Highlights

• AVID Property Group has exercised its matching right and submitted a further revised non-binding indicative proposal at $5.55 per Ingenia stapled security.

• Including any permitted distribution of up to $0.05 per security for the half year ending 31 December 2026, total consideration under the AVID proposal reaches up to $5.60 per stapled security.

• The amended AVID Process Deed now extends the exclusivity end date to 14 December 2026 and includes provisions for continued Due Diligence access by competing bidders.

• Ingenia's board has determined that the AVID proposal would provide an equal or superior outcome compared to the Warburg Pincus further revised proposal, leaving the AVID Process Deed on foot.

Ingenia Communities Group (ASX:INA), an ASX 200-listed operator, owner and developer of seniors communities across Australia, has announced that AVID Property Group Holdings Pty Ltd has exercised its contractual matching right under their process deed following a further revised proposal from Warburg Pincus LLC and its co-investors. AVID's further revised non-binding indicative proposal matches the Warburg Pincus price of $5.55 cash per stapled security, and importantly, the AVID proposal price will not be reduced by any permitted distribution paid in respect of the December 2026 half year, potentially delivering total consideration of up to $5.60 per stapled security.

The Competitive Acquisition Context

Ingenia Communities has been the subject of a competitive bidding process involving two parties — Warburg Pincus (together with Discovery Parks Holdings and LDR Capital) and AVID Property Group. The bidding has escalated through successive matching rights processes, with both parties now aligned at the same headline price of $5.55 per stapled security. The Ingenia board has determined in good faith that the AVID proposal would provide an equal or superior outcome to Ingenia securityholders as compared to the Warburg Pincus further revised proposal.

The process deed governing the exclusivity arrangement with AVID has been amended. The key amendments include an additional exception to the no-talk and no-due-diligence restrictions — allowing a competing bidder to retain due diligence access for four days after a matching proposal is made — and an extension of the exclusivity end date to 14 December 2026. These changes reflect the increasingly structured nature of the competitive acquisition process.

Peet Scheme Implementation Deed

Alongside the acquisition contest for Ingenia itself, the company continues to progress its own proposed acquisition of Peet Limited under a separate scheme implementation deed announced in August 2026. Ingenia's board has not determined that either the AVID or Warburg Pincus proposals constitute a superior proposal for the purposes of the Peet scheme implementation deed, and accordingly, neither proposal has caused Ingenia to recommend it to securityholders or indicate an intention to deviate from the Peet transaction. The company continues to comply with its obligations under the Peet deed while simultaneously managing the competing Takeover interest.

Background on Ingenia Communities

Ingenia Communities operates across four Business streams — Ingenia Lifestyle, Ingenia Gardens, Ingenia Holidays, and Ingenia Rental — with a total of 96 communities and development sites. The business is focused on the growing Australian seniors market, delivering quality affordable rental and holiday accommodation. Its inclusion in the S&P/ASX 200 reflects its scale and market relevance, and the contested acquisition interest from multiple sophisticated parties underscores the perceived strategic value of its platform and pipeline.

Key Insights

The competitive bidding process for Ingenia, with both AVID and Warburg Pincus now aligned at $5.55 per security, suggests the market for quality seniors living platforms remains highly sought after by institutional investors.

The extended exclusivity period to 14 December 2026 and the new continued access provisions indicate the transaction timetable may still evolve before a binding agreement is reached.

Ingenia's simultaneous pursuit of the Peet acquisition while managing its own contested takeover interest creates a complex governance and strategic dynamic for the board to navigate.

Securityholders are advised to take no action at this stage, as neither the AVID nor Warburg Pincus proposals constitute a formal binding offer requiring a decision.