ADVISORY AGREEMENTAdvisory Agreement • November 9th, 2011 • Grubb & Ellis Healthcare REIT II, Inc. • Real estate investment trusts • Maryland
THIS ADVISORY AGREEMENT (this “Agreement”), dated as of November 7, 2011 is by and among GRUBB & ELLIS HEALTHCARE REIT II, INC., a Maryland corporation (the “Company”), GRUBB & ELLIS HEALTHCARE REIT II HOLDINGS, LP,, a Delaware limited partnership (the “Partnership”) and GRIFFIN-AMERICAN HEALTHCARE REIT ADVISOR, LLC, a Delaware limited liability company (the “Advisor”).
GRUBB & ELLIS HEALTHCARE REIT II, INC. which shall be renamed GRIFFIN-AMERICAN HEALTHCARE TRUST, INC. UP TO 330,000,000 SHARES OF COMMON STOCK DEALER MANAGER AGREEMENT November 7, 2011-Dealer Agreement • November 9th, 2011 • Grubb & Ellis Healthcare REIT II, Inc. • Real estate investment trusts • California
Grubb & Ellis Healthcare REIT II, Inc., a Maryland corporation which shall be renamed Griffin-American Healthcare Trust, Inc. prior to effectiveness of this Agreement (the “Company”), registered $3,285,000,000 in shares of its common stock, $.01 par value per share (the “Shares”), for sale to the public (the “Offering”), of which (i) $3,000,000,000 in Shares are being offered pursuant to the primary offering and (ii) $285,000,000 in Shares are being offered pursuant to the Company’s distribution reinvestment plan (the “DRIP”) (SEC File No. 333-158111). The Company reserves the right to reallocate the Shares being offered between the primary offering and the DRIP. Except as described in the Prospectus (as defined below) or in Section 5.1 hereof, the Shares are to be sold pursuant to the primary offering for a cash price of $10.00 per Share and the Shares are to be sold pursuant to the DRIP for $9.50 per Share
