VHP
26/08/2013 11:08
SSH
REL: 1108 HRS Vital Healthcare Property Trust
SSH: VHP: SSH Notice - NorthWest Value Partners Inc.
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
(1) Increase in substantial holding following participation in the pro
rata renounceable rights issue (the Rights Issue) pursuant to a Simplified
Disclosure Prospectus dated 4 July 2013 conducted by Vital Healthcare
Property Trust (VHP).
(2) Change in nature of relevant interest as a result of the intra-group
transfer of beneficial interest in 2,851,994 units in VHP held by FNZ
Custodians Limited from NorthWest International Healthcare Properties Real
Estate Investment Trust (NWI REIT) to NWI Healthcare Properties LP by its
general partner NWI Healthcare Properties GP Inc (NWI).
Date of relevant event: 23 August 2013
To: NZX Limited
And: Vital Healthcare Property Trust
Date this disclosure made: 26 August 2013
Date last disclosure made: 26 April 2012
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: 76,605,382.00
(b) total in class: 337,742,960
(c) total percentage held in class: 22.682%
For last disclosure,--
(a) total number held in class: 61,407,812
(b) total in class: 307,038,608
(c) total percentage held in class: 20.000%
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:
(1) Increase in substantial holding following participation in the Rights
Issue pursuant to a Simplified Disclosure Prospectus dated 4 July 2013
conducted by VHP.
(2) Change in nature of relevant interest as a result of the intra-group
transfer of beneficial interest in 2,851,994 units in VHP held by FNZ
Custodians Limited from NWI REIT to NWI pursuant to a Sale and Purchase
Agreement for consideration of $3,935,751.72.
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 15,198,570 units held by FNZ Custodians
Limited as nominee on behalf of NWI.
For that relevant interest,--
(a) number held in class: 15,198,570
(b) percentage held in class: 4.500%
(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 61,406,812 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: 61,406,812
(b) percentage held in class: 18.182%
(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.
End CA:00240185 For:VHP Type:SSH Time:2013-08-26 11:08:22
