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INGENIA COMMUNITIES GROUP Capital/Financing Update 2021

Oct 31, 2021

65125_rns_2021-10-31_c95944e1-eca6-4157-bfe4-038476d1062e.pdf

Capital/Financing Update

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Images TBU

throughout Presented by Simon Owen, CEO 1 November 2021

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Seachange Toowoomba, QLD
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INGENIA COMMUNITIES GROUP Transformational Acquisitions and Equity Raising

NOT FOR RELEASE TO US WIRE SERVICES OR DISTRIBUTION IN THE UNITED STATES

Transaction overview

Acquisitions build on Ingenia’s market leading position in lifestyle and holidays sectors

  • Approximately $552m[1] of fully-funded acquisitions (“ Acquisitions ”) to deliver step-change in the Group’s growth profile and increased scale in lifestyle communities

TRANSFORMATIONAL STRATEGIC ACQUISITIONS

  • Adds 20 communities and development sites via acquisitions contracted or under exclusive due diligence

  • Acquisitions include two significant, high quality portfolios as well as seven additional communities and development sites, collectively adding 2,955 income-producing sites and 856 development sites to Ingenia’s platform

  • Contracts exchanged to acquire Seachange Group, Caravan Parks of Australia, and an additional greenfield lifestyle development site for approximately $404m[1] in total

  • Approximately $148m of sites under offer or in due diligence, including four lifestyle communities

UNDERWRITTEN EQUITY RAISING

  • Ingenia will partially fund the Acquisitions via an underwritten equity raising of $475 million, comprising a 1 for 4.24 accelerated non-renounceable entitlement offer (“ Equity Raising ”)

  • • The Equity Raising will be undertaken at an issue price of $6.12 per security

  • The Equity Raising is underwritten other than for Sun Communities participation – Sun Communities has committed to take up its pro rata allocation in the Institutional Entitlement Offer

  • Remainder of the consideration for theAcquisitions will be funded with existing and new committed debt facilities

  • The Acquisitions and Equity Raising (together, the “ Transaction ”)[2] are expected to have the following impacts:

ACCRETIVE FINANCIAL IMPACT

  • Transaction delivers mid to high single digit growth in FY22 underlying EPS

  • • Pro forma NAV of $3.47 per security (15% increase)[3]

  • • Pro forma LVR of 29.1%[4] • FY22 guidance of growth in EBIT of 20% to 25% and underlying EPS growth of 3% to 6% compared to FY21

  • Excluding transaction costs. Acquisitions include $404 million of contracted assets and a further circa $148 million under offer or due diligence.

  • The information provided in this document, including in relation to the financial and operational impact of the Transaction on the Group, assumes that all Acquisitions, including those not yet subject to binding exchanged contracts, will complete. 3. Increase relative 30 June 2021 NAV (includes the impact of post reporting date balance sheet adjustments). Refer to Appendix 3 for detail.

  • Pro forma post Transaction, including the impact of post reporting date balance sheet adjustments. Refer to Appendix 3 for detail.

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Investment highlights Delivering on strategy and significantly enhancing Ingenia’s growth profile

Consolidates market position and enhances scale

  • Reinforces leadership position as Australia’s largest owner, operator and developer of lifestyle, rental and holiday communities

  • • Adds 20 communities and development sites, cementing Ingenia’s market leading position

  • • Pro forma portfolio value of $1.8bn[1] post completion of Acquisitions

Step-change in growth profile

  • Acquisitions provide immediate yield from stabilised assets and future growth through enhanced development run-rate

  • • Demonstrates Ingenia’s deal origination capability and access to on and off-market deal flow

  • Positions Ingenia to materially grow home settlement volumes in the medium term – targeting 1,800 – 2,000 settlements over the next three years

Compelling acquisitions

  • Approximately $552m of Acquisitions comprising scale portfolios and iconic holiday parks with strong fundamentals

  • • Acquisitions align with Ingenia’s strategic focus on its growing Lifestyle and Holiday communities

  • • Expansion of product offering in Lifestyle via acquisition of Seachange and its premium brand

Supportive market tailwinds and resilient business

  • Lifestyle communities positioned to benefit from increasing need for more affordable housing options and drift to the coast

  • • Demand for domestic tourist locations expected to remain high for next 3 – 4 years

  • • Stable, government backed cash flows underpin earnings, which have demonstrated resilience during the COVID-19 pandemic

Strong financial position and access to third party capital

  • New debt facilities totalling $200m secured at lowest margin to-date, representing ongoing support from existing lenders

  • • Pro forma LVR of 29.1% and $246m of committed undrawn debt[1]

  • • Scalable funds management platform providing access to significant third party capital to support future growth opportunities

  • Pro forma post Transaction, including the impact of post reporting date balance sheet adjustments. Refer to Appendix 3 for detail.

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Secured significant opportunities across multiple individual acquisitions Demonstrates Ingenia’s deep origination and execution capability

~$552m Fully funded acquisitions[1]

Contracted acquisitions $404m

Acquisitions under offer or in due diligence ~$148m

  • Seachange Group: high quality portfolio of six lifestyle communities and development sites in South East QLD ($270m)

  • Caravan Parks of Australia: iconic portfolio of seven lifestyle and holiday communities in VIC and NSW ($110m)

  • Greenfield lifestyle development site in metropolitan Brisbane ($24m)

  • Four lifestyle communities (VIC and South East QLD)

  • Three mature communities

  • Partially complete lifestyle community

  • Iconic coastal holiday park in VIC

  • Large holiday park in Murray River region of NSW

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  1. Excluding transaction costs.

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Trading update

Resilience demonstrated through 2021 and strong fundamentals for future growth

Residential Communities

Holiday Parks

Residential communities continuing to deliver stable cash flows

  • 100% rent collection through COVID-19 – no deferrals or abatements

  • High occupancy in Gardens and Rental communities (95% and 97% respectively)

Strong demand for new homes – continued sales momentum

  • Demand for sea change/tree change locations heightened post COVID-19

  • Settled 82 new homes year-to-date with an average sale price of $418k

  • Currently 317 homes deposited or contracted – excellent visibility on near term demand

Construction remains a key risk

  • Government restrictions and supply chain challenges constraining near term ability to capitalise on demand

  • Victorian projects (Lara and Parkside) impacted by Government restrictions – FY22 settlements reduced by circa 30 homes

  • Working with builders to mitigate supply constraints

Extended closures and restrictions materially impacted Holidays performance

  • Ongoing Government restrictions (mandated closures and restrictions on regional travel) resulted in significant loss of trade across NSW and VIC parks

  • Loss of peak school holiday periods (July and September) and October long weekend contributed to revenue loss of circa $10 million year to date

  • Earnings impact from tourism losses is estimated at $7 million of EBIT (net of cost savings), or 2 cents underlying EPS for FY22

Recent easing in restrictions resulted in strong rebound in bookings, providing greater clarity in terms of outlook

  • Travel to regional NSW to resume on 1 November 2021 and travel to regional VIC resumed on 29 October 2021, supporting interstate travel

    • Demand has rebounded in response – revenue holdings per park through to June 2022 are up 26% on same time last year
  • Second half revenue (like for like) anticipated to exceed 2H21, barring no further restrictions

  • Targeting 425+ new home settlements in FY22 – JV and Ingenia (excluding Seachange portfolio)

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ACQUISITIONS OVERVIEW

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Overview of the Acquisitions Delivers further scale in Lifestyle portfolio and income generating sites

  • Contracted acquisitions comprising Seachange Group, Caravan Parks of Australia and the lifestyle greenfield site in metropolitan Brisbane, will deliver over 2,000 existing sites and more than 700 development sites

  • Further 856 existing sites and 148 development sites contracted or under due diligence

