Subordination of Kasu Loans to Senior Lender

Updated 7 October, 2025

Lenders loaning funds through the Kasu platform (Kasu lenders) should be aware that Kasu’s lending to the Credit Originator (Apxium) is now contractually subordinated to a senior loan facility (Facility Agreement) provided by a separate senior lender to the same Credit Originator under a subordination and priority deed.

In the ordinary course, repayments to Kasu lenders continue as normal; however this may be impacted in the event that the Credit Originator fails to meet its obligations to the senior lender under the Facility Agreement. These obligations are a combination of financial and procedural, including repayment and reporting obligations. Should the Credit Originator breach its obligations to the senior lender, repayments to Kasu lenders may be halted unless and until the Credit Originator takes specific rectification action.

This subordination and priority arrangement means:

• Kasu’s right to repayments from the Credit Originator (which underpins the repayments to Kasu lenders) is subordinate to the senior lender’s rights under the Facility Agreement. Therefore, in the event that the Credit Originator fails to meet its obligations under the Facility Agreement, then Kasu lenders may be adversely impacted as follows:

  • The senior lender has priority claim over loan repayments, collateral, and recovery proceeds.

  • Kasu lenders are indirectly exposed to this subordination risk, as their capital is lent to Kasu, which in turn holds a subordinated loan position.

  • Repayments to Kasu (and consequently to Kasu lenders) may be delayed, reduced, or lost if the senior lender’s claims are not fully satisfied first.

  • While the Facility Agreement and the subordination and priority deed are in place, Kasu faces restrictions on enforcement rights, receipts of payments, and disposition of recoveries, potentially impacting its ability to meet obligations to Kasu lenders on time and in full.

  • There is no obligation on the senior lender to marshal assets or take actions beneficial to Kasu or Kasu lenders, potentially limiting recovery prospects for subordinated loans.

• As a result, lending through the Kasu platform entails a higher credit and liquidity risk relative to lending by the senior lender, including elevated risk of delayed payment, or partial or total loss, of principal and yields (interest).

• Pursuant to the Facility Agreement, the senior lender is providing funding to the Credit Originator across the entirety of the senior tranches of the Credit Originator’s Lending Strategies. As a result, Kasu lenders may only access, where available, mezzanine and junior tranches across the Credit Originator’s Lending Strategies. In the case that the Credit Originator provides access to the senior tranche of any of its Lending Strategies to Kasu lenders, such loans remain subordinate to the senior lender under the Facility Agreement and subordination and priority deed.

Lenders should carefully consider these risks in their lending decisions.