INGENIA COMMUNITIES GROUP — Capital/Financing Update 2017

May 4, 2017

**INGENIA

COMMUNITIES
GROUP**

INGENIA
COMMUNITIES
HOLDINGS
LIMITED (ACN
154
444
925) INGENIA
COMMUNITIES
MANAGEMENT
TRUST (ARSN
122
928
410) INGENIA
COMMUNITIES
FUND (ARSN
107
459
576) RESPONSIBLE
ENTITY:
INGENIA
COMMUNITIES RE
LIMITED
(ACN
154
464
990)
(AFSL415862)

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Level 9, 115 Pitt Street Sydney NSW 2000 p 1300 132 946 f 02 8263 0500

www.ingeniacommunities.com.au

5
May
2017

Dear
Securityholder,

**INGENIA

COMMUNITIES
GROUP
(ASX:
INA)**

**$74.0

MILLION
PLACEMENT
AND
ACCELERATED
NON-­‐RENOUCEABLE
ENTITLEMENT
OFFER**

On
3
May
2017,
Ingenia
Communities
Group
(comprising
Ingenia
Communities
RE
Limited
ACN
154
464 Fund 990
as
responsible
entity
for
Ingenia
Communities
Fund
ARSN
107
459
576
( )
and
Ingenia Trust Communities
Management
Trust
ARSN
122
928
410
( )
and
Ingenia
Communities
Holdings
Limited ACN
154
444
925
( Company ))
( Ingenia ),
announced
an
institutional
placement
and
accelerated
non-­‐ renounceable
entitlement
offer
( Entitlement
Offer )
of
new
Ingenia
stapled
securities
( Offer Securities ),
each
comprising
one
ordinary
share
in
the
Company,
one
ordinary
unit
in
the
Trust
and
one ordinary
unit
in
the
Fund,
to
raise
approximately
$74.0
million.

This
letter
is
to
inform
you
of
the
Entitlement
Offer,
and
to
explain
why
you
will
not
be
able
to subscribe
for
Offer
Securities
under
it.
This
letter
is
not
an
offer
to
issue
Offer
Securities
to
you,
nor
an invitation
for
you
to
apply
for
Offer
Securities.
You
are
not
required
to
do
anything
in
response
to
this letter.

**The

Entitlement
Offer
and
use
of
proceeds**

The
Entitlement
Offer
comprises
an
offer
to
eligible
institutional
securityholders
( Institutional Entitlement
Offer )
and
an
offer
to
eligible
retail
securityholders
( Eligible
Retail
Securityholders )
( Retail Entitlement
Offer )
to
participate
at
the
same
offer
price
of
$2.60
per
Offer
Security
and
offer
ratio
of one
Offer
Security
for
every
eleven existing
Ingenia
stapled
securities
held
at
7.00pm (AEST)
on
5
May 2017
( Record
Date ).

The
proceeds
from
the
Entitlement
Offer
will
be
used
to
acquire
additional
lifestyle
communities
and provide
additional
development
capital.

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**Eligibility

criteria**

Eligible
Retail
Securityholders
are
those
persons
who
are
a
holder
of
existing
Ingenia
stapled
securities as
at
7.00pm
(AEST)
on
the
Record
Date
and
who:

• have
  a
  registered
  address
  in
  Australia
  and
  New
  Zealand;

• are
  not
  in
  the
  United
  States
  and
  are
  not
  a
  U.S.
  Person
  and
  are
  not
  acting
  for
  the
  account
  or benefit
  of
  a
  U.S.
  Person;

• did
  not
  receive
  an
  offer
  to
  participate
  (other
  than
  as
  nominee,
  in
  respect
  of
  other
  underlying holdings)
  in
  the
  Institutional
  Entitlement
  Offer;
  and

• are
  eligible
  under
  all
  applicable
  securities
  laws
  to
  receive
  an
  offer
  under
  the
  Retail Entitlement
  Offer
  without
  a
  prospectus,
  disclosure
  document,
  product
  disclosure
  statement or
  any
  lodgment,
  filing,
  registration
  or
  qualification.

