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Barclays PLC Capital/Financing Update 2018

May 30, 2018

5250_rns_2018-05-30_18ecd4ed-eeea-4e27-b9d3-0ff0b30dfc47.pdf

Capital/Financing Update

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BARCLAYS BANK PLC

(Incorporated with limited liability in England and Wales)

EUR 4,000,000 Floating Rate Securities due May 2030 pursuant to the Global Structured Securities Programme (the Tranche 1 Securities) Issue Price: 100 per cent.

This document constitutes the final terms of the Securities (the "Final Terms") described herein for the purposes of Article 5.4 of the Prospectus Directive and is prepared in connection with the Global Structured Securities Programme established by Barclays Bank PLC (the "Issuer"). These Final Terms are supplemental to and should be read in conjunction with the GSSP Base Prospectus 1 dated 29 August 2017, as supplemented on 21 November 2017 and 2 May 2018 (the "Base Prospectus"), which constitutes a base prospectus for the purposes 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. A summary of the individual issue of the Securities is annexed to these Final Terms.

The Base Prospectus, and any supplements thereto, are available for viewing at https://www.home.barclays/prospectuses-and-documentation/structured-securities/prospectuses.html and 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 the Final Terms shall bear the same meanings when used herein.

PROHIBITION OF SALES TO EEA RETAIL INVESTORS: The Securities are not intended, to be offered, sold or otherwise made available to and should not be offered, sold or otherwise made available to any retail investor in the European Economic Area ("EEA Retail Investor"). For these purposes, an EEA Retail Investor means a person who is one (or more) of: (i) a retail client as defined in point (11) of Article 4(1) of Directive 2014/65/EU ("MiFID II"); (ii) a customer within the meaning of the Insurance Mediation Directive (Directive 2002/92/EC (as amended)) ("IMD"), where that customer would not qualify as a professional client as defined in point (10) of Article 4(1) of MiFID II; or (iii) not a qualified investor as defined in Directive 2003/71/EC (as amended, the "Prospectus Directive"). Consequently no key information document required by Regulation (EU) No 1286/2014 (the "PRIIPs Regulation") for offering or selling the Securities or otherwise making them available to EEA Retail Investors has been prepared and therefore offering or selling the Securities or otherwise making them available to any EEA Retail Investor may be unlawful under the PRIIPs Regulation.

BARCLAYS

Final Terms dated 31 May 2018

Part A – CONTRACTUAL TERMS

1. a.
Series number:
NX000214393
b.
Tranche number:
1
2. Settlement Currency: Euro ("EUR")
3. Exchange Rate: Not Applicable
4. Securities:
a.
Aggregate Nominal Amount
as at the Issue Date:
(i)
Tranche:
EUR 4,000,000
(ii) Series: EUR 4,000,000
b.
Specified Denomination:
EUR 1,000
c.
Minimum Tradable
Amount:
Not Applicable
5. Issue Price: 100 per cent. of the Aggregate Nominal Amount
6. Issue Date: 31 May 2018
7. Interest Commencement Date: Issue Date
8. Scheduled Redemption Date: 31 May 2030
9. Calculation Amount: Specified Denomination
Provisions relating to interest (if any) payable
10. Type of Interest: Floating Rate Interest
a.
Interest Payment Date(s):
31 May in each year, subject to adjustment in accordance with
the Business Day Convention
b.
Interest Period End Date(s):
31 May in each year, without adjustment in accordance with
the Business Day Convention
11. Switch Option: Not Applicable
12. Fixing Date – Interest: Not Applicable
13. Fixing Time – Interest: Not Applicable
14. Fixed Rate Interest provisions: Not Applicable
15. Floating Rate Interest
provisions:
Applicable
a.
Floating Interest Rate
Determination:
Applicable
- Reference Rate: EUR-EURIBOR
- Designated Maturity: 12 Months
- Offered Quotation: Applicable
- Arithmetic Mean: Not Applicable
- Interest Determination
Date:
As set out in General Conditions 6.8 (Determination of a
Floating Rate)
- Relevant Screen Page: Reuters Screen EURIBOR01 Page
- Relevant Time: 11a.m. Brussels Time
b.
CMS Rate Determination:
Not Applicable
c.
Cap Rate:
2.75% per annum
d.
Curve Cap:
Not Applicable
e.
Floor Rate:
1.20% per annum
f.
Participation:
Not Applicable
g.
Spread:
Not Applicable
h.
Day Count Fraction:
30/360
i.
Details of any short or long
Interest Calculation Period:
Not Applicable
j.
Range Accrual:
Not Applicable
16. Inverse Floating Rate Interest
provisions:
Not Applicable
17. Inflation-Linked Interest
provisions:
Not Applicable
18. Digital Interest Provisions: Not Applicable
19. Spread-Linked Interest
Provisions:
Not Applicable
20. Decompounded Floating Rate
Interest provisions:
Not Applicable
21. Zero Coupon Provisions: Not Applicable
Provisions relating to redemption
22. a.
Optional Early Redemption:
Not Applicable
b.
Option Type:
Not Applicable
23. Call provisions Not Applicable
24. Put provisions Not Applicable
25. Final Redemption Type: Bullet Redemption
26. Bullet Redemption provisions: Applicable
Final Redemption Percentage: 100%
27. Inflation-Linked Redemption
provisions:
Not Applicable
28. Early Cash Settlement Amount: market value
a.
Final Redemption Floor
Unwind Costs:
Not Applicable
29. Fixing Date – Redemption: Not Applicable
30. Fixing Time – Redemption: Not Applicable
31. Change in Law: Applicable
32. Currency Disruption Event: Applicable
33. Issuer Tax Event: Applicable
34. Extraordinary Market
Disruption:
Applicable
35. Hedging Disruption: Applicable
36. Increased Cost of Hedging: Not Applicable
Disruptions
37. Settlement Expenses: Not Applicable
  1. FX Disruption Fallbacks (General Condition 10 (Consequences of FX Disruption Events)): Not Applicable

