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Barclays PLC Capital/Financing Update 2010

Nov 3, 2010

5250_rns_2010-11-03_63a370ae-cdb3-45c4-9374-b3915274032d.pdf

Capital/Financing Update

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THESE NOTES DO NOT CONSTITUTE COLLECTIVE INVESTMENT SCHEMES IN THE MEANING OF THE SWISS FEDERAL ACT ON COLLECTIVE INVESTMENT SCHEMES ("CISA"). ACCORDINGLY, HOLDERS OF THE NOTES DO NOT BENEFIT FROM PROTECTION UNDER THE CISA OR SUPERVISION BY THE SWISS FINANCIAL MARKET SUPERVISORY AUTHORITY FINMA

Final Terms

BARCLAYS BANK PLC

(Incorporated with limited liability in England and Wales)

BARCLAYS CAPITAL (CAYMAN) LIMITED

(Incorporated with limited liability in the Cayman Islands)

GLOBAL STRUCTURED SECURITIES PROGRAMME

for the issue of Securities

BARCLAYS BANK PLC

USD 5,000,000 iShares MSCI Brazil Index Fund Equity Linked Notes due 5 November 2012

under the Global Structured Securities Programme

Series G2010BPHK48I

Issue Price: 100% of par

This document constitutes the final terms of the Notes (the "Final Terms") described herein for the purposes of Article 5.4 of the Directive 2003/71/EC and is prepared in connection with the Global Structured Securities Programme established by Barclays Bank PLC (the "Bank") and Barclays Capital (Cayman) Limited ("BCCL") and is supplemental to and should be read in conjunction with the Base Prospectus dated 6 August 2010, as supplemented and amended from time to time, which constitutes a base prospectus (the "Base Prospectus") for the purpose of the Directive 2003/71/EC. Full information on the Issuer and the offer of the Securities is only available on the basis of the combination of these Final Terms and the Base Prospectus. The Base Prospectus is available for viewing during normal business hours at the registered office of the Issuer and the specified office of the Issue and Paying Agent for the time being in London and copies may be obtained from such office. Words and expressions defined in the Base Prospectus and not defined in this document shall bear the same meanings when used herein.

The Issuer accepts responsibility for the information contained in these Final Terms. To the best of its knowledge and belief (having taken all reasonable care to ensure that such is the case) the information contained in these Final Terms is in accordance with the facts and does not contain anything likely to affect the import of such information.

Investors should refer to the sections headed "Risk Factors" in the Base Prospectus for a discussion of certain matters that should be considered when making a decision to invest in the Securities.

Barclays Capital

Final Terms dated 3 November 2010

The distribution of this document and the offer of the Securities in certain jurisdictions may be restricted by law. Persons into whose possession these Final Terms come are required by the Bank to inform themselves about and to observe any such restrictions. Details of selling restrictions for various jurisdictions are set out in "Purchase and Sale" in the Base Prospectus. In particular, the Securities have not been, and will not be, registered under the US Securities Act of 1933, as amended, and are subject to US tax law requirements. Trading in the Securities has not been approved by the US Commodity Futures Trading Commission under the US Commodity Exchange Act of 1936, as amended. Subject to certain exceptions, the Securities may not at any time be offered, sold or delivered in the United States or to US persons, nor may any US persons at any time trade or maintain a position in such Securities.

iShares® Disclaimer:

iShares is a registered mark of BlackRock Institutional Trust Company, N.A. ("BTC"). BTC has licensed certain trademarks and trade names of BlackRock to Barclays Bank PLC. The Notes are not sponsored, endorsed, sold, or promoted by BTC or any of its affiliates (collectively "BlackRock"). BlackRock makes no representations or warranties to the owners of the Notes or any member of the public regarding the advisability of investing in the Notes. BlackRock has no obligation or liability in connection with the operation, marketing, trading or sale of the Notes.

