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Rabobank New Zealand Branch Final Term Sheet Dated 3 June 2015 Medium Term Notes Due 10 June 2020

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Rabobank New Zealand Branch Final Term Sheet Dated 3 June 2015 Medium Term Notes Due 10 June 2020 Rabobank New Zealand Branch Final Term Sheet dated 3 June 2015 Medium Term Notes due 10 June 2020 Tranche Identifier 2015-1 Issuer/Bank Coöperatieve Centrale Raiffeisen-Boerenleenbank B.A. (Rabobank New Zealand Branch) Joint Lead Managers (JLMs) ANZ Bank New Zealand Limited (ANZ) Westpac Banking Corporation (acting through its New Zealand branch) Organising Participant ANZ Co-Manager Craigs Investment Partners Forsyth Barr Instrument NZD Medium Term Notes (“Notes”) issued pursuant to the A$15 billion Debt Issuance Programme and the NZ Investment Statement dated 2 June 2015. Status The principal amounts of, and interest on, the Notes will be direct, unsecured, unsubordinated obligations of the Issuer and rank equally with all other unsecured unsubordinated obligations of the Issuer, except indebtedness preferred by law. Agreement with Respect to the Exercise By its acquisition of the Notes, each holder of Notes will acknowledge, agree to be bound by, and of Dutch Bail-in Power consent to the exercise of, any Dutch Bail-in Power by the Resolution Authority, as described in more detail in Condition 13 of the terms and conditions in relation to the Programme. Purpose General corporate purposes Credit Ratings Issuer Rating Expected Issue Rating Standard & Poor’s A+ (negative) A+ Moody’s Aa2 (Stable) Aa2 Fitch AA- (negative) AA- A rating is not a recommendation by any rating organization to buy, sell or hold Notes. The above Issuer ratings are current as at the date of this Terms Sheet and may be subject to suspension, revision or withdrawal at any time by the assigning rating organization. Offer size NZ$400,000,000 Opening Date Tuesday 2 June 2015 Closing Date Wednesday 3 June 2015 Rate-Set Date Wednesday 3 June 2015 Issue Date Wednesday 10 June 2015 Maturity Date Wednesday 10 June 2020 Interest Rate 4.592 percent per annum The Swap Mid-Rate (expressed on a percentage yield basis) on the Rate Set Date for a period from the Issue Date to the Maturity Date plus the Margin. Issue Yield Equal to the Interest Rate Margin 0.98 percent per annum. Interest Payment Dates 10 June and 10 December each year, from and including 10 December 2015 up to and including the Maturity Date, subject to the Business Day Convention. Interest Payments Semi-annually in arrears in two equal payments Issue Price Par (being NZ$1.00) Business Day Convention Following Business Day Day Count Convention Act/Act (unadjusted) Settlement Price Formula RBNZ Bond Basis ISIN NZRABDT014C4 NZClear Code RNB014 Record Date 10 calendar days before the Interest Payment Date Business Days Auckland, Wellington Minimum Subscription In the case of an investor applying for Notes and providing a New Zealand postal address, $5,000, and in any other case, $250,000 and, in multiples of NZ$1,000 thereafter. Minimum Holding Minimum holding of NZ$5,000 with multiples of NZ$1,000 thereafter. Minimum Transfer Amount In the case of transfers of Notes lodged in Euroclear, NZ$250,000 and, in any other case, NZ$1,000. Registrar and Paying Agent Computershare Investor Services Limited (Computershare) The Notes will be accepted for settlement within the NZClear system Repo-eligibility Application will be made to the Reserve Bank of New Zealand for the Notes to be included as eligible securities for Domestic Market Operations. Documentation This Term Sheet Investment Statement dated 2 June 2015 Series Supplement Information Memorandum Deed Poll Registry Agreement NZX Debt Market Ticker Code RBO010 The Bank intends that application will be made to NZX for permission to list the Notes, and that all requirements of NZX relating thereto that can be complied with on or before the Opening Date will be duly complied with. However, NZX accepts no responsibility for any statement in this Term Sheet. NZX is a licensed market operator, and NZDX is a licensed market under the Financial Markets Conduct Act 2013. Expected Date of initial quotation and 11 June 2015 trading on the NZDX Governing Law New South Wales Selling Restrictions No action has been or will be taken by the Issuer that would permit an offer of the Notes, or possession or distribution of any offering material, in any country or jurisdiction where action for that purpose is required (other than New Zealand). No Holder, or any other person, may purchase, offer, sell, distribute or deliver the Notes, or have in its possession, or distribute to any person, any offering material or any documents in connection with the Notes, in any jurisdiction other than in compliance with all applicable laws and regulations. In particular, this Term Sheet and the Investment Statement may not be released or distributed in Australia or elsewhere outside New Zealand unless it is attached to the Information Memorandum that describes selling restrictions applicable in Australia and other jurisdictions outside New Zealand, and may only be distributed to persons to whom an offer of the Notes may lawfully be made in accordance with the laws of any applicable jurisdiction. No person may offer or sell the Notes in Australia or in any other jurisdiction outside New Zealand except in transactions exempt from, or not subject to, registration and in compliance with all applicable laws in the jurisdiction in which the Notes are offered and sold. Withholding Tax Resident withholding tax (RWT) will not be deducted from interest paid to Holders with valid RWT certificates of exemption. The Bank intends to utilise the approved issuer levy regime with respect to interest paid to non-resident Holders that are not engaged in business through a New Zealand fixed establishment. AIL will be deducted from interest at the rate of either 2% or 0%. The Bank will endeavour to meet the legislative criteria for application of AIL at the rate of 0%. .
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