Acquisitions Permanent
sites
Annual sites Holiday sites Total existing
sites
Potential
development
sites
Contracted
Seachange Group 693 - - 693 548
Caravan Parks of Australia 518 394 494 1,406 -
Brisbane metropolitan greenfield site - - - - 160
Total contracted 1,211 394 494 2,099 708
Total contracted / due diligence 631 23 202 856 148
Total (all acquisitions) 1,842 417 696 2,955 856

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Seachange Riverside Coomera
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Seachange Emerald Lakes
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Overview of Seachange Group Transformational acquisition of a highly complementary lifestyle portfolio

  • Ingenia has exchanged contracts to acquire Seachange Group, with a portfolio of six lifestyle communities in QLD (settlement in Nov 2021)

  • The portfolio includes

  • Two mature lifestyle communities with 541 rent yielding sites

  • Two partly completed communities with 152 rent yielding and 142 approved development sites

  • Two greenfield developments

  • Operating sites to generate a yield of approximately 4.5%

  • Average weekly rent of $223 – rent escalates by 2.5% - 3.5% annually

  • Strong development pipeline providing identified settlements growth via in market and future projects

  • Riverside Coomera and Toowoomba – under development, settlements contribution through to the end of 2024

  • Victoria Point – approved development in attractive location, anticipate settlements from Sept 2022

  • Hervey Bay – well located site in proven market for lifestyle communities – subject to council approval

  • Extends Ingenia’s presence in strong South East Queensland market via a complementary, well established premium brand

  • Established operating and development platform with management capabilities to contribute to the growth of the combined business – proven track record of identifying, developing and managing greenfield communities

Acquisition overview
Acquisition price $270m
Permanent sites 693
Average weekly rent $223
Development sites 548
Average above ground margin per home $250k
Total sites 1,240

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Seachange Toowoomba pool
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Six premium land lease communities with multiple amenities

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Overview of Seachange Group communities

Six communities strategically located in South East Queensland’s growth corridor

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1 Seachange Arundel (414 sites) 4 Seachange Toowoomba (170 sites)
Seachange Arundel Seachange Toowoomba homes
2 Seachange Emerald Lakes (126 sites) 5 Seachange Victoria Point (~225 sites)
Seachange Emerald Lakes country club Seachange Victoria Point home render
3 Seachange Riverside Coomera (124 sites) 6 Seachange Hervey Bay (~181 sites)
Seachange Riverside Coomera homes Hervey Bay, QLD
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Hervey Bay
Victoria Point
Toowoomba
Coomera
Arundel
Emerald Lakes
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Overview of Caravan Parks of Australia

Strategic acquisition of seven lifestyle and holiday communities to enhance portfolio

  • Ingenia has entered into unconditional contracts to acquire a portfolio of seven mixed use assets

  • Three in South East Greater Melbourne - predominantly lifestyle and rental sites

  • Four in attractive destinations in Victoria and on the border with New South Wales

  • The transaction will significantly expand Ingenia’s platform and presence in Victoria

  • Addition of over 1,400 sites, of which 37% are rental sites, 28% are annual sites and the remainder are short term sites and cabins

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Bowna
Koonoomoo
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  • The acquisition is immediately earnings accretive, providing stable permanent and annuals rental income with upside from tourism operations

  • The portfolio is anticipated to deliver a stabilised yield of over 7.5% and to settle in November 2021

Acquisition overview [caption]
[caption]
Acquisition price $110m
Permanent sites 518
Annual sites 394
Tourism sites 494
Total sites 1,406

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[insert photo]
[caption]
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Swan Reach
Chelsea
Carrum Downs
Frankston
Swan Bay
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Additional acquisitions Focus on lifestyle communities

Ingenia has exchanged contracts for the acquisition of a greenfield site in Queensland

  • $24 million acquisition of a greenfield lifestyle development site for 160 homes

  • Located in metropolitan Brisbane

  • Forecast average homes sales price ~$700,000 (median house price in local suburb >$1 million)

  • Anticipated settlement November 2021, with construction expected to commence 1H FY24

Ingenia has six assets currently under contract/exclusive due diligence

  • ~$148 million of additional communities – comprising five mature assets in NSW and Victoria and an approved lifestyle community in QLD

  • Acquisitions comprise a mix of yield and development opportunity, adding 856 yielding sites and a further 148 approved development sites to the Group’s portfolio

  • Potential to add 779 sites to lifestyle communities portfolio (income yield and development) and 225 tourism sites

  • Target yields range from 6% to 8%

Assets under offer/in due diligence Type
Three established lifestyle communities(VIC) Lifestyle
Partly completed lifestyle community (QLD) Lifestyle/Development
Iconic coastal holiday park (VIC) Holidays
Large holiday park in Murray Region (NSW) Holidays

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Latitude One by Ingenia Lifestyle
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IMPACT OF TRANSACTION

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Impact of the Transaction Acquisitions expected to deliver an uplift in portfolio value of 38%

Key metrics 30 June 2021 Pro forma Post
Transaction
Portfolio value $1.2bn ~$1.8bn
NAV $3.03 $3.47
LVR 22.2% 29.1%

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Portfolio book value
Pre Transaction Post Transaction
$1.3bn ~$1.8bn
Lifestyle rental Holidays & Mixed Use Development Ingenia Gardens
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+38% [1] $3.47 29.1%
Pro forma Pro forma NAV Pro forma LVR
Portfolio value per security
uplift
Income generating sites
Pre Transaction Post Transaction
>13,000 >15,000
Residential homes Holiday cabins Annuals Holiday sites
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Note: Pre Transaction represents book value at 30 June 2021, adjusted for acquisitions completed year to date (includes leasehold accounting adjustment). 1. Pro forma portfolio uplift represents uplift Pre Transaction to Post Transaction.

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Australia’s largest lifestyle and holiday communities group Transaction further enhances Ingenia’s position as the clear market leader

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Long Term Tourism Development Pipeline
25,000
20,000
15,000
10,000
5,000
-
-
Ingenia pro-forma (ASX) Ingenia (asx) Discovery (pen) NRMA (mut) Hometown Australia (pen) Stockland (asx) GIC (pen) Palm Lake (prv) Gems (prv/Thakral) Reflections (gov) LIC (asx) Hampshire (prv) Aspen (asx) Lincoln Place (unl) Caravan Park of Australia (prv) Seachange Lifestyle (prv) Equinox (unl) Secura (unl) Lifestyle Villages (prv)
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  • Market increasingly competitive with strong demand for assets driving price growth

  • Ingenia is positioned to continue to grow its portfolio as a market leader

  • Proven ability to acquire, manage and develop lifestyle, tourism and mixed use assets

  • Long established industry networks and reputation

  • Dedicated acquisitions team driving pipeline with a demonstrated track record in successfully executing on target opportunities

  • Strong access to capital and efficient assessment and transaction capability

Source: Ingenia Business Development team research. pen = Pension Fund; gov = Government; mut = Mutual Fund; asx = ASX Listed; unl = Unlisted Fund; prv = Private Ownership.

