CNL HEALTHCARE PROPERTIES, INC. (OTCMKTS:CHTH) Files An 8-K Regulation FD Disclosure

CNL HEALTHCARE PROPERTIES, INC. (OTCMKTS:CHTH) Files An 8-K Regulation FD Disclosure

Item7.01

Regulation FD Disclosure

Correspondence withFinancial Advisors andBroker
Dealers

Filed as Exhibit 99.1 tothis Current Report, andincorporated
herein byreference, is thetext ofa correspondence from
CNLHealthcare Properties, Inc. (theCompany)tofinancial advisors
andbroker dealers whoparticipated intheCompanys public offerings,
notifying them that theCompany (i)plans toprepare anestimated net
asset value (NAV) per share of the Companys commonstock as
ofDecember31,2016 (the2016NAV), (ii)anticipates announcing
the2016NAV onor about February13, 2017, (iii)recently engaged
CBRECapital Advisors, Inc., anindependent investment banking firm
(CBRECap), toassist the Company withthepreparationoftheestimated
2016 NAV, and(iv)will hold awebinar onFebruary15,2017, at
1:00p.m., Eastern Time, toreview theestimated 2016NAV.

totherules andregulations oftheSecurities andExchange
Commission(theSEC), theinformationcontained in this Item7.01
disclosure, including Exhibit 99.1 andtheinformationset forth
therein, isdeemed tohave been furnished and shall not be deemed
tobe filed under theSecurities Exchange Act of1934. Byfurnishing
theinformationcontained in this Item7.01 disclosure, including
Exhibit 99.1, theCompany makes noadmissionastothemateriality
ofsuch information.

Item8.01 Other Events

DeterminationofNet Asset Value Per Share as
ofDecember 31,2016

Inorder toassist Financial Industry Regulatory Authority
(FINRA)members andtheir associated persons who participated
intheCompanys public offerings inmeeting their customer account
statement reporting obligations under National Association of
Securities Dealers Conduct Rule2340, theCompany prepares
andannounces at least annually an estimated NAV per share of its
common stock, themethod bywhich such NAV wasdeveloped, andthedate
of the data used to develop theestimated NAV per share.

TheCompany now intends toestablish andannounce theestimated
2016NAV, onor about February13, 2017. To assist the board of
directors of theCompany (theBoard)andtheCompanys
valuationcommittee, which is comprised solely of the Companys
independent directors (theValuationCommittee), withestablishing
anestimated NAV per share of the Companys commonstock
asofDecember31, 2016 (theValuationDate), theCompany engaged CBRE
Capital Advisors, Inc., an independent investment banking firm
(CBRECap), toprovide avaluationanalysisoftheCompany. Proposals
from other independent valuation firms were solicited by the
Company. The engagement of CBRE Cap was based onanumber offactors
including, CBRECaps experience inthevaluation of assets similar
to those owned by the Company. Upon the receipt
ofavaluationanalysis oftheCompany from CBRECap, which will
contain, among other information, a range of per share values
fortheCompanys commonstock as oftheValuationDate (a Valuation
Report), the Valuation Committee will consider thereasonableness
oftherange ofpershare values andmake arecommendation to the
Board, and the Board will approve andadopt anestimated 2016 NAV.

TheCompany will establish the2016NAV inaccordance withtheCompanys
valuation policy and certain recommendations and methodologies
oftheInvestment Program Association, atrade associationfor
non-listed direct investment vehicles (IPA), as set forth in IPA
Practice Guideline 2013-01 Valuations ofPublicly Registered
Non-Listed REITs (IPAPractice Guideline 2013-01). In developing
its valuationanalysis oftheCompany, CBRECap will also consider
IPAPractice Guideline 2013-01.

After theBoard estimates the2016NAV, shares accepted for
redemptionunder theCompanys Amended and Restated Stock Redemption
Plan (theRedemptionPlan)will be redeemed at aprice equal to
either (i)theestimated 2016NAVper share, or (ii)the purchase
price paid by the stockholder, whichever is lower, as provided in
the Redemption Plan. Thepurchase price ofshares under theCompanys
Amended andRestated Distribution Reinvestment Plan (the
DistributionReinvestment Plan)is currently $9.75pershare,
however, theBoard canchange the purchase price from time to time.
Theestablishment ofthe2016NAV may influence theprice ofshares
intheDistributionReinvestment Plan.

CBRE Group, Inc. (CBRE)is aFortune 500 andSP 500 company
headquartered in LosAngeles, California and one of the worlds
largest commercial real estate services and investment firms (in
terms of2016revenue). CBRE Cap, a FINRA registered broker-dealer
and a subsidiary of CBRE, is an investment banking firm that
specializes in providing real estate financial services. CBRECap
andaffiliates possess substantial experience in the
valuationofassets similar tothose owned bytheCompany andregularly
undertake thevaluationofsecurities in connection with public
offerings, private placements, business combinations and similar
transactions. For the preparation of the Valuation Report,
theCompany will pay CBRECap a customary fee for services of this
nature, no part ofwhich wascontingent relating to the provision
of services orspecific findings.

During thepast four years theCompany andaffiliates oftheCompany
have engaged CBRECap andother affiliates of CBRE for various real
estate-related services and/or toserve as athird-party
valuationadvisor. TheCompany anticipates that CBRE Cap and other
affiliates ofCBRE will continue toprovide similar services
totheCompany andits affiliates in thefuture. The Company is not
affiliated withCBRE, CBRECap or any oftheir affiliates. While
theCompany andaffiliates oftheCompany have engaged and may engage
in thefuture CBRE, CBRECap or their affiliates for commercial
real estate services ofvarious kinds, the Company believes that
there are nomaterial conflicts ofinterest withrespect
totheCompanys engagement ofCBRECap. In the ordinary course of its
business, CBRE, its affiliates, directors andofficers may
structure andeffect transactions for its own account or for
theaccounts ofits customers in commercial real estate assets
ofthe same kind and in the same markets as the Companys assets.

Item9.01 Financial Statements andExhibits

(d) Exhibits

99.1 Text ofcorrespondence tofinancial advisors andbroker dealers.


About CNL HEALTHCARE PROPERTIES, INC. (OTCMKTS:CHTH)

CNL Healthcare Properties, Inc. is a real estate investment trust, which owns a portfolio of properties across the United States. The Company’s real estate ownership consists of owning, managing, leasing, acquiring, developing, investing in, and as conditions warrant, disposing of real estate assets. It focuses on acquiring properties in the senior housing, medical office building, acute care and post-acute care facility sectors, including stabilized, value add and development properties, income-producing real estate, and real estate-related securities and loans. It focuses on acquiring asset classes within the senior housing sector, including active adult communities, such as age-restricted or age-targeted housing; independent and assisted living facilities; continuing care retirement communities, and Alzheimer’s/memory care facilities. The asset classes that the Company focuses on acquiring within the medical office facility sector include physician’s offices and walk-in clinics.

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