-----BEGIN PRIVACY-ENHANCED MESSAGE----- Proc-Type: 2001,MIC-CLEAR Originator-Name: webmaster@www.sec.gov Originator-Key-Asymmetric: MFgwCgYEVQgBAQICAf8DSgAwRwJAW2sNKK9AVtBzYZmr6aGjlWyK3XmZv3dTINen TWSM7vrzLADbmYQaionwg5sDW3P6oaM5D3tdezXMm7z1T+B+twIDAQAB MIC-Info: RSA-MD5,RSA, DKcr9ILH+4KzAVQmWIty1hPo48DlkBuHqJeDETpXwpPLEF7gFfnOx1cmwvPg7tho dDBqCj3YWXoTBW6tGHeHqw== 0000950123-09-043671.txt : 20090917 0000950123-09-043671.hdr.sgml : 20090917 20090916193325 ACCESSION NUMBER: 0000950123-09-043671 CONFORMED SUBMISSION TYPE: 8-K PUBLIC DOCUMENT COUNT: 3 CONFORMED PERIOD OF REPORT: 20090914 ITEM INFORMATION: Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers: Compensatory Arrangements of Certain Officers ITEM INFORMATION: Financial Statements and Exhibits FILED AS OF DATE: 20090917 DATE AS OF CHANGE: 20090916 FILER: COMPANY DATA: COMPANY CONFORMED NAME: CAPITAL SENIOR LIVING CORP CENTRAL INDEX KEY: 0001043000 STANDARD INDUSTRIAL CLASSIFICATION: SERVICES-NURSING & PERSONAL CARE FACILITIES [8050] IRS NUMBER: 752678809 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 8-K SEC ACT: 1934 Act SEC FILE NUMBER: 001-13445 FILM NUMBER: 091073282 BUSINESS ADDRESS: STREET 1: 14160 DALLAS PARKWAY STREET 2: SUITE 300 CITY: DALLAS STATE: TX ZIP: 75254 BUSINESS PHONE: 9727705600 MAIL ADDRESS: STREET 1: 14160 DALLAS PARKWAY STREET 2: SUITE 300 CITY: DALLAS STATE: TX ZIP: 75254 8-K 1 d69150e8vk.htm 8-K e8vk
 
 
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, DC 20549
FORM 8-K
CURRENT REPORT
PURSUANT TO SECTION 13 OR 15(d) OF THE
SECURITIES EXCHANGE ACT OF 1934
Date of report (Date of earliest event reported): September 14, 2009
Capital Senior Living Corporation
 
(Exact Name of Registrant as Specified in Its Charter)
Delaware
 
(State or Other Jurisdiction of Incorporation)
     
1-13445   75-2678809
 
(Commission File Number)   (IRS Employer Identification No.)
     
14160 Dallas Parkway    
Suite 300    
Dallas, Texas   75254
 
(Address of Principal Executive Offices)   (Zip Code)
(972) 770-5600
 
(Registrant’s Telephone Number, Including Area Code)
 
(Former Name or Former Address, if Changed Since Last Report)
     Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions (see General Instruction A.2. below):
o     Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
o     Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
o     Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
o     Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))
 
 

 


 

Item 5.02 Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers.
      On September 14, 2009, the Board of Directors of Capital Senior Living Corporation (the “Company”) appointed Michael W. Reid as a director of the Company effective as of October 1, 2009 for a term expiring at the 2012 annual meeting of stockholders of the Company. Mr. Reid’s appointment fills the vacancy created by the previously announced retirement of James A. Stroud as a director of the Company.
Item 9.01 Financial Statements and Exhibits.
  (d)   Exhibits.
 
      99.1     Press Release, dated September 16, 2009

 


 

SIGNATURES
     Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.
         
Date: September 16, 2009  Capital Senior Living Corporation
 
 
  By:   /s/ David R. Brickman    
    Name:   David R. Brickman   
    Title:   Vice President and General Counsel   

 


 

         
EXHIBIT INDEX
     
Exhibit No.   Description
99.1
  Press Release, dated September 16, 2009

 

EX-99.1 2 d69150exv99w1.htm EX-99.1 exv99w1
Exhibit 99.1
     
(GRAPHIC)
  Capital
Senior
Living
Corporation
         
For Immediate Release
  Contact:   Ralph A. Beattie
972/770-5600
CAPITAL SENIOR LIVING CORPORATION
ANNOUNCES THE APPOINTMENT OF MICHAEL W. REID
TO ITS BOARD OF DIRECTORS
DALLAS — (BUSINESS WIRE) — September 16, 2009 — Capital Senior Living Corporation (NYSE:CSU), one of the country’s largest operators of senior living communities, announced today that Michael W. Reid has been appointed to its Board of Directors.
Mr. Reid has nearly 30 years of investment banking and real estate experience, including heading Lehman Brothers REIT equity practice for nine years as Managing Director in the Global Real Estate Department. In that capacity, he was responsible for developing and implementing the business strategy for a successful REIT equity underwriting business. Mr. Reid also served as Chief Operating Officer at SL Green Realty Corp, where some of his responsibilities included strategic planning, finance and reporting, capital markets, operations and budgeting for a $4 billion publicly traded REIT. Mr. Reid is currently a partner at Herald Square Properties, a real estate investment and management company focused on opportunities in the midtown Manhattan office market. He holds a Bachelor of Arts and Master of Divinity, both from Yale University.
“We are extremely pleased to add a director with Michael’s record of achievement and qualifications, and we believe his extensive capital markets, real estate and public company experience will be a valuable addition to our Board,” said Lawrence A. Cohen, Chief Executive Officer. “In addition, Michael’s successful track record in building businesses, and identifying, advising and capitalizing on opportunities will bring fresh insights that will benefit both the Board and the Company.”
Mr. Reid will take the Board seat vacated by James A. Stroud who previously announced his intention to resign from the Board, effective September 30, 2009. Mr. Reid will become a member of the class of directors whose terms expire at the 2012 Annual Meeting of Stockholders.
Since Mr. Stroud’s resignation, the Nominating Committee has been working with the full Board to select a highly qualified replacement. The Nominating Committee adhered to its independent director selection process which considers the backgrounds of the existing independent directors along with the opportunity to add depth and breadth in certain key criteria. The Committee solicited recommendations from all Board members, gave consideration to and interviewed a number of qualified candidates and after completion of its thorough process made its recommendation to the Board which

 


 

the Board approved. The Board of Directors of the Company will now be composed of seven independent directors and two management directors.
ABOUT THE COMPANY
Capital Senior Living Corporation is one of the nation’s largest operators of residential communities for senior adults. The Company’s operating philosophy emphasizes a continuum of care, which integrates independent living, assisted living and home care services, to provide residents the opportunity to age in place.
The Company currently operates 66 senior living communities in 23 states with an aggregate capacity of approximately 9,800 residents, including 40 senior living communities which the Company owns or in which the Company has an ownership interest, 25 leased communities and one community it manages for a third party. Resident capacities in the communities operated by the Company indicate that 69 percent of residents live independently, 24 percent of residents require assistance with activities of daily living and 7 percent of residents live in continuing care retirement communities.
Contact Ralph A. Beattie, Chief Financial Officer, at 972-770-5600.
####

 

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