FORM 6-K
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
Report of Foreign Private Issuer
Pursuant to Rule 13a - 16 or 15d - 16 of
the Securities Exchange Act of 1934
For the
month of January
HSBC Holdings plc
42nd
Floor, 8 Canada Square, London E14 5HQ, England
(Indicate
by check mark whether the registrant files or will file annual
reports under cover of Form 20-F or Form 40-F).
Form
20-F X Form 40-F
NOTICE OF REDEMPTION
Dated 25 January 2024
US$2,500,000,000 3.803% Fixed Rate/Floating Rate Senior Unsecured
Notes due 2025
(CUSIP No. 404280 BZ1; ISIN: US404280BZ11)* (the 'Fixed/Floating
Rate Notes')
US$500,000,000 Floating Rate Senior Unsecured Notes due
2025
(CUSIP No. 404280 CA5; ISIN: US404280CA50)*
(the 'Floating Rate Notes' and, together with the Fixed/Floating
Rate Notes, 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 the Optional
Redemption (as defined below) shall not be affected by any defect
in or omission of such numbers.
To: The Holders of the
Securities
The New York Stock Exchange
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 26 August 2009 (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 tenth supplemental indenture dated as
of 11 March 2019 (the 'Tenth
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 Section 11.04 of the Base Indenture and Sections 2.01,
2.02, 3.01, 3.02, and 4.02 of the Tenth Supplemental
Indenture, the Issuer hereby provides notice of the following
information relating to the Optional
Redemption:
● The
redemption date for the Securities shall be 11 March 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:
i. all accrued
but unpaid interest from (and including) 11 September 2023 to
(but excluding) the Redemption Date will be payable to the holders
of record of the Fixed/Floating Rate Notes as of 25 February 2024,
the Regular Record Date (the 'Fixed/Floating
Rate Notes Interest Payment'); and
ii. all accrued
but unpaid interest from (and including) 11 December 2023 to
(but excluding) the Redemption Date will be payable to the holders
of record of the Floating Rate Notes as of 25 February 2024, the
Regular Record Date (the 'Floating
Rate Notes Interest Payment').
● Subject
to any conditions and/or the limited circumstances contained in the
Tenth Supplemental Indenture, on the Redemption Date the Redemption
Price and the Fixed/Floating Rate Notes Interest Payment or the
Floating Rate Notes Interest Payment, as applicable, 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
452 Fifth Avenue, New York, NY 10018.
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 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
Media enquiries to:
Press Office
+44 (0) 20 7991 8096
pressoffice@hsbc.com
Note to editors:
HSBC Holdings plc
HSBC Holdings plc, the parent company of HSBC, is headquartered in
London. HSBC serves customers worldwide from offices in 62
countries and territories. With assets of US$3,021bn at 30
September 2023, HSBC is one of the world's largest banking and
financial services organisations.
ends/all
SIGNATURE
Pursuant
to the requirements of the Securities Exchange Act of 1934, the
registrant has duly caused this report to be signed on its behalf
by the undersigned, thereunto duly authorized.
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HSBC
Holdings plc
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By:
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Name:
Aileen Taylor
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Title:
Group Company Secretary and Chief Governance Officer
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Date:
25 January 2024
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