As filed with the Securities and Exchange Commission on January 25, 2018
Registration No. 333-205960

 

UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
Post-Effective Amendment No. 10
to
Form S-11
FOR REGISTRATION UNDER THE SECURITIES ACT OF 1933
OF SECURITIES OF CERTAIN REAL ESTATE COMPANIES
___________________________________
GRIFFIN-AMERICAN HEALTHCARE REIT IV, INC.
(Exact name of registrant as specified in governing instruments)  
_______________________________________________
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)
_________________________________________________
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)
_________________________________________________
Copies to:
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)
 
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)
_______________________________________________________________________
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:     þ
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.     o
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.   o
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.  þ   Registration No. 333-205960
If delivery of the prospectus is expected to be made pursuant to Rule 434, check the following box.     o
Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer, a non-accelerated filer, a smaller reporting company, or an emerging growth company. See the definitions of “large accelerated filer,” “accelerated filer,” “smaller reporting company,” and emerging growth company in Rule 12b-2 of the Exchange Act.
Large accelerated filer
o
 
Accelerated filer
o
Non-accelerated filer
þ
(Do not check if a smaller reporting company)
Smaller reporting company
o
 
 
 
Emerging growth company
þ

If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 7(a)(2)(B) of the Securities Act. þ

 




EXPLANATORY NOTE

This Post-Effective Amendment No. 10 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 exhibits are filed as part of this registration statement:

Exhibit No.
 
Description
 
 
 
 
 
 
 
 
 
 
 

*    Filed herewith.




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 25th day of January, 2018.
 
GRIFFIN-AMERICAN HEALTHCARE REIT IV, INC.
 
 
 
 
 
By:
 
/s/ J EFFREY T. H ANSON
 
 
 
Jeffrey T. Hanson
 
 
 
Chief Executive Officer
 
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.
Signature
 
Title
 
Date
 
 
 
 
 
/s/ J EFFREY T. H ANSON
 
Chief Executive Officer and
Chairman of the Board of Directors
(Principal Executive Officer)
 
January 25, 2018
Jeffrey T. Hanson
 
 
 
 
 
 
 
 
 
/s/ B RIAN  S. P EAY
 
Chief Financial Officer
(Principal Financial Officer and
Principal Accounting Officer)
 
January 25, 2018
Brian S. Peay
 
 
 
 
 
 
 
 
 
*
 
Director
 
January 25, 2018
Richard S. Welch
 
 
 
 
 
 
 
 
 
 
*
 
Director
 
January 25, 2018
Brian J. Flornes
 
 
 
 
 
 
 
 
 
 
*
 
Director
 
January 25, 2018
Dianne Hurley
 
 
 
 
 
 
 
 
 
 
*
 
Director
 
January 25, 2018
Wilbur H. Smith III
 
 
 
 
 
 
 
 
 
 
* /s/ J EFFREY T. H ANSON
 
 
 
 
Jeffrey T. Hanson, as attorney-in-fact
 
 
 
 


EXHIBIT 23.5

CONSENT OF INDEPENDENT AUDIT FIRM

We consent to the use of our report dated November 29, 2017, with respect to the combined financial statements of Central Florida Senior Housing Portfolio for the years ended December 31, 2016 and 2015, and the reference to us under the heading “Experts” included in Supplement No. 5 to the Prospectus related to the Registration Statement on Form S-11 (No. 333-205960) of Griffin-American Healthcare REIT IV, Inc.


/s/ KMJ Corbin & Company LLP
KMJ Corbin & Company LLP


Costa Mesa, California
January 25, 2018



EXHIBIT 24.2

POWER OF ATTORNEY

KNOW ALL MEN BY THESE PRESENTS, that the person whose signature appears below appoints and constitutes Jeffrey T. Hanson and Danny Prosky, and each of them, his true and lawful attorney-in-fact and agent, each acting alone, with full power of substitution and resubstitution, for him and in his name, place and stead, in any and all capacities, to execute any and all amendments (including post-effective amendments) to the Registration Statement on Form S-11 (Registration No. 333-205960) (the “Registration Statement”) of Griffin-American Healthcare REIT IV, Inc. (as well as any registration statement for the same offering covered by this Registration Statement that is to be effective upon filing pursuant to Rule 462(b) under the Securities Act of 1933, as amended), and to file the same, together with all exhibits thereto and all other documents in connection therewith, with the Securities and Exchange Commission and such other agencies, offices and persons as may be required by applicable law, granting unto said attorney-in-fact and agent, each acting alone, full power and authority to do and perform each and every act and thing requisite or necessary to be done in and about the premises, as fully to all intents and purposes as he might or could do in person, hereby ratifying and confirming all that each said attorney-in-fact and agent, each acting alone, may lawfully do or cause to be done by virtue hereof.

Signature
 
Title
 
Date
 
 
 
 
 
/s/ R ICHARD S. W ELCH
 
Director
 
January 25, 2018
Richard S. Welch