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Barclays PLC — Capital/Financing Update 2011
Apr 25, 2011
5250_rns_2011-04-25_099cc79e-d408-43e6-a5c2-b9271b922c4d.pdf
Capital/Financing Update
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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
EUR 100,000,000 Floored Floating Rate Notes due April 2014 (th "Notes")
Series GSN30985
under the Global Structured Securities Programme
Issue Price: 100 per cent. 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 25 April 2011
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.
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: | 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 SUBJECT TO US TAX LAW REQUIREMENTS. SUBJECT 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. THE BASE PROSPECTUS AND THE SUPPLEMENTAL PROSPECTUSES 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(j) AND 1287(a) OF THE INTERNAL REVENUE CODE OF 1986, AS AMENDED.
Provisions relating to the Securities
| 1 | Series: | GSN30985 | |
|---|---|---|---|
| 2 | Currency: | Euro ("EUR") | |
| 3 | Notes: | Applicable | |
| (i) | Aggregate Nominal Amount as at the Issue Date: |
EUR 100,000,000 | |
| (ii) | Specified Denomination: | EUR 100,000 | |
| (iii) | Calculation Amount per Security as at the Issue Date: |
Specified Denomination | |
| 4 | Certificates: | N/A | |
| 5 | Form: | ||
| (i) | Global/Definitive/Uncertificated | Global Bearer Securities: | |
| and dematerialised: | Temporary Global Security, exchangeable for - a Permanent Global Security |
||
| (ii) | NGN Form: | Applicable | |
| (iii) | Held under the NSS: | N/A | |
| (iv) | CGN Form: | N/A | |
| (v) | CDIs: | N/A | |
| 6 | Trade Date: | 25 March 2011 | |
| 7 | Issue Date: | 25 April 2011 | |
| 8 | Redemption Date: | 25 April 2014, subject to adjustment in accordance with the Business Day Convention |
|
| 9 | Issue Price: | 100 per cent. of the Aggregate Nominal Amount | |
| 10 ° | Relevant Stock Exchange: | London Stock Exchange | |
| 11 | The following Relevant Annex shall apply to the Securities: |
N/A | |
| 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 Conditions | |
| 14 | Interest Rate: | ||
| (i) | Fixed Rate: | N/A | |
| (ii) | Floating Rate: | ISDA Determination | |
| (iii) | Variable Rate: | N/A | |
| (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: | Applicable | |
| (i) | Floating Rate Option: | EUR-EURIBOR-Reuters as displayed on Reuters Screen EURIBOR01 page |
|
| (ii) | Designated Maturity: | 3 months | |
| (iii) | Reset Date: | The first day of each Interest Calculation Period | |
| 17 | Margin: | Plus 0.60 per cent. | |
| 18 | Minimum/Maximum Interest Rate: | Applicable | |
| (i) Minimum Interest Rate: | 3.00 per cent. per annum | ||
| (ii) Maximum Interest Rate: | 4.95 per cent. per annum | ||
| 19 | Interest Commencement Date: | Issue Date | |
| 20 | Interest Determination Date: | N/A | |
| 21 | Interest Calculation Periods: | As defined in Condition 24 of the Base Conditions | |
| (i) | Interest Period End Dates: | Each Interest Payment Date, without adjustment in accordance with the Business Day Convention |
|
| (ii) | Interest calculation method for short or long Interest Calculation Periods: |
N/A | |
| 22 | Interest Payment Dates: | 25 January, 25 April, 25 July and 25 October in each year, from and including 25 July 2011 to and including the Redemption Date, each date subject to adjustment in accordance with the Business Day Convention. |
|
| 23 | Day Count Fraction: | 30/360 | |
| 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: | For the purposes of Condition 5.1 of the Base Conditions: |
| Cash Settlement | |||
|---|---|---|---|
| ----------------- | -- | -- | -- |
EUR
26 Settlement Currency: 27 Settlement Number:
- 28 Terms relating to Cash Settled Securities:
- Final Cash Settlement Amount: $(i)$
- $(ii)$ Early Cash Settlement Amount:
- $(iii)$ Early Cash Redemption Date:
- 29 Terms relating to Physically Delivered Securities:
- 30 Nominal Call Event: $N/A$ 31 Call Option: $N/A$
- 32 Put Option: $N/A$
- 33 Specified Early Redemption Event: $N/A$