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Consolidating one of the largest development pipelines in the sector Pipeline of over 6,200 potential development sites

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Development Pipeline •
Following the Acquisitions, Ingenia will have a
7,000 significant uplift in development sites across the
key NSW and QLD markets
6,000 •
The increased pipeline will provide further scale
and allow Ingenia to accelerate its new homes
settlements well into the future
5,000

Diversified portfolio mix of greenfield, brownfield
4,000 and expansion sites
3,000
2,000
1,000
-
Hervey Bay, QLD
Formatting to be fixed
Seachange Hervey Bay, QLD
Ingenia (asx) LIC (asx) GIC (pen) Aspen (asx) Equinox (unl) Secura (unl) NRMA (mut)
Ingenia pro-forma (ASX) Stockland (asx) Gems (prv/Thakral) Palm Lake (prv) Lincoln Place (unl) Hometown Australia (pen) Seachange Lifestyle (prv) Hampshire (prv) Discovery (pen) Reflections (gov) Caravan Park of Australia (prv) Lifestyle Villages (prv)
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Growing Ingenia’s annual development profile Ingenia is positioned to significantly increase its settlements run-rate

Acquisition of Seachange and other contracted / optioned sites offers Ingenia the ability to pursue a significant step up in new home settlements – targeting a cumulative total of 1,800 – 2,000 home settlements over the next three years

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Total long term 20,736
total sites
Total short term
Development sites
16,937
total sites
6,278
5,431 3,800 new
4,220 sites added
6,353
from the
3,015
3,713 Acquisition
3,244 5,240
2,473 4,248
3,204
1,484 3,147
3,048 3,094
2,089 8,105
6,131 6,266
5,410
3,951 4,076 4,628
3,248
Pro forma FY21 Pro forma FY21
FY16 FY17 FY18 FY19 FY20 FY21
pre transaction [1] post transaction [2]
New home FY22
settlements per 107 211 287 336 325 380 settlements 475+
year target
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  1. Pro forma as at 30 June 2021 including impact of post reporting date adjustments excluding the Acquisitions. 2. Pro forma as at 30 June 2021 including impact of post reporting date adjustments and Acquisitions.

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Strong balance sheet for continued future growth Ongoing support from existing lenders with $200m of new debt facilities

Debt metrics 30 June 2021 Post Transaction1
Loan to value ratio (LVR) 22.2% 29.1%
Gearing ratio2 17.5% 25.7%
Total debt facility $525m $725m
Drawn debt $250m $450m
Committed undrawn debt $253m $246m

Post Transaction, Ingenia will be well-positioned to support investment in future growth and balance sheet resilience

  • $200 million of new debt facilities secured at lowest margin achieved todate, representing ongoing support from Ingenia’s existing lenders

  • Significant headroom against covenants

  • › ICR covenant >2.0x (16.6x June 2021)

  • Post the Transaction, on a pro forma basis

  • › LVR will increase to 29.1% (target range of 30 - 40% and covenant of 55%)

  • › Available undrawn debt and cash on hand of over $250 million

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Debt expiry chart › Available undrawn debt and cash on hand of over $250 million
$475m
Post Transaction
$175m
$725m $246m 29.1% 5.1yrs
$75m Total Debt Available Pro forma Weighted avg.
Facilities Undrawn Debt LVR debt maturity
No debt expiring in FY22 – FY25
FY22 FY23 FY24 FY25 FY26 FY27 FY28
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  1. Assuming full deployment of the proceeds from the Equity Raising and incremental debt to fund all of the Acquisitions, on the basis of expected pricing.

  2. Gearing ratio calculated as net debt (borrowings less cash) over total tangible assets (total assets less cash and intangible assets).

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EQUITY RAISING

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Details of the Equity Raising

  • Equity Raising Details 1 for 4.24 accelerated non-renounceable entitlement offer to raise approximately $475 million in total • Proceeds from Equity Raising will be allocated to fund theAcquisitions

  • Use of Proceeds • Proceeds will be initially used to pay down existing debt facilities and then deployed upon settlement of the Acquisitions • All Acquisitions are expected to be settled by early 2022

  • • Record Date of 7PM (AEDT) on 3 November 2021

  • • Equity Raising will comprise an accelerated Institutional Entitlement Offer and a Retail Entitlement Offer[1]

  • • New securities in respect of institutional entitlements not subscribed will be placed into an institutional bookbuild

  • Entitlement Offer • Retail Entitlement Offer opens on 8 November 2021 and closes on 17 November 2021 • Eligible retail securityholders will have the opportunity to apply for additional Offer Securities that are not subscribed for under the Retail Entitlement Offer up to a maximum of 15% of their entitlement. Allocations will be at the discretion of the Board and underwriters

  • • The Equity Raising will be undertaken at an issue price of $6.12 per new security (“Issue Price”), which represents a: • 6.0% discount to the last close price of $6.51 on 29 October 2021

  • Pricing • 7.0% discount to the 5-day VWAP of $6.58 on 29 October 2021

  • • 4.9% discount to the Theoretical Ex-Rights Price[2] of $6.44 per security

  • • The Equity Raising is underwritten except for Sun Communities’ allocation

  • Underwriting • New securities issued pursuant to the Equity Raising will be fully paid and rank equally with existing Ingenia securities

  • Other • Sun Communities has committed to take up its pro rata allocation in the Institutional Entitlement Offer

  • The Retail Entitlement Offer is only open to eligible retail securityholders with a registered address in Australia or New Zealand.

  • The theoretical ex-rights price (TERP) is a theoretical price at which Ingenia securities should trade at immediately after the ex-date for the Equity Raising. TERP is a theoretical calculation only and the actual price at which Ingenia securities trade immediately after the ex-date for the Equity Raising will depend on many factors and may not be equal to TERP. The TERP is calculated by reference to Ingenia’s closing price of $6.51 per security on 29 October 2021.

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Sources & uses of proceeds

Sources ($m)

Sources ($m)
Equity Raising 475
Debt and deferred consideration 133
Total 608

Use of proceeds

  • Equity Raising to partially fund theAcquisitions

  • Contracted acquisitions include Seachange Group, Caravan Parks of Australia and a greenfield site in Brisbane

  • Proceeds will initially be used to repay debt until Acquisitions reach settlement

Uses ($m)

Uses ($m)
Contracted acquisitions 404
Acquisitions under offer, in due diligence or under
review
148
Transaction costs 56
Total 608
  • Funds are expected to be fully deployed in early 2022 as acquisitions reach settlement, subject to market conditions

  • The funds raised and Ingenia’s debt capacity will be sufficient to fully fund the Acquisitions, with the new secured $200 million debt facility

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Indicative timetable

Key event Date
Institutional Entitlement Offer
Announcement of the Acquisitions and Equity Raising 1 November
Institutional Entitlement Offer conducted 1 November
Trading resumes on an ex-Entitlement Offer basis 2 November
Record date for Entitlement Offer 3 November
Settlement of Offer Securities under the Institutional Entitlement Offer 12 November
Institutional Entitlement Offer and Early Retail Entitlement securities issued and normal trading commences 15 November
Retail Entitlement Offer
Retail Entitlement Offer opens and booklet is dispatched 8 November
Early Retail Entitlement offer acceptance date 11 November
Retail Entitlement Offer closes 17 November
Settlement of Retail Entitlement Offer 24 November
Retail Entitlement Offer securities issued 24 November
Normal trading commences for Retail Entitlement Offer securities 25 November
Dispatch of holding statements 26 November

This timetable is indicative only and subject to change. The Directors may vary these dates, in consultation with the Joint Lead Managers, subject to the Listing Rules. An extension of the Retail Entitlement Offer Closing Date will delay the anticipated date for issue of the Offer Securities.

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OUTLOOK & GUIDANCE

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Outlook & guidance

Underlying demand fundamentals for seniors housing and domestic travel remain strong – announced acquisitions and easing of travel restrictions position Ingenia to benefit from demand across the Group’s core markets

  • Stable rent from residential communities continuing uninterrupted – growth secured through acquisitions and enhanced development pipeline

  • Demand for homes is strong - Ingenia’s communities are located in attractive markets for downsizers

  • Contracts and deposits on hand support 475+ settlements in FY22 (including Seachange portfolio)

  • Caution remains around construction and potential COVID-19 related disruptions

  • Holidays demand rebounding strongly as restrictions ease – business poised to benefit from unique opportunity for domestic travel in the medium term

  • Established development Joint Venture with Sun Communities and funds management provide access to broader capital base – targeting launch of new $100m fund in 2H FY22

  • Balance sheet strength maintained – capacity to fund development and further growth, with an additional $200 million of debt funding secured

Guidance provided is subject to no material changes in market conditions and no other unforeseen circumstances adversely affecting Ingenia’s financial performance, including further COVID-19 lockdowns.

