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INGENIA COMMUNITIES GROUP — Capital/Financing Update 2020
Apr 29, 2020
65125_rns_2020-04-29_602dd213-c6bc-40ee-8106-0fb402c37e04.pdf
Capital/Financing Update
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Appendix 3B Proposed issue of +securities
Appendix 3B
Proposed issue of +securities
Information and documents given to ASX become ASX’s property and may be made public.
If you are an entity incorporated outside Australia and you are proposing to issue a new class of +securities other than CDIs, you will need to obtain and provide an International Securities Identification Number (ISIN) for that class. Similarly, if you are an entity incorporated outside Australia, the +securities proposed to be issued are in an existing class of +security but the event timetable includes a period of rights or +deferred settlement trading, you will need to obtain and provide an ISIN code for the rights and/or the deferred settlement +securities. Further information on the requirement for the notification of an ISIN is available from the Create Online Forms page. ASX is unable to create the new ISIN for non-Australian issuers.
*Denotes minimum information required for first lodgement of this form, with exceptions provided in specific notes for certain questions. The balance of the information, where applicable, must be provided as soon as reasonably practicable by the entity.
Part 1 – Entity and announcement details
| Question no |
Question | Answer |
|---|---|---|
| 1.1 | *Name of entity We (the entity here named) give ASX the following information about a proposed issue of+securities and, if ASX agrees to+quote any of the +securities (including any rights) on a+deferred settlement basis, we agree to the matters set out in Appendix 3B of the ASX Listing Rules |
Ingenia Communities Group (Ingenia) comprising Ingenia Communities Holdings Limited (Company), Ingenia Communities Management Trust (Trust) and Ingenia Communities Fund (Fund) |
| 1.2 | *Registration type and number Please supply your ABN, ARSN, ARBN, ACN or another registration type and number (if you supply another registration type, please specify both the type of registration and the registration number). |
ACN 154 444 925 (Company) ARSN 122 928 410 (Trust) ARSN 107 459 576 (Fund) |
| 1.3 | *ASX issuer code | INA |
| 1.4 | *This announcement is Tick whichever is applicable. |
☒A new announcement ☐An update/amendment to a previous announcement ☐A cancellation of a previous announcement |
| 1.5 | *Date of this announcement | 30 April 2020 |
- See chapter 19 for defined terms 31 January 2020
Page 1
| 1.6 | *The proposed issue is: Note: You can select more than one type of issue (e.g. an offer of securities under a securities purchase plan and a placement, however ASX may restrict certain events from being announced concurrently). Please contact your listing adviser if you are unsure. |
☐A +bonus issue_(complete Parts 2 and 8) ☐A standard +pro rata issue (non-renounceable or renounceable)(complete Q1.6a and Parts 3 and 8) ☐An accelerated offer(complete Q1.6b and Parts 3 and 8) ☒An offer of +securities under a +securities purchase plan(complete Parts 4 and 8) ☐A non-+pro rata offer of +securities under a +disclosure document or +PDS(complete Parts 5 and 8) ☐A non-+pro rata offer to wholesale investors under an information memorandum(complete Parts 6 and 8) ☒A placement or other type of issue(complete Parts 7 and_ 8) |
☐A +bonus issue_(complete Parts 2 and 8) ☐A standard +pro rata issue (non-renounceable or renounceable)(complete Q1.6a and Parts 3 and 8) ☐An accelerated offer(complete Q1.6b and Parts 3 and 8) ☒An offer of +securities under a +securities purchase plan(complete Parts 4 and 8) ☐A non-+pro rata offer of +securities under a +disclosure document or +PDS(complete Parts 5 and 8) ☐A non-+pro rata offer to wholesale investors under an information memorandum(complete Parts 6 and 8) ☒A placement or other type of issue(complete Parts 7 and_ 8) |
|---|---|---|---|
| Part 4 – Details of proposed offer under +securities purchase plan If your response to Q1.6 is “An offer of securities under a securities purchase plan”, please complete Parts 4A – 4F and the details of the securities proposed to be issued in Part 8. Refer to section 12 of Appendix 7A of the Listing Rules for the timetable for securities purchase plans. Part 4A – Proposed offer under +securities purchase plan – conditions |