Securityholders
who
are
not
Eligible
Retail
Securityholders
and
who
did
not
participate
in
the Institutional
Entitlement
Offer
are
Ineligible
Securityholders.

The
restrictions
upon
eligibility
to
participate
in
the
Entitlement
Offer
arise
because
of
the
legal
and regulatory
requirements
in
countries
other
than
Australia
and
New
Zealand
and
the
potential
costs
of complying
with
these
legal
and
regulatory
requirements
compared
with
the
relatively
small
number
of securityholders
in
those
countries
and
the
relatively
low
number
and
value
of
Offer
Securities
to
which they
would
otherwise
be
entitled.
Accordingly,
Ingenia
has
determined,
pursuant
to
ASX
Listing
Rule 7.7.1(a),
that
it
would
be
unreasonable
to
make
offers
to
securityholders
outside
of
Australia
and
New Zealand
(with
certain
exceptions
that
do
not
apply
to
you).

Unfortunately,
according
to
our
records,
you
do
not
satisfy
the
eligibility
criteria
for
an
Eligible
Retail Securityholder
stated
above.
Accordingly,
in
compliance
with
ASX
Listing
Rule
7.7.1(b),
Ingenia
wishes to
advise
you
that
it
will
not
be
extending
the
Retail
Entitlement
Offer
to
you
and
you
will
not
be
able to
subscribe
for
Offer
Securities
under
the
Retail
Entitlement
Offer.
You
will
not
be
sent
the
documents relating
to
the
Entitlement
Offer.

You
are
not
required
to
do
anything
in
response
to
this
letter.

For
further
information
on
the
Entitlement
Offer
or
if
you
believe
that
you
are
an
Eligible
Retail Securityholder,
please
call
the
Ingenia
Securityholder
Information
Line
on
[1300
880
467
(Australia)
or +61
1300
880
467
(International
callers)]
from
8.30am
to
5.30pm
(Sydney
time)
Monday
to
Friday.
If you
have
any
further
questions,
you
should
contact
your
stockbroker,
accountant
or
other
professional adviser.

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On
behalf
of
the
Boards
of
Ingenia,
I
thank
you
for
your
continued
support.

Yours
faithfully

Ingenia
Communities
Group

==> picture [91 x 53] intentionally omitted <==

Leanne
Ralph Company
Secretary

Important

information

This
letter
is
not
an
offer
or
an
invitation
to
acquire
Ingenia
stapled
securities
or
any
other
financial products
and
is
not
a
prospectus,
product
disclosure
statement
or
other
offering
document
under Australian
law
or
any
other
law.
It
is
for
information
purposes
only.
This
letter
does
not
constitute
an offer
to
sell,
or
the
solicitation
of
an
offer
to
buy,
any
securities
in
the
United
States
or
to,
or
for
the account
of
benefit
of,
any
‘U.S.
Person’
(as
defined
in
Regulation
S
under
the
U.S.
Securities
Act
of 1933,
as
amended
(Securities
Act)
(U.S.
Person)).
Ingenia
stapled
securities
have
not
been,
and
will
not be,
registered
under
the
Securities
Act
or
the
securities
laws
of
any
state
or
other
jurisdiction
of
the United
States,
and
may
not
be
offered
or
sold
in
the
United
States
or
to
any
US
Person
without
being so
registered
or
pursuant
to
an
exemption
from
registration.

This
letter
is
not
financial
advice
or
a
recommendation
to
acquire
Ingenia
stapled
securities
and
has been
prepared
without
taking
into
account
the
objectives,
financial
situation
or
needs
of
individuals. Before
making
an
investment
decision
prospective
investors
should
consider
the
appropriateness
of the
information
having
regard
to
their
own
objectives,
financial
situation
and
needs
and
seek
such legal,
financial
and/or
taxation
advice
as
they
deem
necessary
or
appropriate
to
their
jurisdiction.

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