Guidance includes the impact of announced acquisitions. EBIT and underlying EPS are non-IFRS measures which exclude non-operating items such as unrealised fair value gains/(losses) and gains/(losses) on asset sales.

FY22 guidance of growth in EBIT of 20% to 25% on FY21 and underlying EPS growth of 3% to 6% on FY21

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Appendices

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Appendix 1 Recent acquisitions

Ingenia’s acquisition strategy has driven material growth

  • Ingenia has a dedicated acquisitions team driving its pipeline

12 acquisitions ($215 million) settled in FY21

  • Acquisitions complement strategy to grow rent based, annuity style revenue

$500 million of acquisitions anticipated to complete 1H22

Settled acquisitions year to date

  • Land acquisitions supplement existing development pipeline

  • FY22 acquisitions continue to diversify cash flows and market exposure

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BIG4 Eden Beach, NSW
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  • 1 BIG4 Eden Beach, NSW Holiday park 2 Noosa North, QLD Mixed use community 3 Big4 Phillip Island, VIC Holiday park 4 Torquay, VIC Holiday park 5 Cape Paterson, VIC Holiday park 6 Kings Point Retreat, NSW Mixed use community 7 Protea Village, VIC Seniors rental community 8 Nambour, QLD (JV) Lifestyle development site (DA approved) 9 Anna Bay Rental Village, NSW Mixed use community

Contracted acquisitions expected to settle by end 2021

  • 10 Seachange portfolio Portfolio of six lifestyle communities in QLD 11 Caravan Parks of Australia Portfolio of seven assets in VIC and NSW 12 Brisbane Metropolitan, QLD Premium lifestyle greenfield site 13 Holiday park, VIC Iconic holiday park 14 Development site, NSW (JV) Approved greenfield development site

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Underlying EPS Growth[1]

Appendix 2 Proven track record

Ingenia has consistently outperformed the benchmark S&P/ASX 200 A-REIT index by a significant margin

Underlying EPS (cents)

  • Underlying earnings per security have grown at an average rate of over 11% since FY14

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21.0 22.1 23.6
17.7
10.8 12.8 13.4 13.0
FY14 FY15 FY16 FY17 FY18 FY19 FY20 FY21
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Net Asset Value per security ($)

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3.47
NAV • NAV has grown consistently, underpinned by earnings, asset value appreciation, development 2.13 2.34 2.45 2.50 2.57 2.65 2.90 3.03
Growth
activity and issuance at premium to NAV
FY14 FY15 FY16 FY17 FY18 FY19 FY20 FY21 FY21 post 3
Transaction
Total Securityholder Return (%) [1]
1 141 1
Total • Ingenia has outperformed the S&P ASX 200 A-REIT Ingenia
Return Index over the 1, 3 and 5 years to 29 October 2021 4 8 Communities
4 8 S P AS
1
A REIT Index
1 year years years
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  1. Source: IRESS, company filings.

  2. CAGR period from 30 June 2014 to 1 November 2021.

  3. Increase relative to pro forma NAV as at 30 June 2021 (pre Acquisitions and Equity Raising) which includes the impact of post reporting date balance sheet adjustments.

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Appendix 3 Pro forma Balance Sheet metrics

30 June 2021 Post reporting date
balance sheet
adjustments1
Pro forma
30 June 2021
(Pre Transaction)
Acquisitions and
Equity Raising
Pro forma
30 June 2021
(Post Transaction)
Total assets ($m) 1,354.4 104.5 1,458.9 557.8 2,016.7
Drawn Debt2 ($m) 250.0 80.6 330.6 120.0 450.6
Net assets ($m) 993.0 (1.1) 991.9 419.2 1,411.1
Securities on issue (m) 327.9 1.0 328.9 77.5 406.4
NAV per security ($) 3.03 - 3.02 0.45 3.47
LVR 22.2% 28.7% 29.1%
Committed undrawn debt ($m) 252.8 (80.6) 172.2 74.0 246.2
  1. Includes impact of changes in Group balance sheet between 30 June and 31 October 2021, including impact of paying distribution and issue of new securities under DRP. 2. Excludes $13 million of deferred consideration.

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Appendix 4

Risk factors

General Risks

This section discusses some of the key risks associated with an investment in Ingenia. A number of risks and uncertainties may adversely affect the operating and financial performance or position of Ingenia and in turn affect the value of Ingenia securities. These include specific risks associated with an investment in Ingenia and general risks associated with any investment in listed securities. The risks and uncertainties described below are not an exhaustive list of the risks facing Ingenia. Potential investors should carefully consider whether the Offer Securities offered are a suitable investment having regardto their own personalinvestmentobjectives and financial circumstances and the risks setout below.

Impact of COVID-19

Events relating to COVID-19 have resulted in market volatility and uncertainty, including in the prices of securities trading on the Australian Securities Exchange (ASX) (including the price of Ingenia’s securities) and on otherforeign securities exchanges. There is continuing uncertainty as to the ongoingimpact of COVID-19, including in relation to the government response, work stoppages, government imposed lockdowns, quarantines requirements, travel restrictions and unemployment as to what effect such factors may have on Ingenia, the Australian economyand sharemarkets.

Given the high degree of uncertainty surrounding the extent and duration of the COVID-19 pandemic, it is currently not possible to assess the full impact of COVID-19 on Ingenia’sbusiness. Further, it is possible that any adverse economic impact of COVID-19 may continue beyond the duration of the pandemic.

There are risks associated with any stock market investment,including:

General Investment Risks

  • the demand for Ingeniasecurities may increase or decreaseand Ingeniasecurities may trade above or below the Issue Price on the ASX;

  • if Ingenia issues Offer Securities, an existing Securityholder’s proportional interest in Ingeniamay be reduced;and

  • the market price of Ingeniasecurities may be affected by factors unrelatedto the operatingperformance of Ingenia such as stock market fluctuations and volatility and other factors that affect the market as awhole.

Macro-economic Risks

Changesto economic conditions in Australia and internationally, investorsentimentand international and local stock market conditions, changes in fiscal, monetary and regulatorypolicies which may impact economicconditions such as interestrates and inflationand consequentlythe performanceof Ingenia.

Turnoverof Ingenia securities can be limitedand it may be difficult for investors to buy or sell lines of securities at market prices.

Liquidity and Dilution

In responseto market conditions or for other reasons, the ASX may amend temporarily or permanently, rules relating to the issue or tradingof securities, which may affect the liquidityof such securities.

Ingenia may issue furthernew securities in the future. This may be on terms which result in the securityholder being ineligibleto participate proportionate to their holdings or at all. As a result,a security holder’s percentage interest in Ingenia,may be dilutedin the future.

Legislative and RegulatoryRisks

Changesin laws, regulation and government policy may affect Ingenia’s business and thereforethe returnsIngenia is able to generate.

