Ingenia to Acquire Peet, Forming Australia’s Largest Land Lease Platform

Ingenia’s Bold Move to Scale Australia’s Living Sector

Ingenia Communities Group (ASX:INA) is set to reshape Australia's residential development landscape by acquiring Peet Limited (ASX:PPC), a storied master planned community (MPC) developer with a 130-year history. The $1.27 billion transaction, structured as a scheme of arrangement, combines Ingenia’s land lease expertise with Peet’s extensive development pipeline, creating the country’s largest land lease platform.

The offer values Peet shares at $2.12 each, a 17% premium to Peet’s last closing price, comprising $0.68 cash plus 0.3367 Ingenia stapled securities per share. Ingenia has secured the support of Peet’s board and its largest shareholder, Scorpio Nominees, who collectively hold around 14.5% of Peet’s shares and have pledged to vote in favour, provided no superior proposal emerges and an independent expert affirms the scheme’s benefits for Peet shareholders.

Flagstone City JV Validates Value and Funds Transaction

A key feature of the deal is the establishment of a joint venture at Peet’s flagship Flagstone City project in Queensland, with Brown-Neaves Investments acquiring a 49.9% stake at a $615 million enterprise value. This JV not only provides price validation for Peet’s portfolio but also releases significant cash proceeds to strengthen Ingenia’s balance sheet post-transaction.

The Flagstone JV is a condition precedent to the scheme and is expected to settle shortly after implementation. Ingenia will earn project management and selling fees from the JV, enhancing recurring income streams.

Expanding Pipeline and Platform Scale

Post-acquisition, Ingenia’s combined development pipeline will swell to approximately 35,000 residential lots, including an estimated 5,000 to 7,000 land lease community (LLC) conversion lots with a potential end value near $1 billion. This significantly extends Ingenia’s national footprint and accelerates its 5-Year Plan, positioning the group to address Australia’s structural housing undersupply with a diversified offering spanning land lease communities and owner-occupied master planned developments.

The Peet portfolio is largely mature and cash generative, with around 80% of its pipeline active, and strategically located in key population growth corridors across Queensland, New South Wales, Victoria, Western Australia, and South Australia. Ingenia expects to realise $10 million in annual cost synergies initially, with further integration benefits anticipated over time.

Strong Financial Metrics and Balance Sheet

The transaction is projected to deliver an 11% pro forma FY26 earnings per security accretion to Ingenia securityholders, with low double-digit EPS accretion expected over the medium term. The combined group will maintain a pro forma gearing ratio of approximately 29.5%, comfortably within Ingenia’s target range, and will benefit from enhanced capital flexibility to recycle assets or pursue additional joint ventures.

Ingenia’s CEO John Carfi highlighted the strategic fit, noting the acquisition “delivers on our core strategic goals, increasing our scale and exposure to land lease development, creating a national platform, accelerating and securing growth beyond our 5-Year Plan.” He emphasised the complementary nature of the businesses and the cultural alignment that will underpin integration success.

Next Steps and Conditions

The scheme remains subject to customary conditions including Peet shareholder approval, court sanction, regulatory clearances, and no material adverse changes affecting either party. The first court hearing is scheduled for late October 2026, with the scheme meeting and second court hearing planned for early December. Implementation is expected by late December 2026.

Ingenia has also included break fees and reverse break fees of $10 million each to protect against deal failure under specified circumstances.