REG - HSBC Holdings PLC - Notice of redemption

HSBC HoldingsAnnouncement

23/07/2024 16:30

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RNS Number : 5254X  HSBC Holdings PLC  23 July 2024

 

NOTICE OF REDEMPTION

 

Dated 23 July 2024

 

US$2,250,000,000 6.375% Perpetual Subordinated Contingent Convertible
Securities (Callable September 2024 and Every Five Years Thereafter)

(CUSIP No. 404280 AS8; ISIN: US404280AS86)* (the 'Securities')

 

* No representation is made as to the correctness of such numbers either as
printed on the Securities or as contained in this Notice of Redemption, and
reliance may be placed only on the other identification numbers printed on the
Securities, and any such redemption shall not be affected by any defect in or
omission of such numbers.

 

To:       The Holders of the Securities

 

NOTE: THIS NOTICE CONTAINS IMPORTANT INFORMATION THAT IS OF INTEREST TO THE
REGISTERED HOLDERS AND BENEFICIAL OWNERS OF THE SECURITIES. IF APPLICABLE, ALL
DEPOSITORIES, CUSTODIANS, AND OTHER INTERMEDIARIES RECEIVING THIS NOTICE ARE
REQUESTED TO EXPEDITE RE-TRANSMITTAL TO THE REGISTERED HOLDERS AND BENEFICIAL
OWNERS OF THE SECURITIES IN A TIMELY MANNER.

 

The Securities have been issued pursuant to an indenture dated as of 1 August
2014 (as amended or supplemented from time to time, the 'Base Indenture'),
between HSBC Holdings plc, as issuer (the 'Issuer'), The Bank of New York
Mellon, London Branch, as trustee (the 'Trustee'), and HSBC Bank USA, National
Association, as paying agent and registrar ('HSBC Bank USA'), as supplemented
and amended by a second supplemental indenture dated as of 17 September 2014
(the 'Second Supplemental Indenture' and, together with the Base Indenture,
the 'Indenture') among the Issuer, the Trustee and HSBC Bank USA as paying
agent, registrar and calculation agent. Capitalised terms used and not defined
herein have the meanings ascribed to them in the Indenture.

 

The Issuer has elected to redeem the Securities in whole in accordance with
the terms of the Indenture and the Securities (the 'Optional Redemption').

 

Pursuant to Sections 11.02 and 11.04 of the Base Indenture and Section 2.11(a)
of the Second Supplemental Indenture, the Issuer hereby provides notice of the
following information relating to the Optional Redemption:

 

·      The redemption date for the Securities shall be 17 September 2024
(the 'Redemption Date').

·      The redemption price for the Securities shall be US$1,000 per
US$1,000 principal amount of the Securities (the 'Redemption Price').
Additionally, in accordance with the terms of the Indenture, as the Redemption
Date is an Interest Payment Date, all accrued but unpaid interest (excluding
any interest cancelled or deemed to have been cancelled as described in
Sections 2.03 and 2.04 of the Second Supplemental Indenture) from (and
including) 17 March 2024 to (but excluding) the Redemption Date will also be
payable to the holders of record of the Securities as of 2 September 2024, the
Regular Record Date.

·      Subject to any conditions and/or the limited circumstances
contained in the Second Supplemental Indenture, on the Redemption Date, the
Redemption Price shall become due and payable upon each such Security to be
redeemed and interest thereon shall cease to accrue on or after such date.

·      Securities should be surrendered at the registered office of HSBC
Bank USA at 66 Hudson Boulevard East, 545W9, New York, NY 10001, Attention:
Issuer Services.

 

The Issuer has requested that the Securities be delisted from the Global
Exchange Market of Euronext Dublin on the Redemption Date.

 

Questions relating to this Notice of Redemption should be addressed to HSBC
Bank USA via e-mail at CTLANYDealManagement@us.hsbc.com, at its registered
office or via telephone at +1 201 217 8417.

 

IMPORTANT TAX INFORMATION

EXISTING U.S. FEDERAL INCOME TAX LAW MAY REQUIRE BACKUP WITHHOLDING OF 24% OF
ANY PAYMENTS TO HOLDERS PRESENTING THEIR SECURITIES FOR PAYMENTS WHO HAVE
FAILED TO FURNISH A TAXPAYER IDENTIFICATION NUMBER, CERTIFIED TO BE CORRECT
UNDER PENALTY OF PERJURY ON A COMPLETE AND VALID INTERNAL REVENUE SERVICE
('IRS') FORM W-9 OR APPLICABLE FORM W-8 TO THE APPLICABLE PAYER OR WITHHOLDING
AGENT. HOLDERS MAY ALSO BE SUBJECT TO PENALTIES FOR FAILURE TO PROVIDE SUCH
NUMBER.

 

Investor enquiries to:
Greg Case                    +44 (0) 20 7992
3825                 investorrelations@hsbc.com
(mailto:investorrelations@hsbc.com)

 

Media enquiries to:
Press Office                 +44 (0) 20 7991 8096
             pressoffice@hsbc.com (mailto:pressoffice@hsbc.com)

 

Note to editors:

 

HSBC Holdings plc

HSBC Holdings plc, the parent company of the HSBC Group, is headquartered in
London. HSBC serves customers worldwide from offices in 62 countries and
territories. With assets of US$3,001bn at 31 March 2024, HSBC is one of the
world's largest banking and financial services organisations.

 

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