|||
| Question No. |
Question | Answer | |
| 4A.1 | *Are any of the following approvals required for the offer of +securities under the +securities purchase plan issue to be unconditional? • +Security holder approval • Court approval • Lodgement of court order with+ASIC • ACCC approval • FIRB approval • Another approval/condition external to the entity. |
No |
Part 4B – Proposed offer under +securities purchase plan – offer details
| Question No. |
Question | Answer |
|---|---|---|
| 4B.1 | *Class or classes of +securities that will participate in the proposed offer (please enter both the ASX security code & description) If more than one class of security will participate in the securities purchase plan, make sure you clearly identify any different treatment between the classes. |
INA Fully Paid Ordinary/Units Stapled Securities |
| 4B.2 | *Class of +securities to be offered to them under the +securities purchase plan (please enter both the ASX security code & description) |
INA Fully Paid Ordinary/Units Stapled Securities |
| 4B.3 | *Maximum total number of those +securities that could be issued if all offers under the +securities purchase plan are accepted |
7,246,377 |
- See chapter 19 for defined terms 31 January 2020
Page 2
| 4B.4 | *Will the offer be conditional on applications for a minimum number of +securities being received or a minimum amount being raised (i.e. a minimum subscription condition)? |
No |
|---|---|---|
| 4B.4a | *Describe the minimum subscription condition Answer this question if your response to Q4B.4 is “Yes”. |
N/A |
| 4B.5 | *Will the offer be conditional on applications for a maximum number of +securities being received or a maximum amount being raised (i.e. a maximum subscription condition)? |
Yes |
| 4B.5a | *Describe the maximum subscription condition Answer this question if your response to Q4B.5 is “Yes”. |
The maximum amount to be raised under the securities purchase plan is $25,000,000 unless the Company, in its absolute discretion decide to increase this cap to reduce or eliminate the need for a scale back. |
| 4B.6 | *Will individual +security holders be required to accept the offer for a minimum number or value of +securities (i.e. a minimum acceptance condition)? |
Yes |
| 4B.6a | *Describe the minimum acceptance condition Answer this question if your response to Q4B.6 is “Yes”. |
Minimum value of units for each individual security holder is $500 |
| 4B.7 | *Will individual +security holders be limited to accepting the offer for a maximum number or value of +securities (i.e. a maximum acceptance condition)? |
Yes |
| 4B.7a | *Describe the maximum acceptance condition Answer this question if your response to Q4B.7 is “Yes”. |
Maximum value of securities for each individual security holder is $30,000 |
| 4B.8 | *Describe all the applicable parcels available for this offer in number of securities or dollar value For example, the offer may allow eligible holders to subscribe for one of the following parcels: $2,500, $7,500, $10,000, $15,000, $20,000, $30,000. |
N/A |
| 4B.9 | *Will a scale back be applied if the offer is over-subscribed? |
Yes |
| 4B.9a | *Describe the scale back arrangements Answer this question if your response to Q4B.9 is “Yes”. |
Ingenia Communities Group intends to set a cap on the amount to be raised under the SPP, with any applications received in excess of that cap scaled back proportionately. However, Ingenia Communities Group reserve the discretion to increase the amount to be raised under the SPP if demand exceeds the cap to reduce or eliminate the need for a scale back. |
- See chapter 19 for defined terms 31 January 2020
Page 3
| 4B.10 | *In what currency will the offer be made? For example, if the consideration for the issue is payable in Australian Dollars, state AUD. |
AUD |
|---|---|---|
| 4B.11 | *Has the offer price been determined? | No |
| 4B.11a | *What is the offer price per +security? Answer this question if your response to Q4B.11 is “Yes” using the currency specified in your answer to Q4B.9. |
N/A |
| 4B.11b | *How and when will the offer price be determined? Answer this question if your response to Q4B.11 is “No”. |
