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Dominion Income Notes 1 Offer

Morgans is a Joint Arranger and Joint Lead Manager to the Offer¹
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Dominion Investment Group Limited (“Issuer”) has announced it is seeking to raise up to $500 million through the issue of 5 million of Dominion Income Notes 1 (“Notes”). Notes are unsecured, deferrable, redeemable, and floating rate debt securities with a face value of $100 (“Face Value”) to be listed on ASX with the ticker code “DMNHA".

The Note is intended to deliver regular monthly interest income, generated from a diversified portfolio of debt instruments. The Note is intended to be refinanced or redeemed and repaid to Noteholders by 9 October 2031 (6 years). The Note has a final Maturity Date on 11 October 2032 (7 years).
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The Offer includes a Broker Firm Offer to clients of Morgans. Please contact your Morgans Adviser to discuss the suitability of the Notes given your specific investment objectives, current portfolio holdings and if appropriate secure an allocation.
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Realm Investment House

The assets of the Issuer are managed by Dominion Investment Management Pty Ltd (“Manager”), part of Realm Investment House (“Realm”). Realm is a highly credentialed asset management firm specialising in credit and fixed income markets with over a decade track record of delivering strong risk-adjusted returns, currently being in the top 97^th managers in its peer universe. Realm currently manages in excess of A$10 billion in assets.

Realm launched its first retail fund in 2012 and is the appointed manager of several investment trusts. Realm’s investment team is experienced in the management of corporate bond, asset backed and private debt investments and seeks to manage risk through detailed initial and ongoing due diligence, structuring and portfolio risk management strategies.
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Overview of the Notes

The Notes are a promise by the Issuer to pay monthly Interest³ and the Face Value of the Notes on the Maturity Date. The Issuer will invest the proceeds in an actively managed, diversified portfolio of global and domestic debt instruments. This may be achieved by a combination of direct investment in such portfolio assets and/or the acquisition of units in funds managed by the Manager or other members of the Realm Group "Realm Managed Funds"⁴, which in turn hold such portfolio assets.
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Portfolio Strategy

The Investment Strategy seeks to produce a sufficient return to meet its obligations to pay the scheduled Interest Payments whilst also ensuring the portfolio’s value will be sufficient to repay the Face Value of the Notes when due. The liquidity of the portfolio is intended to be managed by the Manager to ensure a high likelihood that sufficient cash will be available to repay the Face Value of the Notes on either the Target Repayment Date or the Maturity Date. The Manager expects to implement the Investment Strategy largely by investing in a blend of various Realm Managed Funds⁴.

The Manager intends for the Issuer to acquire a variety of assets, including exposure to corporates, banks and non-bank financial debt issuers who have demonstrated strong financial performance and underwriting, as assessed by the Manager’s investment and risk management process.
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Indicative Portfolio

The indicative portfolio will have a diverse exposure to over 150 debt issuers and an underlying exposure to over 300 securities. The Minimum Portfolio Rating is BB, however, over time the Manager expects the average Weighted Rating Target to be BBB (Investment Grade). As an indication, the portfolio composition for the initial period may be as follows⁵.
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Dominion Income Notes 1 Overview

Key highlights of investing in Notes include:

Monthly floating rate income:
The interest rate is equal to the 1-month Bank Bill Rate plus 3.00% p.a. (net of fees), payable monthly i.e. approximately 6.55% p.a.⁶
First loss equity and junior note buffer:
Realm Group entities will invest at least $10 million in equity and additional subordinated Junior Notes between $11.74 million and $32.61 million (depending on the final amount raised)⁷. As the equity and Junior Notes rank behind the Dominion Income Notes, this provides a first loss buffer of at least 6% to support Noteholder interests in the event there is a shortfall in income or capital necessary to pay the interest and Face Value owing on the Notes.
Defined repayment date:
Notes have a Target Repayment Date of 9 October 2031 (6 years) and Maturity Date of 11 October 2032 (7 years)⁸. The Notes will pay a Redemption Amount of $101 per Note if they are redeemed more than 12 months prior to the Target Repayment Date⁹.
Step Up Rate:
If Notes are not redeemed by the Target Repayment Date (6 years from issue), the margin steps up by 1.00% per annum to 4.00%, offering an increased return to investors until Maturity.
Diversified underlying portfolio:
The Issuer will invest in an actively managed, diversified portfolio of global and domestic public and private credit investments (debt instruments). The portfolio includes direct investment and/or investment via Realm Managed Funds.
Cumulative interest payments:
Interest payments may be deferred if there is insufficient income. Unpaid interest will accrue and be paid on the next Interest Payment Date on which there is sufficient investment income (comprising the deferred Interest Payment and the accrued interest). This aims to restore investors to their original economic position, as if the interest payments had not been deferred.
Experienced investment manager:
Realm comprises a management team whose senior leaders have on average over 28 years of market experience in portfolio management, supported by a team of over 20 investment professionals.
ASX liquidity
The Notes are expected to be quoted on the ASX under the code "DMNHA"¹⁰.