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Appendix 4 Risk factors ( cont’d )

Tax Implications Future tax liabilities may be impactedby changes to the Australian taxation law including changes in interpretation or application of the law by the courtsor taxation authorities in
Australia. This in turn could impact the value or trading price of Ingenia securities, the taxation treatment of an investment in Ingenia or the holding costs or disposal of its
securities.
Litigation Ingenia may, in the ordinary course of business, be involved in possible litigation disputes (such as environmental and workplace health and safety, industrial disputes and other
legal claims).A materiallegal action may adverselyaffect the operational and financial resultsof Ingenia.
BusinessStrategy
Risk
Ingenia’s business strategy is focused on growingthe Group’scash yielding rental portfolio through acquisition, development and increasing occupancy and income across the
Group’s key business segments. A key element of the Group’s strategy and earnings is attributable to development of new homes in lifestyle communities. Ingenia’s future
growth is dependent on the successful execution of this strategy. Any change or impediment to implementing this strategy may adversely impact on Ingenia’s operations and
future financialperformance.
Development Risk Ingenia has a large land and property development pipeline. Such projects have a number of risks including (but not limited to): (i) delays or issues around planning, application
and regulatory approvals; (ii) development cost overruns; (iii) environmental costs; (iv) project delays; (v) issues with building and supply contracts; or (vi) expected sales prices
or timing of expected sales or settlementsnot being achieved.
A sustained downturn in the commercial, retail, industrial and/orresidential property markets due to deterioration in the economic climate could result in reduced
development profitsthroughlower selling prices,highercosts or delays in timing of settlements.
Tourism Ingenia derives income from tourismand tourism relatedservices.The incomederived from this business may be seasonal and vary due to weatherconditions, changesin
demand for currentand new alternatetourismdestinations,the international and domestictourismmarket and generalconsumerdiscretionaryspending.
Increased
Competition
Ingenia operates in select markets and operating clusters offering rental, land lease and tourism accommodation within Ingenia Gardens and holiday and lifestyle communities.
While there are barriers to entry for new operators, future developments that directly or indirectly compete with Ingenia’s existing portfolio could impact Ingenia’s current
business and financialperformance.
Rental Income The Social Security Act 1991 (Cth) provides rental assistance for many residents in the resident communities which form part of Ingenia’s asset portfolio. Any change to this
legislationcould result in a reductionin residentdemand to enter into leases in the communitiesand thereforeimpact Ingenia’sbusiness. Resident leases are subject to relevant
State-related regulations and legislation. Legislative changes, either temporary or permanent, may increase the protections for tenants, resulting in a loss of rent or increased
rental arrears.
Income and
Expense Growth
Rates
Higher than expected inflation rates could lead to greater development and/or operating costs. While resident leases are subject to rental rate increases, ability to raise future
rents and maintain or grow occupancy may be impacted by resident pension and rental assistance growth. Ingenia’s future financial performance could be impacted where the
inflation in operatingand development costs exceeds the growthin rentalincome.

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Appendix 4 Risk factors ( cont’d )

Ingenia has a joint venture arrangement to co-invest in the development of greenfield lifestyle communities. Ingenia also has entered into management agreements to source sites and develop and operate communities within the joint venture. Ingenia generates various fees from providing these services. There is no certainty that Ingenia will continue to identifynew sites to grow the joint ventureand thereforegenerate management fees and distributionsfrom the co-investment.

Joint Venture sites and develop and operate communities within the joint venture. Ingenia generates various fees from providing these services. There is no certainty that Ingenia will Development continue to identifynew sites to grow the joint ventureand thereforegenerate management fees and distributionsfrom the co-investment. Ingenia owns a funds management business where it manages, develops and operates assets within third party owned funds. Ingenia has co-invested in these funds and Funds receives various fees from managing the funds and operatingand developingthe underlyingassets. There is no certainty that distributions from the investment in the funds and Management fees generatedfrom the managementof the assets will continue orgrow. Future distributions for Ingenia securities will be determined by the Directors having regard to the operating results, future capital requirements, bank debt covenants and the Distributions financialpositionof Ingenia.There can be no guaranteethat Ingenia will continueto pay distributionsor distributions at the currentlevel. Assets are tested for impairment whenever events or changes in circumstances indicate that the carrying amount may not be recoverable. Factors affecting property valuations Asset Impairment include capitalisation and discount rates, the economic growth outlook, land resumptions and releases and major infrastructure projects. Such impacts on property valuations Risk may lead to variationsin the valuationof Ingenia. Ingenia currently has bank debt which contains certain financial and operational covenants. Any breachto these covenants could result in the early enforced repayment of debt. Such repayment could incur capital losses if assets need to be sold in a short period or securityholders may be diluted if equity needs to be raised at largediscounts. Funding Risk Ingenia currently has a weighted debt maturity of 5.1 years. At the maturity of these loans, there is no certainty they will be refinanced on the same terms as are currently in place. Ingenia is exposed to fluctuating interest rates. While Ingenia hedges part of its variable rate interest expense, Ingenia does retain a portion of interest rate fluctuation exposure.

The ability of Ingeniato successfully deliveron its business strategyis dependent on retaining key employees of Ingenia.The loss of senior management or other key personnel PersonnelRisk could adverselyimpact on Ingenia’s business and financial performance. Accounting Changesto accounting standards may affect the reported earningsof Ingenia from time to time. Standards The entitlement offer proceeds are intended to be applied to the acquisition of specified and unspecified assets. There is a risk that the timing, consideration paid and Acquisition Risks investment return on any acquisition made may vary from the existing portfolio and the target returns described in this presentation or that acquisitions may not occur. As part of due diligence for the acquisition of assets, Ingenia assesses the possible returns achievable. This assessment takes into account the implementation of a number of initiatives to integrate the asset into the Group’s operations and achieve the optimal, stabilised position and return. This may include redevelopment of existing sites, changing Acquisition the mix of the assets between permanent occupancy and tourism, or changing the way the community is managed. The cost to reposition the asset and the mix between Integration permanent and tourism at the time of implementation may vary from the assumptions at time of acquisition. It may take longer than expected for the asset to reach its optimal stabilisedposition.

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Appendix 5 International offer jurisdictions

International Offer Restrictions

This document does not constitute an offer of new stapled securities (“Offer Securities”) of the Group in any jurisdiction in which it would be unlawful. In particular, this document may not be distributed to any person, and the Offer Securities may not be offered or sold, in any country outside Australia except to the extent permitted below.

Canada (British Columbia, Ontario and Quebec provinces)

This document constitutes an offering of Offer Securities only in the Provinces of British Columbia, Ontario and Quebec (the "Provinces"), only to persons to whom Offer Securities may be lawfully distributed in the Provinces, and only by persons permitted to sell such securities. This document is not a prospectus, an advertisement or a public offering of securities in the Provinces. This document may only be distributed in the Provinces to persons that are "accredited investors" within the meaning of National Instrument 45-106 – Prospectus Exemptions , of the Canadian Securities Administrators.

No securities commission or authority in the Provinces has reviewed or in any way passed upon this document, the merits of the Offer Securities or the offering of Offer Securities and any representation to the contrary is an offence. No prospectus has been, or will be, filed in the Provinces with respect to the offering of Offer Securities or the resale of such securities. Any person in the Provinces lawfully participating in the offer will not receive the information, legal rights or protections that would be afforded had a prospectus been filed and receipted by the securities regulator in the applicable Province. Furthermore, any resale of the Offer Securities in the Provinces must be made in accordance with applicable Canadian securities laws. While such resale restrictions generally do not apply to a first trade in a security of a foreign, non-Canadian reporting issuer that is made through an exchange or market outside Canada, Canadian purchasers should seek legal advice prior to any resale of the Offer Securities.

The Group as well as its directors and officers may be located outside Canada and, as a result, it may not be possible for purchasers to effect service of process within Canada upon the Group or its directors or officers. All or a substantial portion of the assets of the Group and such persons may be located outside Canada and, as a result, it may not be possible to satisfy a judgment against the Group or such persons in Canada or to enforce a judgment obtained in Canadian courts against the Group or such persons outside Canada.

Any financial information contained in this document has been prepared in accordance with Australian Accounting Standards and also comply with International Financial Reporting Standards and interpretations issued by the International Accounting Standards Board. Unless stated otherwise, all dollar amounts contained in this document are in Australian dollars.

Statutory rights of action for damages and rescission. Securities legislation in certain Provinces may provide a purchaser with remedies for rescission or damages if an offering memorandum contains a misrepresentation, provided the remedies for rescission or damages are exercised by the purchaser within the time limit prescribed by the securities legislation of the purchaser’s Province. A purchaser may refer to any applicable provision of the securities legislation of the purchaser’s Province for particulars of these rights or consult with a legal adviser.