Notice to Swiss Investors:

The Notes may not be publicly distributed in Switzerland. This Final Terms shall not be dispatched, copied to or otherwise made available to, and the Notes may not be offered for sale to any person in Switzerland, except to Qualified Investors as defined in article 10 of the Swiss Act on Collective Investment Schemes, i.e. to a) prudentially regulated financial intermediaries such as banks, securities dealers and fund management companies, b) regulated insurance institutions, c) public entities and retirement benefits institutions with professional treasury department, d) companies with professional treasury department, e) High-Net-Worth Individuals (as defined below) and f) investors who have concluded a written discretionary management agreement with a financial intermediary as defined under lit. a) or with an independent asset manager that complies with the requirements pursuant to Art. 6 para 2 of the Collective Investment Schemes Ordinance ("CISO") High-Net-Worth Individual is a private individual who confirms in writing at the time of the investment to own a minimum of CHF 2 million of financial investments, whether directly or indirectly.

This document is neither a prospectus according to Art 652a or Art 1156 of the Swiss Code of Obligations nor a simplified prospectus according to Art 5 of the Swiss Act on Collective Investment Schemes ("CISA").

The Notes do not constitute an investment in a collective investment scheme and are not subject to the CISA nor to the supervision of the Swiss Financial Market Supervisory Authority FINMA.

Part A

Terms and Conditions of the Securities

The Securities shall have the following terms and conditions, which shall complete, modify and/or amend the Base Conditions and/or any applicable Relevant Annex(es) set out in the Base Prospectus dated 6 August 2010.

Parties
Issuer: Barclays Bank PLC
Guarantor: N/A
$Manager[s]$ : Barclays Bank PLC
Determination Agent: Barclays Bank PLC
Issue and Paying Agent: The Bank of New York Mellon
Stabilising Manager: N/A
Registrar: N/A
CREST Agent: N/A
Paying Agents: N/A
Transfer Agent: N/A
Exchange Agent: N/A
Additional Agents: N/A

THE SECURITIES HAVE NOT BEEN AND WILL NOT BE REGISTERED UNDER THE US SECURITIES ACT OF 1933, AS AMENDED (THE "SECURITIES ACT") AND THE SECURITIES COMPRISE BEARER SECURITIES THAT ARE SUBIECT TO US TAX LAW REOUIREMENTS. SUBIECT TO CERTAIN EXCEPTIONS. THE SECURITIES MAY NOT BE OFFERED OR SOLD WITHIN THE UNITED STATES OR TO, OR FOR THE ACCOUNT OR BENEFIT OF, US PERSONS (AS DEFINED IN REGULATION S UNDER THE SECURITIES ACT ("REGULATION S")). THESE FINAL TERMS HAVE BEEN PREPARED BY THE ISSUER FOR USE IN CONNECTION WITH THE OFFER AND SALE OF THE SECURITIES OUTSIDE THE UNITED STATES TO NON-US PERSONS IN RELIANCE ON REGULATION S AND FOR LISTING OF THE SECURITIES ON THE RELEVANT STOCK EXCHANGE, IF ANY, AS STATED HEREIN. FOR A DESCRIPTION OF THESE AND CERTAIN FURTHER RESTRICTIONS ON OFFERS AND SALES OF THE SECURITIES AND DISTRIBUTION OF THESE FINAL TERMS AND THE BASE PROSPECTUS SEE "PURCHASE AND SALE" IN THE BASE PROSPECTUS.

ANY UNITED STATES PERSON WHO HOLDS THIS OBLIGATION WILL BE SUBIECT TO LIMITATIONS UNDER THE UNITED STATES INCOME TAX LAWS, INCLUDING THE LIMITATIONS PROVIDED IN SECTIONS 165(i) AND 1287(a) OF THE INTERNAL REVENUE CODE OF 1986, AS AMENDED.

Swiss Federal Act: The Securities do not constitute collective investment schemes within the meaning of the Swiss Federal Act on Collective Investment Schemes ("CISA"). Accordingly, holders of the Securities do not benefit from protection under the CISA or supervision by the Swiss Federal Banking Commission.

