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Barclays PLC Capital/Financing Update 2012

Jun 25, 2012

5250_rns_2012-06-25_81091bd9-6ba7-48cb-a835-eb0ace50b6a0.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

1,740,860 Index Linked Warrants due June 2016 (the "Warrant")

Series NX000102481

under the Global Structured Securities Programme

Issue Price: JPY 105.4 per Security

This document constitutes the final terms of the Warrants (the "Final Terms") described herein for the purposes of Article 5.4 of Directive 2003/71/EC (the "Prospectus Directive") 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 14 June 2012, as supplemented and amended from time to time, which constitutes a base prospectus (the "Base Prospectus") for the purpose of the Prospectus Directive. 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

Final Terms dated 25 June 2012

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.

Index disclaimer:

TPX Index:

(i) The TPX Index Value and the TPX Index Marks are subject to the rights owned by the Tokyo Stock Exchange, Inc. and the Tokyo Stock Exchange, Inc. owns all rights relating to the TPX Index such as calculation, publication and use of the TPX Index Value and relating to the TPX Index Marks.

(ii) The Tokyo Stock Exchange, Inc. shall reserve the rights to change the methods of calculation or publication, to cease the calculation or publication of the TPX Index Value or to change the TPX Index Marks or cease the use thereof.

(iii) The Tokyo Stock Exchange, Inc. makes no warranty or representation whatsoever, either as to the results stemmed from the use of the TPX Index Value and the TPX Index Marks or as to the figure at which the TPX Index Value stands on any particular day.

(iv) The Tokyo Stock Exchange, Inc. gives no assurance regarding accuracy or completeness of the TPX Index Value and data contained therein. Further, the Tokyo Stock Exchange, Inc. shall not be liable for the miscalculation, incorrect publication, delayed or interrupted publication of the TPX Index Value.

(v) No Securities are in any way sponsored, endorsed or promoted by the Tokyo Stock Exchange, Inc.

(vi) The Tokyo Stock Exchange, Inc. shall not bear any obligation to give an explanation of the Securities or an advice on investments to any purchaser of the Securities or to the public.

(vii) The Tokyo Stock Exchange, Inc. neither selects specific stocks or groups thereof nor takes into account any needs of the issuing company or any purchaser of the Securities for calculation of the TPX Index Value.

(viii) Including but not limited to the foregoing, the Tokyo Stock Exchange, Inc. shall not be responsible for any damage resulting from the issue and sale of the 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 14 June 2012.

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: The Bank of New York Mellon (Luxembourg) S.A.
CREST Agent: N/A
Italian Securities Agent: N/A
Paying Agents: N/A
Transfer Agent: The Bank of New York Mellon (Luxembourg) S.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"). 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. 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.

EACH PURCHASER OF REGISTERED SECURITIES WILL BE DEEMED, BY ITS ACCEPTANCE OF PURCHASE OF ANY SUCH REGISTERED SECURITIES, TO HAVE MADE CERTAIN REPRESENTATIONS AND AGREEMENTS INTENDED TO RESTRICT THE RESALE OR OTHER TRANSFER OF SUCH REGISTERED SECURITIES AS SET OUT IN "CLEARANCE, SETTLEMENT AND TRANSFER RESTRICTIONS – TRANSFER RESTRICTIONS FOR REGISTERED SECURITIES" IN THE BASE PROSPECTUS.

THE SECURITIES HAVE NOT BEEN APPROVED OR DISAPPROVED BY THE US SECURITIES AND EXCHANGE COMMISSION, ANY STATE SECURITIES COMMISSION IN THE UNITED STATES OR ANY OTHER US REGULATORY AUTHORITY, AND NONE OF THE FOREGOING AUTHORITIES HAS PASSED UPON OR ENDORSED THE MERITS OF THE OFFERING OF SECURITIES OR THE ACCURACY OR THE ADEQUACY OF THESE FINAL TERMS OR THE BASE PROSPECTUS. ANY REPRESENTATION TO THE CONTRARY IS A CRIMINAL OFFENCE IN THE UNITED STATES.

