October 13, 2021
Invictus Global Management, LLC (together with its affiliates, “Invictus”), one of the largest shareholders of Capital Senior Living Corporation (“CSU” or the “Company”) (NYSE: CSU), today provided the following commentary in response to recent claims by the Company that it will be sent “down the path of insolvency” if CSU shareholders do not support its highly dilutive financing with Conversant Capital:
“As we have been saying for weeks, Invictus stands ready, willing and able to provide capital to CSU without conditions (other than customary documentation) or diligence. That initial tranche of capital will ensure the Company can extend its near-term maturities and execute an optimal, long-term financing arrangement that minimizes dilution and cost to shareholders, while at the same time providing operating flexibility for the business.
The Company’s attempt to coerce its shareholders into voting for the exceedingly dilutive Conversant financing package, under the threat that CSU’s equity value will otherwise be wiped out, is shameful. We have considerable experience with distressed and near-bankrupt companies, and, in our view, CSU is simply not in that position. Notably, the Company has not offered the opinion of any experienced advisor that agrees CSU is a candidate for bankruptcy, nor could it.
A vote against the Conversant deal is not a vote for a “path to insolvency,” but is instead a vote for an improved, less dilutive financing. As soon as the Conversant deal is rejected, we will happily provide sufficient capital, without delay, to allow for CSU to continue its fundamental performance improvements. We can then proceed to put a package of low-cost, long-term financing in place, either in the form we have proposed or in some other mutually agreeable form. (If the Company wishes to have more equity in its capital structure, we can certainly provide for more equity within our framework.)
In all events, we are confident that other CSU shareholders will enthusiastically participate in a long-term, optimized financing solution, and we will welcome that participation.”