Under the SPP, the offer price per new stapled security is the lower of: - the price paid by institutional investors under the Placement; - a 2% discount to 5 days volume weighted average price of Ingenia Communities Group securities up to, and including, the SPP closing date |
Part 4C – Proposed offer under +securities purchase plan – timetable
| Question No. |
Question | Answer |
|---|---|---|
| 4C.1 | *Date of announcement of +security purchase plan The announcement of the security purchase plan must be made prior to the commencement on trading on the announcement date. |
30 April 2020 |
| 4C.2 | *+Record date This is the date to identify security holders who may participate in the security purchase plan. Per Appendix 7A section 12 of the Listing Rules, this day is one business day before the entity announces the security purchase plan. Note: the fact that an entity's securities may be in a trading halt or otherwise suspended from trading on this day does not affect this date being the date for identifying which security holders may participate in the security purchase plan. |
29 April 2020 |
| 4C.3 | *Date on which offer documents will be made available to investors |
6 May 2020 |
| 4C.4 | *Offer open date | 6 May 2020 |
| 4C.5 | *Offer closing date | 29 May 2020 |
| 4C.6 | *Announcement of results Per Appendix 7A section 12 of the Listing Rules, the entity should announce the results of the security purchase plan no more than 3 business days after the offer closing date |
3 June 2020 |
| 4C.7 | *+Issue date Per Appendix 7A section 12 of the Listing Rules, the last day for the entity to issue the securities purchased under the plan is no more than 7 business days after the closing date. The entity should lodge an Appendix 2A with ASX applying for quotation of the securities before 12pm Sydney time on this day |
10 June 2020 |
- See chapter 19 for defined terms 31 January 2020
Page 4
Part 4D – Proposed offer under +securities purchase plan – listing rule requirements
| Question No. |
Question | Answer |
|---|---|---|
| 4D.1 | *Does the offer under the +securities purchase plan meet the requirements of listing rule 7.2 exception 5 that: •the number of +securities to be issued is not greater than 30% of the number of fully paid +ordinary securities already on issue; and •the issue price of the +securities is at least 80% of the +volume weighted average market price for +securities in that +class, calculated over the last 5 days on which sales in the +securities were recorded, either before the day on which the issue was announced or before the day on which the issue was made? Answer this question if the issuer is an ASX Listing (i.e. not an ASX Debt Listing or ASX Foreign Exempt Listing). |
Yes |
| 4D.1a | *Are any of the +securities proposed to be issued without +security holder approval using the entity's 15% placement capacity under listing rule 7.1? Answer this question if the issuer is an ASX Listing and your response to Q4D.1 is “No”. |
Yes |
| 4D.1a(i) | *How many +securities are proposed to be issued without +security holder approval using the entity’s 15% placement capacity under listing rule 7.1? Answer this question if the issuer is an ASX Listing, your response to Q4D.1 is “No” and your response to Q4D.1a is “Yes”. Please complete and separately send by email to your ASX listings adviser a work sheet in the form of Annexure B to Guidance Note 21 confirming the entity has the available capacity under listing rule 7.1 to issue that number of securities. |
N/A |
| 4D.1b | *Are any of the +securities proposed to be issued without +security holder approval using the entity's additional 10% placement capacity under listing rule 7.1A (if applicable)? Answer this question if the issuer is an ASX Listing and your response to Q4D.1 is “No”. |
No |
| 4D.1b(i) | *How many +securities are proposed to be issued without +security holder approval using the entity's additional 10% placement capacity under listing rule 7.1A? Answer this question if the issuer is an ASX Listing, your response to Q4D.1 is “No” and your response to Q4D.1b is “Yes”. Please complete and separately send by email to your ASX listings adviser a work sheet in the form of Annexure C to Guidance Note 21 confirming the entity has the available capacity under listing rule 7.1A to issue that number of securities. |
N/A |
- See chapter 19 for defined terms 31 January 2020
Page 5
Part 4E – Proposed offer under +securities purchase plan – fees and expenses
| Question No. |