General Provisions

39. Form of Securities: Global Bearer Securities: Permanent Global Security
NGN Form: Applicable
Held under the NSS: Not Applicable
CGN Form: Not Applicable
CDIs: Not Applicable
40. Trade Date: 24 May 2018
41 Prohibition of Sales to EEA
Retail Investors:
Not Applicable
42. Early Redemption Notice Period
Number:
As set out in General Condition 28.1 (Definitions)
43. Additional Business Centre(s): Not Applicable
44. Business Day Convention: Modified Following
45. Determination Agent: Barclays Bank PLC
46. Registrar: Not Applicable
47. CREST Agent: Not Applicable
48. Transfer Agent: Not Applicable
49. a.
Name of Manager:
Barclays Bank PLC
b.
Date of underwriting
agreement:
Not Applicable
c.
Names and addresses of
secondary trading
intermediaries and main
terms of commitment:
Not Applicable
50. Registration Agent: Not Applicable
51. Masse Category: Not Applicable
52. Governing law:
English law
53 Belgian Securities
Not Applicable
54 Relevant Benchmarks: Not Applicable

PART B – OTHER INFORMATION

1. LISTING AND ADMISSION TO
TRADING
Application is expected to be made by the Issuer
(or on its behalf) for the Securities to be listed on
the official list and admitted to trading on the
regulated market of the London Stock Exchange
with effect from the Issue Date.
Estimate of total expenses related to
admission to trading:
GBP 375
2. RATINGS
Ratings: The Securities have not been individually rated.
3. EXPENSES REASONS FOR THE OFFER, ESTIMATED NET PROCEEDS AND TOTAL
Reasons for the offer:
(i)
General funding
Estimated net proceeds:
(ii)
Not Applicable
Estimated total expenses:
(iii)
Not Applicable
4. YIELD
Not Applicable
5. HISTORIC INTEREST RATES
Details of historic EURIBOR rates can be obtained from Reuters Screen EURIBOR01 Page
6. OPERATIONAL INFORMATION
ISIN Code:
(i)
XS1771116867
(ii) Common Code: 177111686
(iii) Relevant Clearing System(s) and
the
relevant
identification
number(s):
Clearstream, Euroclear
(iv) Delivery: Delivery free of payment
(v) Name and address of additional Not Applicable

Paying Agent(s) (if any)

SUMMARY

Section A – Introduction and warnings
A.1 Introduction
and warnings
This Summary should be read as an introduction to the Base Prospectus. Any
decision to invest in Securities should be based on consideration of the Base
Prospectus as a whole, including any information incorporated by reference, and
read together with the Final Terms.
Where a claim relating to the information contained in the Base Prospectus is
brought before a court, the plaintiff might, under the national legislation of the
relevant Member State of the European Economic Area, have to bear the costs
of translating the Base Prospectus before the legal proceedings are initiated.
No civil liability shall attach to any responsible person solely on the basis of this
Summary, including any translation thereof, unless it is misleading, inaccurate
or inconsistent when read together with the other parts of the Base Prospectus or
it does not provide, when read together with the other parts of the Base
Prospectus, key information in order to aid investors when considering whether
to invest in the Securities.
A.2 Consent by the
Issuer to the use
of prospectus in
subsequent
resale or final
placement of
Securities
Not Applicable: the Issuer does not consent to the use of the Base Prospectus
for subsequent resales.
Section B  Issuer
B.1 Legal and
commercial
name of the
Issuer
The Securities are issued by Barclays Bank PLC (the "Issuer").
B.2 Domicile and
legal form of
the Issuer,
legislation
under which
the Issuer
operates and
country of
incorporation
of the Issuer
The Issuer is a public limited company registered in England and Wales.
The principal laws and legislation under which the Issuer operates are the laws
of England and Wales including the Companies Act.
B.4b Known trends
affecting the
Issuer and
industries in
which the
Issuer operates
The business and earnings of the Issuer and its subsidiary undertakings
(together, the "Bank Group" or "Barclays") can be affected by the fiscal or
other policies and other actions of various governmental and regulatory
authorities in the UK, EU, US and elsewhere, which are all subject to change.
The regulatory response to the financial crisis has led and will continue to lead
to very substantial regulatory changes in the UK, EU and US and in other
countries in which the Bank Group operates. It has also (amongst other things)
led to (i) a more assertive approach being demonstrated by the authorities in
many jurisdictions, and (ii) enhanced capital, leverage, liquidity and funding
requirements (for example pursuant to the fourth Capital Requirements
Directive (CRD IV)). Any future regulatory changes may restrict the Bank
Group's operations, mandate certain lending activity and impose other,
significant compliance costs.
Known trends affecting the Issuer and the industry in which the Issuer operates
include:
continuing political and regulatory scrutiny of the banking industry which

is leading to increased or changing regulation that is likely to have a
significant effect on the structure and management of the Bank Group;
general changes in regulatory requirements, for example, prudential rules

relating to the capital adequacy framework and rules designed to promote
financial stability and increase depositor protection, increased regulation
and procedures for the protection of customers and clients of financial
services firms and an increased willingness on the part of regulators to
investigate past practices, vigorously pursue alleged violations and impose
heavy penalties on financial services firms;
increased levels of legal proceedings in jurisdictions in which the Bank

