Everest REIT Investors
199 SOUTH LOS ROBLES AVENUE, SUITE 200 - PASADENA, CALIFORNIA 91101
TEL (626) 585-5920 - FAX (626) 585-5929
February 23, 2018
To the Shareholders of
Griffin-American Healthcare REIT III, Inc.
RE:NOTIFICATION OF OFFER TO PURCHASE
Dear Shareholder:
Everest REIT Investors I, LLC and Everest REIT Investors II, LLC are offering to purchase 1,000,000 common shares (the "Shares"), in Griffin-American Healthcare REIT III, Inc. (the "Corporation"), for cash in the amount of $6.50 per Share upon the terms and subject to the conditions set forth in our Offer to Purchase dated February 23, 2018, and the related Transfer Agreement (together, the “Offer”). Investors should consider the following:
-Our offer represents the only third-party offer for your Shares of which we are aware. Our offer also avoids the payment of commissions, which often exceed 5% of the sale price in secondary market sales.
-There is no public market for the Shares, and no public market is expected to develop. If you do not sell, you should be prepared to hold the Shares indefinitely.
-Our offer provides the opportunity to GET CASH for your Shares PROMPTLY AND EASILY. The Corporation has no requirement to list the shares on any exchange or otherwise sell its assets and distribute proceeds, and has not announced any intention to consider such alternatives for shareholder liquidity by any particular time.
By selling your Shares, you receive a guaranteed current price for your Shares. The Corporation estimated its value per Share was $9.27 on October 4, 2017, but also states that such estimate does not take into account disposition costs and fees, and is not the value of the Shares according to GAAP, or the liquidation value, or the price the Shares would receive in public trading.
A Transfer Agreement is enclosed which you can use to tender your Shares. Please complete and execute this Transfer Agreement in accordance with the enclosed Instructions and return it in the envelope provided. You should read the entire Offer before tendering your Shares.
A copy of the Offer documents is available from the following website: Go to: app.vaultrooms.com/login/; Login: GriffinAmerican; Password: Password1 (case sensitive); or from the SEC’s EDGAR website at www.sec.gov; or a free copy will be mailed or emailed to you upon request to our Investor Relations department, at (800) 611-4613, or by email to GriffinAmericanOffer@everestproperties.com. The Purchaser may extend the offer, in which case, the Purchaser will make a public announcement by press release and by posting on the foregoing website no later than 9:00 AM Eastern Time the next business day after the scheduled expiration date. The Offer to Purchase contains information required to be disclosed by Rule 14d-6(d)(1) under the Securities and Exchange Act of 1934 and is incorporated herein by reference.
Unless amended, our offer will expire at 9:00 pm Pacific Time on March 30, 2018.
Very truly yours,
Everest REIT Investors I, LLC
Everest REIT Investors II, LLC
