- Release Date: 16/09/13 10:30
- Summary: SSH: VHP: SSH (NWI REIT)
- Price Sensitive: No
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VHP 16/09/2013 08:30 SSH REL: 0830 HRS Vital Healthcare Property Trust SSH: VHP: SSH (NWI REIT) Disclosure of movement of 1% or more in substantial holding or change in nature of relevant interest or both Sections 23 and 24, Securities Markets Act 1988 Relevant event being disclosed The acquisition of 1,441,947 units on market on behalf of NorthWest International Healthcare Properties Real Estate Investment Trust (NWI REIT) and the subsequent intra-group transfer of that interest to NWI Healthcare Properties LP (NWI LP). Date of relevant event: On-market acquisitions between 3 and 12 September 2013 To: NZX Limited And: Vital Healthcare Property Trust Date this disclosure made: 16 September 2013 Date last disclosure made: 30 August 2013 Substantial security holder(s) giving disclosure Name(s): NorthWest Value Partners Inc., Paul Dalla Lana as trustee for NorthWest Real Estate Investment Trust, Paul Dalla Lana as trustee for NorthWest Operating Trust, NWI Healthcare Properties LP, NWI Healthcare Properties GP Inc and NorthWest International Healthcare Properties Real Estate Investment Trust (together referred to as "NorthWest") Contact details: Paul Dalla Lana ((001)14163668300 / [email protected]) Summary of substantial holding to which disclosure relates Class of listed voting securities: Ordinary Units Summary for NorthWest For this disclosure,-- (a) total number held in class: 78,0508,329 (b) total in class: 337,743,500 (c) total percentage held in class: 23..11% For last disclosure,-- (a) total number held in class: 76,605,382 (b) total in class: 337,742,960 (c) total percentage held in class: 22.682% Details of transactions and events giving rise to relevant event Details of the transactions or other events requiring disclosure under the instructions to this form: On-market purchases on behalf of NWI REIT of, in aggregate, 1,441,947 Units in Vital Healthcare Property Trust for total consideration of $1,981,854.42 and the subsequent intra-group transfer of NWI REIT's interest in those Units to NWI LP for $1,981,854.42. Details of relevant interests in substantial holding after relevant event Details for NorthWest 1. Nature of relevant interest(s): Beneficial title NorthWest has a relevant interest in 10,510,751 units held by FNZ Custodians Limited as nominee on behalf of NWI. For that relevant interest,-- (a) number held in class: 10,510,751 (b) percentage held in class: 3.11% (c) current registered holder(s) of securities: FNZ Custodians Limited (d) registered holder(s) of securities once transfers registered: NA 2. Nature of relevant interest(s): Securities lending arrangement Interest in units under a securities lending arrangement with Macquarie Capital Markets Canada Ltd (Macquarie Canada), pursuant to which NorthWest has a relevant interest in 67,547,578 units in VHP that have been lent to Macquarie Canada by NWI for a period ending 15 November 2013 (unless terminated earlier). Amongst other things, under that arrangement Macquarie Canada agrees that, in respect of those units lent to Macquarie Canada: A. it will arrange for voting rights equal to the voting rights attached to the units lent to Macquarie Canada to be exercised in accordance with the instructions of NWI; and B. it will redeliver units of an identical number and type to NWI at the end of the one year term or earlier if NWI gives written notice requesting redelivery or an "event of default" arises. A summary of the relevant agreement giving arise to the interest is attached as Schedule 1 (1 page). For that relevant interest,-- (a) number held in class: 67,547,578 (b) percentage held in class: 19.999% (c) current registered holder(s) of securities: Macquarie Capital Markets Canada Ltd (d) registered holder(s) of securities once transfers registered: NA Additional information Nature of connection between substantial security holders: NorthWest Real Estate Investment Trust, NorthWest Operating Trust, NWI Healthcare Properties LP, NWI Healthcare Properties GP Inc and NorthWest International Healthcare Properties Real Estate Investment Trust are each either directly or indirectly, controlled by, or related to, NorthWest Value Partners Inc. Address(es) of substantial security holder(s): c/o 284 King Street East, Toronto, ON M5A 1K4 Name of any other person believed to have given, or believed to be required to give, a disclosure under the Act in relation to the securities to which this disclosure relates: Macquarie Capital Markets Canada Ltd Declaration I, Paul Dalla Lana, declare that, to the best of my knowledge and belief, the information contained in this disclosure is correct and that I am duly authorised to make this disclosure by all persons for whom it is made. Schedule 1 Agreement: Global Master Securities Lending Agreement ("SLA") Date of Agreement: 16 November 2012. Parties: NWI Healthcare Properties LP by its general partner NWI Healthcare Properties GP Inc. ("NWI") Macquarie Capital Markets Canada Ltd ("Macquarie Canada") Securities Loan: Pursuant to the SLA, NWI has transferred (or "loaned") 67,547,578 units in the Vital Healthcare Property Trust ("Vital Units") to Macquarie Canada in return for Macquarie Canada paying to it an amount of cash collateral (the "SLA Collateral"). The Vital Units became the property of Macquarie Canada under the SLA, with Macquarie Canada having the ability to deal with the Vital Units without restriction. SLA Collateral: The SLA Collateral that Macquarie Canada must pay to NWI is calculated by reference to the value of the Vital Units from time to time. If the value of the Vital Units increases, Macquarie Canada will be required to pay additional SLA Collateral to NWI, while NWI will be required to repay part of the SLA Collateral to Macquarie Canada if the value of the Vital Units declines. NWI must pay interest on the SLA Collateral it holds to Macquarie Canada. Distributions and voting rights: Macquarie Canada must pay to NWI amounts equal to the net cash distributions paid on the Vital Units and arrange for voting rights equal to the voting rights attached to the Vital Units to be exercised in accordance with the instructions of NWI. Term and termination: The securities loan of the Vital Units under the SLA is due to terminate on 15 November 2013 (or any earlier date agreed by the parties). Both NWI and Macquarie Canada may, at their option, terminate the securities loan at any time before that date (subject, in the case of Macquarie Canada, to giving not less than 30 days prior notice to NWI). The SLA may also be terminated early in certain situations, such as default by a party. On termination of the securities loan, Macquarie Canada is generally required to deliver to NWI a number of units in Vital equal to the Vital Units, and NWI is required to repay the SLA Collateral. Guarantee: The obligations of NWI in respect of the SLA have been guaranteed by NorthWest International Healthcare Properties Real Estate Investment Trust pursuant to a Deed of Guarantee and Indemnity entered into by NorthWest International Healthcare Properties Real Estate Investment Trust and Macquarie Canada and dated 16 November 2012. End CA:00241112 For:VHP Type:SSH Time:2013-09-16 08:30:04
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