Question | Answer |
|---|---|---|
| 4E.1 | *Will there be a lead manager or broker to the proposed offer? |
No |
| 4E.1a | *Who is the lead manager/broker? Answer this question if your response to Q4E.1 is “Yes”. |
N/A |
| 4E.1b | *What fee, commission or other consideration is payable to them for acting as lead manager/broker? Answer this question if your response to Q4E.1 is “Yes”. |
N/A |
| 4E.2 | *Is the proposed offer to be underwritten? | No |
| 4E.2a | *Who are the underwriter(s)? Answer this question if your response to Q4E.2 is “Yes”. Note for issuers that are an ASX Listing (i.e. not an ASX Debt Listing or ASX Foreign Exempt Listing): listing rule 7.2 exception 5 does not extend to an issue of securities to or at the direction of an underwriter of an SPP. The issue will require security holder approval under listing rule 7.1 if you do not have the available placement capacity under listing rules 7.1 and/or 7.1A to cover the issue. Likewise, listing rule 10.12 exception 4 does not extend to an issue of securities to or at the direction of an underwriter of an SPP. If a party referred to in listing rule 10.11 is underwriting the proposed offer, this will require security holder approval under listing rule 10.11. |
N/A |
| 4E.2b | *What is the extent of the underwriting (i.e. the amount or proportion of the offer that is underwritten)? Answer this question if your response to Q4E.2 is “Yes”. |
N/A |
| 4E.2c | *What fees, commissions or other consideration are payable to them for acting as underwriter(s)? Answer this question if your response to Q4E.2 is “Yes”. This information includes any applicable discount the underwriter receives to the issue price payable by participants in the issue. |
N/A |
| 4E.2d | *Provide a summary of the significant events that could lead to the underwriting being terminated Answer this question if your response to Q4E.2 is “Yes”. You may cross-refer to a disclosure document, PDS, information memorandum, investor presentation or other announcement with this information provided it has been released on the ASX Market Announcements Platform. |
N/A |
- See chapter 19 for defined terms 31 January 2020
Page 6
| 4E.2e | *Is a party referred to in listing rule 10.11 underwriting or sub-underwriting the proposed offer? Answer this question if the issuer is an ASX Listing (i.e. not an ASX Debt Listing or ASX Foreign Exempt Listing) and your response to Q4E.2 is “Yes”. Note: If your response is “Yes”, this will require security holder approval under listing rule 10.11. Listing rule 10.12 exception 4 does not extend to an issue of securities to an underwriter or sub-underwriter of an SPP. |
No |
|---|---|---|
| 4E.2e(i) | *What is the name of that party? Answer this question if the issuer is an ASX Listing and your response to Q4E.2e is “Yes”. Note: If there is more than one such party acting as underwriter or sub-underwriter include all of their details in this and the next 2 questions. |
N/A |
| 4E.2e(ii) | *What is the extent of their underwriting or sub-underwriting (i.e. the amount or proportion of the issue they have underwritten or sub-underwritten)? Answer this question if the issuer is an ASX Listing and your response to Q4E.2e is “Yes”. |
N/A |
| 4E.2e(iii) | *What fee, commission or other consideration is payable to them for acting as underwriter or sub-underwriter? Answer this question if the issuer is an ASX Listing and your response to Q4E.2e is “Yes”. Note: This includes any applicable discount the underwriter or sub-underwriter receives to the issue price payable by participants in the issue. |
N/A |
| 4E.3 | *Will brokers who lodge acceptances or renunciations on behalf of eligible +security holders be paid a handling fee or commission? |
No |
| 4E.3a | *Will the handling fee or commission be dollar based or percentage based? Answer this question if your response to Q4E.3 is “Yes”. |
N/A |
| 4E.3b | *Amount of handling fee or commission payable to brokers who lodge acceptances or renunciations on behalf of eligible +security holders Answer this question if your response to Q4E.3 is “Yes” and your response to Q4E.3a is “dollar based”. |
N/A |
| 4E.3c | *Percentage handling fee or commission payable to brokers who lodge acceptances or renunciations on behalf of eligible +security holders Answer this question if your response to Q4E.3 is “Yes” and your response to Q4E.3a is “percentage based”. |
