Proposed issue of securities – AN3

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Announcement Summary
Entity name
AUSTRALIA AND NEW ZEALAND BANKING GROUP LIMITED.
Announcement Type
New announcement
Date of this announcement
14/2/2024
The Proposed issue is:
Total number of +securities proposed to be issued for a non pro rata offer of securities under a disclosure
document or product disclosure statement (PDS)
ASX +security code+Security description
Maximum Number of
+securities to be issued
New class-code to be
confirmed
ANZ Capital Notes 910000000
Closing date for receipt of acceptances
18/3/2024
Proposed +issue date
20/3/2024
Refer to next page for full details of the announcement
A non pro rata offer of securities under a disclosure document or product disclosure statement (PDS)

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Part 1 - Entity and announcement details
1.1 Name of +Entity
AUSTRALIA AND NEW ZEALAND BANKING GROUP LIMITED.
We (the entity named above) give ASX the following information about a proposed issue of +securities and, if ASX agrees
to +quote any of the +securities (including any rights) on a +deferred settlement basis, we agree to the matters set out in
Appendix 3B of the ASX Listing Rules.
If the +securities are being offered under a +disclosure document or +PDS and are intended to be quoted on ASX, we also
apply for quotation of all of the +securities that may be issued under the +disclosure document or +PDS on the terms set
out in Appendix 2A of the ASX Listing Rules (on the understanding that once the final number of +securities issued under
the +disclosure document or +PDS is known, in accordance with Listing Rule 3.10.3C, we will complete and lodge with ASX
an Appendix 2A online form notifying ASX of their issue and applying for their quotation).
1.2 Registered Number Type
ABN
Registration Number
11005357522
1.3 ASX issuer code
AN3
1.4 The announcement is
1.5 Date of this announcement
14/2/2024
1.6 The Proposed issue is:
A non-+pro rata offer of +securities under a +disclosure document or +PDS
New announcement

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Part 5 - Details of proposed non-pro rata offer under a disclosure document or PDS
Part 5A - Conditions
5A.1 Do any external approvals need to be obtained or other conditions satisfied before the non-pro rata offer of
+securities under a +disclosure document or + PDS can proceed on an unconditional basis?
Part 5B - Offer details
Is the proposed security a 'New
class' (+securities in a class that is
not yet quoted or recorded by ASX)
or an 'Existing class' (additional
securities in a class that is already
quoted or recorded by ASX)?
Will the proposed issue of this
+security include an offer of
attaching +securities?
Details of +securities proposed to be issued
ISIN Code (if Issuer is a foreign company and +securities are non CDIs)

Have you received confirmation from
ASX that the terms of the proposed
+securities are appropriate and
equitable under listing rule 6.1?
Will the entity be seeking quotation
of the 'new' class of +securities on
ASX?
ASX +security code
New class-code to be confirmed
+Security description
ANZ Capital Notes 9
+Security type
Other
The number of +securities to be offered under the +disclosure document or
+PDS
10,000,000
Will the offer be conditional on applications for a minimum number of
+securities being received or a minimum amount being raised (i.e. a
minimum subscription condition)?
Will individual security holders be required to accept the offer for a
minimum number or value of +securities (i.e. a minimum acceptance
condition)?
Is the minimum acceptance unit based or dollar based?
Yes
No
Yes
Yes
No
New class
No