Group does business, including in the form of class actions;
the US Dodd-Frank Wall Street Reform and Consumer Protection Act,

which contains far-reaching regulatory reform (including restrictions on
proprietary trading and fund-related activities (the so-called 'Volcker
rule'));
the United Kingdom Financial Services (Banking Reform) Act 2013 which

gives United Kingdom authorities powers to implement measures for,
among others: (i) the separation of the United Kingdom and EEA retail
banking activities of the largest United Kingdom banks into a legally,
operationally and economically separate and independent entity (so-called
'ring-fencing'); (ii) a statutory 'bail-in' stabilisation option; and
changes in competition and pricing environments.
B.5 Description of Barclays is a major global financial services provider.
the group and
the Issuer's
position within
the group
The Issuer is a wholly owned direct subsidiary of Barclays PLC, which is the
ultimate holding company of the Bank Group (Barclays PLC, together with its
subsidiaries, the "Group").
B.8 Selected key
pro forma
financial
information
Based on the unaudited pro forma condensed consolidated financial information
of the Bank Group as at and for the year ended 31 December 2017 (the "Pro
Forma Financial Information"), the Bank Group had total assets of £897,869
million, total net loans and advances of £213,800 million, total deposits of
£280,728 million, and total equity of £49,847 million. The profit before tax of
the Bank Group for the year ended 31 December 2017 was £1,878 million after
credit impairment charges and other provisions of £1,553 million. The financial
information in this paragraph is extracted from the Pro Forma Financial
Information.
The Pro Forma Financial Information, because of its nature, addresses a
hypothetical situation and does not, therefore, represent the Bank Group's actual
financial position or results.
B.9 Profit forecast
or estimate
Not Applicable: the Issuer has chosen not to include a profit forecast or
estimate.
B.10 Nature of any
qualifications in
audit report on
historical
financial
information
Not Applicable: the audit report on the historical financial information contains
no such qualifications.
B.12 Selected key
financial
Based on the Bank Group's audited financial information for the year ended 31
December 2017, the Bank Group had total assets of £1,129,343 million (2016:
information; no
material
adverse change
and significant
change
statements
£1,213,955 million), total net loans and advances of £401,762 million (2016:
£436,417 million), total deposits of £467,332 million (2016: £472,917 million),
and total equity of £65,734 million (2016: £70,955 million) (including non
controlling interests of £1 million (2016: £3,522 million)). The profit before tax
of the Bank Group for the year ended 31 December 2017 was £3,166 million
(2016: £4,383 million) after credit impairment charges and other provisions of
£2,336 million (2016: £2,373 million). The financial information in this
paragraph is extracted from the audited consolidated financial statements of the
Issuer for the year ended 31 December 2017.
Not Applicable: save for the implementation of the Scheme as disclosed in the
section 'Ring Fencing Transfer Scheme' of Element B.13, there has been no
significant change in the financial or trading position of the Bank Group since
31 December 2017.
There has been no material adverse change in the prospects of the Issuer since
31 December 2017.
B.13 Recent events Ring-Fencing Transfer Scheme
particular to
the Issuer
which are
materially
relevant to the
evaluation of
Issuer's
solvency
On 9 March 2018 the Group was granted approval from the Prudential
Regulation Authority and the High Court of Justice of England and Wales to
implement the "ring-fencing" of its day-to-day banking services of the Group
using a legal process called a Ring-Fencing Transfer Scheme (the "Scheme")
under Part VII of the Financial Services and Markets Act 2000.
The Group has implemented the Scheme and established the ring-fenced bank,
Barclays Bank UK PLC on 1 April 2018. This entity will operate alongside, but
have the ability to take decisions independently from, the Issuer as part of the
Group under Barclays PLC.
Settlement with the United States Department of Justice ("DoJ") in relation to
residential mortgage-backed securities
The Group has reached a settlement with the DoJ to resolve the civil complaint
brought by the DoJ in December 2016 relating to residential mortgage-backed
securities sold by the Group between 2005 and 2007.
The Group has agreed to pay a civil monetary penalty of \$2,000 million
(£1,420 million), which will be recognized in the first quarter of 2018.
The settlement resolves all actual and potential civil claims by the DoJ relating
to the Group's securitisation, underwriting and sale of mortgage-backed
securities in the period 2005-2007.
B.14 Dependency of
the Issuer on
other entities
The whole of the issued ordinary share capital of the Issuer is beneficially
owned by Barclays PLC, which is the ultimate holding company of the Bank
Group.
within the
group
The financial position of the Issuer is dependent on the financial position of its
subsidiary undertakings.
B.15 Description of
the Issuer's
principal
activities
The Bank Group is a global consumer and wholesale bank offering products and
services across personal, corporate and investment banking and wealth
management, with a strong presence in the UK and the US.
B.16 Description of
whether the
Issuer is
directly or
indirectly
owned or
controlled and
The whole of the issued ordinary share capital of the Issuer is beneficially
owned by Barclays PLC, which is the ultimate holding company of the Issuer
and its subsidiary undertakings.
by whom and
nature of such
control
B.17 Credit ratings
assigned to the
Issuer or its
debt securities
The short-term unsecured obligations of the Issuer are rated A-1 by Standard &
Poor's Credit Market Services Europe Limited, P-1 by Moody's Investors
Service Ltd. and F1 by Fitch Ratings Limited and the long-term unsecured
unsubordinated obligations of the Issuer are rated A by Standard & Poor's
