VHP
06/07/2015 15:19
SSH
NOT PRICE SENSITIVE
REL: 1519 HRS Vital Healthcare Property Trust
SSH: VHP: SSH Notice - Ceasing NorthWest Entities
Disclosure of ceasing to have substantial holding
Section 279, Financial Markets Conduct Act 2013
Updated NorthWest SSH Notice
The purpose of this notice is to update the last substantial holding notice
given by NorthWest on 22 August 2014. The total aggregate interest held by
NorthWest in VHP, and the direct holders of that interest, have not changed.
However, as a result of a merger of certain NorthWest entities, the group of
NorthWest entities that have a relevant interest in VHP units has changed
and:
o no longer includes the Ceasing NorthWest Entities (as disclosed in
this notice); and
o now includes the New NorthWest Entities (see the substantial holding
notice dated on or about the date of this notice which identifies those
entities).
To NZX Limited
and
To Vital Healthcare Property Trust ("VHP")
Date this disclosure made: 6 July 2015
Date last disclosure made: 22 August 2014
Date on which substantial holding ceased: 15 May 2015
Substantial product holder(s) giving disclosure
Full name(s): NorthWest International Healthcare Properties Real Estate
Investment Trust and Paul Dalla Lana as trustee for NorthWest Operating Trust
(together referred to as the "Ceasing NorthWest Entities")
Summary of previous substantial holding
Class of quoted voting products: Ordinary Units
Summary for Ceasing NorthWest Entities
For last disclosure,--
(a) total number held in class: 82,064,900
(b) total in class: 341,656,001
(c) total percentage held in class: 24.02%
For current holding after ceasing to have substantial holding,--
(a) total number held in class: 0
(b) total in class: 0
(c) total percentage held in class: 0%
Note: The wider NorthWest group continues to hold a relevant interest in
24.02% of the units in VHP. Only the Ceasing NorthWest Entities are no longer
interested in those units.
Details of transactions and events giving rise to substantial holding
Details of the transactions or other events requiring disclosure:
o Pursuant to an arrangement agreement dated 10 March 2015, NorthWest
Healthcare Properties Real Estate Investment Trust ("NWH") and NorthWest
International Healthcare Properties Real Estate Investment Trust ("NWI"),
related entities within the NorthWest group, agreed to combine ("Combination
Transaction"). The Combination Transaction closed on 15 May 2015.
o Pursuant to the Combination Transaction, NWH acquired all of the
assets of NWI and NWI unitholders received 0.208 of a NWH trust unit for each
NWI trust unit held on a tax-deferred basis.
o The Combination Transaction involved the transfer of NWI Healthcare
Properties LP from NWI to NWH. NWI Healthcare Properties LP (through nominee
companies FNZ Custodians Limited and Bond Street Custodians Limited and its
wholly owned subsidiary NWI NZ Management Company Limited) holds the
82,064,900 ordinary units in VHP ("Relevant Interest").
o As a result, although the direct ownership of Relevant Interest has
not changed, the group of NorthWest entities that have a beneficial interest
in the Relevant Interest has changed and no longer includes the Ceasing
NorthWest Entities.
Additional information
Address(es) of substantial product holder(s): c/o 284 King Street East,
Toronto, ON M5A 1K4
Contact details: Teresa Neto, +1 (416) 366-2000,1002, [email protected]
Nature of connection between substantial product holders: The Ceasing
NorthWest Entities are each either directly or indirectly, controlled by, or
related to, NWH.
Name of any other person believed to have given, or believed to be required
to give, a disclosure under the Financial Markets Conduct Act 2013 in
relation to the financial products to which this disclosure relates:
NorthWest Healthcare Properties Real Estate Investment Trust, NWVP
Acquisition LP and NWVP Acquisition Inc. (see the substantial holding notice
dated on or about the date of this notice which identifies those entities).
Certification
I, Paul Dalla Lana, certify 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:00266681 For:VHP Type:SSH Time:2015-07-06 15:19:07
