INGENIA COMMUNITIES GROUP — Capital/Financing Update 2016

Feb 15, 2016

Rule
2.7,
3.10.3,
3.10.4,
3.10.5

**Appendix

3B**

**New

issue
announcement, application
for
quotation
of
additional
securities and
agreement**

_Information
or
documents
not
available
now
must
be
given
to
ASX
as
soon
as
available.

Information
and documents
given
to
ASX
become
ASX’s
property
and
may
be
made
public._

Introduced
01/07/96
Origin:
Appendix
5
Amended
01/07/98,
01/09/99,
01/07/00,
30/09/01,
11/03/02,
01/01/03,
24/10/05,
01/08/12, 04/03/13

Name
of
entity

**Ingenia

Communities
Group
(Ingenia)**

comprising
Ingenia
Communities
Holdings
Limited
( Company ),
Ingenia
Communities
Management Trust
( Trust )
and
Ingenia
Communities
Fund
( Fund )

ABN

ACN
154
444
925
(Company) ARSN
122
928
410
(Trust) ARSN
107
459
576
(Fund)

We
(the
entity)
give
ASX
the
following
information.

**Part

1
-­‐
All
issues**

You
must
complete
the
relevant
sections
(attach
sheets
if
there
is
not
enough
space).

1 +Class
of +securities
issued
or
to Long
Term
Incentive
Plan
( LTIP )
Rights be
issued 2 Number
of[+] securities
issued
or
to 91,512 be
issued
(if
known)
or
maximum number
which
may
be
issued

Appendix
3B
Page
1

• 3 Principal
  terms
  of
  the[+] securities The
  LTIP
  Rights
  are
  granted
  under
  the
  terms (e.g.
  if
  options,
  exercise
  price
  and and
  conditions
  of
  the
  Ingenia
  Communities expiry
  +securities,
  date; if
  the partly
  amount
  paid Group
  Rights
  Plan. outstanding
  and
  due
  dates
  for + 70,461
  LTIP
  Rights
  are
  subject
  to
  two
  LTIP

• payment; if convertible Performance
  Conditions:

• securities,
  the
  conversion
  price and
  dates
  for
  conversion) (i) 70%
  based
  on
  a
  Total
  Shareholder Return relative to the ASX 300 Industrials
  Index
  over
  the
  Performance Period
  (1
  October
  2015
  –
  30
  September 2018);
  and

• (ii) 30%
  based
  on
  Return
  on
  Equity achieved
  in
  FY18.

• 21,050
  LTIP
  Rights
  are
  subject
  to
  a
  Total Shareholder
  Return
  relative
  to
  the
  ASX
  300 Industrials
  Index
  over
  the
  Performance
  Period (1
  October
  2014
  –
  30
  September
  2017).

• 4 Do
  the[+] securities
  rank
  equally
  in Upon attainment of the performance all
  respects
  from
  the[+] issue
  date conditions
  and
  the
  issue
  of
  INA
  stapled with
  an
  existing
  +securities?[+] class
  of
  quoted securities,
  the
  INA
  stapled
  securities
  will
  rank equally
  to
  existing
  stapled
  securities
  on
  issue.

• If
  the
  additional[+] securities
  do
  not rank
  equally,
  please
  state: • the
  date
  from
  which
  they
  do

• • the
  extent
  to
  which
  they participate for the next dividend,
  (in
  the
  case
  of
  a trust,
  distribution)
  or
  interest payment

• • the
  extent
  to
  which
  they
  do not
  rank
  equally,
  other
  than
  in relation
  to
  the
  next
  dividend, distribution or interest payment

• 5 Issue
  price
  or
  consideration Nil 6 Purpose
  of
  the
  issue To
  incentivise
  key
  executives
  of
  the
  business. (If
  issued
  as
  consideration
  for
  the acquisition of assets, clearly identify
  those
  assets)

