Target Healthc. Regulatory News (THRL)

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 for information purposes only and shall not constitute an offer to sell or issue or the solicitation of an offer to buy, subscribe for or otherwise acquire any ordinary shares of Target Healthcare REIT Limited in any jurisdiction in which any such offer or solicitation would be unlawful.

TARGET HEALTHCARE REIT LIMITED

(the "Company")

PUBLICATION OF PROSPECTUS AND CIRCULAR

Further to its announcement this morning, the Board of the Company announces that it has today published a prospectus (the "Prospectus") containing the full details of the Placing Programme and the Initial Placing and Offer.

The Company has today also published a notice of general meeting together with a shareholder circular (the "Circular") to put forward certain resolutions in relation to, amongst other things, the Initial Placing and Offer and the Placing Programme. The general meeting is to be held at the offices of Dickson Minto W.S., 16 Charlotte Square, Edinburgh EH2 4DF at 12 noon on 6 May 2016.

Copies of the Prospectus and Circular will shortly be available for inspection at http://www.morningstar.co.uk/uk/NSM and on the Company's website at http://www.targethealthcarereit.co.uk.

Enquiries:

Target Advisers

Kenneth MacKenzie

01786 845 912

Stifel Nicolaus Europe Limited

Mark Young, Neil Winward, Tom Yeadon, Roger Clarke

020 7710 7600

R&H Fund Services Limited

Martin Cassels

0131 550 3760

Quill PR

Fiona Harris, Sam Emery

020 7466 5058 / 020 7466 5056

Important Information

The content of this announcement, which has been prepared by, and is the sole responsibility of, Target Healthcare REIT Limited, has been approved by Target Advisers LLP solely for the purposes of section 21 (2)(b) of the Financial Services and Markets Act 2000 (as amended).

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.

This announcement may include statements that are, or may be deemed to be, "forward-looking statements". These forward-looking statements can be identified by the use of forward-looking terminology, including the terms "believes", "estimates", "anticipates", "expects", "intends", "may", "will" or "should" or, in each case, their negative or other variations or comparable terminology. All statements other than statements of historical facts included in this announcement, including, without limitation, those regarding the Company's financial position, strategy, plans, proposed acquisitions and objectives, are forward-looking statements.

Forward-looking statements are subject to risks and uncertainties and, accordingly, the Company's actual future financial results and operational performance may differ materially from the results and performance expressed in, or implied by, the statements. These forward-looking statements speak only as at the date of this announcement and cannot be relied upon as a guide to future performance. The Company, Target Advisers LLP and Stifel Nicolaus Europe Limited expressly disclaim any obligation or undertaking to update or revise any forward-looking statements contained herein to reflect actual results or any change in the assumptions, conditions or circumstances on which any such statements are based unless required to do so by the Financial Services and Markets Act 2000, the Prospectus Rules of the Financial Conduct Authority or other applicable laws, regulations or rules.

None of the Company, Target Advisers LLP or 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. The Company, 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 does not constitute a prospectus relating to the Company and does not constitute, or form part of, any offer or invitation to sell or issue, or any solicitation of any offer to purchase or subscribe for, any shares in the Company in any jurisdiction nor shall it, or any part of it, or the fact of its distribution, form the basis of, or be relied on in connection with or act as any inducement to enter into, any contract therefor. Investors should not purchase or subscribe for any transferable securities referred to in this announcement except on the basis of information contained in the prospectus being considered for publication by the Company in due course, conditional on relevant shareholder approvals being granted. The contents of such prospectus will, if published, supersede the information in this announcement.

This announcement is an advertisement and not a prospectus and is strictly confidential, may not be distributed to the press or any other person, may not be reproduced in any form and may not be published, in whole or in part, for any purpose. Failure to comply with this restriction may constitute a violation of applicable securities laws. Nothing in this document constitutes investment advice and any recommendations that may be contained herein have not been based upon a consideration of the investment objectives, financial situation or particular needs of any specific recipient. Copies of the prospectus, if published, will be available from the Company's website www.targethealthcarereit.co.uk

The shares have not been, nor will they be, registered under the US Securities Act of 1933, as amended or with any securities regulatory authority of any state or other jurisdiction of the United States or under the applicable securities laws of any member state of the European Economic Area (other than the United Kingdom), Australia, Canada, Japan or South Africa. Subject to certain exceptions, the shares may not be offered or sold in any member state of the European Economic Area (other than the United Kingdom), the United States, Australia, Canada, Japan or South Africa or to or for the account or benefit of any national, resident or citizen of any member state of the European Economic Area (other than the United Kingdom), Australia, Canada, Japan or South Africa or any person located in the United States. The issue and the distribution of this announcement in other jurisdictions may be restricted by law and the persons into whose possession this announcement comes should inform themselves about, and observe, any such restrictions.