- 34 Maximum and Minimum Redemption $N/A$ Requirements:
- 35 Additional Disruption Events in addition to those specified in Condition 24 of the Base Conditions and any applicable Relevant Annex:
- $(i)$ Affected Jurisdiction Hedging $N/A$ Disruption:
- Affected Iurisdiction $N/A$ $(ii)$ Increased Cost of Hedging:
- $(iii)$ Affected Jurisdiction: $N/A$
- Other Additional Disruption $N/A$ $(iv)$ Events:
- $(v)$ The following shall not - Hedging Disruption constitute Additional - Increased Cost of Hedging Disruption Events:
- $N/A$ 36 Share Linked Securities: 37 Index Linked Securities (Equity indices $N/A$ only): 38 Inflation Linked Securities: $N/A$ $N/A$ 39 FX Linked Securities:
- 40 Credit Linked Securities: $N/A$
EUR 100,000 per Calculation Amount per Security
As defined in Condition 24 of the Base Conditions
As defined in Condition 24 of the Base Conditions As defined in Condition 24 of the Base Conditions $N/A$
| 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 Securities, VPS Registered Securities or Spanish Securities: |
N/A | |
| 47 Additional provisions relating to Taxes and Settlement Expenses: |
N/A | ||
| Definitions |
As defined in Condition 24 of the Base Conditions 48 Business Day:
$N/A$
49 Additional Business Centre(s):
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 Securities are to be sold as set out in the Base Prospectus.
In addition to those set out in the Base Prospectus, no action has been taken or will be taken by the Issuer that would permit a public offering of the Securities or possession or distribution of any offering material in relation to the Securities in any jurisdiction where action for that purpose is required. Each purchaser or distributor of the Securities represents and agrees that it will not purchase, offer, sell, re-sell or deliver the Securities, or have in its possession or distribute, the Base Prospectus, any other offering material or these Final Terms, in any jurisdiction except in compliance with the applicable laws and regulations of such jurisdiction and in a manner that will not impose any obligation on the Issuer or Manager (as the case may be) and the Determination Agent.
| 51 Applicable TEFRA exemption: | TEFRA D Rules Applicable | ||
|---|---|---|---|
| General | |||
| 52 Business Day Convention: | Modified Following | ||
| 53 Relevant Clearing Systems: | Euroclear |
| Clearstream, Luxembourg | ||
|---|---|---|
| 54 | If syndicated, names of Managers: | N/A |
| 55 | Details relating to Partly Paid Securities: | N/A |
| 56 Relevant securities codes: | ISIN: XS0586124058 | |
| Common Code: 058612405 | ||
| 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
LISTING AND ADMISSION TO TRADING $\mathbf{1}$
| (i) | Listing: | London | |
|---|---|---|---|
| (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: |
$GRP 2700 + VAT$ | |
| RATINGS |
Ratings:
$2^{\circ}$
The Securities have not been individually rated.
NOTIFICATION $\overline{3}$
$N/A$
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 FIXED RATE SECURITIES ONLY - YIELD
$N/A$
FLOATING RATE SECURITIES ONLY - HISTORIC INTEREST RATES $\overline{7}$
Details of historic 3 months EURIBOR rates can be obtained from Reuters Screen EURIBOR01 page.
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
$N/A$
PERFORMANCE OF RATE OF EXCHANGE AND EXPLANATION OF EFFECT ON VALUE OF 9 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):
Delivery:
Names and addresses of additional Paying Agents(s) (if any):
Intended to be held in a manner which would allow Eurosystem eligibility:
Delivery free of payment
$N/A$
$N/A$
Yes
Note that the designation "yes" simply means that the Securities are intended upon issue to be deposited with one of the International Central Securities Depositaries (ICSDs) as common safekeeper and does not necessarily mean that the Securities will be recognised as eligible collateral for Eurosystem monetary policy and intra-day credit operations by the Eurosystem either upon issue or at any or all times during their life. Such recognition will depend upon the ECB being satisfied that Eurosystem eligibility criteria have been met.
11 OFFER INFORMATION
$N/A$