As filed with the Securities and Exchange Commission on October 26, 1999
Registration No. 333-13571
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
POST-EFFECTIVE AMENDMENT NO. 6 TO
FORM S-11 REGISTRATION STATEMENT UNDER THE SECURITIES ACT OF 1933
CHARTHOUSE SUITES VACATION OWNERSHIP, INC.
(Exact name of registrant as specified in governing instrument)
250 PATRICK BOULEVARD
BROOKFIELD, WISCONSIN 53045
(262) 792-9200
(Address of principal executive offices)
Jeffrey L. Keierleber
c/o Charthouse Suites Vacation Ownership, Inc.
250 Patrick Boulevard
Brookfield, Wisconsin 53045
(262) 792-9200
(Name and address of agent for service)
Copy to:
Conrad G. Goodkind, Esq.
Quarles & Brady LLP
411 East Wisconsin Avenue
Milwaukee, Wisconsin 53202
(414) 277-5000
CALCULATION OF REGISTRATION FEE
Title of Securities Amount Proposed maximum Proposed Amount of
being registered being offering price maximum
registration registered per Interest aggregate
fee offering
price Vacation
Interests 150 $18,500 (A) - $4,248,000 $1,288*
Classes A-F, Interests, $60,000 (F)
with with Rental
Rental Pool Pool Arrangement
Arrangement
*Fee of $1,273 paid with the filing of Form S-11 on October 7,
1996 and the balance of the filing fee was paid on July 28, 1997.
Approximate date of commencement of proposed sale of the
securities to the public: As soon as practicable after this
Registration Statement becomes effective.
If this Form is filed to register additional securities for an
offering pursuant to Rule 462(b) under the Securities Act, please
check the following box and list the Securities Act Registration
Statement Number of the 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.
The registrant hereby amends this Registration Statement on such date or dates
as may be necessary to delay its effective date
until the registrant shall file a further amendment which
specifically states that this Registration Statement shall
thereafter become effective in accordance with Section 8(a) of
the Securities Act of 1933 or until this Registration Statement
shall become effective on such date as the Commission, acting
pursuant to said Section 8(a), may determine.
If the filing fee is calculated pursuant to Rule 457(o) under the
Securities Act, only the title of the class of securities to be
registered, the proposed maximum aggregate offering price
for that class of securities and the amount of registration fee
need to appear in the Calculation of Registration Fee table. Any
difference between the dollar amount of securities registered for
such offerings and the dollar amount of securities sold may be
carried forward on a future Registration Statement pursuant to
Rule 429 under the Securities Act.
CHARTHOUSE SUITES VACATION OWNERSHIP, INC.
Cross Reference Sheet
Showing location in Prospectus of information required to be included in
Prospectus in response
to items of Form S-11.
