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Australia and New Zealand Banking Group Ltd. — Capital/Financing Update 2026
Jan 21, 2026
10425_rns_2026-01-21_52b52b61-8b4a-486f-bc98-2ebd3465b528.pdf
Capital/Financing Update
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FINAL TERMS
ANZ New Zealand (Int'l) Limited /ANZ Bank New Zealand Limited US$10,000,000,000 Medium-Term Notes, Series A, Offering Memorandum dated December 11, 2025 and Supplementary Offering Memorandum dated December 19, 2025 (together, the "Offering Memorandum").
PROHIBITION OF SALES TO EUROPEAN ECONOMIC AREA RETAIL INVESTORS – The Notes are not intended to be offered, sold or otherwise made available to and should not be offered, sold or otherwise made available to any retail investor in the European Economic Area (the "EEA"). For these purposes, a "retail investor" means a person who is one (or both) of: (i) a retail client as defined in point (11) of Article 4(1) of Directive 2014/65/EU, as amended ("MiFID II"); or (ii) a customer within the meaning of Directive (EU) 2016/97, as amended, where that customer would not qualify as a professional client as defined in point (10) of Article 4(1) of MiFID II. Consequently, no key information document required by Regulation (EU) No 1286/2014, as amended (the "EU PRIIPs Regulation") for offering or selling the Notes or otherwise making them available to retail investors in the EEA has been prepared and therefore offering or selling the Notes or otherwise making them available to any retail investor in the EEA may be unlawful under the EU PRIIPs Regulation.
PROHIBITION OF SALES TO UNITED KINGDOM RETAIL INVESTORS – The Notes are not intended to be offered, sold or otherwise made available to and should not be offered, sold or otherwise made available to any retail investor in the United Kingdom (the "UK"). For these purposes, a "retail investor" means a person who is: (A) up to, but excluding January 19, 2026, one (or both) of: (i) a retail client, as defined in point (8) of Article 2 of Regulation (EU) No 2017/565 as it forms part of domestic law in the UK by virtue of the European Union (Withdrawal) Act 2018, as amended (the "EUWA"); or (ii) a customer within the meaning of the provisions of the Financial Services and Markets Act 2000, as amended (the "FSMA") and any rules or regulations made under the FSMA to implement Directive (EU) 2016/97, where that customer would not qualify as a professional client, as defined in point (8) of Article 2(1) of Regulation (EU) No 600/2014 as it forms part of domestic law in the UK by virtue of the EUWA ("UK MiFIR"); and (B) from, and including, January 19, 2026, not a professional client, as defined in point (8) of Article 2(1) of UK MiFIR. Consequently, no key information document required by Regulation (EU) No 1286/2014 as it forms part of domestic law in the UK by virtue of the EUWA (the "UK PRIIPs Regulation") for offering or selling the Notes or otherwise making them available to retail investors in the UK has been prepared and therefore offering or selling the Notes or otherwise making them available to any retail investor in the UK may be unlawful under the UK PRIIPs Regulation.
This document constitutes the Final Terms of the Notes described herein for the purposes of Regulation (EU) 2017/1129 as it forms part of domestic law in the UK by virtue of the EUWA (the "UK Prospectus Regulation") and must be read in conjunction with the Offering Memorandum, which constitutes a base prospectus for the purposes of the UK Prospectus Regulation, including the terms and conditions of the Notes as set out in the section entitled "Description of the Notes and the Guarantee" in the Offering Memorandum. Full information on ANZ New Zealand (Int'l) Limited/ANZ Bank New Zealand Limited and the offer of the Notes is only available on the basis of the combination of these Final Terms and the Offering Memorandum. The Offering Memorandum is available for viewing during normal business hours at Ground Floor, ANZ Centre, 23-29 Albert Street, Auckland 1010, New Zealand.
Notification under Section 309B(1) of the Securities and Futures Act 2001 of Singapore (the "SFA"): The Issuer has determined and hereby notifies all relevant persons (as defined in Section 309A of the SFA) that the Notes are prescribed capital markets products (as defined in the Securities and Futures (Capital Markets Products) Regulations 2018) and Excluded Investment Products (as defined in the Monetary Authority of Singapore (the "MAS") Notice SFA 04-N12: Notice on the Sale of Investment Products and MAS Notice FAA-N16: Notice on Recommendations on Investment Products).
Final Terms—dated January 14, 2026
In terms of the Amended and Restated Fiscal Agency Agreement dated as of December 3, 2021, as amended by Amendment No.1, dated as of May 26, 2022, the Issuer wishes to advise the following in respect of the latest issue of Notes.
