Investment Offer

Morgans is a Joint Arranger and Joint Lead Manager to the Offer¹
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Pengana Investment Management Limited as the Responsible Entity has announced the launch of Pengana Global Private Credit Trust (“PCX” or “Trust”) 1 for 2 Entitlement Offer and Retail Shortfall Offer to raise up to approximately $82 million²

The Trust provides investors with access to typically institutional-only global private credit markets and a diversified portfolio of leading global private credit fund managers focused predominantly in the US and Europe, which can complement existing defensive portfolio allocations. This is achieved via access to the Mercer global credit platform.
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Highlights since listing

• Since its listing in June 2024, the Trust has paid a monthly distribution including returning NAV growth to investors via distributions.
• This equates to an annualised distribution of 7.98%³ (higher than the target cash distribution yield of 7%).
• The NAV per Unit of the Trust has increased to $2.02 as at 31 August 2025, moderately above the issue price of $2.00. It is intended PCX will return income to investors through a stable monthly distribution that may exceed the Trust's target yield, and return growth in the NAV to investors through periodic increased distributions⁴.
  
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Offer Structure

1. Entitlement Offer – A pro-rata non-renounceable 1 for 2 Entitlement Offer to raise up to approximately $82 million - Record Date at 7pm (AEDT) Friday, 10 October 2025.
2. Shortfall Offer – Retail Clients and Qualified Investors will have the opportunity to apply for Units in the Trust which have not been taken up under the Entitlement Offer.
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New Units issued under the Offer will be fully paid and rank equally with existing Units from issue, including in respect of distributions.
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Offer Price

• Offer price per New Unit under the Offer is $2.00 for both the Entitlement Offer and Shortfall Offer.
• The Offer Price is based on the NTA per Unit.
• ~3.85% discount to the last close as at 1 October 2025 ($2.08).
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Who can participate

Entitlement Offer - Eligible Unitholders

• Unitholders who are eligible to participate in the Entitlement Offer can subscribe for 1 new unit for every 2 existing units held on the Record Date being 7pm (AEDT) Friday, 10 October 2025.
• Eligible Unitholders can also apply for units in excess of their entitlement under the Shortfall Offer to the extend there is any shortfall.
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Use of Funds

• Offer proceeds will be used to finance the acquisition of investments consistent with the Investment Strategy in seeking to achieve the Investment Objective.
• The Offer is not expected to impact the Trust’s Target Return which remains unchanged or the Trust’s ability to pay monthly distributions to Unitholders during the period it takes to fully invest the additional capital raised.
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Advantages of the Raising

• Additional scale to expand the Trust’s participation in the global private credit market, thereby diversifying the portfolio.
• Larger Trust is supportive of daily ASX market liquidity.
• Reduce the operating costs of the Trust on a cost per Unit basis.
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PCX Overview

Key considerations and benefits of an investment in the Trust are outlined below:

Diversification:
Access to a diversified portfolio of private credit investments with diversification across Underlying Manager, strategy, geography, sector, credit quality and type of instrument.

Monthly cash income:
The Trust targets a cash distribution of no less than 7% per annum (net of fees, costs and taxes incurred by the Trust)⁵ paid monthly and so is applicable to investors seeking income solutions for their portfolios. We note that the allocation to various private credit strategies is expected to deliver additional return above the 7.00% p.a. monthly distribution. Excess returns are reflected in the NTA. Pengana is entitled to a performance fee above the Hurdle Return of RBA cash rate + 6%, with a floor of 7.5%.

Simplicity:
‍Single point of entry to a well-diversified Portfolio of private credit investments (over 3,500 individual loans across 24 Underlying Funds).

Defensive investment:
Access to the global private credit asset class which has a strong track record of low volatility, attractive returns and low correlation to other asset classes such as public fixed income and equity.

Mercer creates a bespoke solution:
Mercer has created a solution tailored specifically to the requirements and objectives of the Trust, utilising its highly experienced team, strong global relationships and fee efficiencies.

Institutional investment management:
Access to investment manager capability that is typically only available to institutional clients.

