Investment Offer

Morgans is a Joint Arranger and Joint Lead Manager to the Offer¹
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Equity Trustees Limited as the Responsible Entity (“RE”) has announced the launch of ASX listed² Revolution Private Credit Income Trust (“REV” or “Trust”) to raise up to $400 million³. The Trust will provide investors with access to a diversified portfolio of Australian and New Zealand private debt assets, managed by Revolution Asset Management - an institutional-grade private credit specialist.
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About Revolution

The Trust and the Underlying Fund are managed by Revolution Asset Management Pty Ltd (“Revolution” or “Manager”). Revolution is an Australian-owned, private credit specialist investment manager focused on delivering defensive, risk-adjusted returns. The firm manages in excess of $3 billion for institutional investors, including UniSuper, QIC, Brighter Super, and AMP. Founded in 2018 by Bob Sahota, Simon Petris and David Saija, the firm is wholly owned by its investment team and supported by Channel Capital Group.
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Investment Strategy

Proceeds from the Offer will be invested in the Manager’s flagship fund, the Revolution Private Debt Fund II (“Underlying Fund”). The Underlying Fund’s investment strategy is to invest predominantly in Australian and New Zealand Senior Secured Corporate Loans, Asset Backed Securities (“ABS”) and Commercial Real Estate Loans (no construction or development), as well as Bonds and Cash.

The strategy is designed to deliver attractive risk-adjusted returns and be focused on capital preservation, targeting senior secured loans across corporate and asset-backed lending strategies underpinned by rigorous credit analysis. The Trust targets monthly distributions of RBA Cash Rate + 4.00% p.a. (net of fees)⁴.
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REV Overview

Key considerations and benefits of an investment in the Trust include:

• Diversification:
  Access to a diversified portfolio of predominantly Australian and New Zealand private debt markets including senior secured corporate loans, ABS and commercial real estate loans (no construction or development).
• Monthly cash income:
  Target distribution of RBA Cash Rate + 4.00% p.a. (net of fees)⁴, paid monthly. Underlying investments are typically floating rate plus a credit margin, with contractual interest and repayment terms.
• Investor alignment:
  All income, including upfront, origination and transaction fees from private debt assets, is passed directly to investors. Offer expenses are borne by the Manager (no manager loan). Flat management fee and no performance fee.
• Capital management initiatives:
  The RE may undertake measures to support trading liquidity and reduce the likelihood of the Unit price deviating materially from NAV, including quarterly off-market buy-backs at NAV, on-market buy-backs, and the ability for other Revolution Funds to purchase Units on-market.
• Highly credentialed team:
  Experienced and respected private credit specialists with strong risk management focus, capital preservation discipline, and institutional-grade processes.
• Defensive investment:
  Access to private debt markets with diversification benefits; Units are expected to show low correlation to equities and higher correlation to bond and credit markets.
• ASX liquidity:
  Units intended to trade on the ASX under ticker code REV.
  
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Key Features of the Offer

• Ability to secure a Broker Firm allocation in the Revolution Private Credit Income Trust.
• A “day 1” NAV per Unit of $2.00, being not less than the Subscription Price.
• Monthly target cash distributions of RBA Cash Rate + 4.00% p.a. (net of fees and expenses)⁴.
• Exposure to Australian and New Zealand private debt assets, including Commercial Real Estate Loans (no construction or development) - traditionally difficult for retail investors to access.
• Invest alongside institutional investors in Revolution’s flagship fund with underlying exposure to Revolution Private Debt Fund II through the Trust.
• Ability to gain exposure to Revolution’s flagship investment strategy with high credit discipline, focus on high quality loans in defensive sectors, and underpinned by stable predictable cash flows.
• Expected low capital volatility⁵.
• ASX listed liquidity (expected to be quoted on ASX under the code REV)².

Issuer: Equity Trustees Limited (Responsible Entity)
Transaction: Initial Public Offering (IPO)
Morgans Role:  Joint Arranger and Joint Lead Manager
Offer Size: Target $400 million (minimum $150 million)
Offer Launch Date: 19 August 2025
Offer Opens: 27 August 2025
Offer Closes: 8 September 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 private debt investments. As such, it is exposed to the risks specific to these assets, including 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 it is a suitable investment for them, including by reviewing the key risks detailed in Section 12 of the PDS.

Cooling-off rights do not apply to an investment in Units pursuant to the Offer.
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