BNP Paribas — Capital/Financing Update 2016

Apr 21, 2016

20 April 2016

ASB Finance Limited

Issue of USD 100,000,000 Floating Rate Notes due April 2019 Guaranteed by ASB Bank Limited under the U.S.\$70,000,000,000 Euro Medium Term Note Programme

Part A-Contractual Terms

Terms used herein shall be deemed to be defined as such for the purposes of the Conditions set forth in the Programme Circular dated 24 June 2015 and the supplements to it dated 12 August 2015, 15 September 2015 and 10 February 2016, which together constitute a base prospectus for the purposes of the Prospectus Directive (the "Programme Circular"). This document constitutes the Final Terms of the Notes described herein for the purposes of Article 5.4 of the Prospectus Directive and must be read in conjunction with the Programme Circular. Full information on the Issuer and the Guarantor and the offer of the Notes is only available on the basis of the combination of these Final Terms and the Programme Circular. The Programme Circular has been published on the website of the Regulatory News Service operated by the London Stock Exchange at http://www.londonstockexchange.com/exchange/news/market-news/market-news-home.html.

(i)	Issuer:	ASB Finance Limited
(ii)	Guarantor:	ASB Bank Limited
(i)	Series of which Notes are to be treated as forming part:	6020
(ii)	Tranche Number:	$\mathbf{1}$
(iii)	Date on which the Notes will be consolidated and form a single Series:	Not Applicable
		United States Dollars ("USD")
(i)	Series:	USD 100,000,000
(ii)	Tranche:	USD 100,000,000
		99.70365 per cent. of the Aggregate Nominal Amount
(i)	Specified Denominations:	USD 200,000 and integral multiples of USD 1,000 in excess thereof
(ii)	Calculation Amount:	USD 1,000
(i)	Issue Date:	22 April 2016
(ii)	Interest Commencement Date:	Issue Date
Maturity Date:		Interest Payment Date falling in or nearest to April 2019
		3 month USD-LIBOR + 0.95 per cent. per annum Floating Rate
		(see paragraph 14 below)
Redemption/Payment Basis:		Subject to any purchase and cancellation or early
		Specified Currency or Currencies: Aggregate Nominal Amount: Issue Price: Interest Basis:

				redemption, the Notes will be redeemed on the Maturity Date at 100 per cent. of their nominal amount
11.			Change of Interest Basis:	Not Applicable
12.	Put/Call Options:			Not Applicable
			PROVISIONS RELATING TO INTEREST (IF ANY) PAYABLE
13.	Fixed Rate Note Provisions			Not Applicable
14.	Floating Rate Note Provisions			Applicable
	(i)		Specified Period(s)/Specified Interest Payment Date(s):	22 January, 22 April, 22 July and 22 October in each year, commencing 22 July 2016, subject to adjustment in accordance with the Business Day Convention, with the final coupon on 23 April 2019
	(ii)		Business Day Convention:	Modified Following Business Day Convention
	(iii)		Additional Business Centre(s):	London, New York, Wellington and Auckland
	(iv)	Manner in which the Rate of Interest and Interest Amount are to be determined:		Screen Rate Determination
	(v)		Party responsible for calculating the Rate of Interest and Interest Amount (if not the Principal Paying Agent):	Not Applicable
	(vi)	Screen Rate Determination:
			Reference Rate:	3 month USD-LIBOR
			Interest Determination $Date(s)$ :	Second London business day prior to the start of each Floating Interest Period
		Ţ	Relevant Screen Page:	Reuters Screen LIBOR01 Page (or any page which replaces that page)
	(vii)	ISDA Determination:		Not Applicable
		(viii) Linear Interpolation:		Not Applicable
	(ix)	Margin(s):		$+0.95$ per cent. per annum
	(x)	Minimum Rate of Interest:		Not Applicable
	(xi)	Maximum Rate of Interest:		Not Applicable
	(xii)		Day Count Fraction:	Actual/360
15.	Zero Coupon Note Provisions			Not Applicable
			PROVISIONS RELATING TO REDEMPTION
16.	Issuer Call:			Not Applicable
17.	Investor Put:			Not Applicable
18.			Final Redemption Amount:	USD 1,000 per Calculation Amount
19.	of default:		Early Redemption Amount payable on redemption for taxation reasons or on event	Condition 6(f) shall apply

GENERAL PROVISIONS APPLICABLE TO THE NOTES

1. Form of Notes:

Bearer Notes:

Temporary Bearer Global Note exchangeable for a Permanent Bearer Global Note which is exchangeable for Definitive Notes only upon an Exchange Event

1. Payment Business Day Convention:

2. 1. Additional Financial Centre(s):
3. 1. Talons for future Coupons to be attached to Definitive Notes:

Modified Following Business Day Convention

London, New York, Wellington and Auckland

No

Signed on behalf of the Issuer by its attorneys in the presence of

. . . . . . . . . . . . . . . . . . . .

Signature of Attorney

David Craigie . . . . . . . . . . . . . . . . . . . .

Name of Attorney

Signature of Witness

Name of Witness

Occupation

Address

Signature of Attorney

Liam Carden . . . . . . . . . . . . . . . . . . . .

Name of Attorney

$Stewart Nixon$ .................................... Bank Treasurer 60 Ludgate Hill, London EC4M 7AW

Signed on behalf of the Guarantor by its attorneys in the presence of

1. . . . . . . . . . . . . . . . . . .