Credit Market Services Europe Limited, A2 by Moody's Investors Service Ltd.
and A by Fitch Ratings Limited. A specific issue of Securities may be rated or
unrated.
Ratings: This issue of Securities will not be rated.
Section C – Securities
C.1 Type and class
of
Securities
being
offered
and/or admitted
to trading
Securities described in this Summary may be debt securities or, where the
repayment terms are linked to the performance of a specified inflation index,
derivative securities.
Securities will bear interest at a fixed rate, a floating rate plus a fixed
percentage, a rate equal to a fixed percentage minus a floating rate, a rate that is
equal to the difference between two floating rates, a rate that is calculated by
reference to movements in a specified inflation index, or a rate that will vary
between two specified fixed rates (one of which may be zero) depending on
whether the specified floating rate exceeds the specified strike rate on the
relevant date of determination, may be zero coupon securities (which do not
bear interest) or may apply a combination of different interest types. The type of
interest (if any) payable on the Securities may be the same for all Interest
Payment Dates or may be different for different Interest Payment Dates.
Securities may include an option for the Issuer, at its discretion, to switch the
type of interest payable on the Securities once during the term of the Securities.
The amount of interest payable in respect of the Securities on an Interest
Payment Date may be subject to a range accrual factor that will vary depending
on the performance of a specified inflation index or one or more specified
floating rates during the observation period relating to that interest payment
date.
Securities may include an option for the Securities to be redeemed prior to
maturity at the election of the Issuer or the investor. If Securities are not
redeemed early they will redeem on the Scheduled Redemption Date and the
amount paid will either be a fixed redemption amount, or an amount linked to
the performance of a specified inflation index.
Securities may be cleared through a clearing system or uncleared and held in
bearer or registered form. Certain cleared Securities may be in dematerialised
and uncertificated book-entry form. Title to cleared Securities will be
determined by the books of the relevant clearing system.
Securities will be issued in one or more series (each a "Series") and each Series
may be issued in tranches (each a "Tranche") on the same or different issue
dates. The Securities of each Series are intended to be interchangeable with all
other Securities of that Series. Each Series will be allocated a unique Series
number and an identification code.
The Securities are transferable obligations of the Issuer that can be bought and
sold by investors in accordance with the terms and conditions set out in the Base
Prospectus (the "General Conditions"), as completed by the final terms
document (the "Final Terms") (the General Conditions as so completed, the
"Conditions").
Interest: The interest payable in respect of the Securities will be determined by
reference to a floating rate of interest. The amount of interest payable in respect
of a security for an interest calculation period will be determined by multiplying
the interest calculation amount of such security by the applicable interest rate
and day count fraction.
Call or Put option: Not applicable
Final redemption: The final redemption amount will be 100 per cent. of EUR
1,000 (the Calculation Amount).
Form: The Securities will initially be issued in global bearer form.
Identification: Series number: NX000214393; Tranche number: 1
Identification codes: ISIN Code: XS1771116867; Common Code: 177111686
Governing law: The Securities will be governed by English law.
C.2 Currency Subject to compliance with all applicable laws, regulations and directives,
Securities may be issued in any currency. The terms of Securities may provide
that all amounts of interest and principal payable in respect of such Securities
will be paid in a settlement currency other than the currency in which they are
denominated, with such payments being converted into the settlement currency
at the prevailing exchange rate as determined by the Determination Agent.
The Securities will be denominated in Euro ("EUR").
C.5 Description of
restrictions on
free
transferability
of the Securities
Securities are offered and sold outside the United States to non-U.S. persons in
reliance on Regulation S and must comply with transfer restrictions with respect
to the United States.
Securities held in a clearing system will be transferred in accordance with the
rules, procedures and regulations of that clearing system.
Subject to the above, the Securities will be freely transferable.
C.8 Description of
rights attached
to the Securities
including
ranking and
limitations to
those rights
Rights: Each Security includes a right to a potential return of interest and
amount payable on redemption together with certain ancillary rights such as the
right to receive notice of certain determinations and events and the right to vote
on future amendments.
Price: Securities will be issued at a price and in such denominations as agreed
between the Issuer and the relevant dealer(s) and/or manager(s) at the time of
issuance. The minimum denomination will be the Calculation Amount in
respect of which interest and redemption amounts will be calculated. The issue
price of the Securities is 100 per cent. The denomination of a Security is EUR
1,000 (the "Calculation Amount").
Taxation: All payments in respect of the Securities shall be made without
withholding or deduction for or on account of any UK taxes unless such
withholding or deduction is required by law. In the event that any such
withholding or deduction is required by law, the Issuer will, save in limited
circumstances, pay additional amounts to cover the amounts so withheld or
deducted.
Events of default: If the Issuer fails to make any payment due under the
Securities or breaches any other term and condition of the Securities in a way