Certain Canadian income tax considerations. Prospective purchasers of the Offer Securities should consult their own tax adviser with respect to any taxes payable in connection with the acquisition, holding or disposition of the Offer Securities as there are Canadian tax implications for investors in the Provinces.

Language of documents in Canada. Upon receipt of this document, each investor in Canada hereby confirms that it has expressly requested that all documents evidencing or relating in any way to the sale of the Offer Securities (including for greater certainty any purchase confirmation or any notice) be drawn up in the English language only. Par la réception de ce document, chaque investisseur canadien confirme par les présentes qu’il a expressément exigé que tous les documents faisant foi ou se rapportant de quelque manière que ce soit à la vente des valeurs mobilières décrites aux présentes (incluant, pour plus de certitude, toute confirmation d’achat ou tout avis) soient rédigés en anglais seulement.

Hong Kong

WARNING: This document has not been, and will not be, registered as a prospectus under the Companies (Winding Up and Miscellaneous Provisions) Ordinance (Cap. 32) of Hong Kong, nor has it been authorised by the Securities and Futures Commission in Hong Kong pursuant to the Securities and Futures Ordinance (Cap. 571) of the Laws of Hong Kong (the "SFO"). Accordingly, this document may not be distributed, and the Offer Securities may not be offered or sold, in Hong Kong other than to "professional investors" (as defined in the SFO and any rules made under that ordinance).

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Appendix 5

International offer jurisdictions ( cont’d )

Hong Kong (cont’d)

No advertisement, invitation or document relating to the Offer Securities has been or will be issued, or has been or will be in the possession of any person for the purpose of issue, in Hong Kong or elsewhere that is directed at, or the contents of which are likely to be accessed or read by, the public of Hong Kong (except if permitted to do so under the securities laws of Hong Kong) other than with respect to Offer Securities that are or are intended to be disposed of only to persons outside Hong Kong or only to professional investors. No person allotted Offer Securities may sell, or offer to sell, such securities in circumstances that amount to an offer to the public in Hong Kong within six months following the date of issue of such securities.

The contents of this document have not been reviewed by any Hong Kong regulatory authority. You are advised to exercise caution in relation to the offer. If you are in doubt about any contents of this document, you should obtain independent professional advice.

Japan

The Offer Securities have not been, and will not be, registered under Article 4, paragraph 1 of the Financial Instruments and Exchange Law of Japan (Law No. 25 of 1948), as amended (the "FIEL") pursuant to an exemption from the registration requirements applicable to a private placement of securities to Qualified Institutional Investors (as defined in and in accordance with Article 2, paragraph 3 of the FIEL and the regulations promulgated thereunder). Accordingly, the Offer Securities may not be offered or sold, directly or indirectly, in Japan or to, or for the benefit of, any resident of Japan other than Qualified Institutional Investors.

Any Qualified Institutional Investor who acquires Offer Securities may not resell them to any person in Japan that is not a Qualified Institutional Investor, and acquisition by any such person of Offer Securities is conditional upon the execution of an agreement to that effect.

New Zealand

This document has not been registered, filed with or approved by any New Zealand regulatory authority under the Financial Markets Conduct Act 2013 (the "FMC Act").

The Offer Securities are not being offered to the public within New Zealand other than to existing securityholders of the Group with registered addresses in New Zealand to whom the offer of these

securities is being made in reliance on the Financial Markets Conduct (Incidental Offers) Exemption Notice 2016.

Other than in the entitlement offer, the Offer Securities may only be offered or sold in New Zealand (or allotted with a view to being offered for sale in New Zealand) to a person who:

  • is an investment business within the meaning of clause 37 of Schedule 1 of the FMC Act;

  • meets the investment activity criteria specified in clause 38 of Schedule 1 of the FMC Act;

  • is large within the meaning of clause 39 of Schedule 1 of the FMC Act;

  • is a government agency within the meaning of clause 40 of Schedule 1 of the FMC Act; or

  • is an eligible investor within the meaning of clause 41 of Schedule 1 of the FMC Act..

Norway

This document has not been approved by, or registered with, any Norwegian securities regulator under the Norwegian Securities Trading Act of 29 June 2007 no. 75. Accordingly, this document shall not be deemed to constitute an offer to the public in Norway within the meaning of the Norwegian Securities Trading Act. The Offer Securities may not be offered or sold, directly or indirectly, in Norway except to "professional clients" (as defined in the Norwegian Securities Trading Act).

Singapore

This document and any other materials relating to the Offer Securities have not been, and will not be, lodged or registered as a prospectus in Singapore with the Monetary Authority of Singapore. Accordingly, this document and any other document or materials in connection with the offer or sale, or invitation for subscription or purchase, of Offer Securities, may not be issued, circulated or distributed, nor may the Offer Securities be offered or sold, or be made the subject of an invitation for subscription or purchase, whether directly or indirectly, to persons in Singapore except pursuant to and in accordance with exemptions in Subdivision (4) Division 1, Part XIII of the Securities and Futures Act, Chapter 289 of Singapore (the "SFA"), or as otherwise pursuant to, and in accordance with the conditions of any other applicable provisions of the SFA.

This document has been given to you on the basis that you are (i) an "institutional investor" (as defined in the SFA) or (ii) an "accredited investor" (as defined in the SFA). If you are not an investor falling within one of these categories, please return this document immediately. You may not forward

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Appendix 5 International offer jurisdictions ( cont’d )

Singapore (cont’d)

or circulate this document to any other person in Singapore.

Any offer is not made to you with a view to the Offer Securities being subsequently offered for sale to any other party. There are on-sale restrictions in Singapore that may be applicable to investors who acquire Offer Securities. As such, investors are advised to acquaint themselves with the SFA provisions relating to resale restrictions in Singapore and comply accordingly.

Switzerland

The Offer Securities may not be publicly offered in Switzerland and will not be listed on the SIX Swiss Exchange or on any other stock exchange or regulated trading facility in Switzerland. Neither this document nor any other offering or marketing material relating to the Offer Securities constitutes a prospectus or a similar notice, as such terms are understood under art. 35 of the Swiss Financial Services Act or the listing rules of any stock exchange or regulated trading facility in Switzerland.

No offering or marketing material relating to the Offer Securities has been, nor will be, filed with or approved by any Swiss regulatory authority or authorised review body. In particular, this document will not be filed with, and the offer of Offer Securities will not be supervised by, the Swiss Financial Market Supervisory Authority (FINMA).

Neither this document nor any other offering or marketing material relating to the Offer Securities may be publicly distributed or otherwise made publicly available in Switzerland. The Offer Securities will only be offered to investors who qualify as "professional clients" (as defined in the Swiss Financial Services Act). This document is personal to the recipient and not for general circulation in Switzerland.

United Kingdom

under section 86(1) of the FSMA. This document is issued on a confidential basis in the United Kingdom to "qualified investors" within the meaning of Article 2(e) of the UK Prospectus Regulation. This document may not be distributed or reproduced, in whole or in part, nor may its contents be disclosed by recipients, to any other person in the United Kingdom.

Any invitation or inducement to engage in investment activity (within the meaning of section 21 of the FSMA) received in connection with the issue or sale of the Offer Securities has only been communicated or caused to be communicated and will only be communicated or caused to be communicated in the United Kingdom in circumstances in which section 21(1) of the FSMA does not apply to the Group.

In the United Kingdom, this document is being distributed only to, and is directed at, persons (i) who have professional experience in matters relating to investments falling within Article 19(5) (investment professionals) of the Financial Services and Markets Act 2000 (Financial Promotions) Order 2005 ("FPO"), (ii) who fall within the categories of persons referred to in Article 49(2)(a) to (d) (high net worth companies, unincorporated associations, etc.) of the FPO or (iii) to whom it may otherwise be lawfully communicated (together "relevant persons"). The investment to which this document relates is available only to relevant persons. Any person who is not a relevant person should not act or rely on this document.

