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Barclays PLC — Capital/Financing Update 2012
Apr 2, 2012
5250_rns_2012-04-02_ae003f94-a4dc-4594-bee2-b3fb4ad85bad.pdf
Capital/Financing Update
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Final Terms dated 2 April 2012
BARCLAYS BANK PLC
Issue of £1,500,000,000 1.50 per cent. Fixed Rate Guaranteed Notes due 2017 (the "Notes") under the £60,000,000,000 Debt Issuance Programme
The Commissioners of H.M. Treasury ("H.M. Treasury") have unconditionally and irrevocably guaranteed the due payment of all sums due and payable by the Issuer under the Notes.
H.M. Treasury's obligations in that respect are contained in a deed of guarantee dated 20 March 2012, the form of which is available at www.dmo.gov.uk.
PART A — CONTRACTUAL TERMS
Terms used herein shall be deemed to be defined as such for the purposes of the Conditions set forth in the Information Memorandum dated 21 March 2012. This document constitutes the Final Terms of the Notes described herein and must be read in conjunction with such Information Memorandum. Full information on the Issuer and the offer of the Notes is only available on the basis of the combination of these Final Terms and the Information Memorandum. The Information Memorandum is available for viewing at Barclays Treasury, 1 Churchill Place, London E14 5HP and at the specified office of the Principal Paying Agent, currently located at One Canada Square, London E14 5AL.
| 1. | (i) | Issuer: | Barclays Bank PLC | |
|---|---|---|---|---|
| 2. | (i) | Series Number: | 211 | |
| (ii) | Tranche Number: | 1 | ||
| 3. | Specified Currency or Currencies: | Sterling ("£") | ||
| 4. | Aggregate Nominal Amount: | £1,500,000,000 | ||
| 5. | Issue Price: | 99.435 per cent. of the Aggregate Nominal Amount | ||
| 6. (a) Specified Denominations: above £199,000. |
£100,000 and integral multiples of £1,000 in excess thereof up to and including £199,000. No Notes in definitive form will be issued with a denomination |
|||
| (b) | Calculation Amount | £1,000 | ||
| 7. | (i) | Issue Date: | 4 April 2012 | |
| (ii) | Interest Commencement Date: | 4 April 2012 | ||
| 8. | Maturity Date: | 4 April 2017 | ||
| 9. | Interest Basis: | 1.50 per cent. Fixed Rate (further particulars specified below) |
||
| 10. | Redemption/Payment Basis: | Redemption at par | ||
| 11. | Change of Interest or Redemption/Payment Basis: |
Not Applicable | ||
| 12. | Put/Call Options: | Not Applicable | ||
| 13. | Status of the Notes: | Senior | ||
| 14. | Method of distribution: | Syndicated | ||
| PROVISIONS RELATING TO INTEREST (IF ANY) PAYABLE | ||||
| 15. | Fixed Rate Note Provisions | Applicable |
(i) Rate(s) of Interest: 1.50 per cent. per annum payable annually in arrear
| for the period from (and including) the Issue Date to (but excluding) the Maturity Date |
||||
|---|---|---|---|---|
| (ii) | Interest Payment Date(s): | 4 April in each year, commencing on 4 April 2013 and ending on the Maturity Date |
||
| (iii) | Fixed Coupon Amount(s): | £15 per Calculation Amount | ||
| (iv) | Broken Amount(s): | Not Applicable | ||
| (v) | Day Count Fraction: | Actual/Actual (ICMA) | ||
| (vi) | Interest Determination Dates: | Not Applicable | ||
| (vii) | Other terms relating to the method of calculating interest for Fixed Rate Notes: |
Not Applicable | ||
| 16. | Floating Rate Note Provisions | Not Applicable | ||
| 17. | Zero Coupon Note Provisions | Not Applicable | ||
| 18. | Index-Linked | Interest Note/other variable linked interest Note Provisions |
Not Applicable | |
| 19. | Dual Currency Note Provisions | Not Applicable | ||
| PROVISIONS RELATING TO REDEMPTION | ||||
| 20. | Call Option | Not Applicable | ||
| 21. | Put Option | Not Applicable | ||
| 22. | Final Redemption Amount of each Note | £1,000 per Calculation Amount | ||
| 23. | Early Redemption Amount | |||
| Conditions): | Early Redemption Amount(s) of each Note payable on redemption for taxation reasons or on event of default or other early redemption and/or the method of calculating the same (if required or if different from that set out in the |
£1,000 per Calculation Amount | ||
| GENERAL PROVISIONS APPLICABLE TO THE NOTES: | ||||
| 24. | Form of Notes: | Bearer Notes: | ||
| Temporary Global Note exchangeable for a Permanent Global Bearer Note which is exchangeable for Definitive Bearer Notes in the limited circumstances specified in the Permanent Global Bearer Note |
||||
| 25. | New Global Note Form: | Applicable | ||
| 26. | Financial Centre(s) or other special provisions relating to payment dates: |
Not Applicable | ||
| 27. | Talons for future Coupons or Receipts to be attached to Definitive Notes (and dates on which such Talons mature): |
No | ||
| 28. | Details relating to Partly Paid Notes: amount of each payment comprising the Issue Price and date on which each payment is to be made: |
Not Applicable | ||
| 29. | to be made: | Details relating to Instalment Notes: amount of each instalment, date on which each payment is |
Not Applicable | |
| 30. | Other final terms: | Condition 9 (Default and Enforcement) (1)(a)(i) of the Conditions of the Notes is amended. See |
Appendix 1 for further detail.