Deal Reference MTN: 48
Issuer: ANZ New Zealand (Int'l) Limited, acting through its London Branch (Legal Entity
Identifier ("LEI"): 213800VD256NU2D97H12)
Guarantor: ANZ Bank New Zealand Limited (LEI: HZSN7FQBPO5IEWYIGC72)
Principal Amount and Specified
Currency: US$500,000,000 Subordinated Notes: Not Applicable
Option to receive payment in
Specified Currency: Not Applicable
Type of Note: Rule 144A Global Note and Regulation S Global Note
Date on which the Notes will be consolidated to form a single
series: Not Applicable Term: Three years
Issue Date: January 22, 2026
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Trade Date: January 14, 2026 Stated Maturity: January 22, 2029
Redemption: No redemption at the option of the Issuer prior to Stated Maturity (other than for a
Senior Notes Tax Event)
Repayment: No repayment at the option of the holders prior to Stated Maturity
Fixed Rate Notes: Applicable Interest Rate Basis: Fixed Rate
Interest Rate: 4.000% per annum
Interest Rate Reset Provisions: Not Applicable Interest Rate Frequency: Semi-annually
Regular Record Date(s): The 15th calendar day prior to the relevant Interest Payment Date
Interest Payment Dates: In arrear, each January 22 and July 22, commencing July 22, 2026 up to and
including the Stated Maturity, subject to the Business Day Convention
Floating Rate Notes: Not Applicable
SOFR Notes:
Not Applicable
Floating Rate/Fixed Rate
Security: Not Applicable
Fixed Rate/Floating Rate
Security: Not Applicable Inverse Floating Rate Security: Not Applicable Original Issue Discount Notes: Not Applicable Zero Coupon Notes: Not Applicable
Redemption: Not Applicable
General Provisions:
Business Day Convention: Following Business Day Convention Business Days: New York, London, New Zealand
Day Count Fraction: 30/360, unadjusted
Issue Price (Price to Investors): 100.000% Agents acting in capacity of: Principal Additional Paying Agent: Not Applicable Calculation Agent: Not Applicable Exchange Rate Agent: Not Applicable
Redenomination, Renominalization
and Reconventioning Provisions: Not Applicable
Listing: The Official List of the UK Financial Conduct Authority
Admission to trading: Application has been made for the Notes to be admitted to trading on the London
Stock Exchange's Main Market with effect from the Issue Date
Denominations: Minimum denomination of US$200,000, and any integral multiple of US$1,000
thereafter
Covenant Defeasance: Not Applicable CUSIP: 144A: 00182EBV0 Reg S: 00182FBV7
ISIN: 144A: US00182EBV02
Reg S: US00182FBV76
Common Code: 144A: 327980963
Reg S: 327979965
CFI: DTFUFR, as updated, as set out on the website of the Association of National
Numbering Agencies ("ANNA") or alternatively sourced from the responsible National
Numbering Agency that assigned the ISIN
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FISN: 144A: ANZ NEW ZEALAND/TRA # TR UNSEC
Reg S: ANZ NEW ZEALAND/TRA # TR, as updated, as set out on the website of the ANNA or alternatively sourced from the responsible National Numbering Agency that
assigned the ISIN
Ratings: The Notes are expected to be rated:
S&P Global Ratings Australia Pty Ltd.: AA-Moody's Investors Service Pty Limited: A1
Fitch Australia Pty Ltd: A+
S&P Global Ratings Australia Pty Ltd.: An obligation rated 'AA' differs from the highest-rated obligations only to a small degree. The obligor's capacity to meet its financial commitments on the obligation is very strong. Ratings from 'AA' to 'CCC' may be modified by the addition of a plus (+) or minus (-) sign to show relative standing within the rating categories
Moody's Investors Service Pty Limited: Obligations rated A are judged to be uppermedium grade and are subject to low credit risk. Moody's appends numerical modifiers 1, 2, and 3 to each generic rating classification from Aa through Caa. The modifier 1 indicates that the obligation ranks in the higher end of its generic rating category; the modifier 2 indicates a mid-range ranking; and the modifier 3 indicates a ranking in the lower end of that generic rating category
Fitch Australia Pty Ltd: 'A' ratings denote expectations of low default risk. The capacity for payment of financial commitments is considered strong. This capacity may, nevertheless, be more vulnerable to adverse business or economic conditions than is the case for higher ratings
Interests of natural and legal
persons involved in the issue: Save for the fees payable to ANZ Securities, Inc., Citigroup Global Markets New
Zealand Limited, HSBC Securities (USA) Inc., Morgan Stanley & Co. LLC and RBC Capital Markets, LLC (the "Agents"), so far as the Issuer is aware, no person involved in the offer of the Notes has an interest material to the offer
Relevant Benchmarks: Not Applicable
Reasons for the offer: See "Use of Proceeds" in the Offering Memorandum
(i) Estimated net proceeds: US$499,250,000
(ii) Estimated total expenses related to the admission of
trading: £6,500
Yield (Fixed Rate Notes only):
Indication of Yield: The yield is 4.000% per annum
The information relating to ratings has been extracted from the websites of S&P, Fitch and Moody's. The Issuer confirms that such information has been accurately reproduced and that, so far as it is aware, and is able to ascertain from information published by S&P, Fitch and Moody's, no facts have been omitted which would render the reproduced information inaccurate or misleading.
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Signed for and on behalf of the Issuer:
By its attorney:
By
Name: Title:
Steve Aquilina
Treasurer