ASX Liquidity:
Private credit investments typically involve the investors’ capital being locked up for a number of years. The Trust allows investors to gain exposure to global private credit with the flexibility to buy and sell Units on the ASX.

Regular off-market buy-backs:
Where the RE considers appropriate, the RE will undertake various capital management initiatives that are ultimately designed to reduce the likelihood of the Unit price deviating materially from the NAV including regular off-market scheme buy-backs. The RE intends to make an offer to buy-back 5% of the issued capital of the Trust at the NAV per Unit each calendar quarter on an off-market basis as outlined in section 6.13 of the PDS.
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Pengana Credit Pty Ltd (Investment Manager)

The Investment Manager is a part of Pengana Capital Group Limited, which is an ASX listed (ASX: PCG) diversified funds management group based in Sydney managing over $3 billion for retail investors, high-net-worth clients and financial planners in Australia and New Zealand.
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Mercer Consulting (Australia) Pty Ltd (“Mercer”)

Mercer is the Investment Consultant and assists the Investment Manager in the selection of investments and portfolio construction.

Mercer is one of the world’s largest asset consultants and outsource asset managers with USD$669.9 billion global assets under management and over USD$17.7 trillion global assets under advisement⁶. In particular, the Trust leverages Mercer’s global leadership in private markets, including private credit fund research, with over 200 private market professionals located in 32 major cities globally⁷ dedicated to understanding the private market landscape and its participants. The Mercer Private Credit Team has over 550 managers and over 1,400 strategies⁷ covered in its research database placing them in a unique position to offer a distinctive ability to source, diligence, and access a diversified portfolio of some of the best global private credit opportunities available.
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Investment Objective

The Investment Objective of the Trust is to generate strong risk adjusted returns with a high degree of capital protection as well as stable and consistent monthly income (7.00%p.a. target) via exposure to a diversified portfolio of global private credit investments, liquid credit investments and cash. We note the allocation to various private credit strategies is expected to deliver additional return above the 7.00% p.a. monthly distribution. Excess returns are reflected in the NTA. Pengana is entitled to a performance fee above the Hurdle Return of RBA Cash Rate + 6%, with a floor of 7.5%.
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Key Features of the Offer

• Offer price of $2.00 per unit which represents a 3.85% discount to the last close as at 1 October 2025 ($2.08).
• Monthly target cash distributions of 7% p.a. (net of fees and expenses)⁶
• Portfolio supported by Mercer’s institutional expertise in fund sourcing and manager due diligence as one of the world’s largest asset consultants and outsource asset managers.
• Exposure to the global private credit asset class which has a strong track record of attractive returns and low correlation to other asset classes.
• Portfolio diversification with exposure to over 3,500 loans through 24 underlying funds, diversified across strategies, sectors and geographies.
• Access to investment manager capability that is typically only available to institutional investors.
• Expected low capital volatility
• ASX listed liquidity (expected to be quoted on ASX under the code PCX)²

Issuer: Pengana Investment Management Limited (Responsible Entity)
Transaction: 1 for 2 Entitlement Offer and Shortfall Offer
Morgans Role:  Joint Arranger and Joint Lead Manager
Offer Size: $82 million
Offer Launch: 2 October 2025
Entitlement Offer Opens: 15 October 2025
Shortfall Offer Opens: 20 October 2025
Entitlement Offer Closes: 29 October 2025

Prior to investing, you should consider the risks involved and whether they are appropriate for your objectives and financial circumstances. The Trust will provide exposure to a portfolio of global private debt investments. As such, the Trust is exposed to the risks that are specific to these assets, in particular a borrower’s ability to repay the loan outstanding.

You should ensure that you understand the Terms and risks of investing in Units and consider whether it is an appropriate investment for your particular circumstances. The risks associated with an investment in the Trust could result in the loss of your investment and associated income. Before applying for units in the Trust all investors should consider whether an investment in the Trust is a suitable investment for them including by considering the key risks detailed in Section 8 of the PDS.

Cooling-off rights do not apply to an investment in Units pursuant to the Offer. This means that, in most circumstances, you cannot withdraw your Application once it has been accepted.
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