United States

This document does not constitute an offer to sell, or a solicitation of an offer to buy, securities in the United States. The Offer Securities have not been, and will not be, registered under the US Securities Act of 1933 or the securities laws of any state or other jurisdiction of the United States. Accordingly, the Offer Securities may not be offered or sold in the United States except in transactions exempt from, or not subject to, the registration requirements of the US Securities Act and applicable US state securities laws.

Neither this document nor any other document relating to the offer has been delivered for approval to the Financial Conduct Authority in the United Kingdom and no prospectus (within the meaning of section 85 of the Financial Services and Markets Act 2000, as amended ("FSMA")) has been published or is intended to be published in respect of the Offer Securities.

The Offer Securities may not be offered or sold in the United Kingdom by means of this document or any other document, except in circumstances that do not require the publication of a prospectus

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Important Notice and Disclaimer

This presentation and the announcement to which it is attached have been prepared by the Ingenia Communities Group ( Ingenia , INA or the Group ) which is a stapled vehicle comprised of Ingenia Communities Holdings Limited (ACN 154 444 925) ( Company ) and Ingenia Communities RE Limited (ACN 154 464 990) as responsible entity for Ingenia Communities Fund (ARSN 107 459 576) ( Fund ) and Ingenia Communities Management Trust (ARSN 122 928 410) ( Trust ). A stapled security in the Issuer comprises of a share in the Company, a unit in the Fund and a unit in the Trust ( Stapled Security ). This presentation is in relation to a capital raising comprising a pro rata accelerated non-renounceable entitlement offer made under section 708AA and section 1012DAA of the Corporations Act 2001 (Cth) (as modified by ASIC Corporations (Non Traditional Rights Issues) Instrument 2016/84) ( Corporations Act ) of new Stapled Securities ( New Securities ) to eligible institutional securityholders of Ingenia ( Institutional Entitlement Offer ) and eligible retail securityholders of Ingenia with a registered address in Australia or New Zealand ( Retail Entitlement Offer ) (together, the Equity Raising ). The Equity Raising is to be underwritten by the underwriters (together, the Underwriters ). Ingenia and the Underwriters reserve the right to withdraw the Equity Raising or vary the timetable for the Equity Raising.

The following notice and disclaimer applies to this presentation and you are advised to read it carefully before reading or making any other use of this presentation or any information contained in or with this presentation. By accepting this presentation, you represent and warrant that you are entitled to receive this presentation in accordance with the restrictions, and agree to be bound by the limitations, contained within it.

Not financial product advice

This presentation is provided for information purposes only and has been prepared without taking account of any particular reader's financial situation, objectives or needs. Nothing contained in this presentation constitutes investment, legal, tax or other advice or a recommendation to acquire Securities. Accordingly, readers should, before acting on any information in this presentation, consider its appropriateness, having regard to their objectives, financial situation and needs, and seek the assistance of their financial or other licensed professional adviser before making any investment decision.

The information in this presentation is provided for informational purpose only in relation to marketing to "professional investors", "sophisticated investors" and "wholesale clients" (as those terms are defined in the Corporations Act. Ingenia is not licensed to provide financial product advice in respect of the Securities. Cooling off rights do not apply to the acquisition of the Securities. To the extent that general financial product advice in respect of the issue of units by the Fund and/or the Trust as a component of the Securities is provided in this presentation, it is provided by Ingenia Communities RE Limited and its related bodies corporate, and their respective associates will not receive any remuneration or benefits in connection with that advice. Directors and employees of Ingenia Communities RE Limited do not receive specific payments of commissions for the authorised services provided under its Australian Financial Services Licence. They do receive salaries and may also be entitled to receive bonuses, depending upon performance. Ingenia Communities RE Limited is a wholly owned subsidiary of the Company.

Not an offer

This presentation does not constitute an offer, invitation, solicitation or recommendation with respect to the subscription for, purchase or sale of any Stapled Security, nor does it form the basis of any contract or commitment. This presentation is not a prospectus, disclosure document, or Product Disclosure Statement (as those terms are defined in the Corporations Act) or other offering document under Australian law or any other law.

The Retail Entitlement Offer will be made on the basis of the information to be contained in the retail offer booklet to be prepared for eligible retail securityholders of INA in Australia and New Zealand ( Retail Offer Booklet ), and made available following its lodgement with ASX. Any eligible retail securityholder of INA in Australia and New Zealand who wishes to participate in the Retail Entitlement Offer should consider the Retail Offer Booklet before deciding whether to apply under the Retail Entitlement Offer. Anyone who wishes to apply for New Securities under the Retail Entitlement Offer will need to apply in accordance with the instructions contained in the Retail Offer Booklet and the entitlement and application form.

The distribution of this presentation outside Australia may be restricted by law. Persons who come into possession of this presentation who are not in Australia should observe any such.

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Important Notice and Disclaimer ( cont’d )

restrictions. Any failure to comply with such restrictions may constitute a violation of applicable securities laws Please refer to the section of this presentation headed “International offer jurisdictions" in Appendix 4 of this presentation for more information.

Not for distribution or release in the United States

This presentation may not be distributed or released in the United States.

In particular, this presentation does not constitute an offer to sell, or a solicitation of an offer to buy, securities in the United States. Any securities described in this presentation have not been, and will not be, registered under the US Securities Act of 1933 ( US Securities Act ) or the securities laws of any state or other jurisdiction of the United States and may not be offered or sold, directly or indirectly, in the United States or to any person acting for the account or benefit of a person in the United States unless they have been registered under the US Securities Act or are offered and sold pursuant to an exemption from, or in a transaction not subject to, the registration requirements of the US Securities Act and applicable state securities laws of any state or other jurisdiction of the United States.

Summary information

This presentation contains summary information about the current activities of INA as at the date of this presentation. The information in this presentation is of a general nature only, is subject to change and does not purport to be complete. This presentation does not purport to contain all the information that an investor should consider when making an investment decision nor does it contain all the information which would be required in a product disclosure statement or disclosure document prepared in accordance with the requirements of the Corporations Act. INA may in its absolute discretion, but without being under any obligation to do so, update or supplement the information in this presentation. Certain market and industry data used in connection with this presentation may have been obtained from research, surveys or studies conducted by third parties, including industry or general publications. Neither INA nor its representatives have independently verified any such market or industry data provided by third parties or industry or general publications. The information in this presentation should be

read in conjunction with the Group’s periodic and continuous disclosure requirements lodged with the Australian Securities Exchange, which are available at www.asx.com.au. Information in this presentation is subject to change from time to time. The Group, or persons associated with it, may have an interest in the Securities mentioned in this presentation, and may earn fees as a result of transactions described in this presentation or transactions in Securities in INA. To the maximum extent permitted by law, INA, the Underwriters and their respective affiliates, related bodies corporate, officers, employees, partners, agents and advisers make no representation or warranty (express or implied) as to the currency, accuracy, reliability, reasonableness or completeness of the information in this presentation and disclaim all responsibility and liability for the information (including without limitation, liability for negligence).

Forward looking statements

This presentation contains forward looking statements Forward-looking statements can generally be identified by use of words such as “may”, “should”, “could”, “foresee”, “plan”, “aim”, “will”, “expect”, “intend”, “project”, “estimate”, “anticipate”, “believe”, “forecast”, "target", "outlook", "guidance" or “continue” or similar expressions Forward looking statements include statements about the completion of the acquisitions described in this presentation and the effects of those acquisitions on the business, financial condition and results of operations of the Group, statements about the plans, strategies and objectives of the Group (including statements about new home settlements targets and development pipeline), statements about the industry and the markets in which the Group operates, as well as statements about the results and use of proceeds of the Equity Raising. Indications of, and guidance on, future earnings and financial position and performance are also forward-looking statements.