Appendix
3B
Page
2

6a Is the entity an+eligible entity that has obtained security holder approval under rule 7.1A? If Yes, complete sections 6b – 6h in relation to the+securities the subject of this Appendix 3B, and comply with section 6i 6b The date the security holder resolution under rule 7.1A was passed 6c Number of +securities issued without security holder approval under rule 7.1 6d Number of+securities issued with security holder approval under rule 7.1A 6e Number of+securities issued with security holder approval under rule 7.3, or another specific security holder approval (specify date of meeting) 6f Number of +securities issued under an exception in rule 7.2 6g If+securities issued under rule 7.1A, was issue price at least 75% of 15 day VWAP as calculated under rule 7.1A.3? Include the +issue date and both values. Include the source of the VWAP calculation. 6h If+securities were issued under rule 7.1A for non-cash consideration, state date on which valuation of consideration was released to ASX Market Announcements 6i Calculate the entity’s remaining issue capacity under rule 7.1 and rule 7.1A – complete Annexure 1 and release to ASX Market Announcements	No
	Not applicable.
	Not applicable.
	Not applicable.
	Not applicable.
	Not applicable.
	Not applicable.
	Not applicable.
	Not applicable.

Appendix
3B
Page
3

7 +Issue
dates 12
February
2016 Note:
The
issue
date
may
be
prescribed
by
ASX (refer
to
the
definition
of
issue
date
in
rule 19.12).
For
example,
the
issue
date
for
a
pro
rata entitlement issue must comply with the applicable
timetable
in
Appendix
7A. Cross
reference:
item
33
of
Appendix
3B.

• Number Class 8 Number and +class of all 150,163,898 Stapled
  Securities +securities quoted on ASX ( including the[+] securities
  in
  section 2
  if
  applicable) + Number Class 9 Number and +class of all 619,333 Unlisted
  Performance +securities
  not
  quoted
  on
  ASX Quantum
  Rights ( including the +securities in section
  2
  if
  applicable) 429,211 Unlisted
  Long
  Term Incentive
  Plan
  Rights 76,548 Unlisted
  Short
  Term Incentive
  Plan
  Rights 10 Dividend
  policy
  (in
  the
  case
  of
  a No
  change trust,
  distribution
  policy)
  on
  the increased
  capital
  (interests)

**Part

2
-­‐
Pro
rata
issue**

11 Is security holder approval Not
applicable. required? 12 Is
the
issue
renounceable
or
non-­‐ Not
applicable. renounceable? 13 Ratio
in
which
the[+] securities
will Not
applicable. be
offered 14 +Class
of +securities
to
which
the Not
applicable. offer
relates 15 +Record date to determine Not
applicable. entitlements

Appendix
3B
Page
4

16 Will holdings on different registers (or subregisters) be aggregated for calculating entitlements? 17 Policy for deciding entitlements in relation to fractions 18 Names of countries in which the entity has security holders who will not be sent new offer documents Note: Security holders must be told how their entitlements are to be dealt with. Cross reference: rule 7.7. 19 Closing date for receipt of acceptances or renunciations 20 Names of any underwriters 21 Amount of any underwriting fee or commission 22 Names of any brokers to the issue 23 Fee or commission payable to the broker to the issue 24 Amount of any handling fee payable to brokers who lodge acceptances or renunciations on behalf of security holders 25 If the issue is contingent on security holders’ approval, the date of the meeting 26 Date entitlement and acceptance form and offer documents will be sent to persons entitled 27 If the entity has issued options, and the terms entitle option holders to participate on exercise, the date on which notices will be sent to option holders 28 Date rights trading will begin (if applicable)	Not applicable.
	Not applicable.
	Not applicable.
	Not applicable.
	Not applicable.
	Not applicable.
	Not applicable.
	Not applicable.
	Not applicable.
	Not applicable.
	Not applicable.
	Not applicable.
	Not applicable.

Appendix
3B
Page
5

29 Date rights trading will end (if applicable) 30 How do security holders sell their entitlements_in full_through a broker? 31 How do security holders sell_part_of their entitlements through a broker and accept for the balance? 32 How do security holders dispose of their entitlements (except by sale through a broker)? 33 +Issue date	Not applicable.
	Not applicable.
	Not applicable.
	Not applicable.
	Not applicable.

Appendix
3B
Page
6