Signature of Attorney

David Craigie Name of Attorney

Signature of Witness Name of Witness Occupation Address

Signature of Attorney

Liam Carden....................................

Name of Attorney

Stewart Nixon Bank Treasurer . . . . . . . . . . . . . . . . . . . . 60 Ludgate Hill, London, EC4M 7AW

3

Part B - Other Information

LISTING AND ADMISSION TO TRADING $1.$

• Application has been made by the Issuer (or on its Listing and admission to trading: $(i)$ behalf) for the Notes to be admitted to trading on the London Stock Exchange's regulated market and to be listed on the Official List of the UK Listing Authority with effect from the Issue Date. GBP 2,700
• Estimate of total expenses related to $(ii)$ admission to trading:

$\overline{2}$ . RATINGS

$7.$

The Notes to be issued are expected to be rated:

$S&P$ : AA-

Moody's: Aa3

INTERESTS OF NATURAL AND LEGAL PERSONS INVOLVED IN THE ISSUE $3.$

Save for any fees payable to the Commonwealth Bank of Australia (the "Lead Manager"), so far as the Issuer is aware, no person involved in the issue of the Notes has an interest material to the offer. The Lead Manager and its affiliates have engaged, and may in the future engage, in investment banking and/or commercial banking transactions with, and may perform other services for, the Issuer and its affiliates in the ordinary course of business.

Not Applicable YIELD $\boldsymbol{4}$ .

HISTORIC INTEREST RATES 5.

Details of historic USD LIBOR rates can be obtained from Reuters.

OPERATIONAL INFORMATION 6.

(i)	ISIN Code:	XS1399291100
(ii)	Common Code:	139929110
(iii)	CMU Instrument Number:	Not Applicable
(iv)	Any clearing system(s) other than Euroclear and Clearstream Luxembourg and the relevant identification number(s):	Not Applicable
(v)	CMU Lodging and Paying Agent:	Not Applicable
(vi)	Delivery:	Delivery against payment
(vii)	Names and addresses of additional Paying Agent(s) (if any):	Not Applicable
(viii)	U.S. Selling Restrictions:	Reg. S Compliance Category 2; TEFRA D
	THIRD PARTY INFORMATION	Not Applicable

Institutional Banking & Markets

CommonwealthBank

Commonwealth Bank of Australia

1 New Ludgate 60 Ludgate Hill London EC4M 7AW Telephone (020) 7710 3990 Facsimile (020) 7710 3939

DEALER'S CONFIRMATION TO THE ISSUER

• To: ASB Finance Limited London Branch 1 New Ludgate 60 Ludgate Hill London EC4M 7AW United Kingdom
• ASB Bank Limited and: Level₂ ASB North Wharf 12 Jellicoe Street Auckland 1010 New Zealand

20 April 2016

Dear Sirs,

ASB Finance Limited U.S.\$70,000,000,000 Euro Medium Term Note Programme

We hereby confirm the following agreement for the issue to us of Notes under the above Programme pursuant to the terms of issue set out in the Final Terms which we are sending herewith.

The net proceeds of the issue are USD 99,703,650 which, subject to the provisions of the Programme Agreement, will be paid to or to your order on the Issue Date specified in the Final Terms.

Upon issue the Notes should be credited to our account with Clearstream, Luxembourg, account number 50509.

We confirm that the issue to us of the Notes was as a result of negotiations initiated pursuant to the Issuer Electronic Source (as defined in the Programme Agreement) or corresponding electronic source or pursuant to the Programme Circular or corresponding source.

Please confirm your agreement to the terms of issue by signing and returning to us a copy of the following Final Terms.

Yours faithfully,

For and on behalf of

COMMONWEALTH BANK OF AUSTRALIA

By:

SIMON RITZ, DOM ORIGINATIONS.

Deutsche Bank AG, London Branch CC:

Commonwealth Bank of Australia ABN 48 123 123 124 Incorporated in Australia with limited liability. Registered in England No. BR250. Authorised and regulated by the Australian Prudential Regulation Authority. Authorised by the Prudential Regulation Authority. Subject to regulation by the Financial Conduct Authority and limited regulation by the Prudential Regulation Authority. Details about the extent of our regulation by the Prudential Regulation Authority are available from us on request.

ASB Finance Limited - London Branch 1 New Ludgate 60 Ludgate Hill London EC4M 7AW Telephone: 44 207 710 3947

20 April 2016

Commonwealth Bank of Australia 1 New Ludgate 60 Ludgate Hill London EC4M 7AW

Attention: Simon Rutz, DCM Origination

Deutsche Bank AG London

ASB Finance Limited (the "Issuer") Euro Medium Term Note Programme

We confirm that the attached Final Terms correctly records the terms agreed between the Issuer and Commonwealth Bank of Australia, London.

We hereby instruct Deutsche Bank AG London as Agent to undertake the duties set out in Part 1 of Annex A of the Procedures Memorandum including preparing the relevant Notes and arranging for the Notes to be credited to the account of Commonwealth Bank of Australia, London with Clearstream, Luxembourg, account number 50509, against payment of USD 99,703,650 being the net proceeds of the issue, to our USD account in the name of ASB Finance Ltd, London Branch in accordance with our Standard Settlement Instructions (as defined in the Procedures Memorandum).

ASB Finance Limited

Bv:

By:

Duly Authorised Attorney

Duly Authorised Attorney