that is materially prejudicial to the interests of the Holders (and such failure is
not remedied within 30 days, or, in the case of interest, 14 days), or the Issuer is
subject to a winding-up order, then (subject, in the case of interest, to the Issuer
being prevented from payment for a mandatory provision of law) the Securities
will become immediately due and payable, upon notice being given by the
Holder (or, in the case of French law Securities, the representative of the
Holders).
Ranking: The Securities are direct, unsubordinated and unsecured obligations
of the Issuer and rank equally among themselves.
Limitations to rights: Notwithstanding that the Securities are linked to the
performance of the underlying asset(s), Holders do not have any rights in
respect of the underlying assets. The terms and conditions of the Securities
contain provisions for calling meetings of Holders to consider matters affecting
their interests generally and these provisions permit defined majorities to bind
all Holders, including all Holders who voted in a manner contrary to the
majority. Furthermore, in certain circumstances, the Issuer may amend the terms
and conditions of the Securities, without the Holders' consent. The terms and
conditions of the Securities permit the Issuer and the Determination Agent (as
the case may be), on the occurrence of certain events and in certain
circumstances, without the Holders' consent, to make adjustments to the terms
and conditions of the Securities, to redeem the Securities prior to maturity,
(where applicable) to postpone valuation of the underlying asset(s) or scheduled
payments under the Securities, to change the currency in which the Securities
are denominated, to substitute the Issuer with another permitted entity subject to
certain conditions, and to take certain other actions with regard to the Securities
and the underlying asset(s) (if any).
C.9 Interest/
Redemption
Interest: In respect of each interest calculation period, Securities may or may
not bear interest. For each interest calculation period in respect of which the
Securities bear interest, interest will accrue at one of the following rates: a fixed
rate, a floating rate plus a fixed percentage, a rate equal to a fixed percentage
minus a floating rate, a rate that is equal to the difference between two floating
rates, a rate that is calculated by reference to movements in a specified inflation
index, a rate that will vary between two specified fixed rates (one of which may
be zero) depending on whether the specified floating rate exceeds a specified
level on the relevant date of determination, or a rate that is decompounded
floating rate. Securities may include an option for the Issuer, at its discretion, to
switch the type of interest payable on the Securities once during the term of the
Securities (the "Switch Option"). The amount of interest payable in respect of
the Securities on an Interest Payment Date may also be subject to a range
accrual factor that will vary depending on the performance of a specified
inflation index or one or more specified floating rates, as described in 'Range
Accrual Factor' below (the "Range Accrual Factor").
Final Redemption: The amount payable on final redemption of the Securities
will either be fixed at a percentage of the Calculation Amount of the Securities,
or may reference the Calculation Amount of the Securities (being the minimum
denomination of the Securities) as adjusted upwards or downwards to account
for movements in an inflation index. Settlement procedures will depend on the
clearing system for the Securities and local practices in the jurisdiction of the
investor.
Optional Early Redemption: Certain Securities may be redeemed earlier than
the Scheduled Redemption Date following the exercise of a call option by the
Issuer or the exercise of a put option by a Holder of the Securities.
Mandatory Early Redemption: Securities may also be redeemed earlier than
the Scheduled Redemption Date if performance of the Issuer's obligations
becomes illegal, if the Determination Agent so determines, following cessation
of publication of an inflation index, or following the occurrence of a change in
applicable law, a currency disruption or a tax event affecting the Issuer's ability
to fulfil its obligation under the Securities.
Indicative amounts: If the Securities are being offered by way of a Public
Offer and any specified product values below are not fixed or determined at the
commencement of the Public Offer (including any amount, level, percentage,
price, rate or other value in relation to the terms of the Securities which has not
been fixed or determined by the commencement of the Public Offer), these
specified product values will specify an indicative amount, an indicative
minimum amount, an indicative maximum amount or any combination thereof.
In such case, the relevant specified product value(s) shall be the value
determined based on market conditions by the Issuer on or around the end of the
Public Offer. Notice of the relevant specified product value will be published
prior to the Issue Date.
INTEREST
Floating Rate Interest. Each Security will bear interest from 31 May 2018 and
will pay an amount of interest linked to the Floating Rate (as defined below) at
the end of each interest calculation period on 31 May in each year (each, an
"Interest Payment Date").
The applicable rate of interest ("Rate of Interest") will be equal to the Floating
Rate, provided that such rate shall not be greater than 2.75% per annum or less
than 1.20% per annum.
"Floating Rate" means the quotation for 12 month EURIBOR that appears on
Reuters Screen EURIBOR01 Page at 11:00a.m. Brussels Time on the date for
determining the floating rate.
FINAL REDEMPTION
The Securities are scheduled to redeem on 31 May 2030 by payment by the
Issuer of an amount in EUR equal to EUR 1,000 multiplied by 100%.
OPTIONAL EARLY REDEMPTION
These Securities cannot be redeemed early at the option of the Issuer or the
Holder.
C.10 Derivative
component in
the interest
payment
Not applicable, there is no derivative component in the interest payment.
