BASE PROSPECTUS PIRAEUS BANK S.A. (incorporated with limited liability in the Hellenic Republic) €10 billion Global Covered Bond Programme Under this €10 billion global covered bond programme (the Programme), Piraeus Bank S.A. (the Issuer, Piraeus Bank or, as applicable, the Bank) may from time to time issue bonds (the Covered Bonds) denominated in any currency agreed between the Issuer and the relevant Dealer(s) (as defined below). Covered Bonds may be issued in bearer or registered form. Application has been made to the Commission de Surveillance du Secteur Financier (the CSSF) in its capacity as competent authority under the Luxembourg Act dated 10 July 2005 (as amended) (the Luxembourg Act) on prospectuses for securities to approve this document as a base prospectus (the Base Prospectus). The CSSF assumes no responsibility for the economic and financial soundness of the transactions contemplated by this Base Prospectus or the quality or solvency of the Issuer in accordance with Article 7(7) of the Luxembourg Act. Application has also been made to the Luxembourg Stock Exchange for Covered Bonds issued under the Programme to be admitted to trading on the Bourse de Luxembourg, which is the Luxembourg Stock Exchange’s regulated market (the Luxembourg Stock Exchange’s regulated market) for the purposes of Directive 2014/65/EU (the Markets in Financial Instruments Directive II) and to be listed on the Official List of the Luxembourg Stock Exchange. This document comprises a base prospectus for the purposes of Article 5.4 of Directive 2003/71/EC as amended (including, without limitation, the amendments made by Directive 2010/73/EU to the extent that such amendments have been implemented in a relevant Member State of the European Economic Area) (the Prospectus Directive) but is not a base prospectus for the purposes of Section 12(a)(2), or any other provision of or rule under, the Securities Act. References in this Base Prospectus to Covered Bonds being listed and all related references shall mean that such Covered Bonds are intended to be admitted to trading on the Luxembourg Stock Exchange’s regulated market and are intended to be listed on the Official List of the Luxembourg Stock Exchange’s regulated market. The Programme also permits Covered Bonds to be issued on the basis that they will be admitted to listing, trading and/or quotation by any competent authority, stock exchange and/or quotation system or to be admitted to listing, trading and/or quotation by such other or further competent authorities, stock exchanges and/or quotation systems as may be agreed between the Issuer, the Trustee (as defined below), the Arranger (as defined below) and the relevant Dealer(s). The Issuer may also issue unlisted Covered Bonds and/or Covered Bonds not admitted to trading on any regulated or unregulated market. The maximum aggregate nominal amount of all Covered Bonds from time to time outstanding under the Programme will not exceed €10 billion (or its equivalent in other currencies calculated as described herein). The payment of all amounts due in respect of the Covered Bonds will constitute direct and unconditional obligations of the Issuer, in addition to having recourse to assets forming part of the cover pool (the Cover Pool). The Covered Bonds may be issued on a continuing basis to one or more of the Dealers specified under “General Description of the Programme” and any additional Dealer appointed under the Programme from time to time, which appointment may be for a specific issue or on an on-going basis (each a Dealer and, together, the Dealers). References in this Base Prospectus to the relevant Dealer shall, in the case of an issue of Covered Bonds being (or intended to be) subscribed by more than one Dealer, be to the lead manager of such issue and, in relation to an issue of Covered Bonds subscribed by one Dealer, be to such Dealer. The price and amount of Covered Bonds to be issued under the Programme will be determined by the Issuer and each relevant Dealer at the time of issue in accordance with prevailing market conditions. Notice of the aggregate nominal amount of Covered Bonds, interest (if any) payable in respect of Covered Bonds, and the issue price of Covered Bonds applicable to each Series or Tranche (as defined under “Terms and Conditions of the Covered Bonds”) of Covered Bonds will be set out in a separate document specific to and completing that Series or Tranche called the final terms (each, a Final Terms) which, with respect to Covered Bonds to be listed on the Official List of the Luxembourg Stock Exchange, will be delivered to the Luxembourg Stock Exchange on or before the date of issue of such Series or Tranche of Covered Bonds. The senior unsecured debt ratings of Piraeus Bank are Caa2 by Moody’s Investors Services Cyprus