Ortelius Files Preliminary Proxy Statement to Solicit Votes in Opposition to Capital Senior Living Corporation’s Highly-Dilutive Transactions With Conversant Capital
Ortelius Advisors, L.P. (together with its affiliates, "Ortelius" or “we”), which owns approximately
Peter DeSorcy, Managing Member of Ortelius, commented:
“Ortelius looks forward to actively soliciting votes in opposition to Capital Senior Living’s ill-conceived Transactions with Conversant. After reviewing the Company’s preliminary proxy statement, we are further convinced that the Board lacks the acumen, experience and stockholder perspectives needed to credibly evaluate strategic alternatives and make the right financing decision. Perhaps we should not be surprised, given that Capital Senior Living maintains an entrenched and staggered Board comprised of several long-tenured directors with insufficient capital markets expertise, and who have overseen stockholder value deterioration of approximately
We also want to stress that Ortelius firmly believes in Capital Senior Living’s assets, operations and long-term prospects, and recently purchased another
About Ortelius Advisors, L.P.
Ortelius is a research-intensive, fundamental-based, activist-oriented alternative investment management firm focused on event-driven opportunities. Founded in 2015 by Peter DeSorcy and H.R.H. Prince Pavlos, the asset manager is based in New York City.
Certain Information Concerning the Participants
Ortelius Advisors, L.P. (“Ortelius Advisors”), together with the other participants named herein, has filed a preliminary proxy statement and accompanying proxy card with the Securities and Exchange Commission (“SEC”) to be used to solicit votes against the proposed issuance by Capital Senior Living Corporation (the “Company”) of shares of newly designated Series A Convertible Preferred Stock of the Company to affiliates of Conversant Capital LLC as contemplated by an Investment Agreement entered into by and among such parties, and other Company proposals, at the upcoming special meeting of stockholders of the Company.
ORTELIUS ADVISORS STRONGLY ADVISES ALL STOCKHOLDERS OF THE COMPANY TO READ THE PROXY STATEMENT AND OTHER PROXY MATERIALS AS THEY BECOME AVAILABLE BECAUSE THEY WILL CONTAIN IMPORTANT INFORMATION. SUCH PROXY MATERIALS WILL BE AVAILABLE AT NO CHARGE ON THE SEC’S WEBSITE AT HTTP://WWW.SEC.GOV. IN ADDITION, THE PARTICIPANTS IN THIS PROXY SOLICITATION WILL PROVIDE COPIES OF THE PROXY STATEMENT WITHOUT CHARGE, WHEN AVAILABLE, UPON REQUEST. REQUESTS FOR COPIES SHOULD BE DIRECTED TO THE PARTICIPANTS’ PROXY SOLICITOR.
The participants in the proxy solicitation are anticipated to be Ortelius Advisors, Pangaea Ventures, L.P. (“Pangaea”) and Peter DeSorcy.
As of the date hereof, Pangaea directly owns 277,423 shares of common stock, par value
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