C.11 Admission to
trading
Securities may be admitted to trading on a regulated market in Belgium,
Denmark, Finland, France, Ireland, Italy, Luxembourg, Malta, the Netherlands,
Norway, Portugal, Spain, Sweden or the United Kingdom.
Application is expected to be made by the Issuer (or on its behalf) for the
Securities to be admitted to trading on the regulated market of the London Stock
Exchange with effect from 31 May 2018.
C.15 Description of
how the value
of the
investment is
affected by the
The return on, and value of, Securities that are derivative securities will be
linked to the performance of a specified inflation index. In addition, any interest
payments will be calculated by reference to a fixed rate and/or one or more
floating rates or movements in the specified inflation index.
value of the
underlying
instrument
Payments of interest are calculated by reference to the Floating Rate. The
amount of interest for a given period is however subject to a maximum rate of
2.75% and a minimum rate of 1.20% per annum.
C.16 Expiration or
maturity date of
the securities
Securities with repayment terms that reference the performance of a specified
inflation index are scheduled to redeem on the Scheduled Redemption Date.
The Scheduled Redemption Date of the Securities is 31 May 2030.
C.17 Settlement
procedure of
the derivative
securities
Securities that are derivative securities will be delivered on the specified issue
date either against payment of the issue price (or, in the case of Securities
having a settlement currency different from the currency of denomination, the
settlement currency equivalent of the issue price) or free of payment of the issue
price of the Securities. The Securities may be cleared and settled through
Euroclear Bank S.A./N.V., Clearstream Banking société anonyme, CREST,
Euroclear France, S.A., VP Securities, A/S, Euroclear Finland Oy, Norwegian
Central Securities Depositary, Euroclear Sweden AB or SIX SIS Ltd.
Securities will be delivered on 31 May 2018 (the "Issue Date") free of payment
of the issue price of the Securities.
The Securities will be cleared and settled through Euroclear Bank S.A./N.V.,
Clearstream Banking société anonyme.
C.18 Description of
how the return
on derivative
securities takes
The value of the underlying asset to which Securities that are derivative
Securities are linked will affect the interest paid and/or the amount paid on the
Scheduled Redemption Date. Interest and any redemption amount payable will
be paid in cash.
place Not applicable: the Securities are not derivative securities.
C.19 Final reference
price of the
underlying
Not applicable: the Securities are not derivative securities.
C.20 Type of
underlying
Not applicable: the Securities are not derivative securities.
C.21 Market where
Securities are
traded
Application is expected to be made by the Issuer to list the Securities on the
official list and admitted to trading on the regulated market of the London Stock
Exchange with effect from 31 May 2018.
Section D – Risks
D.2 Key
information on
the key risks
that are specific
to the Issuer
The risks described below are material risks that senior management has
identified with respect to the Group. In connection with the planned
implementation in the first half of 2018 of ring-fencing certain of the Group's
UK businesses, the Issuer will transfer what are materially the assets and
business of the Barclays UK division to another subsidiary of the Group,
Barclays Bank UK PLC (the "UK Ring-fenced Bank"). Senior management
expects that upon this transfer the material risks with respect to the Bank Group
will be the same in all material respects as those risks with respect to the Group.
The Issuer classifies eight risks as "Principal Risks": (1) Credit Risk; (2)
Market Risk; (3) Treasury and Capital Risk; (4) Operational Risk; (5) Model
Risk; (6) Conduct Risk; (7) Reputation Risk; and (8) Legal Risk (each a
"Principal Risk"). Material risks to the Group and their impact are described
below in the sections (i) material existing and emerging risks potentially
impacting more than one Principal Risk and (ii) material existing and emerging
risks impacting individual Principal Risks.
(i)
Material existing and emerging risks potentially impacting more
than one Principal Risk
Business conditions, general economy and geopolitical issues
The
Group
offers
a
broad
range
of
services,
including
to
retail,
institutional and government customers, in a large number of countries. The
breadth of these operations means that deterioration in the economic
environment, or an increase in political instability in countries where the Group
is active, or in any systemically important economy, could adversely affect the
Group's operating performance, financial condition and prospects.
Interest rate rises adversely impacting credit conditions
To the extent that central banks increase interest rates particularly in the
Group's main markets, in the UK and the US, there could be an impact on
consumer debt affordability and corporate profitability. While interest rate rises
could positively impact the Group's profitability, as retail and corporate
business income may increase due to margin de-compression, future
interest
rate increases, if larger or more frequent than expectations, could cause
stress in the loan portfolio and underwriting activity of the Group. Higher credit
losses driving an increased impairment allowance would most notably impact
retail unsecured portfolios and wholesale non- investment grade lending.
Interest rates rising faster than expected could also have an adverse impact on
the value of high quality liquid assets which are part of the Group Treasury
function's investment activity that could consequently create more volatility
through the Group's available for sale reserves than expected.
Process of UK withdrawal from the European Union
The uncertainty and increased market volatility following the UK's decision to
leave the
EU in 2019
is
likely to continue
until
the
exact nature of the
future trading relationship with the EU becomes clear. The potential risks
associated with an exit from the EU include:

Increased market risk with the impact on the value of trading book
positions;

Potential for credit spread widening for UK institutions which could
lead to reduced investor appetite for the Group's debt securities, which
could negatively impact the cost of and/or access to funding;

Changes in the long-term outlook for UK interest rates which may
adversely
affect
International
Accounting
Standards
19
pension
liabilities and the market value of equity investments funding those
liabilities;

Increased risk of a UK recession with
lower
growth, higher
unemployment and falling UK house prices. This would negatively
impact a number of the Group's portfolios;

Changes to current EU "Passporting" rights which will likely require
adjustments
to
the
current
model
for
the
Group's
cross-border
banking operation which could increase operational complexity and/or
costs;

The
ability
to
attract,
or
prevent
the
departure
of,
qualified
and
skilled employees may be impacted by the UK's future approach to the
EU freedom of movement and immigration from the EU countries; and

The legal framework within which the Group operates could change
and become more uncertain as the UK takes steps to replace or repeal
certain laws currently in force, which are based on EU legislation and
regulation.
Regulatory change agenda and impact on business model
The Group remains subject to ongoing significant levels of regulatory change
and scrutiny in many of the countries in which it operates (including, in
particular, the UK and the US). A more intensive regulatory approach and
enhanced requirements together with the uncertainty (particularly in light of the
UK's decision to withdraw from the EU) and potential lack of international
regulatory coordination as enhanced supervisory standards are developed and
implemented may adversely affect the Group's business, capital and risk
management strategies and/or may result in the Group deciding to modify its
legal entity structure, capital and funding structures and business mix, or to exit
certain business activities altogether or not to expand in areas despite otherwise
attractive potential.
Certain potential consequences of ring-fencing to the Issuer
In connection with the planned implementation in the first half of 2018 of ring
fencing certain of the Group's businesses, the Issuer will transfer what are
materially the assets and business of the Barclays UK division to another
subsidiary of the Group, the UK Ring-fenced Bank. Senior management expects
that upon this transfer, the material risks with respect to the Bank Group will be
the same in all material respects as those risks with respect to the Group.
However, senior management has identified certain potential differences in risks
with respect to the Bank Group as compared to risks to the Group.
The transfer of the assets and liabilities of the Barclays UK division from the
Issuer will mean that the Bank Group will be less diversified than the Group as
a whole. The Issuer will not be the parent of the UK Ring-fenced Bank and thus
will not have recourse to the assets of the UK Ring-fenced Bank.
The implementation of ring-fencing may adversely affect the market value
and/or liquidity of the Securities.
(ii)
Material existing and emerging risks potentially impacting more
than one Principal Risk
Credit risk: The risk of loss to the Group from the failure of clients, customers
or counterparties, including sovereigns, to fully honour their obligations to the
Group, including the whole and timely payment of principal, interest, collateral
and other receivables. The Group may suffer financial loss if any of its
customers, clients or counterparties fails to fulfil their contractual obligations to
the Group.
Market risk: The risk of a loss arising from potential adverse changes in the
value of the Group's assets and liabilities from fluctuation in market variables
including, but not limited to, interest rates, foreign exchange, equity prices,
commodity prices, credit spreads, implied volatilities and asset correlations. The
Group's trading business is generally exposed to a prolonged period of elevated
asset price volatility, particularly if it negatively affects the depth of
marketplace liquidity.
Treasury and capital risk: The risk that the Group (i) is unable to meet its
contractual or contingent obligations or that it does not have the appropriate
amount, tenor and composition of funding and liquidity to support its assets, (ii)
has an insufficient level or composition of capital to support its normal business
activities and to meet its regulatory capital requirements, or (iii) is exposed to
capital or income volatility because of a mismatch between the interest rate
exposures of its assets and liabilities. The Group may not be able to achieve its
business plans due to, among other things: a) being unable to maintain
appropriate capital ratios; b) being unable to meet its obligations as they fall
due; c) rating agency downgrades; d) adverse changes in foreign exchange rates
on capital ratios; e) adverse movements in the pension fund; and f) non- traded
market risk/interest rate risk in the banking book.
Operational risk: The Group is exposed to many types of operational risk.
These include: (i) the risk of failing to adequately manage the threat of cyber
attacks and to continually evolve enterprise security and provide an active cyber
security response capability could result in increased fraud losses, inability to
perform critical economic functions, customer detriment, potential regulatory
censure and penalty, legal liability, reduction in shareholder value and
reputational damage; (ii) the risk of loss of or disruption to the Group's business
processing, whether arising through impacts on technology systems, real estate
services, personnel availability or the support of major suppliers, and which
may result in significant customer detriment, cost to reimburse losses incurred
by the Group's customers, potential regulatory censure or penalty, and
reputational damage; (iii) to the extent that the Group depends on suppliers for
the provision of many of its services and the development of future technology
driven product propositions, there is a risk that client information or critical
infrastructures is not adequately protected, the potential for a negative impact on
the Group's ability to continue to provide services that are material to the Group
following a failure by any such supplier and the potential for increased losses,
inability to perform critical economic functions, customer detriment, potential
regulatory censure and penalty, legal liability and reputational damages upon a
failure to adequately manage outsourcing risk; (iv) the risk of material errors in
operational processes, including payments, which could disadvantage the
Group's customers, clients or counterparties and could result in regulatory
censure and penalties, legal liability, reputational damage and financial loss by
the Group; (v) the risk of a failure to closely monitor risk exposure to new and
emergent technology, which could lead to customer detriment, loss of business,
regulatory censure, missed business opportunity and reputational damage; (vi)
the risk of fraudulent and other internal and external criminal activities, which
could result in high profile material losses together with regulatory censure,
penalties and significant reputational damage; (vii) the risk of the inability to
hire and retain appropriately qualified employees, which could negatively
impact the Group's financial performance, control environment and level of
employee engagement as well as the disenfranchisement of certain customer
groups, customer detriment and reputational damage; (viii) the risk that the
Group failing to comply with tax laws and practices or managing its tax affairs
in an appropriate manner, which could lead to losses due to additional tax
charges, other financial costs or reputational damage; (ix) the risk that of
incorrect judgements being exercised, or incorrect estimates or assumptions
being
used, in relation to International Financial Reporting Standards, which
could result in significant loss to the Group, beyond what was anticipated or
provided for; and (x) the risk of failing to accurately collect and maintain the
large volumes of data (including personally identifiable information, intellectual
property, and financial data) that the Group holds and to protect it from
breaches of confidentiality and interference with its availability, which could
lead to loss or unavailability of data and data integrity issues and could result in
regulatory censure, legal liability and reputational damage.
Model risk: The risk of the potential adverse consequences from financial
assessments or decisions based on incorrect or misused model outputs and
reports. Models are, by their nature, imperfect and incomplete representations of
reality because they rely on assumptions and inputs, and so they may be subject
to errors affecting the accuracy of their outputs. Models may also be misused.
Model errors or misuse may result in the Group making inappropriate business
decisions and being subject to financial loss, regulatory risk, reputational risk
and/or inadequate capital reporting.
Conduct risk: The risk of detriment to customers, clients, market integrity,
competition or the Group from the inappropriate supply of financial services,
including instances of wilful or negligent misconduct. Ineffective product
governance, could lead to poor customer outcomes, as well as regulatory
sanctions, financial loss and reputational damage. The Group may be adversely
affected if it fails to effectively mitigate the risk that its employees or third
parties facilitate, or that its products and services are used to facilitate financial
crime (money laundering, terrorist financing, bribery and corruption and
sanctions evasion). Failure to protect personal data can lead to potential
detriment to the Group's customers and clients, reputational damage, regulatory
sanctions and financial loss, which under the new EU Data Protection
Regulation may be substantial. Failure to meet the requirements and
expectations of the UK Senior Managers Regime, Certification Regime and
Conduct Rules may lead to regulatory sanctions, both for the individuals and the
Group.
Reputation risk: The risk that an action, transaction, investment or event will
reduce trust in the Group's integrity and competence by clients, counterparties,
investors, regulators, employees or the public.
Legal risk and legal, competition and regulatory matters: The risk of loss or
imposition of penalties, damages or fines from the failure of the Group to meet
its legal obligations including regulatory or contractual requirements. Legal
disputes, regulatory investigations, fines and other sanctions
relating to
conduct of business and breaches of legislation and/or regulations may
negatively affect the Group's results, reputation and ability to conduct its
business. Legal outcomes can arise as a consequence of legal risk or because
of past and future actions, behaviours and business decisions as a result of
other Principal Risks.
D.3 Key You may lose up to the entire value of your investment in the Securities:
information on
the key risks
that are specific
to the Securities
The payment of any amount due under the Securities is dependent upon
the Issuer's ability to fulfil its obligations when they fall due. The Securities
are unsecured obligations. They are not deposits and they are not protected
under the UK's Financial Services Compensation Scheme or any other
deposit protection insurance scheme. Therefore, even if the relevant
Securities are stated to be repayable at an amount that is equal to or
greater than their initial purchase price, if the Issuer fails or is otherwise
unable to meet its payment or delivery obligations under the Securities, you
will lose some or all of your investment.
You may also lose some or all of your entire investment if:
you sell your Securities prior to maturity in the secondary market (if any)

