Peet takeover advances as expert backs Ingenia scheme

Independent expert clears the way for Peet vote

Peet Limited (ASX:PPC) has reached the next decisive stage of its proposed takeover by Ingenia Communities Group (ASX:INA), dispatching the scheme booklet that shareholders will use to assess and vote on the transaction. Kroll Australia, the independent expert, has concluded that the scheme is fair and reasonable and in Peet shareholders’ best interests, in the absence of a superior proposal.

That conclusion does not settle the deal, but it removes one of the key formal hurdles before the shareholder vote. The dispatch follows the first Court hurdle, which cleared the way for the meeting and preceded ASIC registration of the scheme booklet.

Board recommendation remains unanimous

Peet’s board continues to recommend that shareholders vote in favour of the scheme. Each director has confirmed an intention to vote, or cause to be voted, all Peet shares held or controlled by them in favour, subject to the independent expert continuing to support the transaction and no superior proposal emerging.

The recommendation gives shareholders a clear board position, while leaving the formal decision with them. The scheme would transfer 100% of Peet’s ordinary shares to Ingenia under a Part 5.1 scheme of arrangement, with the consideration available through a mix-and-match facility allowing eligible shareholders to elect between standard, maximum cash and maximum scrip alternatives, subject to the scheme’s scale-back provisions.

December vote sets the immediate deadline

The scheme meeting is scheduled for 9.00am Perth time on 7 December 2026 at the Parmelia Hilton Perth Hotel. Shareholders recorded on Peet’s register at 4.00pm on 5 December will be entitled to vote, while proxy forms must be received by 9.00am on the same day. Elections for the form of scheme consideration are due by 5.00pm on 28 November.

Subject to shareholder approval, Court approval and the other scheme conditions, the current timetable points to a second Court date on 15 December, the scheme becoming effective on 16 December and implementation on 4 January 2027. Peet says the timetable is indicative and may change if conditions are satisfied, waived or otherwise take longer than expected.

Approval still depends on shareholders and the Court

The filing marks progress rather than completion. Shareholder approval remains outstanding, as does the second Court hearing and satisfaction of the scheme’s other customary and transaction-specific conditions. The announcement also leaves open the possibility of a superior proposal, the qualification attached to both the expert’s conclusion and the directors’ recommendation.

For Peet holders, the next meaningful signal will be the level of shareholder support ahead of the meeting and the resolution’s result on 7 December. Until then, the transaction has a supportive expert report and a unanimous board recommendation, but not yet a binding change of ownership.