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Is the minimum acceptance unit based or dollar based?
Please enter the minimum acceptance value
50
Will individual security holders be limited to accepting the offer for a
maximum number or value of +securities (i.e. a maximum acceptance
condition)?
Offer price details
Has the offer price been determined?
In what currency will the offer be
made?
AUD - Australian Dollar
What is the offer price per +security?
AUD 100.00000
Oversubscription & Scale back details
Will the entity be entitled to accept over-subscriptions?
Provide details of the number or value of over-subscriptions that the entity may accept
There is no maximum limit or value of over-subscriptions under the ANZ Capital Notes 9 offer. ANZBGL retains discretion
to issue more than 10,000,000 ANZ Capital Notes 9. Details on ANZBGL's allocation policy in respect of ANZ Capital
Notes 9 are set out in section 4.4.3 of the ANZ Capital Notes 9 Prospectus dated 14 February 2024. Capitalised terms
used in this Appendix 3B have the meaning given to them in that Prospectus.
Will a scale back be applied if the offer is over-subscribed?
Describe the scale back arrangements
Details on ANZBGL's allocation policy in respect of ANZ Capital Notes 9 are set out in section 4.4.3 of the ANZ Capital
Notes 9 Prospectus dated 14 February 2024.
Will all the +securities issued in this class rank equally in all respects from
their issue date?
Please provide a URL link for a document lodged with ASX setting out the material terms of the +securities
proposed to be issued or provide the information by separate announcement.
Part 5C - Timetable
5C.1 Lodgement date of +disclosure document or +PDS with ASIC
14/2/2024
Yes
Yes
Yes
Yes
No
Unit based

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5C.2 Date when +disclosure document or +PDS and acceptance forms will
be made available to investors
22/2/2024
5C.3 Offer open date
22/2/2024
5C.4 Closing date for receipt of acceptances
18/3/2024
5C.6 Proposed +issue date
20/3/2024
Part 5E - Fees and expenses
5E.1 Will there be a lead manager or broker to the proposed offer?
5E.1a Who is the lead manager/broker?
The Joint Lead Managers are ANZ Securities Limited, Bell Potter Securities Limited, Commonwealth Bank of Australia,
E&P Corporate Advisory Pty Limited, Morgan Stanley Australia Securities Limited, Morgans Financial Limited, National
Australia Bank, Ord Minnett Limited, Shaw and Partners Limited, UBS AG, Australia Branch and Westpac Institutional
Bank. The Co-Managers are JBWere Limited and LGT Crestone Wealth Management Limited.
5E.1b What fee, commission or other consideration is payable to them for acting as lead manager/broker?
Please refer to section 8.6 of the ANZ Capital Notes 9 Prospectus for details of the fees payable to the Joint Lead
Managers.
5E.2 Is the proposed offer to be underwritten?
5E.3 Will brokers who lodge acceptances or renunciations on behalf of eligible +security holders be paid a
handling fee or commission?
5E.3a Will the handling fee or commission be Dollar based or Percentage based?
5E.3b Amount of any handling fee or commission payable to brokers who lodge acceptances on behalf of
investors
1.250000 %
5E.3c Please provide any other relevant information about the handling fee or commission method
Please refer to section 8.6 of the ANZ Capital Notes 9 Prospectus.
5E.4 Details of any other material fees or costs to be incurred by the entity in connection with the proposed offer
Please refer to section 8.6 of the ANZ Capital Notes 9 Prospectus.
Part 5F - Further Information
5F.01 The purpose(s) for which the entity intends to use the cash raised by the proposed issue
ANZBGL will use the proceeds of the ANZ Capital Notes 9 Offer to refinance ANZ Capital Notes 4 and for general
corporate purposes.
5F.1 Will the entity be changing its dividend/distribution policy if the proposed offer is successful?
Percentage based (%)
Yes
No
Yes

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5F.2 Please explain the entity's allocation policy for the offer, including whether or not acceptances from existing
+security holders will be given priority
Details on ANZBGL's allocation policy in respect of ANZ Capital Notes 9 are set out in section 4.4.3 of the ANZ Capital
Notes 9 Prospectus dated 14 February 2024.
5F.3 URL on the entity's website where investors can download the +disclosure document or +PDS
www.capitalnotes.anz.com
5F.4 Any other information the entity wishes to provide about the proposed offer
This Appendix 3B has also been released under ANZ Group Holdings Limited (ASX: ANZ)'s ASX code because the ANZ
Capital Notes 9 are convertible into ordinary shares in ANZ Group Holdings Limited in certain circumstances.
No