N/A |
| 4E.3d | Please provide any other relevant information about the handling fee or commission method Answer this question if your response to Q4E.3 is “Yes”. |
N/A |
- See chapter 19 for defined terms 31 January 2020
Page 7
| 4E.4 | Details of any other material fees or costs to be incurred by the entity in connection with the proposed offer |
Fees and costs incurred by Ingenia Communities Group in connection with the Placement include registry fees, settlement fees, legal and other external advisor fees. |
|---|---|---|
Part 4F – Proposed offer under +securities purchase plan – further information
| Question No. |
Question | Answer |
|---|---|---|
| 4F.1 | *The purpose(s) for which the entity intends to use the cash raised by the proposed issue You may select one or more of the items in the list. |
☐For additional working capital ☐To fund the retirement of debt ☐To pay for the acquisition of an asset [provide details below] ☐To pay for services rendered [provide details below] ☒Other [provide details below] Additional details: Please refer to the Company's ASX announcement and investor presentation released to the ASX on 30 April 2020 |
| 4F.2 | *Will the entity be changing its dividend/distribution policy if the proposed issue is successful? |
No |
| 4F.2a | *Please explain how the entity will change its dividend/distribution policy if the proposed issue is successful Answer this question if your response to Q4F.2 is “Yes”. |
N/A |
| 4F.3 | *Countries in which the entity has +security holders who will not be eligible to participate in the proposed offer |
All countries other than Australia and New Zealand |
| 4F.4 | *URL on the entity's website where investors can download information about the proposed offer |
www.ingeniacommunities.com.au |
| 4F.5 | Any other information the entity wishes to provide about the proposed offer |
None |
- See chapter 19 for defined terms 31 January 2020
Page 8
Part 7 – Details of proposed placement or other issue
If your response to Q1.6 is “A placement or other type of issue”, please complete Parts 7A – 7F and the details of the securities proposed to be issued in Part 8.
Part 7A – Proposed placement or other issue – conditions
| Question No. |
Question | Answer |
|---|---|---|
| 7A.1 | *Are any of the following approvals required for the placement or other type of issue? • +Security holder approval • Court approval • Lodgement of court order with+ASIC • ACCC approval • FIRB approval • Another approval/condition external to the entity. |
No |
| Part 7B – | ||
| Question No. |
Question | Answer |
| 7B.1 | Number of +securities proposed to be issued |
Total placement securities proposed to be issued is43,478,261. Note:the conditional placement to Sun Communities (being 4,347,826 securities) is non-underwritten and there can be no guarantee that ASX will grant the waiver with respect to ASX Listing Rule 10.11, in which case total number of securities proposed to be issued under the Placement would reduce to 39,130,435 securities. Sun Communities' intention to take-up securities under the Conditional Placement will expire on 12 May 2020 (or such other date as Ingenia and Sun Communities agree) in the event that the waiver of ASX Listing Rule 10.11 has not been received. |
| 7B.2 | *Are the +securities proposed to be issued being issued for a cash consideration? If the securities are being issued for nil cash consideration, answer this question “No”. |
Yes |
| 7B.2a | *In what currency is the cash consideration being paid For example, if the consideration is being paid in Australian Dollars, state AUD. Answer this question if your response to Q7B.1 is “Yes”. |
AUD |
- See chapter 19 for defined terms 31 January 2020
Page 9
| 7B.2b | *What is the issue price per +security Answer this question if your response to Q7B.1 is “Yes” and by reference to the issue currency provided in your response to Q7B.1a. Note: you cannot enter a nil amount here. If the securities are being issued for nil cash consideration, answer Q7B.1 as “No” and complete Q7B.1c. |
$3.45 |
|---|---|---|
| 7B.2c | Please describe the consideration being provided for the +securities Answer this question if your response to Q7B.1 is “No”. |
N/A |
| 7B.2d | Please provide an estimate of the AUD equivalent of the consideration being provided for the +securities Answer this question if your response to Q7B.1 is “No”. |