DISTRIBUTION
| 31. | (i) | If syndicated, names of Managers: | Lead Manager |
|---|---|---|---|
| Barclays Bank PLC | |||
| Co-Lead Managers | |||
| Banco Santander, S.A. | |||
| Lloyds TSB Bank plc | |||
| The Royal Bank of Scotland plc | |||
| (ii) | Date of Syndication Agreement: | 2 April 2012 | |
| (iii) | Stabilising Manager(s) (if any): | Barclays Bank PLC | |
| 32. | If non-syndicated, name of Dealer: | Not Applicable | |
| 33. | Rule 144A eligible (Registered Notes only): | No | |
| 35. | U.S. Selling Restrictions | Reg. S Category 2; TEFRA D | |
| 36. | Non-exempt Offer: | Not Applicable | |
| 37. | Additional selling restrictions: | Not Applicable | |
PAYMENTS BY THE GUARANTOR UNDER THE GUARANTEE
In the event that any payment made by the Guarantor in respect of the Guarantee is made subject to deduction or withholding for or on account of any taxes, duties, assessments or governmental charges of any nature, no additional amounts shall be payable by the Guarantor, the Issuer, the Trustee, any Paying Agent or any other person in respect of such deduction or withholding.
AMENDMENT OF TERMS AND CONDITIONS OF THE NOTES
The Issuer agrees that it will not vary, amend, waive, release, novate, supplement, extend or restate in any respect the terms and conditions of the Notes without obtaining the prior written consent of the Guarantor.
PURPOSE OF FINAL TERMS
These Final Terms comprise the final terms required for issue and admission to trading on the London Stock Exchange's regulated market of the Notes described herein pursuant to the £60,000,000,000 Debt Issuance Programme of Barclays PLC and Barclays Bank PLC and guaranteed in accordance with the Information Memorandum.
RESPONSIBILITY
The Issuer accepts responsibility for the information contained in these Final Terms.
Signed on behalf of the Issuer $\cal{O}$ . . . . . . . . . . . . . . . . . . þ, Duly authorised
PART B — OTHER INFORMATION
1. LISTING Application is expected to be made by the Issuer (or
2. RATINGS
on its behalf) for the Notes to be admitted to the Official List of the UK Listing Authority and admitted to trading on the regulated market of the London Stock Exchange with effect from on or around 4 April 2012.
Ratings: The Notes to be issued are expected to be rated:
Fitch Ratings Limited: AAA
Moody's Investors Service Ltd.: Aaa
Standard & Poor's Credit Market Services Europe Limited: AAA
The above rating agencies are established in the European Union and registered under Regulation (EC) No 1060/2009 (the "CRA Regulation").
In general, European regulated investors are restricted from using a rating for regulatory purposes if such rating is not issued by a credit rating agency established in the European Union and registered under the CRA Regulation unless the rating is provided by a credit rating agency operating in the European Union before 7 June 2010 which has submitted an application for registration in accordance with the CRA Regulation and such registration is not refused.
3. OPERATIONAL INFORMATION
Common Code: 076845484
Intended to be held in a manner which would allow Eurosystem eligibility:
Any clearing system(s) other than DTC, Euroclear Bank S.A./N.V. and Clearstream Banking société anonyme and the relevant identification number(s):
Names and addresses of additional Paying Agent(s) (if any):
ISIN Code: XS0768454844
Yes
Note that the designation "Yes" simply means that the Notes are intended upon issue to be deposited with one of the ICSDs acting as common safekeeper and does not necessarily mean that the Notes 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 satisfaction of the Eurosystem eligibility criteria.
Not Applicable
Delivery: Delivery against payment Not Applicable
Appendix 1
Amendment to the Conditions of the Notes
Condition 9 (Default and Enforcement) (1)(a)(i) of the Conditions is replaced by the following:
"any principal or interest on such Notes has not been paid within 3 Business Days from the due date for payment. For the purposes of this Condition 9(1)(a)(i), "Business Day" shall mean a day on which commercial banks and foreign exchange markets settle payments and are open for general business (including dealings in foreign exchange and foreign currency deposits) in London; or"