Vital owns 14 properties worth about $517 million, including the Ascot Central and Ascot Hospital at Ellerslie and a number of Australian medical and surgical properties.
Ridgewell frowned on the unit purchases which he said was a big blow for retail investors.
"ANZ appears to have abandoned the internalisation process and is instead preparing to sell the Vital management contract to a third party, together with the 9 per cent blocking stake. Our preference has been for internalisation for $6 million to $8 million given the trust's high fees and, in our view, poor alignment and we are disappointed with this outcome.
"The failure of the internalisation process is a poor outcome for all unitholders, particularly retail investors who were unable to vend stock at a premium in the ANZ's stand in the market on Thursday, and will also now be denied access to the benefits of internalisation of the trust.
"Many of these same retail investors were stung by their inability to fully participate in the 1:1 rights issue last year," he said, raising questions about risks around Vital's fee structure.
"We understand that ANZ still intends to fulfil its undertaking to review management fees. However, we believe it is likely that ANZ will now sell the management contract to a third party and the new owner may not feel bound by the ANZ's promises," Ridgewell said. "There are of course the lost immediate cost savings from internalisation, which given ANZ's low asking price of $8 million and the high fees of Vital were likely to be material. The greater cost may, however, come in the long term. Vital remains a relatively small trust but with ambition to grow."
His analysis follows disappointment expressed from Ascot Property Management which in July criticised ANZ's OnePath for seeking $14 million for Vital's management contract.
Ascot - led by ex-South Canterbury Finance chief Sandy Maier, David Glenn and Craig Priscott - wanted to reduce the internalisation proposed by Vital's manager to no more than $4.5 million.
Priscott said Ascot was very disappointed that ANZ had ditched internalisation.
"We remain convinced that internalisation, at the right price, is in the interests of all Vital unitholders. Ascot does not believe the purchase of a blocking stake by ANZ is in the interests of Vital unitholders - other than those unitholders who sold into the ANZ offer at a premium to the market price.
"This is because the ANZ blocking stake makes an internalisation more difficult to achieve, to investors' detriment."
Priscott said Ascot would take its time to digest the ANZ announcement and then determine any future steps it might take.
Vital independent directors Bill Thurston and Graeme Horsley said they had hoped for better and would try to "re-engage with ANZ" in the new year.
Big holdings
Vital's portfolio includes:
A$73.5m
Epworth Eastern Campus, Melbourne
$80m
Ascot Hospital, Auckland
A$55.6m
Allamanda Private Hospital, Southport
A$22.9m
Lingard Private Hospital, Merewether
$21.7m
Apollo Health and Wellness Centre
$20.7m
Ascot Central, Auckland
Source: Vital Healthcare Property Trust
