Sec Form 13D Filing - Arbiter Partners Capital Management LLC filing for SONIDA SENIOR LIVING INC. (SNDA) - 2023-03-02

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

 

SCHEDULE 13D

 

Under the Securities Exchange Act of 1934 (Amendment No. 6)

 

(Name of Issuer)

 

(Title of Class of Securities)

 

(CUSIP Number)

 

Joshua Musher,

530 Fifth Avenue, 20th Floor

New York, NY 10036

(Name, Address and Telephone Number of Person Authorized to Receive Notices and Communications)

 

(Date of Event which Requires Filing of this Statement)

 

If the filing person has previously filed a statement on Schedule 13G to report the acquisition which is the subject of this Schedule 13D, and is filing this schedule because of Rule 13d‑1(e), 13d-1(f) or 13d-1(g), check the following box:  ☒

 

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SCHEDULE 13D

 

SCHEDULE 13D

 

Schedule 13D

Amendment No. 6

 

 

This Amendment No. 6 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, October 8, 2021 and November 12, 2021 relating to the common stock, $0.01 par value (the “Common Stock”), of Sonida Senior Living, Inc., a Delaware company (formerly known as Capital Senior Living Corporation) (the “Company”), is being filed by Arbiter Partners Capital Management LLC (“APCM”) and Paul J. Isaac to furnish the additional information set forth herein. All capitalized terms contained herein but not otherwise defined shall have the meanings ascribed to such terms in the Schedule 13D.

 

 

Item 5(a) and Item 5(b) of the Schedule 13D are hereby amended by replacing them in their entirety with the following:

 

(a) – (b)  APCM may be deemed to own beneficially 494,981 shares of Common Stock, or 7.4% of the Common Stock outstanding.¹  Of these shares, 471,042 or 7.1% 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 10,150 shares of Common Stock.

 

Item 5(c) of the Schedule 13D is hereby amended by the addition of the following:

 

(c)          The following table sets forth all transactions by any of the Reporting Persons since the last amendment to this Schedule 13D was filed on November 12, 2021. Unless otherwise indicated, all such transactions were effectuated in the open market through a broker.

 

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¹ Percentages of the shares of Common Stock outstanding reported in this Amendment No. 6 are calculated based upon 6,669,949 shares of Common Stock outstanding, as reported in the Company’s Quarterly Report on Form 10-Q filed with the U.S. Securities and Exchange Commission (“SEC”) on November 14, 2022.

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*

Shares transferred into Accounts managed and/or administered by APCM.

**

Shares sold in a private transaction.

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.