Provisions relating to the Securities

$\mathbf{1}$ (i) Series: G2010BPHK48J
(ii) Tranche: 1
2 Currency: United States dollars ("USD")
3 Notes:
(i) Aggregate Nominal Amount as at
the Issue Date:
USD 5,000,000
(ii) Specified Denomination: USD 1,000
(iii) Calculation Amount per Security as
at the Issue Date:
Specified Denomination
4 Certificates: N/A
5 Form:
(i) Global/Definitive/Uncertificated and Global Bearer Securities:
dematerialised: Temporary Global Security, exchangeable for
Permanent Global Security
(ii) NGN Form: N/A
(iii) Held under the NSS: N/A
(iv) CGN Form: Applicable
(v) CDIs: N/A
6 Trade Date: 20 October 2010
7 Issue Date: 3 November 2010
8 Redemption Date: 5 November 2012
9 Issue Price:
Amount
100 per cent. of the Aggregate Nominal
10 Relevant Stock Exchange[s]: London Stock Exchange
11 The following Relevant Annex(es) shall apply
to the Securities (specify each applicable
Relevant Annex):
Equity Linked Annex
Provisions relating to interest (if any) payable on the Securities
- 12 Interest: Applicable
- 13 Interest Amount: As per conditions 4 and 24 of the Base

$14$ Interest Rate[s]:

  • $(i)$ Fixed Rate:
  • $(ii)$ Floating Rate:
  • $(iii)$ Variable Rate:

Conditions

$N/A$

$N/A$

The Interest Rate in respect of each Interest Payment Date for each Observation Period is calculated as follows:

Calculation Amount x 4.60% x n/N

Where:

"n" means the number of Business Days from and including the Period Start Date(i) to and including the Period End Date(i) (both dates are as set out in the Schedule), where the Share Price is greater than or equal to the Barrier.

"N" means the total number of Business Days from and including the Period Start Date(i) to and including the Period End $Date_{(i)}$

"Barrier" means 60 per cent of the Initial Price.

"Share Price" means the price of the Share at the Valuation Time on a Scheduled Trading Day.

"Initial Price" means the Share Price at the Valuation Time on the Strike Date.

"Strike Date" means 20 October 2010

"Observation Period" means each period as set out in Schedule 1.

(iv) Zero Coupon: N/A
(v) Bond Linked Securities – Fixed
Coupon:
N/A
(vi) Bond Linked Securities - Pass
Through Interest:
N/A
15 Screen Rate Determination: N/A
16 ISDA Determination: N/A
17 Margin:
18 Minimum/Maximum Interest Rate: N/A
19 Interest Commencement Date: N/A
20 Interest Determination Date: N/A
21 Interest Calculation Periods: N/A
22 Interest Payment Dates: Each Interest Payment Date as set out in the
Schedule.
23 Day Count Fraction: Actual/Actual
24 Fall back provisions, rounding provisions,
denominator and any other terms relating to
the method of calculating interest, if
different from those set out in the Base
Conditions:
N/A

Provisions relating to Redemption

25 Settlement Method: (i) For the purposes of Condition 5.1 of the
Base Conditions: Cash Settlement
(ii) For the purposes of Condition 5.5 of the
Base Conditions: Cash Settlement
  • 26 Settlement Currency:
  • 27 Settlement Number:
  • 28 Terms relating to Cash Settled Securities:
  • Final Cash Settlement Amount: $(i)$

USD

As defined in Condition 24 of the Base Conditions

(i) If on the Valuation Date, Final Price is equal to or greater than the Barrier, the Issuer shall pay to each Note Holder in respect of each Note an amount determined as follows:

Calculation Amount x 100%

(ii) If on the Valuation Date, Final Price is less than the Barrier, the Issuer shall pay to each Note Holder in respect of each Note an amount determined as follows: Calculation Amount x (Final Price / Initial Price)