These forward looking statements included in this presentation are not guarantees or predictions of future performance and involve subjective judgment and analysis and are subject to significant uncertainties, known and unknown risks, contingencies and changes without notice, many of which are outside the control of, and are unknown to, the Group as are statements about market and industry trends, which are based on interpretations of current market conditions. In particular, they speak only as of the date of these materials, they assume

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Important Notice and Disclaimer ( cont’d )

the success of the Group’s business strategies, and they are subject to significant regulatory, business, competitive and economic uncertainties and risks, certain of which are summarised in Appendix 5: Risk factors. Actual future events may vary materially from forward looking statements and the assumptions on which those statements are based. Given these uncertainties, readers are cautioned not to place undue reliance on such forward looking statements. Forward-looking statements are provided as a general guide only and should not be relied upon as an indication or guarantee of future performance. Should one or more of the risks or uncertainties materialise, or should underlying assumptions prove incorrect, there can be no assurance that actual outcomes will not differ materially from these statements. To the fullest extent permitted by law, Ingenia and its directors, officers, employees, advisers, agents and intermediaries disclaim any obligation or undertaking to release any updates or revisions to the information to reflect any change in expectations or assumptions.

Past Performance

Past performance information given in this presentation is given for illustration purposes only and should not be relied upon as (and is not) an indication of future performance. Actual results could differ materially from those referred to in this presentation.

Accounting Standards and, therefore, may not be comparable to similarly titled measures presented by other entities, nor should they be construed as an alternative to other financial measures determined in accordance with Australian Accounting Standards. Investors are cautioned, therefore, not to place undue reliance on any non-IFRS/non-GAAP financial information and ratios included in this presentation. Financial data for the properties contained in this presentation has been derived from financial statements and other financial information made available by the vendors in connection with the Acquisitions. Such financial information is unaudited and does not purport to be in compliance with Article 3-05 of Regulation S-X under the US Securities Act.

Underwriters

The Underwriters have acted as underwriters, lead managers and bookrunners to the Equity Raising. The Underwriters have not authorised, permitted or caused the issue or lodgement, submission, dispatch or provision of this presentation and there is no statement in this presentation which is based on any statement made by it or by its affiliates or the directors, partners, officers, employees and advisers of each of the foregoing (together the Limited Parties ).

Financial data

All currency amounts are in Australian Dollars ("$") unless otherwise stated. The pro-forma financial information included in this presentation is for illustrative purposes and does not purport to be in compliance with Article 11 of Regulation S-X of the rules and regulations of the US Securities and Exchange Commission. Investors should be aware that financial data in this presentation include "non-IFRS financial information" under ASIC Regulatory Guide 230 "Disclosing non-IFRS financial information" published by ASIC and also "non-GAAP financial measures" within the meaning of Regulation G under the US Securities Exchange Act of 1934. Non-IFRS/non-GAAP measures in this presentation include the pro-forma financial information. The responsible entity believes this non-IFRS/non-GAAP financial information provides useful information to users in measuring the financial performance and conditions of the Group. The non-IFRS financial information do not have a standardised meaning prescribed by Australian

To the maximum extent permitted by law, no representation or warranty, express or implied, is made as to the fairness, currency, reliability, accuracy, reasonableness or completeness of the information, opinions and conclusions, or as to the reasonableness of any assumption, contained in this presentation. By reading this presentation and to the extent permitted by law, the reader is deemed to release each Limited Party and each entity in the Group, its respective affiliates and related bodies corporate, and any of their respective directors, officers, employees, agents, representatives or advisers from any liability (including, without limitation, in respect of direct, indirect or consequential loss or damage or loss or damage arising by negligence) arising in relation to any reader relying on anything contained in or omitted from this presentation.

The Limited Parties make no recommendations as to whether any potential investor should participate in the offer of New Securities and make no warranties concerning the Equity Raising.

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Important Notice and Disclaimer ( cont’d )

By accepting this presentation you acknowledge that neither you nor any members of the Limited Parties intend that any member of the Limited Parties act or be responsible as a fiduciary, or assume any duty, to you, your officers, employees, consultants, agents, security holders, creditors or any other person. You and the Underwriters (on behalf of each other member of the Limited Parties), by accepting and providing this presentation respectively, expressly disclaims any fiduciary relationship between them, or the assumption of any duty by the Limited Parties to you, and agree that you are responsible for making your own independent judgement with respect to the Equity Raising, any other transaction and any other matter arising in connection with this presentation.

assets, securities and instruments. One or more entities within the groups of each Underwriter may acts as a lender or counterparty to INA or its affiliates and may now or in the future provide financial accommodation or services to INA or its affiliates.

Determination of eligibility of investors for the purposes of all or any part of the Equity Raising is determined by reference to a number of matters, including legal requirements and the discretion of INA and the Underwriters. To the maximum extent permitted by law, the Issuer and the Limited Parties exclude and expressly disclaim any duty or liability (including for negligence) in respect of the exercise of that discretion or otherwise.

Members of the Limited Parties may have interests in the Stapled Securities, including being directors of, or providing investment banking services to, INA. Further, they may act as a market maker or buy or sell those units or associated derivatives as principal or agent. The Underwriters may receive fees and incur expenses for acting in its capacity as lead managers, underwriters and bookrunners to the Equity Raising.

The Underwriters and their respective affiliates are full service financial institutions engaged in various activities, which may include (but are not limited to) underwriting, trading, financing, corporate advisory, financial advisory, investment management, investment research, principal investment, hedging, market making, brokerage and other financial and non-financial activities and services. The Underwriters and their affiliates have provided, and may in the future provide, financial advisory, financing services and other services to INA and entities with relationships with INA, for which they received or will receive customary fees and expenses. In the ordinary course of its various business activities, the Underwriters and their affiliates may purchase, sell or hold a broad array of investments and actively trade securities, derivatives, loans, commodities, currencies, credit default swaps and other financial instruments for their own account and for the accounts of their customers, and such investment and trading activities may involve or relate to assets, Stapled Securities of INA, and/or persons and entities with relationships with INA. The Underwriters and their affiliates may also communicate independent investment recommendations, market colour or trading ideas and/or publish or express independent research views in respect of such assets, securities or instruments and may at any time hold, or recommend to clients that they should acquire, long and/or short positions in such

In connection with the Equity Raising, one or more investors may elect to acquire an economic interest in the New Securities ( Economic Interest ), instead of subscribing for or acquiring the legal or beneficial interest in those New Securities. The Underwriters or their respective affiliates may, for their own respective accounts, write derivative transactions with those investors relating to the New Securities to provide the Economic Interest, or otherwise acquire Stapled Securities in connection with the writing of those derivative transactions in the Equity Raising and/or the secondary market. As a result of those transactions, the Underwriters or their respective affiliates may be allocated, subscribe for or acquire New Securities or other Stapled Securities in the Equity Raising and/or the secondary market, including to hedge those derivative transactions, as well as hold long or short positions in those units. These transactions may, together with other Stapled Securities acquired by the Underwriters or their affiliates in connection with its ordinary course sales and trading, principal investing and other activities, result in the Underwriters or their affiliates disclosing a substantial holding and earning fee. The Underwriters and/or their respective affiliates may also receive and retain other fees, profits and financial benefits in each of the above capacities and in connection with the above activities, including in their capacity as a lead manager to the Equity Raising.

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Contact Us

Scott Noble

Chief Financial Officer Tel: +61 2 8263 0538 [email protected]

Donna Byrne

General Manager Investor Relations & Sustainability Tel: +61 2 8263 0507 [email protected]

Ingenia Communities Group

Level 3, 88 Cumberland Street Sydney NSW 2000 www.ingeniacommunities.com.au

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