Provisions relating to the Securities

1 (i) Series: NX000102481
(ii) Tranche: 1
2 Currency: Japanese Yen ("JPY")
3 Number of Warrants or Exercisable 1,740,860
Certificates being issued:
4 (i) Minimum Tradable Amount: 10,000 Securities
The
Minimum
Tradable
Amount
will
apply
through the life of the Warrants such that there
may
be no sales or partial cancellations of
Warrants in amounts less than the Minimum
Tradable Amount.
(ii) Calculation Amount as at the Issue JPY 1,000
Date: For the purposes hereof, all references in the
Conditions to "Calculation Amount per Security"
shall be construed as references to "Calculation
Amount" as defined in these Final Terms.
5
Form:
(i) Global/Definitive/Uncertificated
and
dematerialised:
Global Registered Securities:
Regulation S 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: 18 June 2012
7 Issue Date: 25 June 2012
8 Issue Price: JPY 105.4 per Security
9 Relevant Stock Exchange: London Stock Exchange
10 The following Relevant Annex(es) shall apply
to the Securities:
Equity Linked Annex
11 Interest: N/A
12 Interest Amount: N/A
13 Interest Rate: N/A
14 Screen Rate Determination: N/A
15 ISDA Determination: N/A
16 Margin: N/A
17 Minimum/Maximum Interest Rate: N/A
18 Interest Commencement Date: N/A
19 Interest Determination Date: N/A
20 Interest Calculation Periods: N/A
21 Interest Payment Dates: N/A
22 Day Count Fraction: N/A
23 Fallback 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
24 (i)
Exercise Style:
European Style
(ii)
Multiple Exercise Securities:
N/A
25 Call/Put Securities: N/A
26
Units:
Unit consists of 10,000 Securities.
The Securities must be exercised in Units. Each
27 Exercise Price: N/A
28 Exercise Date(s):
Expiration Date
29 Exercise Parameters:
N/A
30 Potential Exercise Business Dates: N/A
31 Exercise Business Day: N/A
32 Exercise Period: N/A
33 Expiration Date: Valuation Date
34 Automatic Exercise: Applicable
35 Minimum Number Exercise Requirement: The Minimum Number is 1 Security
36 Maximum Daily Number: N/A
37 Nominal Call Event: N/A
38 Settlement Method:
Cash Settlement
39 Settlement Currency: USD
40 Settlement Number: As
defined
in
Condition
24
of
the
Base
Conditions
41 Terms relating to Cash Settled Securities:
(i)
Exercise Cash Settlement Amount:
The Exercise Cash Settlement Amount will be an
amount determined by the Determination Agent
calculated as follows:
Calculation Amount x max(0%; Underlying Performance)
Where:
"Final Index" means the Index Level on the
Valuation Date.
"Initial Index" means 737.69
"Strike" means 110 per cent.
"Underlying Performance" will be calculated as
follows:
(Final Index/Initial Index) – Strike
(ii) Exercise Cash Settlement Date: 16 June 2016
(iii) Early Cash Settlement Amount: As
defined
in
Condition
24
of
the
Base
Conditions
(iv) Early Cancellation Date: As
defined
in
Condition
24
of
the
Base
Conditions
42 Specified Early Cancellation Event: N/A
43 Call Option: N/A
44 Put Option: N/A
45 Securities: Terms relating to Physically Delivered N/A
46 Multiplier: N/A
47 Additional Disruption Events in addition to
those specified in Condition 24 of the Base
Conditions and any applicable Relevant
Annex:
N/A
48 Share Linked Securities: N/A
49 Index Linked Securities: Applicable
(i) Index/Indices
(each
a
"Reference
Asset"):
Tokyo Stock Exchange Price Index (TOPIX) as
calculated and sponsored by Tokyo Stock
Exchange Inc.(the "Index Sponsor")
(Bloomberg code: TPX )
(ii) Future Price Valuation: N/A
(iii) Exchange-traded Contract: N/A
(iv) Exchange: Tokyo Stock Exchange
(v) Related Exchange: Tokyo Stock Exchange
(vi) Exchange Rate: N/A
(vii) Weighting for each Reference Asset
comprising the Basket of Reference
Assets:
N/A
(viii)Index Level of each Reference Asset: The level of the Index at the Valuation Time on
any Scheduled Trading Date (the "Index Level")
(ix) Valuation Date: 9 June 2016
(x)
Valuation Time:
3:00p.m. Tokyo time
(xi) Averaging: N/A
(xii) Additional Disruption Event in respect
of Index Linked Securities:
N/A
(xiii) FX Disruption Event: N/A
(xiv) FX Inbound Valuation Disruption Event: N/A
(xv) ODI Early Redemption Event: N/A
(xvi) FINI Early Redemption Event: N/A
(xvii)
Local Jurisdiction Taxes and Expenses:
N/A
(xviii) Other adjustments: N/A
50 Inflation Linked Securities: N/A
51 FX Linked Securities: N/A
52 Credit Linked Securities: N/A
53 Commodity Linked Securities: N/A
54 Debt Components: N/A
55 Interest Rate Components: N/A
56 (a)
Barclays
Commodity
Index
Linked
Securities (Section 2 of the Barclays Index
Annex):
N/A
(b) Barclays Equity Index Linked Securities
(Section 3 of the Barclays Index Annex):
N/A
(c)
Barclays
FX
Index
Linked
Securities
(Section 4 of the Barclays Index Annex):
N/A
(d)
Barclays
Interest
Rate
Index
Linked
Securities (Section 5 of the Barclays Index
Annex):
N/A
(e) Barclays Emerging Market Index Linked
Securities (Section 6 of the Barclays Index
Annex):
N/A
57 Fund Linked Securities: N/A
58 Settlement in respect of APK Registered
Securities, Swedish Registered Securities,
Italian Securities or other Securities:
N/A
59 Additional provisions relating to payment of
Exercise Price:
N/A
60 Additional provisions relating to Taxes and
Settlement Expenses:
N/A
61 Definition of In-The-Money: As
defined
in
Condition
24
of
the
Base
Conditions
62 Business Days: As
defined
in
Condition
24
of
the
Base
Conditions
Additional Business Centre(s): N/A
Selling restrictions and provisions relating to certification
63 Non-US Selling Restrictions: As described in the Base Prospectus
64 Applicable TEFRA exemption: N/A
65 Other: N/A
66 Business Day Convention: Modified Following
67 Relevant Clearing Systems: Euroclear
Clearstream
68 If syndicated, names of Managers: N/A
69 Relevant securities codes: ISIN: GB00B8H66C00
Common Code: 079742651
70 Modifications to the Master Subscription
Agreement and/or Master Agency
Agreement (as amended from time to time):
N/A