Where:
"Final Price" means the Share Price on the
Final Valuation Date.
"Final Valuation Date" means 22 October
2012.
(ii) Early Cash Settlement Amount: As defined in Condition 24 of the Base
Conditions
(iii) Early Cash Redemption Date: As defined in Condition 24 of the Base
Conditions
29 Securities: Terms relating to Physically Delivered N/A
30 Nominal Call Event: N/A
31 Call Option: N/A
32 Put Option: N/A
33 Specified Early Redemption Event: Applicable: If on each Period End Date other
than the Final Valuation Date, the Share
Price is greater than or equal to the Initial
Price, then a Specified Early Redemption
Event shall be deemed to have occurred.
(i) Automatic Early Redemption: Applicable
(ii) Cash Settled Securities:
(a)
Amount:
Specified Early Cash Settlement USD 1,000 per Calculation Amount per
Security as at the Issue Date, subject to
Condition 8.3 of the Base Conditions
(b)
Date(s):
Specified Early Cash Redemption Each Specified Early Cash Redemption Date
as set out in the Schedule.
(iii) Physically Delivered Securities: N/A
(iv)
Period:
Specified Early Redemption Notice As per Condition 5.5 of the Base Conditions
34 Maximum and Minimum Redemption
Requirements:
N/A
35 Annex: Additional Disruption Events in addition to
those specified in Condition 24 of the Base
Conditions and any applicable Relevant
N/A
36 Share Linked Securities: Applicable
(i) Share(s) (each a "Reference Asset"): iShares MSCI Brazil Index Fund
Bloomberg Code: EWZ UP
(ii) Exchange[s]: New York Stock Exchange Arca
(iii) Related Exchange[s]: All Exchanges
(iv) Exchange Rate: N/A
(v) Weighting for each Reference Asset
comprising the Basket of Reference
Assets:
N/A
(vi) Initial Price of each Reference Asset: USD 78.44
(vii) Number of Shares: N/A
(viii) Substitution of Shares: Substitution
Standard
0f
Shares
İS.
applicable
(ix) Valuation Date: Scheduled
Trading Day in
Each
each
Observation Period from and including the
Strike Date to and including the Final
Valuation Date
(x) Valuation Time: As defined in the Equity Linked Annex
(xi) Averaging: N/A
(xii) Additional Disruption Event in
respect of Share Linked Securities:
Insolvency Filing
(xiii) FX Disruption Event: N/A
(xiv) Market Access Dividend and Rights
Issue Provisions:
N/A
(xv) Dividend Exchange Rate: N/A
(xvi) Other adjustments: N/A
37 Index Linked Securities (Equity indices only): N/A
38 Inflation Linked Securities: N/A
39 FX Linked Securities: N/A
40 Credit Linked Securities: N/A
41 Commodity Linked Securities: N/A
42 Proprietary Index Linked Securities: N/A
43 Bond Linked Securities: N/A
44 Mutual Fund Linked Securities: N/A
Provisions relating to Settlement
45 Minimum Settlement Amount: N/A
46 Settlement in respect of VP Notes, APK
Registered Securities, Dutch Securities,
Italian Securities, Swedish Registered
N/A
Securities, VPS Registered Securities or
Spanish Securities:
.

47 Additional provisions relating to Taxes and $N/A$ Settlement Expenses:

Definitions

48 Business Day: As defined in Condition 24 of the Base
Conditions
49 Additional Business Centre(s): N/A

Selling restrictions and provisions relating to certification

50 Non-US Selling Restrictions: Investors are bound by the selling restrictions of the relevant jurisdiction(s) in which the Notes are to be sold as set out in the Base Prospectus.

In addition, no action has been taken or will be taken that would permit a public offering of the Notes or possession or distribution of any offering material in relation to the Notes in any jurisdiction where action for that purpose is required. No offers, sales, re-sales or deliveries of any Notes or distribution of any offering material relating to the Notes, directly or indirectly, may be made in or from any jurisdiction except in circumstances which will result in compliance with any applicable laws and regulations and which will not impose any obligation on the Issuer, the Dealer and the Determination Agent.

