HWL Ebsworth advised Ingenia Communities Group (ASX:INA) in relation to its recent $150 million placement and up to $25 million Security Purchase Plan, announced on 30 April 2020. In conducting the placement, Ingenia relied on the ASX Class Waiver Decision, which temporarily lifts the placement capacity to 25%.
The placement was structured as a fully underwritten $135 million institutional placement and a separate non-underwritten placement of $15 million to Sun Communities, Ingenia’s major securityholder and joint venture partner. The Sun Communities placement was conditional on an ASX waiver from Listing Rule 10.11.3 to permit a 10%+ securityholder to participate in the capital raising on a pro rata basis. The capital raising was designed and implemented to give ASX and Ingenia securityholders appropriate comfort around the fairness of the capital raising for all securityholders and with an allocation policy that fully complied with ASX’s requirements.
The proceeds of the equity raising will be used by Ingenia to grow the asset base, in-line with Ingenia’s strategic objectives. Following the equity raising, Ingenia will be well capitalised to take advantage of emerging market dislocation. Ingenia is already well progressed on acquisitions (totalling $60 million) which are expected to complete in 2020.
Simon Owen, COE of Ingenia, said: “Timing is always crucial in capital raisings. HWL Ebsworth’s pragmatic and efficient approach and teamwork with Ingenia and our other advisers helped us to achieve our timing goals. The conditional placement structure and the ASX waiver allowed all our eligible securityholders the opportunity to participate in the successful capital raising”.
The $150 million capital raising was the third capital raising in the last six months for the HWL Ebsworth and Ingenia teams, following on from Ingenia’s $131 million placement and accelerated entitlement offer in November 2019 and Ingenia’s recent underwritten DRP.
The HWL Ebsworth team was led by Paul Brown (partner), Cam Steele (special counsel), Sarah Minns (solicitor) and Jonathan Yee (solicitor), advising on all Australian aspects of the transaction with Andrew Reilly (partner) and Alberto Pacchioni (associate) of Rimon Law advising on foreign jurisdictions.
Paul Brown said: “Obtaining the ASX waiver to allow the Sun Communities conditional placement was important and involved ensuring that Ingenia’s allocation policies reflected ASX’s most recent requirements and policies”.
Moelis Australia Advisory, CitiGroup Global Markets Australia and Goldman Sachs Australia were underwriters to the institutional placement.
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