0001144204-11-030313.txt : 20110517 0001144204-11-030313.hdr.sgml : 20110517 20110516173138 ACCESSION NUMBER: 0001144204-11-030313 CONFORMED SUBMISSION TYPE: NT 10-Q PUBLIC DOCUMENT COUNT: 1 CONFORMED PERIOD OF REPORT: 20110331 FILED AS OF DATE: 20110517 DATE AS OF CHANGE: 20110516 EFFECTIVENESS DATE: 20110517 FILER: COMPANY DATA: COMPANY CONFORMED NAME: CORNERSTONE HEALTHCARE PLUS REIT, INC. CENTRAL INDEX KEY: 0001378774 STANDARD INDUSTRIAL CLASSIFICATION: REAL ESTATE INVESTMENT TRUSTS [6798] IRS NUMBER: 205721212 STATE OF INCORPORATION: MD FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: NT 10-Q SEC ACT: 1934 Act SEC FILE NUMBER: 000-53969 FILM NUMBER: 11848929 BUSINESS ADDRESS: STREET 1: 1920 MAIN STREET, SUITE 400 CITY: IRVINE STATE: CA ZIP: 92614 BUSINESS PHONE: 949-852-1007 MAIL ADDRESS: STREET 1: 1920 MAIN STREET, SUITE 400 CITY: IRVINE STATE: CA ZIP: 92614 FORMER COMPANY: FORMER CONFORMED NAME: Cornerstone Growth & Income REIT, Inc. DATE OF NAME CHANGE: 20070503 FORMER COMPANY: FORMER CONFORMED NAME: Cornerstone Institutional Growth REIT, Inc. DATE OF NAME CHANGE: 20061019 NT 10-Q 1 v222958_nt10q.htm Unassociated Document
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

FORM 12b-25
NOTIFICATION OF LATE FILING

(Check One):        o Form 10-K         o Form 20-F         o Form 11-K    x Form 10-Q         o Form N-SAR  

For Period Ended:        March 31, 2011

      o Transition Report on Form 10-K
      o Transition Report on Form 20-F
      o Transition Report on Form 11-K
      o Transition Report on Form 10-Q
      o Transition Report on Form N-SAR
For the Transition Period Ended:  _________________

 
 
Read attached instruction sheet before preparing form. Please Print or Type.
Nothing in this form shall be construed to imply that the Commission has verified any information contained herein.
 

If the notification relates to a portion of the filing checked above, identify the item(s) to which the notification relates:

 
 
PART I - REGISTRANT INFORMATION
 
Full Name of Registrant:
 
Cornerstone Healthcare Plus REIT, Inc.
Former Name if Applicable:
 
N/A
Address of Principal Executive Office (Street and Number)
 
1920 Main Street, Suite 400
City, State and Zip Code
 
Irvine, CA 92614


 
 
 
 

PART II - Rules 12b-25(b) AND (c)

If the subject report could not be filed without unreasonable effort or expense and the registrant seeks relief pursuant to Rule 12b-25(b), the following should be completed. (Check box, if appropriate)
 
     
 x
(a)
The reasons described in reasonable detail in Part III of this form could not be eliminated without unreasonable effort or expense;
     
 x
(b)
The subject annual report, semi-annual report, transition report on Form 10-K, Form 20-F, 11-K, Form N-SAR or portion thereof, will be filed on or before the fifteenth calendar day following the prescribed due date; or the subject quarterly report or transition report on Form 10-Q or subject distribution report on Form 10 -D, or portion thereof, will be filed on or before the fifth calendar day following the prescribed due date; and
     
 
(c)
The accountant's statement or other exhibit required by Rule 12b-25(c) has been attached if applicable.

 
 
 

PART III - NARRATIVE

State below in reasonable detail the reasons why the Form 10-K, 11-K, 10-Q, N-SAR, or the transition report or portion thereof, could not be filed within the prescribed time period. (Attach Extra Sheets if Needed).
 
Recent actions taken by the independent directors committee of our board of directors related to our public offering, and the committee's ongoing consideration of strategic alternatives to enhance stockholder value, including the evaluation of possible changes to the Company's advisory relationships, have raised certain considerations with a potential financial statement impact that have required additional time to consider and additional efforts on the part of the advisor. This has resulted in a delay in finalizing the Company's financial statements for the quarter ended March 31, 2011.  Therefore, the Company's Form 10-Q cannot be filed by the due date without unreasonable effort and expense.
 
At a meeting held on May 12, 2011, our independent directors committee requested that its independent financial advisor review the Company's total operating expenses, pursuant to the independent directors committee’s quarterly obligation to determine whether these expenses are in accordance with the limitations included in the Company’s charter. The charter requires that the independent directors determine if any excess expense, as defined in the charter, is justified.  If, following its review of such expenses, the independent directors committee does not find such excess expenses to be justified, then the advisor will be responsible for reimbursing to the Company the amount by which the aggregate annual expenses paid or incurred by the Company exceeded the charter-based limitations.  Such a finding would have an impact on the Company's financial statements for the quarter ended March 31, 2011.
 
PART IV - OTHER INFORMATION

   
(1)
Name and telephone number of person to contact in regard to this notification.

         
Sharon Kaiser
  
949
  
852-1007
(Name)
  
(Area Code)
  
(Telephone Number)
 
   
(2)
Have all other periodic reports required under Section 13 or 15(d) of the Securities and Exchange Act of 1934 or Section 30 of the Investment Company Act of 1940 during the preceding 12 months or for such shorter period that the registrant was required to file such report(s) been filed? If the answer is no, identify report(s).
 
   x Yes         o No
 
 
   
(3)
Is it anticipated that any significant change in results of operations from the corresponding period for the last fiscal year will be reflected by the earnings statements to be included in the subject report or portion thereof ?
 
     o Yes        x No 
 
   
 
If so, attach an explanation of the anticipated change, both narratively and quantitatively, and, if appropriate, state the reasons why a reasonable estimate of the results cannot be made.
 
Cornerstone Healthcare Plus REIT, Inc.
(Name of Registrant as Specified in Charter)
 
has caused this notification to be signed on its behalf by the undersigned, thereunto duly authorized.
 
     
     
Date: May 16, 2011
By:  
/s/ Sharon C. Kaiser
 
  
Sharon C. Kaiser
Chief Financial officer
 
INSTRUCTION: The form may be signed by an executive officer of the registrant or by any other duly authorized representative. The name and title of the person signing the form shall be typed or printed beneath the signature. If the statement is signed on behalf of the registrant by an authorized representative (other than an executive officer), evidence of the representative's authority to sign on behalf of the registrant shall be filed with the form.