GRUBB & ELLIS HEALTHCARE REIT II, INC. UP TO 330,000,000 SHARES OF COMMON STOCK AMENDED AND RESTATED DEALER MANAGER AGREEMENT June 1, 2011Dealer Manager Agreement • June 3rd, 2011 • Grubb & Ellis Healthcare REIT II, Inc. • Real estate investment trusts • California
Grubb & Ellis Healthcare REIT II, Inc., a Maryland corporation (the “Company”), has 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”). 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.
SECOND AMENDED AND RESTATED ADVISORY AGREEMENTAdvisory Agreement • June 3rd, 2011 • Grubb & Ellis Healthcare REIT II, Inc. • Real estate investment trusts • Maryland
THIS SECOND AMENDED AND RESTATED ADVISORY AGREEMENT (this “Agreement”), dated as of June 1, 2011 (the “Effective Date”), 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”), GRUBB & ELLIS HEALTHCARE REIT II ADVISOR, LLC , a Delaware limited liability company (the “Advisor”).
