUMBER: 231071855
BUSINESS ADDRESS:
STREET 1: 25 DEFOREST AVENUE, 3RD FLOOR
CITY: SUMMIT
STATE: NJ
ZIP: 07901
BUSINESS PHONE: 9175153729
MAIL ADDRESS:
STREET 1: 25 DEFOREST AVENUE, 3RD FLOOR
CITY: SUMMIT
STATE: NJ
ZIP: 07901
REPORTING-OWNER:
OWNER DATA:
COMPANY CONFORMED NAME: Simanovsky Michael
CENTRAL INDEX KEY: 0001596522
FILING VALUES:
FORM TYPE: 4
SEC ACT: 1934 Act
SEC FILE NUMBER: 001-13445
FILM NUMBER: 231071856
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 Dallas Parkway (B) LP
CENTRAL INDEX KEY: 0001892128
STATE OF INCORPORATION: DE
FISCAL YEAR END: 1231
FILING VALUES:
FORM TYPE: 4
SEC ACT: 1934 Act
SEC FILE NUMBER: 001-13445
FILM NUMBER: 231071852
BUSINESS ADDRESS:
STREET 1: CONVERSANT DALLAS PARKWAY (B) LP
STREET 2: 25 DEFOREST AVENUE
CITY: SUMMIT
STATE: NJ
ZIP: 07901
BUSINESS PHONE: 917-515-3729
MAIL ADDRESS:
STREET 1: CONVERSANT DALLAS PARKWAY (B) LP
STREET 2: 25 DEFOREST AVENUE
CITY: SUMMIT
STATE: NJ
ZIP: 07901
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: 4
SEC ACT: 1934 Act
SEC FILE NUMBER: 001-13445
FILM NUMBER: 231071854
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 Dallas Parkway (A) LP
CENTRAL INDEX KEY: 0001892127
STATE OF INCORPORATION: DE
FISCAL YEAR END: 1231
FILING VALUES:
FORM TYPE: 4
SEC ACT: 1934 Act
SEC FILE NUMBER: 001-13445
FILM NUMBER: 231071853
BUSINESS ADDRESS:
STREET 1: CONVERSANT DALLAS PARKWAY (A) LP
STREET 2: 25 DEFOREST AVENUE
CITY: SUMMIT
STATE: NJ
ZIP: 07901
BUSINESS PHONE: 917-515-3729
MAIL ADDRESS:
STREET 1: CONVERSANT DALLAS PARKWAY (A) LP
STREET 2: 25 DEFOREST AVENUE
CITY: SUMMIT
STATE: NJ
ZIP: 07901
ISSUER:
COMPANY DATA:
COMPANY CONFORMED NAME: SONIDA SENIOR LIVING, INC.
CENTRAL INDEX KEY: 0001043000
STANDARD INDUSTRIAL CLASSIFICATION: SERVICES-NURSING & PERSONAL CARE FACILITIES [8050]
IRS NUMBER: 752678809
STATE OF INCORPORATION: DE
FISCAL YEAR END: 1231
BUSINESS ADDRESS:
STREET 1: 16301 QUORUM DRIVE
STREET 2: SUITE 160A
CITY: ADDISON
STATE: TX
ZIP: 75001
BUSINESS PHONE: 9727705600
MAIL ADDRESS:
STREET 1: 16301 QUORUM DRIVE
STREET 2: SUITE 160A
CITY: ADDISON
STATE: TX
ZIP: 75001
FORMER COMPANY:
FORMER CONFORMED NAME: CAPITAL SENIOR LIVING CORP
DATE OF NAME CHANGE: 19970724
4
1
form4.xml
X0407
4
2023-06-29
0001043000
SONIDA SENIOR LIVING, INC.
SNDA
0001596522
Simanovsky Michael
25 DEFOREST AVENUE
3RD FLOOR
SUMMIT
NJ
07901
true
true
0001850901
Conversant Capital LLC
25 DEFOREST AVENUE
3RD FLOOR
SUMMIT
NJ
07901
true
true
0001850910
Conversant GP Holdings LLC
25 DEFOREST AVENUE,
3RD FLOOR
SUMMIT
NJ
07901
true
true
0001892127
Conversant Dallas Parkway (A) LP
25 DEFOREST AVENUE
3RD FLOOR
SUMMIT
NJ
07901
true
true
0001892128
Conversant Dallas Parkway (B) LP
25 DEFOREST AVENUE
3RD FLOOR
SUMMIT
NJ
07901
true
true
false
Common Stock
2023-06-29
4
A
0
60766
10
A
2864694
I
See footnotes
Common Stock
2023-06-29
4
A
0
6734
10
A
188287
I
See footnotes
Common Stock
2023-07-03
4
M
0
540145
10
A
3404839
I
See footnotes
Common Stock
2023-07-03
4
M
0
59855
10
A
248142
I
See footnotes
Equity Commitment
10
2023-06-29
4
A
0
1350000
D
2023-06-29
2024-12-29
Common Stock
1350000
1350000
I
See footnotes
Equity Commitment
10
2023-07-03
4
M
0
600000
0
A
2023-06-29
2024-12-29
Common Stock
600000
750000
I
See footnotes
These shares were issued by the Issuer as consideration for the Reporting Person's entry into the Conversant Commitment Agreement described in the Current Report on Form 8-K filed by the Issuer with the SEC on July 5, 2023 (the "Issuer 8-K").
This Form 4 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").
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
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.
On June 29, 2023, Investor A and Investor B entered into the Conversant Commitment Agreement, jointly agreeing to buy up to 1,350,000 shares of Common Stock at $10 per share in cash upon the Issuer's notification pursuant to and subject to the terms and conditions of the Conversant Commitment Agreement described in and filed as an exhibit to the Issuer 8-K.
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
2023-07-05
Conversant Capital LLC /s/ Michael J Simanovsky
2023-07-05
Conversant Dallas Parkway (A) LP /s/ Michael J Simanovsky
2023-07-05
Conversant Dallas Parkway (B) LP /s/ Michael J Simanovsky
2023-07-05
Conversant GP Holdings LLC /s/ Michael J Simanovsky
2023-07-05