Ingenia Communities (ASX:INA) Grants AVID Soft Exclusivity on Non-Binding Takeover Proposal

Aditi Sarkar

26 October 2026 03:02 PM AEDT

Ingenia Communities (ASX:INA) Grants AVID Soft Exclusivity on Non-Binding Takeover Proposal

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Highlights

AVID Property Group made a non-binding indicative proposal of A$5.35 cash per Ingenia stapled security.
A permitted distribution of up to A$0.05 per security could take total value to up to A$5.40.
Ingenia signed a process deed granting AVID up to six weeks of soft exclusivity.
Ingenia continues to comply with its scheme implementation deed with Peet Limited.

Ingenia Communities Group (ASX:INA), an S&P/ASX 200 owner and operator of lifestyle, rental and holiday communities, has received an unsolicited, non-binding indicative proposal from AVID Property Group Holdings Pty Ltd to acquire all of its stapled securities. The proposal was received after market close on 23 October 2026 and announced on 26 October 2026.

Key Terms of the AVID Proposal

AVID, which is backed by a global sovereign wealth fund and a global financial sponsor, has proposed to acquire 100% of Ingenia's stapled securities by scheme of arrangement and inter-conditional trust scheme at A$5.35 cash per security. A permitted distribution of up to A$0.05 per security for the half year ending 31 December 2026 would not reduce the price, giving potential total cash of up to A$5.40 per security.

The proposal would be funded through a mix of equity and debt, and definitive documents would not include a financing condition. AVID also intends to transfer Ingenia's holiday parks business to Tasman Holiday Parks or its nominee after implementation, although this is not a condition of the deal.

Conditions and Process Deed

The proposal is subject to several conditions, including satisfactory due diligence, a unanimous board recommendation, a scheme implementation deed on customary terms, FIRB and ACCC approvals, approval by AVID's board and investment committee, and Ingenia terminating its scheme implementation deed with Peet Limited dated 26 August 2026.

Ingenia has signed a process deed granting AVID up to six weeks of soft exclusivity, with no talk and no due diligence obligations subject to a fiduciary out. AVID must confirm in writing on 13 November and 30 November 2026 that it does not intend to withdraw or lower its price. Ingenia has also ended Warburg Pincus' data room access.

Status of the Peet Transaction

The Ingenia Board has not determined that the AVID proposal is a superior proposal under the Peet scheme implementation deed and has not indicated that it intends to recommend it. Ingenia continues to comply with the Peet deed and to work towards its proposed acquisition of Peet.

Ingenia would owe Peet a A$10 million reverse break fee if it terminates the Peet deed to accept a superior proposal in certain circumstances. The company noted there is no certainty that the proposal will lead to a binding transaction, and securityholders do not need to take any action.

Key Takeaways

AVID's proposal values Ingenia securities at A$5.35 cash, plus a permitted distribution of up to A$0.05.
The proposal remains non-binding and subject to due diligence, approvals and the termination of the Peet deal.
Key dates include AVID's price confirmations on 13 November and 30 November 2026.

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