Capital Change Notice - Placement

Capital Change Notice



Section 1: Issuer information
Name of issuer Northwest Healthcare Properties
Management Limited (Manager) in its
capacity as the manager of Vital
Healthcare Property Trust (Vital)
NZX ticker code VHP
Class of financial product Ordinary units in Vital
ISIN (If unknown, check on NZX website) NZCHPE0001S4
Currency NZD
Section 2: Capital change details
Number issued/acquired/redeemed 97,435,897
Nominal value (if any) NA
Issue/acquisition/redemption price per security $1.95
Nature of the payment (for example, cash or other
consideration)
Cash
Amount paid up (if not in full) N/A
Percentage of total class of Financial Products
issued/acquired/redeemed/ (calculated on the
number of Financial Products of the Class,
excluding any Treasury Stock, in existence)
1

14.31%
For an issue of Convertible Financial Products or
Options, the principal terms of Conversion (for
example the Conversion price and Conversion date
and the ranking of the Financial Product in relation
to other Classes of Financial Product) or the Option
(for example, the exercise price and exercise date)
N/A
Reason for issue/acquisition/redemption and
specific authority for issue/acquisition/redemption/
(the reason for change must be identified here)
Issue of units under placement conducted
by the Manager in its capacity as the
manager of Vital, authorised by Board
resolutions dated 9 November 2025,
announced on 10 November 2025, the
results of which were announced on 11
November 2025.

Net proceeds will be used to fund the
management termination payment
payable to implement the internalisation of
Vital and provide additional balance sheet
flexibility to execute on near-term
developments.
Total number of Financial Products of the Class
after the issue/acquisition/redemption/Conversion
778,235,671

1
The percentage is to be calculated immediately before the issue, acquisition, redemption or Conversion.

(excluding Treasury Stock) and the total number of
Financial Products of the Class held as Treasury
Stock after the issue/acquisition/redemption.
None held as Treasury Stock
In the case of an acquisition of shares, whether
those shares are to be held as treasury stock
N/A
Specific authority for the issue, acquisition, or
redemption, including a reference to the rule
pursuant to which the issue, acquisition, or
redemption is made
NZX Listing Rule 4.5.
Terms or details of the issue, acquisition, or
redemption (for example: restrictions, escrow
arrangements)
New units in Vital which rank equally with
all other fully paid units. The new units are
not entitled to the FY26 first quarter
dividend announced on 6 November 2025
(with a record date of 13 November 2025).
Date of issue/acquisition/redemption
2
14/11/2025
Section 3: Disclosure required for Placements made under Rule 4.5.1
[I ssuers may opt to release Section 3 information (if not already done so) in a separate announcement within five Business Days of
the issuance. Delete this Section 3 if capital change is not the result of a Placement under Rule 4.5.1]

Details of the approach in identifying investors who
were able to participate in the offer and how their
respective allocations in the offer were determined.

The explanation must set out the key objectives
and criteria the Issuer adopted in the allocation
process, whether one of those objectives was a
best effort to allocate on a pro rata basis to existing
holders of the Issuer’s Equity Securities, and any
significant exceptions or deviations from those
objectives and criteria.
The Manager’s objectives for allocations
under the Placement were primarily to:

•
maximise participation by existing
unitholders through broad eligibility
criteria and widely marketing the offer
through various channels;
•
use best efforts to maximise the
number of existing unitholders who
were allocated sufficient units to
maintain their pro rata unitholding in
the Placement (subject to the level of
demand indicated by them)
•
strengthen Vital’s unit register; and
•
make allocations above pro rata, or to
new unitholders having regard to the
following criteria:
o
levels of support for the
Placement;
o
the size of bids received;
o
the investor’s profile (including,
among other things, investment
style, fund size, and fund
location); and
o
the investor and their profile
relative to Vital’s register.

Final allocation decisions were made by
the Manager and reflected input and
advice from the Joint Lead Managers of
the offer. There were no significant

2
Continuous issuers using this form in reliance on Rule 3.13.2, please indicate the period during which the relevant
issue/acquisition/redemptions were made (for example, 1 January 2019 to 31 January 2019).

Capital Change Notice

exceptions or deviations from the
objectives and criteria set out above.

Section 4: Authority for this announcement and contact person
Name of person

authorised to make this
announcement
Michael Groth
Contact person for this announcement Michael Groth
Contact phone number +61 409 936 104
Contact email address michael.groth@nwhreit.com
Date of release through MAP

14/11/2025