Limited (Moody’s), B- by Standard and Poor’s Credit Market Services Italy, S.r.l. (Standard and Poor’s) and CC by Fitch Ratings Limited (Fitch). Each of Moody’s, Standard and Poor’s, Fitch and DBRS (as defined below) is established in the European Union and is registered under the Regulation (EC) No. 1060/2009 (as amended) (the CRA Regulation). As such, each of Moody’s, Standard and Poor’s, Fitch, and DBRS (as defined below) is included in the list of credit rating agencies published by the European Securities and Markets Authority (ESMA) on its website (at http://www.esma.europa.eu/page/List-registered-and-certified-CRAs) in accordance with the CRA Regulation. The Covered Bonds issued under the Programme are expected on issue to be assigned a rating of BB- by Fitch and BBB (low) by DBRS Ratings limited (DBRS), subject to confirmation in the applicable Final Terms. Covered Bonds issued under the Programme may be rated or unrated as specified in the applicable Final Terms (as defined herein). A credit rating is not a recommendation to buy, sell or hold securities and may be subject to suspension, change or withdrawal at any time by the assigning rating organisation. Whether or not any credit rating applied for in relation to any Series of Covered Bonds will be issued by a credit rating agency established in the European Union and registered under the CRA Regulation will be disclosed in the relevant Final Terms. In general, European regulated investors are restricted under the CRA Regulation from using a credit rating for regulatory purposes unless such rating is issued by a credit rating agency established in the EU and registered under the CRA Regulation (and such registration has not been withdrawn or suspended), subject to transitional provisions that apply in certain circumstances whilst the registration application is pending. Such general restriction will also apply in the case of credit ratings issued by non-EU credit rating agencies, unless the relevant credit ratings are endorsed by an EU- registered credit rating agency or the relevant non-EU rating agency is certified in accordance with the CRA Regulation (and such endorsement action or certification, as the case may be, has not been withdrawn or suspended). BD-#31608344-v14 Investing in Covered Bonds issued under the Programme involves certain risks. The principal risk factors that may affect the ability of the Issuer to fulfil its obligations in respect of the Covered Bonds are discussed under “Risk Factors” below. Please review and consider these risk factors carefully before you purchase any Covered Bonds. Arranger Barclays Dealers Barclays Piraeus Bank S.A. The date of this Base Prospectus is 17 October 2018. BD-#31608344-v14 2 The Issuer accepts responsibility for the information contained in this Base Prospectus and the Final Terms for each Tranche of Covered Bonds issued under the Programme and declares that, having taken all reasonable care to ensure that such is the case, the information contained in this Base Prospectus and the Final Terms is, to the best of its knowledge, in accordance with the facts and contains no omission likely to affect its import. Certain specific information in this Base Prospectus has been sourced from a third party. Such information, and its respective source, is indicated in each relevant section of this Base Prospectus. 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 the relevant source specified, no facts have been omitted which would render the reproduced information inaccurate or misleading. Copies of each Final Terms (in the case of Covered Bonds to be admitted to the Luxembourg Stock Exchange) will be available from the registered office of the Issuer and from the specified office of the Paying Agents for the time being in London or in Luxembourg at the office of the Luxembourg Listing Agent. This Base Prospectus is to be read in conjunction with all documents which are deemed to be incorporated by reference (see the section entitled “Documents Incorporated by Reference” below). This Base Prospectus shall be read and construed on the basis that such documents are so incorporated by reference and form part of this Base Prospectus. Each Series (as defined herein) of Covered Bonds may be issued without the prior consent of the holders of any outstanding Covered Bonds (the Covered Bondholders) subject to the terms and conditions set out herein under “Terms and Conditions of the Covered Bonds” (the Conditions) as completed by the Final Terms. This Base Prospectus must be read and construed together with any supplements hereto and with any information incorporated by reference herein and, in relation to any Series of Covered Bonds which is the subject of Final Terms, must be read and construed together with the relevant Final Terms.