As filed with the Securities and Exchange Commission on October 11, 2000
Registration No. 333-67787
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
POST-EFFECTIVE AMENDMENT NO. SEVEN
TO
FORM S-11
REGISTRATION STATEMENT
UNDER
THE SECURITIES ACT OF 1933, AS AMENDED
CNL HOSPITALITY PROPERTIES, INC.
(Exact Name of Registrant as Specified in Charter)
CNL Center at City Commons
450 South Orange Avenue
Orlando, Florida 32801
Telephone: (407) 650-1000
(Address of principal executive offices)
JAMES M. SENEFF, JR.
Chief Executive Officer
CNL Center at City Commons
450 South Orange Avenue
Orlando, Florida 32801
Telephone: (407) 650-1000
(Name, Address and Telephone Number
of Agent for Service)
COPIES TO:
THOMAS H. McCORMICK, ESQUIRE
JAMES A. BLALOCK III, ESQUIRE
Shaw Pittman 2300 N
Street, N.W.
Washington, D.C. 20037
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 earlier effective
registration statement for the same offering. [ ]
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. [ ]
If delivery of the prospectus is expected to be made pursuant to Rule
434, please check the following box. [ ]
<PAGE>
On September 14, 2000, CNL Hospitality Properties, Inc. (the "Company")
concluded its public offering (the "1999 Offering") of up to 27,500,000 shares
of common stock (the "Shares") In connection with the 1999 Offering, the Company
issued a total of 27,499,899 Shares, including 96,520 Shares issued pursuant to
the Reinvestment Plan. The Company hereby withdraws the registration of the
remaining 101 Shares registered, but not issued in connection with the 1999
Offering.
In addition, the Company registered 1,000,000 Soliciting Dealer
Warrants and 1,000,000 shares of common stock issuable upon exercise of the
warrants. In connection with the 1999 Offering, the Company issued a total of
960,913 warrants. The Company hereby withdraws the registration of the remaining
39,087 warrants as well as 39,087 shares of common stock registered, but not
issuable in connection with the Initial Offering.
<PAGE>
SIGNATURES
Pursuant to the requirements of the Securities Act of 1933, 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
Post-Effective Amendment No. Seven to the Registration Statement to be signed on
its behalf by the undersigned, thereunto duly authorized, in the City of
Orlando, State of Florida, on September 29, 2000.
CNL HOSPITALITY PROPERTIES, INC.
(Registrant)
By: /s/ James M. Seneff, Jr.
-------------------------------
James M. Seneff, Jr.
Chairman of the Board and Chief
Executive Officer
<PAGE>
Pursuant to the requirements of the Securities Act of 1933, this
Post-Effective Amendment No. Seven to the Registration Statement has been signed
below by the following persons in the capacities and on the dates indicated.
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<CAPTION>
<S> <C>
Signature Title Date
/s/ James M. Seneff, Jr. Chairman of the Board and September 29, 2000
---------------------------------------- Chief Executive Officer
JAMES M. SENEFF, JR. (Principal Executive Officer)
/s/ Robert A. Bourne Director and President September 29, 2000
----------------------------------------
ROBERT A. BOURNE
/s/ C. Brian Strickland Senior Vice President, Finance and September 29, 2000
---------------------------------------- Administration (Principal Financial
C. BRIAN STRICKLAND and Accounting Officer)
/s/ Mathew W. Kaplan Director September 29, 2000
----------------------------------------
MATHEW W. KAPLAN
/s/ Charles E. Adams Independent Director September 29, 2000
----------------------------------------
CHARLES E. ADAMS
/s/ Lawrence A. Dustin Independent Director September 29, 2000
----------------------------------------
LAWRENCE A. DUSTIN
/s/ John A. Griswold Independent Director September 29, 2000
----------------------------------------
JOHN A. GRISWOLD
/s/ Craig M. McAllaster Independent Director September 29, 2000
----------------------------------------
CRAIG M. MCALLASTER
</TABLE>