at an amount that is less than the initial purchase price;
the Securities are redeemed early for reasons beyond the control of the

Issuer (such as following a change in applicable law, a currency disruption
or a tax event affecting the Issuer's ability to fulfil its obligations under the
Securities) and the amount paid to investors is less than the initial purchase
price; or
the terms and conditions of the Securities are adjusted (in accordance with

the terms and conditions of the Securities) with the result that the
redemption amount payable to investors and/or the value of the Securities
is reduced.
Reinvestment risk/loss of yield:
Following an early redemption of the
Securities for any reason, Holders may be unable to reinvest the redemption
proceeds at a rate of return as high as the return on the Securities being
redeemed.
Volatile market prices: The market value of the Securities is unpredictable and
may be highly volatile, as it can be affected by many unpredictable factors,
including: market interest and yield rates; fluctuations in currency exchange
rates; exchange controls; the time remaining until the Securities mature;
economic, financial, regulatory, political, terrorist, military or other events in
one or more jurisdictions; changes in laws or regulations; and the Issuer's
creditworthiness or perceived creditworthiness.
Risks relating to Floating Rates: The performance of floating interest rates is
dependent upon a number of factors, including supply and demand on the
international money markets, which are influenced by measures taken by
governments
and
central
banks,
as
well
as
speculations
and
other
macroeconomic factors.
D.6 Risk warning
that investors
may lose value
of entire
investment or
part of it
The capital invested in the Securities is at risk. Consequently, you may lose the
value of your entire investment, or part of it.
Section E – Offer
E.2b Reasons for
offer and use of
proceeds when
different from
making profit
and/or hedging
certain risks
Not applicable: the Securities have not been offered to the public.
E.3 Description of
the terms and
conditions of
the offer
Not applicable: the Securities have not been offered to the public.
E.4 Description of
any interest
material to the
issue/offer,
including
conflicting
interests
Not Applicable: no person involved in the issue or offer has any interest, or
conflicting interest, that is material to the issue or offer of Securities.
E.7 Estimated
expenses
charged to
investor by
issuer/offeror
Not applicable: the Securities have not been offered to the public.