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Key Features of the Offer

Opportunity to participate in the Broker Firm Offer via Morgans as a Joint Arranger and Joint Lead Manager to the Offer.
Notes have a Face Value of $100 and are redeemable by the Issuer on 9 October 2031 (6 years)⁸. If not redeemed by this date, the Margin will increase by 1.00% until the Maturity Date.
If not redeemed before, Notes will mature on 11 October 2032 (7 years).
Monthly floating rate interest payments equal to the 1-month Bank Bill Rate plus a Margin of 3.00% (net of fees) (“Interest Rate”) i.e. approximately 6.55% p.a. currently⁶.
While the Issuer intends to pay interest on a monthly basis, it may defer the interest payment if there is insufficient income. Deferred amounts will accrue interest at the Interest Rate. This aims to restore investors to their original economic position, as if the interest payments had not been deferred.
The first interest payment is expected to be paid on 20 November 2025.
First loss income and capital protection provided by Realm Group entities, providing a minimum 6% first loss buffer supporting Noteholders. The Notes will rank ahead of and have priority over the Equity Investor Shares and Junior Notes⁷.
ASX listed liquidity expected to be quoted on ASX under the code DMNHA¹⁰.

Issuer: Dominion Investment Group Limited
Transaction: Realm Dominion Income Notes 1 Offer
Morgans Role:  Joint Arranger and Joint Lead Manager
Offer Size: $500 million
Offer Launch Date: 15 September 2025
Expected Broker Firm Close Date: 18 September 2025

Before applying for Notes, investors should be satisfied that they have a sufficient understanding of the risks involved in making an investment in the Notes and should consider whether the Notes are a suitable investment for them. The Notes are not guaranteed by Dominion Investment Management Pty Ltd or any other member of the Realm Group or any other person. The investment performance of the Notes, the payment of interest on the Notes, and the repayment of the Face Value of the Notes, are not guaranteed by any member of the Realm Group or any other person.

An investment in Notes is subject to a range of risks, which are more fully detailed in Section 7 of the Replacement Prospectus. Key risks to the Notes include the risk that the Investment Strategy will not be able to generate sufficient income to pay the Interest Payments or repay the Face Value or that the portfolio will not be as diversified as contemplated, and credit spread risk, default risk, interest rate risk and liquidity risk, among others. If any of these risks or other material risks eventuate, it will likely have an adverse impact on the Issuer’s future financial performance and position and may impact the payments on the Notes. An investment in the Notes also carries investment risks such as loss of invested amount, Notes trading at below Face Value, an inability to buy and sell Notes on the ASX, volatility of returns and the Notes not paying the Interest Payments set out in the Replacement Prospectus.

Cooling off rights do not apply to an investment in the Notes issued pursuant to the Offer. This means that you will be unable to withdraw your Application once it has been accepted.
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Design and Distribution Obligations (DDO)

The Corporations Act imposes obligations on the Issuer to determine an appropriate Target Market for Notes. The distribution of Notes is limited to Qualified Investors or Retail Investors receiving personal advice only, as specified in the Target Market Determination (“TMD”).
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Footnotes

Morgans will receive fees for its role.
The Offer size may be less than $500 million, subject to a minimum raise of $250m.
Subject to the deferral of payment described in the Replacement Prospectus. They are not an investment in or interest in the Issuer or the assets of the Issuer. They are not guaranteed by the Manager, the Realm Group, the Note Trustee, the Authorised Intermediary or any other person.
Detailed information on Realm Managed Funds can be found in Section 4.6 of the Replacement Prospectus.
The indicative portfolio composition and indicative credit quality are indicative only (for the initial period after the initial deployment phase) and the Note Issuer may temporarily hold assets outside the above ranges or parameters.
Based on 1-month Bank Bill Rate of 3.55%.
The Issuer reserves the right to issue future series of notes (Series), and multiple tranches within each Series. All future Series will rank equally with, or behind, the Notes.
This is a target only and the Issuer may elect at its discretion not to redeem and repay the Notes at the Target Repayment Date.
Notes may be mandatorily redeemed on each Interest Payment Date. If a redemption date falls on a date that is more than 12 months prior to the Target Repayment Date, the redemption will be at a price of $101 per Note. Redemptions less than 12 months before (or after) the Target Repayment Date will be at Face Value. The Notes may also be redeemed by the Issuer in case of a Tax Event and, at the request of the Noteholders by Ordinary Resolution, in case of a Change of Control Event over the Manager (in each case at Face Value).
Application will be made to list Notes on ASX.
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More information

Investors should read the Replacement Prospectus in full to understand the features and risks of the Offer. Please contact your Morgans adviser to apply under the Offer.

If you have any questions about the Offer, please contact your Morgans adviser, call 134 226 or find your nearest office.
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Download Replacement Prospectus

The Offer is being offered only in Australia and the Replacement Prospectus will only constitute an offer to a person receiving it in Australia. Not for distribution, directly or indirectly, in the United States or to, or for the account or benefit of, US Persons, except in accordance with an available exemption from the registration requirements of the US Securities Act. The distribution of the Prospectus (including an electronic copy) in jurisdictions outside Australia may be restricted by law.
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