Item Number and Caption Heading in Prospectus
1. Forepart of Registration Statement
and Outside
Front Cover Page of Prospectus Cover Page of Prospectus
2. Inside Front and Outside Back Cover
Pages of Prospectus Outside Back Cover of
Prospectus
3. Summary Information, Risk Factors Summary; Risk Factors
and Ratio of Earnings to Fixed Charges
4. Determination of Offering PriceDetermination of Offering
Price
5. DilutionNot Applicable
6. Selling Security HoldersNot Applicable
7. Plan of DistributionPlan of Distribution
8. Use of ProceedsUse of Proceeds
9. Selected Financial DataManagement's Discussion
and Analysis of Financial
Condition and
Results of Operation
10. Management's Discussion andManagement's Discussion
Analysis of Financial Condition and Analysis of
and Results of Operations Financial Condition
and Results of Operations
11. General Information as to The Company
Registrant
12. Policy with Respect to CertainThe Company
Activities
13. Investment Policies of RegistrantThe Company
14. Description of Real EstateDescription of The Chart
House Suites Hotel
15. Operating DataChart House Results
16. Tax Treatment of Registrant and Certain Federal Income
its Security HoldersTax Considerations;
Certain Florida Tax
Matters
17. Market Price of and DividendsNot applicable
on the Registrant's
Common Equity and Related
Stockholder Matters
18. Description of Registrant's
SecuritiesThe Interests
19. Legal ProceedingsLegal Matters
20. Security Ownership of Certain
Beneficial Owners
and ManagementManagement
21. Directors and Executive Officers Management
22. Executive Compensation Management
23. Certain Relationships and Conflicts of
Related Transactions Interest of
Management and
Affiliates
24. Selection, Management and Custody
of Registrant's Conflicts of
Interest of Management and
InvestmentsAffiliates
25. Policies with Respect to Certain Conflicts of
Transactions Interest of
Management and
Affiliates
26. Limitations of Liability The Interests
27. Financial Statements and Information Financial Statements
and Related Information
28. Interest of Named Experts and Counsel Experts
29. Disclosure of Commission Position on Liability and Indemnification for
Securities Act Indemnification
Liabilities of Officers and
Directors
STATUS OF OFFERING
Throughout the offering, there were sold 8 A Interests, 13 B Interests,
26 C Interests, 1 D Interests, 0 E Interests and 0 F Interests. The remaining
Interests are withdrawn from registration.
SIGNATURE
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 an amendment to Form S-11 and has duly
caused this Registration Statement to be signed on its behalf by the
undersigned, thereunto duly authorized, the City of Brookfield, State of
Wisconsin, on October 25, 1999.
CHARTHOUSE SUITES VACATION
OWNERSHIP, INC.
By: /s/ Jeffrey L.
Keierleber Jeffrey L. Keierleber
Pursuant to the requirements of the Securities Act of 1933 this
Registration Statement has been signed by the following persons in the
capacities and on the dates indicated above.
By: /s/ Jeffrey L.
Keierleber Jeffrey L. Keierleber
CHARTHOUSE SUITES VACATION OWNERSHIP, INC.
*****
EXHIBIT INDEX
TO
REGISTRATION STATEMENT ON FORM S-11
Exhibit
NumberDescription
1.1Form of Underwriting Agreement**
1.2Form of Soliciting Dealer Agreement**
3.1Specimen of Certificates for Interests (not applicable)**
3.2Charthouse Suites Vacation Ownership, Inc. Articles of Incorporation**
3.3Charthouse Suites Vacation Ownership, Inc. By-laws**
4.1Subscription and Purchase Agreement (attached as an Annex and filed
herewith)**
4.2Form of License Plan (attached as an Annex and filed herewith)**
4.3Rules and Regulations for Chart House Suites Hotel (attached as an Annex)**
4.4Time Share Public Offering Statement**
5.1Opinion re: Legality of Interests**
8.1Tax Opinion**
10.1Property Management Agreement**
10.2Form of Non-Disturbance and Notice to Creditors**
10.3Form of Guaranteed Rental Arrangement Agreement**
10.4RCI Agreement**
10.5Schedule of Weeks (attached as an Annex)**
10.6Escrow Agreement between William Atkinson and Charthouse Suites Vacation
Ownership, Inc.**
10.7Form of Non-Exclusive Easement**
10.8Form of Private Letter Ruling Request**
10.9Form of Revised IRS Private Letter Ruling Request, dated July 16, 1997**
10.10Real Estate Sales and Purchase Agreement**
10.11Personal Property Purchase and Subscription Agreement**
10.12Escrow Agreement**
10.13Quit Claim Deed**
10.14Form of Letter Withdrawing IRS Private Letter Ruling Request, dated
September 9, 1997**
10.15Ernst & Young LLP letter dated October 3, 1997**
10.16Artistic Renderings (attached as an Annex)**
10.17Amended Property Management Agreement
23.1Consent of Quarles & Brady LLP (included in Exhibits 5.1 and 8.1)**
23.2Consent of Virchow, Krause & Company, LLP**
**Previously filed
