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As over-50's communities developer GemLife is on the cusp of Australia's biggest initial public offering (IPO) of 2025 to date, its planned acquisition of a portfolio of more than 3,000 sites also adds a hefty stamp duty bill to the pipeline.
GemLife will use $416.9 million of the $750 million it raises to pay down debt, but the main focus of its float has been around the cash acquisition of properties from Aliria Group, all of which are owned by entities controlled by GemLife's CEO Adrian Puljich.
Given Puljich's family is a substantial shareholder in GemLife, independent non-executive chair Kristie Brown asserts the acquisition is being conducted on arms-length terms, and that the $270.3 million headline purchase price is "compelling on a per site basis compared to recent comparable transactions".
This headline price includes eight projects that are due to settle on 15 July, two of which are under development in Rockhampton and Kilcoy, along with options to buy a further four projects in QLD, NSW and SA that are subject to development approval.
The float will help pay $218 million for the first eight of these projects, which include 329 sites under development, 921 DA approved and 950 in the greenfield pipeline.
In its prospectus GemLife reports that it will need to pay $24.5 million in stamp duty in relation to the IPO restructure and the purchase of the Aliria portfolio. Seven of the eight projects in the initial acquisition are in QLD, with the remaining land holding being in Gulmarrad, NSW.
These sites, along with the four additional projects GemLife expects to acquire between late FY25 and FY31, will add to an existing 20 projects the Gold Coast-based group has to its name, of which half are active, meaning more than 1,800 homes are completed and occupied.
Founded in 2015 as a joint venture between the Puljich family and Thakral Capital to build high-quality land lease communities (LLCs), GemLife has become one of Australia's leading developers, builders, owners and operators in the LLC space.
Betting on the growth fundamentals of an ageing population, a reputation for high-quality communities, and compound annual growth in site rental income of 44.1 per cent over the past five years, GemLife already has a further 4,707 sites that are either under development, approved for development or greenfield.
Over the same period, GemLife has achieved an average home build margin of approximately 50 per cent and generated home settlement revenue of approximately $1 billion.
The company plans to build on these results and momentum by adding another 3,325 sites via the Aliria Group acquisitions.
"The acquisition of the Aliria Portfolio represents a strategic and transformative growth opportunity for GemLife, significantly expanding our development pipeline and setting the stage for our long-term success as a listed company," says Brown, an executive director at Couloir Capital and chair at Centuria Capital.
"We oversee every step including land acquisition and master planning, council approvals, marketing, sales, home design, construction as well as ongoing community management. This enables us to deliver exceptional results for our customers.
"GemLife’s growth strategy is underpinned by an attractive sector thematic, with the LLC industry optimally positioned to benefit from ageing population and downsizer dynamics."
The group expects its net profit after tax (NPAT) to rise by 5.2 per cent this financial year to $58.5 million, followed by a projected uptick to $85.5 million in FY26.
Once the IPO is complete, GemLife is expected to list on 3 July with an implied market capitalisation of $1.58 billion at the offer price of $4.16 per security. Upon completion, the Puljich family will own 26.3 per cent of shares and Thakral Capital will hold 16.7 per cent.
"Since establishing GemLife with Thakral Capital in 2015, it has been a privilege to help shape a company dedicated to building vibrant, high-quality communities for over-50s Australians," says CEO Adrian Puljich.
"What began as a single community has evolved into a national portfolio of 32 projects, powered by our vertically integrated model and an unwavering commitment to quality and innovation.
"At GemLife, we believe that putting our homeowners first leads to thriving communities. This philosophy has shaped every home we build and every community we create."
He says the group's communities are designed to support active, connected lifestyles while offering a more cost-effective housing option for Australia's over-50s population, helping to address key challenges in housing accessibility.
"As we enter this new chapter as an ASX-listed company, our vision remains clear: to lead the way in the downsizing sector.
"Our goal is to help people unlock the equity in their homes and embrace a lifestyle that offers more freedom, connection and peace of mind."
Aside from Brown and Puljich, the GemLife board comprises former nib (ASX: NHF) CEO Mark Fitzgibbon, prolific director and former RetireAustralia CEO Alison Quinn, and Bethal Thakral.
While the listing is set to take place on 3 July, this will be on a conditional and deferred settlement basis, with the commencement of trading on a normal settlement basis to begin on 8 July.
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