As filed with the Securities and Exchange Commission on February 17, 2017
Registration No. 333-205960
UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
Post-Effective Amendment No. 6
to
Form S-11
FOR REGISTRATION UNDER THE SECURITIES ACT OF 1933
OF SECURITIES OF CERTAIN REAL ESTATE COMPANIES
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GRIFFIN-AMERICAN HEALTHCARE REIT IV, INC.
(Exact name of registrant as specified in governing instruments)
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18191 Von Karman Avenue, Suite 300
Irvine, California 92612
(949) 270-9200
(Address, including zip code, and telephone number, including area code, of registrant’s principal executive offices)
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Jeffrey T. Hanson
Chief Executive Officer and Chairman of the Board of Directors
Griffin-American Healthcare REIT IV, Inc.
18191 Von Karman Avenue, Suite 300
Irvine, California 92612
(949) 270-9200
(949) 474-0442 (Facsimile)
(Name, address, including zip code, and telephone number, including area code, of agent for service)
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Copies to:
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Lauren Burnham Prevost
Heath D. Linsky
Seth K. Weiner
Morris, Manning & Martin, LLP
1600 Atlanta Financial Center
3343 Peachtree Road, N.E.
Atlanta, Georgia 30326-1044
(404) 233-7000
(404) 365-9532 (Facsimile)
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Howard S. Hirsch
Griffin Capital Company, LLC
Griffin Capital Plaza
1520 E. Grand Avenue
El Segundo, California 90245
(310) 469-6100
(310) 606-5910 (Facsimile)
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Approximate date of commencement of proposed sale to the public:
This post-effective amendment is being filed pursuant to Rule 462(d) under the Securities Act of 1933, as amended, and will be effective upon filing.
If any of the Securities being registered on this Form are to be offered on a delayed or continuous basis pursuant to Rule 415 under the Securities Act, check the following box:
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If this Form is filed to register additional securities for an offering pursuant to Rule 462(b) under the Securities Act, check the following box and list the Securities Act registration statement number of the earlier effective registration statement for the same offering.
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If this Form is a post-effective amendment filed pursuant to Rule 462(c) under the Securities Act, check the following box and list the Securities Act registration statement number of the earlier effective registration statement for the same offering.
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If this Form is a post-effective amendment filed pursuant to Rule 462(d) under the Securities Act, check the following box and list the Securities Act registration statement number of the earlier effective registration statement for the same offering.
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Registration No. 333-205960
If delivery of the prospectus is expected to be made pursuant to Rule 434, check the following box.
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Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer, a non-accelerated filer, or a smaller reporting company. See the definitions of “large accelerated filer,” “accelerated filer” and “smaller reporting company” in Rule 12b-2 of the Exchange Act. (Check one):
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Large accelerated filer
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Accelerated filer
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Non-accelerated filer
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(Do not check if a smaller reporting company)
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Smaller reporting company
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EXPLANATORY NOTE
This Post-Effective Amendment No. 6 to the Registration Statement on Form S-11 (Registration No. 333-205960) is filed pursuant to Rule 462(d) under the Securities Act of 1933, as amended, solely to add certain exhibits not previously filed with respect to such Registration Statement. No changes have been made to Part I or Part II of the Registration Statement other than Item 36(b) of Part II as set forth below.
PART II
INFORMATION NOT REQUIRED IN PROSPECTUS
Item 36.
Financial Statements and Exhibits
(b) Exhibits
The following exhibit is filed as part of this registration statement:
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Exhibit No.
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Description
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1.3
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Amendment No. 2 to Dealer Manager Agreement by and among Griffin-American Healthcare REIT IV, Inc., Griffin Capital Securities, LLC and Griffin-American Healthcare REIT IV Advisor, LLC, dated February 13, 2017 and effective as of March 1, 2017 (included as Exhibit 10.1 to our Current Report on Form 8-K filed February 17, 2017 and incorporated herein by reference)
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SIGNATURE PAGE
Pursuant to the requirements of the Securities Act of 1933, as amended, the Registrant certifies that it has reasonable grounds to believe that it meets all of the requirements for filing on Form S-11 and has duly caused this Registration Statement to be signed on its behalf by the undersigned, thereunto duly authorized, in the City of Irvine, State of California, on the 17th day of February, 2017.
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GRIFFIN-AMERICAN HEALTHCARE REIT IV, INC.
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By:
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/s/ J
EFFREY
T. H
ANSON
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Jeffrey T. Hanson
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Chief Executive Officer
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Pursuant to the requirements of the Securities Act of 1933, as amended, this registration statement has been signed by the following persons in the capacities and on the dates indicated.
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Signature
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Title
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Date
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/s/ J
EFFREY
T. H
ANSON
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Chief Executive Officer and
Chairman of the Board of Directors
(Principal Executive Officer)
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February 17, 2017
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Jeffrey T. Hanson
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/s/ B
RIAN
S. P
EAY
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Chief Financial Officer
(Principal Financial Officer and
Principal Accounting Officer)
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February 17, 2017
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Brian S. Peay
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*
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Director
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February 17, 2017
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Ronald J. Lieberman
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*
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Director
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February 17, 2017
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Brian J. Flornes
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*
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Director
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February 17, 2017
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Dianne Hurley
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*
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Director
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February 17, 2017
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Wilbur H. Smith III
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* /s/ J
EFFREY
T. H
ANSON
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Jeffrey T. Hanson, as attorney-in-fact
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