Target Healthc. Regulatory News (THRL)

Target Healthcare REIT Limited

NOT FOR RELEASE, DISTRIBUTION OR PUBLICATION, DIRECTLY OR INDIRECTLY, TO THE UNITED STATES, AUSTRALIA, CANADA, SOUTH AFRICA, JAPAN OR ANY MEMBER STATE OF THE EEA (OTHER THAN THE UNITED KINGDOM) OR TO ANY NATIONAL, RESIDENT OR CITIZEN OF THE UNITED STATES, AUSTRALIA, CANADA, SOUTH AFRICA, JAPAN OR ANY MEMBER STATE OF THE EEA (OTHER THAN THE UNITED KINGDOM)

This announcement is an advertisement and does not constitute a prospectus and investors must only subscribe for or purchase any shares referred to in this announcement on the basis of information contained in the prospectus issued by Target Healthcare REIT Limited on 5 September 2014, as supplemented on 7 January 2015 and 24 February 2015 (the "Prospectus") and not in reliance on this announcement. Copies of the Prospectus may, subject to any applicable law, be obtained from the registered office of the Company. This announcement does not constitute and may not be construed as, an offer to sell or an invitation to purchase, investments of any description, a recommendation regarding the issue or the provision of investment advice by any party. No information set out in this announcement or referred to in other written or oral form is intended to form the basis of any contract of sale, investment decision or any decision to purchase shares in the Company.

Issue of Equity and Repurchase into Treasury

The board of Target Healthcare REIT Limited (the "Company") announces that it intends to issue, today, 14,229,822 ordinary shares (the "Shares") under the Placing Programme (as described in the Company's Prospectus) at a price of 99.5 pence per share (the "Issue Price"), conditional only on Admission. Following Admission, these same Shares will be immediately repurchased by the Company, at the same price, to be held in treasury. The net cash position of the Company, following this transaction, will remain unchanged.

The Shares held in treasury will be available to be sold to meet ongoing market demand. The Shares will be sold only at a premium to the prevailing NAV per Share and a premium to the Issue Price. The net proceeds of any subsequent sales of Shares out of treasury will provide the Company with additional capital to enable it to take advantage of investment opportunities in the market and make further investments in accordance with the Company's investment policy and within its appraisal criteria. Holding the Shares in treasury for this purpose assists the Company in matching its ongoing capital requirements to its investment opportunities and therefore reduces the negative effect of holding excess cash on its balance sheet over the longer term.

Applications will be made for the Shares to be admitted to the Official List of the FCA and to trading on the London Stock Exchange's main market for listed securities ("Admission"). It is expected that Admission will become effective and that unconditional dealings in the Shares will commence at 8.00 a.m. (London time) on 2 September 2015.

Following Admission, the number of ordinary shares that the Company has in issue will be 156,528,048 of which 14,229,822 ordinary shares will be held in treasury. The total number of voting rights of the Company will be 142,298,226 and this figure may be used by shareholders as the denominator for the calculations by which they will determine if they are required to notify their interest in, or a change to their interest in the Company, under the Disclosure and Transparency Rules.

Enquiries:

Kenneth MacKenzie

Target Advisers

01786 406 581

Dickson Minto W.S

Douglas Armstrong

0207 649 6823

Stifel Nicolaus Europe Limited

Mark Young, Neil Winward

020 7710 7600

Fiona Harris/Sam Emery

Quill PR

020 7466 5058 / 020 7466 5056

Important Information

The content of this announcement is the sole responsibility of Target Healthcare REIT Limited.

This announcement is an advertisement and does not constitute a prospectus and investors must only subscribe for or purchase any shares referred to in this announcement on the basis of information contained in the Prospectus published by Target Healthcare REIT Limited as supplemented and not in reliance on this announcement. Copies of the Prospectus may, subject to any applicable law, be obtained from the registered offices of the Company at Ordnance House, 31 Pier Road, St. Helier, Jersey JE4 8PW. This announcement does not constitute and may not be construed as, an offer to sell or an invitation to purchase, investments of any description, a recommendation regarding the issue or the provision of investment advice by any party. No information set out in this announcement or referred to in other written or oral form is intended to form the basis of any contract of sale, investment decision or any decision to purchase shares in the Company.

The information contained in this announcement is given at the date of its publication (unless otherwise marked) and is subject to updating, revision and amendment from time to time.

Stifel Nicolaus Europe Limited, which is authorised and regulated by the Financial Conduct Authority, is acting only for the Company in connection with the matters described in this announcement and is not acting for or advising any other person, or treating any other person as its client, in relation thereto and will not be responsible for providing the regulatory protection afforded to clients of Stifel Nicolaus Europe Limited or advice to any other person in relation to the matters contained herein.

None of, Target Advisers LLP, Stifel Nicolaus Europe Limited, or any of their respective affiliates, accepts any responsibility or liability whatsoever for or makes any representation or warranty, express or implied, as to this announcement, including the truth, accuracy or completeness of the information in this announcement (or whether any information has been omitted from the announcement) or any other information relating to the Company or associated companies, whether written, oral or in a visual or electronic form, and howsoever transmitted or made available or for any loss howsoever arising from any use of the announcement or its contents or otherwise arising in connection therewith. Target Advisers LLP and Stifel Nicolaus Europe Limited, and their respective affiliates, accordingly disclaim all and any liability whether arising in tort, contract or otherwise which they might otherwise have in respect of this announcement or its contents or otherwise arising in connection therewith.

This announcement may not be published, distributed or transmitted by any means or media, directly or indirectly, in whole or in part, in or into the United States. This announcement does not constitute an offer to sell, or a solicitation of an offer to buy, securities in the United States. Securities may not be offered or sold in the United States absent registration under the U.S. Securities Act of 1933, as amended (the "Securities Act"). The securities mentioned herein have not been, and will not be, registered under the Securities Act and will not be offered to the public in the United States. The Company has not been, and will not be, registered under the US Investment Company Act of 1940, as amended.