SUBIECT TO CERTAIN EXCEPTIONS. AS DETAILED IN "PURCHASE AND SALE" IN THE BASE PROSPECTUS, THE NOTES MAY NOT BE OFFERED OR SOLD WITHIN THE UNITED STATES OR TO, OR FOR THE ACCOUNT OR BENEFIT OF, US PERSONS (AS DEFINED IN REGULATION S UNDER THE US SECURITIES ACT OF 1933).

51 Applicable TEFRA exemption: TEFRA D Rules Applicable

General

52 Business Day Convention: Modified Following
53 Relevant Clearing System[s]: Euroclear
Clearstream
54 If syndicated, names [and addresses] of
Managers [and underwriting]
commitments]:
N/A
55 Details relating to Partly Paid Securities: N/A
56 Relevant securities codes: ISIN: XS0554280007
Common Code: 055428000
57 Modifications to the Master Subscription
Agreement and/or Agency Agreement:
N/A
58 Additional Conditions and/or modification
to the Conditions of the Securities:
N/A

Part B Other Information

$\mathbf{1}$ LISTING AND ADMISSION TO TRADING

(i) Listing London Stock Exchange
(ii) Admission to trading: Application is expected to be made by the Issuer (or
on its behalf) for the Securities to be admitted to
trading on the London Stock Exchange's Regulated
Market on or around the Issue Date.
(iii) Estimate of total expenses related to
admission to trading:
GBP 300

$2^{\circ}$ RATINGS

Ratings:

The Securities have not been individually rated.

$\overline{3}$ NOTIFICATION

$N/A$

INTERESTS OF NATURAL AND LEGAL PERSONS INVOLVED IN THE ISSUE $\overline{4}$

Save as discussed in "Purchase and Sale", so far as the Issuer is aware, no person involved in the offer of the Securities has an interest material to the offer.

$51$ REASONS FOR THE OFFER, ESTIMATED NET PROCEEDS AND TOTAL EXPENSES

(i)
Reasons for the offer:
General funding
------------------------------- -----------------
  • $(ii)$ Estimated net proceeds: $N/A$
  • $N/A$ $(iii)$ Estimated total expenses:

$6 \overline{6}$ FIXED RATE SECURITIES ONLY - YIELD

Indication of yield: $N/A$

FLOATING RATE SECURITIES ONLY - HISTORIC INTEREST RATES $\overline{7}$

$N/A$

PERFORMANCE OF REFERENCE ASSET(S) OR OTHER VARIABLE, EXPLANATION OF EFFECT 8 ON VALUE OF INVESTMENT AND ASSOCIATED RISKS AND OTHER INFORMATION CONCERNING THE REFERENCE ASSET(S) AND/OR OTHER UNDERLYING

$N/A$

9 PERFORMANCE OF RATE[S] OF EXCHANGE AND EXPLANATION OF EFFECT ON VALUE OF INVESTMENT

$N/A$

10 OPERATIONAL INFORMATION

Any clearing system(s) other than Euroclear
Bank S.A./N.V. and Clearstream Banking
Société Anonyme (together with their
addresses) and the relevant identification
$number(s)$ :
N/A
Delivery: Delivery free of payment
Names and addresses of additional Paying
Agents(s) (if any) [and APK Issue and Paying
Agent / VP Issuing Agent/ [ENL Issuing Agent]
/ Swedish Issue and Paying Agent / VPS Issue
and Paying Agent / Spanish Securities Issue
and Paying Agent]:
N/A
Intended to be held in a manner which would
allow Eurosystem eligibility:
N/A

11 OFFER INFORMATION

The Issue Price includes a commission element which may be shared with a third party, the details of which are available upon request.

Barclays relies on and looks towards the intermediary to comply with the Swiss law obligation regarding retrocession and, when applicable, will disclose or forward any retrocession payment he receives from a Barclays entity to his client, unless the intermediary and his client have validly agreed otherwise. Since Barclays does not know the identity of the intermediary's client, it is impossible for Barclays to disclose such retrocession payments to the client of the intermediary. As a consequence thereof, the intermediary herewith undertakes to duly fulfil all legal requirements under Swiss law.

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