71 Additional Conditions and/or modification to the Conditions of the Securities:

For the avoidance of doubt in relation to a delay or postponement of payments and settlement:

If the determination of a price or level used to calculate any amount payable or deliverable on any payment or settlement date is delayed or postponed pursuant to the terms and conditions of the Securities, payment or settlement will occur on the later of either (i) the scheduled payment or settlement date or (ii) the second Business Day following the date on which such price or level is determined. No additional amounts shall be payable or deliverable by the Issuer because of such postponement.

Part B Other Information

1 LISTING AND ADMISSION TO TRADING
(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:
N/A
2 RATINGS
Ratings: The Securities have not been individually rated.
3 NOTIFICATION
N/A

4 INTERESTS OF NATURAL AND LEGAL PERSONS INVOLVED IN THE ISSUE

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

5 REASONS FOR THE OFFER, ESTIMATED NET PROCEEDS AND TOTAL EXPENSES

(i) Reasons for the offer: General funding
(ii) Estimated net proceeds: N/A
  • (iii) Estimated total expenses: N/A
  • 6 FIXED RATE SECURITIES ONLY - YIELD
  • Indication of yield: N/A
  • 7 FLOATING RATE SECURITIES ONLY - HISTORIC INTEREST RATES

N/A

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

N/A

9 PERFORMANCE OF RATES 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
N/A
number(s):
Delivery: Delivery free of payment
Names and addresses of additional Paying
Agents(s) (if any):
N/A
Intended to be held in a manner which would
allow Eurosystem eligibility:
No

11 OFFER INFORMATION

N/A