N/A |
Part 7C – Proposed placement or other issue – timetable
| Question No. |
Question | Answer |
|---|---|---|
| 7C.1 | *Proposed +issue date | 5 May 2020 |
Part 7D – Proposed placement or other issue – listing rule requirements
| Question No. |
Question | Answer |
|---|---|---|
| 7D.1 | *Has the entity obtained, or is it obtaining, +security holder approval for the issue under listing rule 7.1? Answer this question if the issuer is an ASX Listing (i.e. not an ASX Debt Listing or ASX Foreign Exempt Listing). |
No |
| 7D.1a | *Date of meeting or proposed meeting to approve the issue under listing rule 7.1 Answer this question if the issuer is an ASX Listing and your response to Q7D.1 is “Yes”. |
N/A |
| 7D.1b | *Are any of the +securities proposed to be issued without +security holder approval using the entity's 15% placement capacity under listing rule 7.1? Answer this question if the issuer is an ASX Listing and your response to Q7D.1 is “No”. |
Yes |
- See chapter 19 for defined terms 31 January 2020
Page 10
| 7D.1b(i) | *How many +securities are proposed to be issued without +security holder approval using the entity’s 15% placement capacity under listing rule 7.1? Answer this question the issuer is an ASX Listing, your response to Q7D.1 is “No” and if your response to Q7D.1b is “Yes”. Please complete and separately send by email to your ASX listings adviser a work sheet in the form of Annexure B to Guidance Note 21 confirming the entity has the available capacity under listing rule 7.1 to issue that number of securities. |
Total placement securities proposed to be issued is43,478,261. Note: the conditional placement to Sun Communities (being 4,347,826 securities) is non-underwritten and there can be no guarantee that ASX will grant the waiver with respect to ASX Listing Rule 10.11, in which case total number of securities proposed to be issued under the Placement would reduce to 39,130,435 securities. Sun Communities' intention to take-up securities under the Conditional Placement will expire on 12 May 2020 (or such other date as Ingenia and Sun Communities agree) in the event that the waiver of ASX Listing Rule 10.11 has not been received. |
|---|---|---|
| 7D.1c | *Are any of the +securities proposed to be issued without +security holder approval using the entity's additional 10% placement capacity under listing rule 7.1A (if applicable)? Answer this question if the issuer is an ASX Listing and your response to Q7D.1 is “No”. |
No |
| 7D.1c(i) | *How many +securities are proposed to be issued without +security holder approval using the entity's additional 10% placement capacity under listing rule 7.1A? Answer this question if the issuer is an ASX Listing, your response to Q7D.1 is “No” and your response to Q7D.1c is “Yes”. Please complete and separately send by email to your ASX listings adviser a work sheet in the form of Annexure C to Guidance Note 21 confirming the entity has the available capacity under listing rule 7.1A to issue that number of securities. |
N/A |
| 7D.1c(ii) | *Please explain why the entity has chosen to do a placement or other issue rather than a +pro rata issue or an offer under a +security purchase plan in which existing ordinary +security holders would have been eligible to participate Answer this question if the issuer is an ASX Listing, your response to Q7D.1 is “No” and your response to Q7D.1c is “Yes”. |
N/A |
| 7D.2 | *Is a party referred to in listing rule 10.11.1 participating in the proposed issue? Answer this question if the issuer is an ASX Listing. Note: If your response is “Yes”, this will require security holder approval under listing rule 10.11. |
No |
| 7D.3 | *Will any of the +securities to be issued be +restricted securities for the purposes of the listing rules? Note: the entity should not apply for quotation of restricted securities |
No |
- See chapter 19 for defined terms 31 January 2020
Page 11
| 7D.3a | *Please enter, the number and +class of the +restricted securities and the date from which they will cease to be +restricted securities Answer this question if your response to Q7D.3 is “Yes”. |
N/A |
|---|---|---|
| 7D.4 | *Will any of the +securities to be issued be subject to +voluntary escrow? |
No |
