Capital Senior Living Issues Letter to Shareholders Urging Them to Vote on the White Card and Support a Sustainable Future for the Company

Capital Senior Living Corporation (“Capital Senior Living” or the “Company”) (NYSE: CSU), a leading owner-operator of senior living communities across the United States, today issued a letter to its shareholders in connection to its Special Meeting of Stockholders (the “Special Meeting”) on October 22, 2021.

The full text of the letter is below.

October 19, 2021

Dear Capital Senior Living Shareholders,

You have an important decision to make at the upcoming Special Meeting of Stockholders (the “Special Meeting”), on October 22, 2021, regarding our plan to raise up to $154.8 million through a series of financing transactions with Conversant Capital (“Conversant”) (collectively, the “Amended Transactions”).

You, our shareholders, will have the option to vote FOR a sustainable future for the Company. The alternative is to take a chance on an uncertain path forward that might put the survival of CSU (and your investment) in jeopardy.

The Board of Directors (the “Board”) and senior management have carefully outlined, with concrete, factual support, the Company’s current financial condition and the reasons why the Amended Transactions remain in the best interests of the Company and its stockholders. The leading, independent proxy advisor Institutional Shareholder Services (“ISS”) agreed, recommending that stockholders vote FOR all of the Company’s proposals at Friday’s Special Meeting.

One of the Company’s stockholders, Ortelius Advisors, L.P. (“Ortelius”), disagrees and does not support the transaction. That is, of course, every shareholder’s right. Ortelius has publicly issued more than a dozen communications urging you to vote against the original and Amended Transactions. In each of those communications they have – dangerously – misrepresented the Company’s current financial condition. Notably, they have not provided an actionable alternative to the Amended Transactions with Conversant, free of the same due diligence conditions that doomed prior discussions between the Company and other financing sources. And we note that Ortelius, while suggesting they are concerned about your investment, chose not to engage with the Company and Conversant (despite being invited to do so) during the renegotiation of the deal, instead choosing to wait until the Amended Transactions were announced and then attack them publicly.