Bendigo and Adelaide Bank Limited

3 May 2024 

Publication of Prospectus by Bendigo and Adelaide Bank Limited

3 May 2024

The following Prospectus has been approved by the Financial Conduct Authority (the "FCA") and is available for viewing:

Prospectus dated 1 May 2024 (the "Base Prospectus"), relating to the A$6 billion Covered Bond Programme established by Bendigo and Adelaide Bank Limited ("BEN") unconditionally and irrevocably guaranteed as to payments of interest and principal by Perpetual Corporate Trust Limited as trustee of the Bendigo and Adelaide Bank Covered Bond Trust.

To view the Base Prospectus in full, please paste the following URL into the address bar of your browser:

http://www.rns-pdf.londonstockexchange.com/rns/1099N_1-2024-5-3.pdf

A copy of the Base Prospectus has been submitted to the National Storage Mechanism and will shortly be available for inspection at https://data.fca.org.uk/#/nsm/nationalstoragemechanism.

For further information, please contact:

Sam Miller, Head of Investor Relations and ESG
m +61 402 426 767

e Sam.Miller@bendigoadelaide.com.au

DISCLAIMER - INTENDED ADDRESSEES

Please note that the information contained in the Base Prospectus may be addressed to and/or targeted at persons who are residents of particular countries (specified in the Base Prospectus) only and is not intended for use and should not be relied upon by any person outside these countries and/or to whom the offer contained in the Base Prospectus is not addressed.  Prior to relying on the information contained in the Base Prospectus, you must ascertain from the Base Prospectus whether or not you are part of the intended addressees of the information contained therein.

This publication does not constitute an offer of the covered bonds (the "Covered Bonds") or the guarantee provided by Perpetual Corporate Trust Limited as trustee of the Bendigo and Adelaide Bank Covered Bond Trust (the "CB Guarantee") for sale in the United States, and is not for distribution in or into the United States.  The Covered Bonds and the CB Guarantee have not been and will not be registered under the United States Securities Act of 1933, as amended (the "Securities Act"), or the securities laws of any state of the United States or the securities laws of any other jurisdiction, and may not be offered, sold or delivered in the United States or to, or for the account or benefit of, U.S. persons, as such terms are defined in Regulation S under the Securities Act, unless in a transaction exempt from registration under the Securities Act and any other securities law.  The Covered Bonds and the CB Guarantee will only be offered and sold without registration under the Securities Act to non-U.S. persons in offshore transactions in reliance upon Regulation S under the Securities Act.