| 7D.4a | *Please enter the number and +class of the +securities subject to +voluntary escrow and the date from which they will cease to be subject to +voluntary escrow Answer this question if your response to Q7D.4 is “Yes”. |
N/A |
Part 7E – Proposed placement or other issue – fees and expenses
| Question No. |
Question | Answer |
|---|---|---|
| 7E.1 | *Will there be a lead manager or broker to the proposed issue? |
Yes |
| 7E.1a | *Who is the lead manager/broker? Answer this question if your response to Q7E.1 is “Yes”. |
Moelis Australia Advisory Pty. Ltd. (ABN 72 142 008 446) (AFSL: 345499), Citigroup Global Markets Australia Pty Limited (ABN 64 003 114 832) (AFSL: 240992) and Goldman Sachs Australia Pty Ltd (ABN 21 006 797 897) (AFSL: 243346) (together, JLMs) are acting as joint lead managers and underwriters to the Placement. |
| 7E.1b | *What fee, commission or other consideration is payable to them for acting as lead manager/broker? Answer this question if your response to Q7E.1 is “Yes”. |
Ingenia Communities Group has agreed to pay 0.5% of the proceeds of the Placement to JLMs as a management fee. |
| 7E.2 | *Is the proposed issue to be underwritten? | Yes |
| 7E.2a | *Who are the underwriter(s)? Answer this question if your response to Q7E.2 is “Yes”. |
the JLMs are acting as joint lead managers and underwriters to the Placement. |
| 7E.2b | *What is the extent of the underwriting (i.e. the amount or proportion of the issue that is underwritten)? Answer this question if your response to Q7E.2 is “Yes”. |
The Institutional Placement of 39,130,435 securities will be fully underwritten by the JLMs. The Conditional Placement to Sun Communities of 4,347,826 securities will not be underwritten. |
| 7E.2c | *What fees, commissions or other consideration are payable to them for acting as underwriter(s)? Answer this question if your response to Q7E.2 is “Yes”. Note: This includes any applicable discount the underwriter receives to the issue price payable by participants in the issue. |
Ingenia Communities Group has agreed to pay 1.75% of the proceeds of the Placement to the JLMs as an underwriting fee. |
- See chapter 19 for defined terms 31 January 2020
Page 12
| 7E.2d | *Provide a summary of the significant events that could lead to the underwriting being terminated Answer this question if your response to Q7E.2 is “Yes”. Note: You may cross-refer to a covering announcement or to a separate annexure with this information. |
Please refer to the ASX announcement and investor presentation released to the ASX on 30 April 2020 under the heading "Key Terms of the Placement Agreement" |
|---|---|---|
| 7E.3 | *Is a party referred to in listing rule 10.11 underwriting or sub-underwriting the proposed issue? Answer this question if the issuer is an ASX Listing (i.e. not an ASX Debt Listing or ASX Foreign Exempt Listing) and your response to Q7E.2 is “Yes”. Note: If your response is “Yes”, this will require security holder approval under listing rule 10.11. |
No |
| 7E.3a | *What is the name of that party? Answer this question if the issuer is an ASX Listing and your response to Q7E.3 is “Yes”. Note: If there is more than one such party acting as underwriter or sub-underwriter include all of their details in this and the next 2 questions. |
N/A |
| 7E.3b | *What is the extent of their underwriting or sub-underwriting (i.e. the amount or proportion of the issue they have underwritten or sub-underwritten)? Answer this question if the issuer is an ASX Listing and your response to Q7E.3 is “Yes”. |
N/A |
| 7E.3c | *What fee, commission or other consideration is payable to them for acting as underwriter or sub-underwriter? Answer this question if the issuer is an ASX Listing and your response to Q7E.3 is “Yes”. Note: This includes any applicable discount the underwriter or sub-underwriter receives to the issue price payable by participants in the issue. |
N/A |
| 7E.4 | Details of any other material fees or costs to be incurred by the entity in connection with the proposed issue |
Fees and costs incurred by Ingenia Communities Group in connection with the Placement include registry fees, settlement fees, legal and other external advisor fees. |
- See chapter 19 for defined terms 31 January 2020
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Part 7F – Proposed placement or other issue – further information
| Question No. |
Question | Answer |
|---|---|---|
