UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D. C. 20549
FORM 10-K/A
(Amendment No. 1)
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þ | | ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 |
For the fiscal year ended December 31, 2008
or
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o | | TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 |
For the transition period from to .
Commission file number: 000-52891
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CORPORATE PROPERTY ASSOCIATES 17 – GLOBAL INCORPORATED(Exact name of registrant as specified in its charter)
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Maryland | | 20-8429087 |
(State or other jurisdiction of incorporation or organization) | | (I.R.S. Employer Identification No.) |
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50 Rockefeller Plaza New York, New York | | 10020 |
(Address of principal executive offices) | | (Zip code) |
Registrant’s telephone numbers, including area code:
Investor Relations (212) 492-8920
(212) 492-1100
Securities registered pursuant to Section 12(b) of the Act:None
Securities registered pursuant to Section 12(g) of the Act:
Common Stock, Par Value $0.001 Per Share
Indicate by check mark if the registrant is a well-known seasoned issuer, as defined in Rule 405 of the Securities Act. Yeso Noþ
Indicate by check mark if the registrant is not required to file reports pursuant to Section 13 or Section 15(d) of the Act. Yeso Noþ
Indicate by check mark whether the registrant (1) has filed all reports required to be filed by Section 13 or 15(d) of the Securities Exchange Act of 1934 during the preceding 12 months (or for such shorter period that the registrant was required to file such reports), and (2) has been subject to such filing requirements for the past 90 days. Yesþ Noo
Indicate by check mark if disclosure of delinquent filers pursuant to Item 405 of Regulation S-K is not contained in this report, and will not be contained, to the best of registrant’s knowledge, in definitive proxy or information statements incorporated by reference in Part III of this Form 10-K or any amendment to this Form 10-K.o
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):
Large accelerated filer o | Accelerated filer o | Non-accelerated filer þ (Do not check if a smaller reporting company) | Smaller reporting company o |
Indicate by check mark whether the registrant is a shell company (as defined in Rule 12b-2 of the Act). Yeso Noþ
Registrant has no active market for its common stock. Non-affiliates held 17,425,955 shares of common stock at June 30, 2008.
As of March 18, 2009, there are 40,878,425 shares of common stock of registrant outstanding.
DOCUMENTS INCORPORATED BY REFERENCE
The registrant incorporates by reference its definitive Proxy Statement with respect to its 2009 Annual Meeting of Stockholders, to be filed with the Securities and Exchange Commission within 120 days following the end of its fiscal year, into Part III of this Annual Report on Form 10-K.
EXPLANATORY NOTE
Corporate Property Associates 17 — Global Incorporated is filing this Amendment No. l to its Annual Report on Form 10-K for the fiscal year ended December 31, 2008, as filed with the Securities and Exchange Commission on March 26, 2009, in order to revise the certifications originally filed as Exhibits 31.1 and 31.2, which inadvertently omitted certain language required to be included in the introduction to paragraph 4 and in paragraph 4(b). This Form 10-K/A is limited in scope to the foregoing, and should be read in conjunction with the original Form 10-K and our other filings with the Securities and Exchange Commission.
This Form 10-K/A does not reflect events occurring after the filing of the original Form 10-K or modify or update those disclosures affected by subsequent events. Except as described above, we have not modified or updated other disclosures or information presented in the original Form 10-K.
Part IV
Item 15.Exhibits, Financial Statement Schedules
(1) and (2) — Financial statements and schedules – see index to financial statements included in Item 8.
Other Financial Statements — BPLAST LANDLORD LLC
(3) Exhibits
The following exhibits are filed as part of this Form 10-K/A:
31.1 Certification pursuant to Section 302 of the Sarbanes-Oxley Act of 2002.
31.2 Certification pursuant to Section 302 of the Sarbanes-Oxley Act of 2002.
SIGNATURES
Pursuant to the requirements of Section 13 or 15(d) of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned, thereunto duly authorized.
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| Corporate Property Associates 17 — Global Incorporated | |
Date 4/28/09 | By: | /s/ Mark J. DeCesaris | |
| | Mark J. DeCesaris | |
| | Managing Director and Acting Chief Financial Officer | |
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Pursuant to the requirements of the Securities Exchange Act of 1934, this report has been signed below by the following persons on behalf of the registrant and in the capacities and on the dates indicated.
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Signature | | Title | | Date |
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/s/ Wm. Polk Carey Wm. Polk Carey | | Chairman of the Board and Director | | 4/28/09 |
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/s/ Gordon F. DuGan Gordon F. DuGan | | Chief Executive Officer and Director (Principal Executive Officer) | | 4/28/09 |
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/s/ Mark J. DeCesaris Mark J. DeCesaris | | Managing Director and Acting Chief Financial Officer (Principal Financial Officer) | | 4/28/09 |
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/s/ Thomas J. Ridings, Jr. Thomas J. Ridings, Jr. | | Executive Director and Chief Accounting Officer (Principal Accounting Officer) | | 4/28/09 |
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/s/ Marshall E. Blume Marshall E. Blume | | Director | | 4/28/09 |
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/s/ Elizabeth P. Munson Elizabeth P. Munson | | Director | | 4/28/09 |
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/s/ Richard J. Pinola Richard J. Pinola | | Director | | 4/28/09 |
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/s/ James D. Price James D. Price | | Director | | 4/28/09 |
CPA®:17 2008 10-K — 84