DATA ROOM ACCESS – Important NOTICE
By accessing this Data Room, you:
- represent that you are a wholesale client (as defined in section 761G of the Corporations Act);
- agree to keep the contents of the Data Room confidential and to only use the contents of the Data Room for the purpose of considering an investment in the Pengana Private Credit Diversified Fund;
- agree that you will not download, print, photograph or copy in any way the contents of the Data Room;
- represent that you have read and agreed to this Important Information Notice.
Establishment of the Data Room
This Data Room has been established by Pengana Capital Limited (ABN 30 103 800 568, AFSL 226 566) (‘Trustee’) for the purpose of potential investors considering an investment in the Pengana Private Credit Diversified Fund (‘Fund’). The Trustee has appointed Pengana Credit Pty Ltd (ACN 659 608 849, CAR 001297160) as the Investment Manager of the Fund (‘Pengana Credit’).
This Data Room includes information provided by various third parties.
The Trustee confirms that the Fund’s Constitution as included in the Data Room is authentic, accurate and complete.
Neither Pengana Credit, nor the Trustee, nor any of their respective related entities, associates, officers, employees or agents make any representation or warranty, express or implied, as to or assume any responsibility or liability for the authenticity, origin, validity, accuracy or completeness of, or any errors or omissions in, any information, statement or opinion contained in this Data Room or in any accompanying, previous or subsequent material except as expressly stated otherwise. To the maximum extent permitted by law, the Trustee and Pengana Credit and each of their respective related entities, associates, officers, employees or agents disclaims all and any responsibility or liability for any loss or damage which may be suffered by any person relying upon any information contained in, or any omissions from, this Data Room.
Priority of the Information Memorandum for the Fund
A potential investor in the Fund should obtain the Information Memorandum for the Fund (‘Information Memorandum’) and consider the Information Memorandum carefully before making any decision about whether to invest. To the extent of any inconsistency between the information in the Data Room (other than the Fund’s Constitution) and the Information Memorandum, the latter prevails. To the extent of any inconsistency between the Information Memorandum and the Fund’s Constitution, the latter prevails.
Reliance on the information in the Data Room
The information contained in the Date Room is not a recommendation or a statement of opinion, or a report of either of those things, by the Trustee or Pengana Credit or any of their respective related entities, associates, officers, employees or agents. This information does not take into account any particular person’s objectives, financial situation or needs; does not purport to identify the nature of specific market or other risks associated with any investments described within it; and does not constitute any legal, taxation, investment or accounting advice. All information in this Data Room is indicative, is based on certain assumptions and market conditions and is subject to change without notice.
No information contained in the Data Room constitutes a prediction or forecast as to the performance of any investments. Any historical information contained in the Data Room is provided by way of illustration only, past performance is not a guide to future performance and actual performance may differ materially.
Assumptions upon which financial illustrations are based may differ from actual circumstances.
Any forward-looking statements in the Data Room (including statements of intention, projections and expectations of investment opportunities and rates of return) may not be current and will involve risks, contingencies, uncertainties and other factors beyond the control of the Trustee or Pengana Credit which may cause actual outcomes to be materially different. Assumptions underlying such statements involve judgements which may be difficult to accurately predict. Therefore, such forward-looking statements included in this Data Room may prove to be inaccurate and should not be relied upon as indicative of future matters.
Provision of the information in the Data Room does not cause the Trustee or Pengana Credit or any of their respective related entities, associates, officers, employees or agents to become the financial adviser or fiduciary to the recipient. Each recipient of the information in the Data Room must make its own independent assessment and investigation in respect of the Fund. Each recipient of the information in the Data Room should obtain independent legal, taxation, investment, financial and accounting advice specific to their situation. Each prospective investor in the Fund must base any decision to invest in the Fund solely upon such independent assessment, investigation and independent advice.