| 7F.1 | *The purpose(s) for which the entity is issuing the securities You may select one or more of the items in the list. |
☐To raise additional working capital ☐To fund the retirement of debt ☐To pay for the acquisition of an asset [provide details below] ☐To pay for services rendered [provide details below] ☒Other [provide details below] Additional details: Please refer to the Company's ASX announcement and investor presentation released to the ASX on 30 April 2020 |
| 7F.2 | *Will the entity be changing its dividend/distribution policy if the proposed issue proceeds? |
No |
| 7F.2a | *Please explain how the entity will change its dividend/distribution policy if the proposed issue proceeds Answer this question if your response to Q7F.2 is “Yes”. |
N/A |
| 7F.3 | Any other information the entity wishes to provide about the proposed issue |
None |
- See chapter 19 for defined terms 31 January 2020
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Part 8 – details of +securities proposed to be issued
Answer the relevant questions in this part for the type of +securities the entity proposes to issue. If the entity is proposing to issue more than one class of security, including free attaching securities, please complete a separate version of Part 8 for each class of security proposed to be issued.
Part 8A – type of +securities proposed to be issued
| Question No. |
Question | Answer |
|---|---|---|
| 8A.1 | *The +securities proposed to be issued are: Tick whichever is applicable Note: SPP offers must select “existing quoted class” |
☒Additional +securities in a class that is already quoted on ASX ("existing quoted class") ☐Additional +securities in a class that is not currently quoted, and not intended to be quoted, on ASX ("existing unquoted class") ☐New +securities in a class that is not yet quoted, but is intended to be quoted, on ASX ("new quoted class") ☐New +securities in a class that is not quoted, and not intended to be quoted, on ASX ("new unquoted class") |
Note: If the +securities referred to in this form are being offered under a +disclosure document or +PDS and the entity selects the first or third option in its response to question 8A.1 above (existing quoted class or new quoted class), then by lodging this form with ASX, the entity will be taken, for the purposes of sections 711(5) and 1013H (as applicable) of the Corporations Act, to have applied for quotation of those +securities. However, once the final number of +securities offered under the +disclosure document or +PDS is known, the entity must complete and lodge with ASX an Appendix 2A applying for the quotation of that number of +securities.
Part 8B – details of +securities proposed to be issued (existing quoted class or existing unquoted class)
Answer the questions in this Part if your response to Q8A.1 is “existing quoted class” or “existing unquoted class”.
| Question No. |
Question | Answer |
|---|---|---|
| 8B.1 | *ASX security code & description | INA Fully Paid Ordinary/Units Stapled Securities |
| 8B.2a | *Will the +securities to be quoted rank equally in all respects from their issue date with the existing issued +securities in that class? |
Yes |
| 8B.2b | *Is the actual date from which the +securities will rank equally (non-ranking end date) known? Answer this question if your response to Q8B.2a is “No”. |
N/A |
| 8B.2c | *Provide the actual non-ranking end date Answer this question if your response to Q8B.2a is “No” and your response to Q8B.2b is “Yes”. |
N/A |
| 8B.2d | *Provide the estimated non-ranking end period Answer this question if your response to Q8B.2a is “No” and your response to Q8B.2b is “No”. |
N/A |
- See chapter 19 for defined terms 31 January 2020
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| 8B.2e | *Please state the extent to which the +securities do not rank equally: •in relation to the next dividend, distribution or interest payment; or •for any other reason Answer this question if your response to Q8B.2a is “No”. For example, the securities may not rank at all, or may rank proportionately based on the percentage of the period in question they have been on issue, for the next dividend, distribution or interest payment or they may not be entitled to participate in some other event, such as an entitlement issue. |
N/A |
|---|---|---|
- See chapter 19 for defined terms 31 January 2020
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