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Barclays PLC Capital/Financing Update 2019

Dec 9, 2019

5250_rns_2019-12-09_47693acf-7702-4b2d-8a4d-9ba7222c86cc.pdf

Capital/Financing Update

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IMPORTANT – PROHIBITION OF SALES TO EEA RETAIL INVESTORS - The Notes 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"). For these purposes, a 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2014/65/EU, as amended ("MiFID II"); or (ii) a customer within the meaning of Directive 2002/92/EC (as amended or superseded), where that customer would not qualify as a professional client as defined in point (10) of Article 4(1) of MiFID II. Consequently no key information document required by Regulation (EU) No. 1286/2014, as amended (the "PRIIPs Regulation") for offering or selling the Notes or otherwise making them available to retail investors in the EEA has been prepared and therefore offering or selling the Notes or otherwise making them available to any retail investor in the EEA may be unlawful under the PRIIPs Regulation.

MIFID II product governance / Professional investors and ECPs only target market – Solely for the purposes of the manufacturer's product approval process, the target market assessment in respect of the Notes has led to the conclusion that: (i) the target market for the Notes is eligible counterparties and professional clients only, each as defined in MiFID II; and (ii) all channels for distribution of the Notes to eligible counterparties and professional clients are appropriate. Any person subsequently offering, selling or recommending the Notes (a "distributor") should take into consideration the manufacturer's target market assessment; however, a distributor subject to MiFID II is responsible for undertaking its own target market assessment in respect of the Notes (by either adopting or refining the manufacturer's target market assessment) and determining appropriate distribution channels.

Final Terms dated 5 December 2019

BARCLAYS PLC

Legal entity identifier (LEI): 213800 LBQA 1Y9L22JB70

Issue of EUR 750,000,000 0.750 per cent. Reset Notes due 2025

under the £60,000,000,000 Debt Issuance Programme

PART A – CONTRACTUAL TERMS

Terms used herein shall be deemed to be defined as such for the purposes of the Terms and Conditions of the Notes (the "Conditions") set forth in the base prospectus dated 5 March 2019 and the supplemental base prospectuses dated 26 April 2019, 2 August 2019, 13 September 2019 and 28 October 2019 which together constitute a base prospectus (the "Base Prospectus") for the purposes of Directive 2003/71/EC, as amended or superseded, and as implemented by any relevant implementing measure in the relevant Member State (the "Prospectus Directive"). This document constitutes the Final Terms of the Notes described herein for the purposes of Article 5.4 of the Prospectus Directive and must be read in conjunction with the Base Prospectus.

Full information on the Issuer and the offer of the Notes described herein is only available on the basis of the combination of these Final Terms and the Base Prospectus. The Base Prospectus and these Final Terms have been published on the website of the Regulatory News Service operated by the London Stock Exchange at http://www.londonstockexchange.com/exchange/news/market-news/market-news-home.html.

1. (i) Issuer: Barclays PLC
2. (i) Series Number: 248
(ii) Tranche Number: 1
(iii) Date on which the Notes
become fungible:
Not Applicable
3. Specified Currency or Currencies: Euro ("EUR")
4. Aggregate Nominal Amount: EUR 750,000,000
5. Issue Price: 99.609
per
cent.
of
the
Aggregate
Nominal Amount
6. (i) Specified Denominations: EUR
100,000 and integral multiples of
EUR
1,000 in excess thereof
(ii) Calculation Amount: EUR
1,000
7. (i) Issue Date: 9
December 2019
(ii) Interest Commencement Date: Issue Date
8. Maturity Date: 9 June 2025
9. Interest Basis: Reset Notes
(see paragraph 17
below)
10. Redemption/Payment Basis: Subject to any purchase and cancellation
or early redemption, the Notes will be
redeemed on the Maturity Date at 100
per cent. of their nominal amount
11. Change of Interest or
Redemption/Payment Basis:
Not Applicable
12. Put/Call Options: Issuer Call
13. (i) Status of the Notes: Senior
(ii) Date of approval for issuance
of Notes obtained:
4 March 2019
14. Senior Notes Waiver of Set-off: Applicable
15. Default): Condition 15(b) (Restrictive Events of Applicable

PROVISIONS RELATING TO INTEREST (IF ANY) PAYABLE

16. Fixed Rate Note Provisions Not Applicable
17. Reset Note Provisions Applicable
(i) Initial Rate of Interest: 0.750
per cent. per annum payable in
arrear on each Interest Payment Date
up
to and including
the First Reset Date
(ii) Interest Payment Date(s): 9 June
in each year up to and including
the Maturity Date
There will be a short first coupon in
respect of the first Interest Period from,
and
including,
the
Interest
Commencement Date to, but excluding,
the first Interest Payment Date
(iii) Fixed
Coupon
Amount
up
to
(but excluding) the First Reset
Date:
EUR 7.50
per Calculation Amount,
subject
to
the
provisions
of
sub
paragraph "Broken Amount(s)" below
(iv) Broken Amount(s): EUR
3.75
per
Calculation
Amount
payable on the Interest Payment Date
falling on 9 June 2020
(v) Reset Reference Rate: Mid-Swap Rate
(vi) First Reset Date: 9 June 2024
(vii) Day Count Fraction: Actual/Actual (ICMA)
(viii) Subsequent Reset Date(s): Not Applicable
(ix) Mid-Swap Rate: Single
Mid-Swap
Rate
(a) Mid-Swap Maturity: Twelve-month
(b) Mid-Swap Floating
Leg Benchmark Rate:
EURIBOR
(c) Relevant Screen Page: EUR-EURIBOR-Reuters as displayed
on Reuters Screen page EURIBOR01
(d) First Margin: +
1.05
per cent. per annum
(e) Subsequent Margin: Not Applicable
(x) Reference Banks: As per the Conditions
(xi)
Reset Determination Dates:
The second Business Day prior to the
First Reset Date
(xii) Minimum Rate of Interest: Zero
(xiii) Maximum Rate of Interest: Not Applicable
(xiv)
Additional Business Centre(s):
Not Applicable
(xv)
Reset Determination Time:
As per the Conditions
(xvi)
Agent Bank:
The Bank of New York Mellon, London
Branch
18. Floating Rate Note Provisions Not Applicable
19. Zero Coupon Note Provisions Not Applicable

PROVISIONS RELATING TO REDEMPTION

20. Call Option Applicable
(i) (Call): Optional Redemption Date(s) Any date from and including the Issue
Date
to but excluding the Maturity Date
(ii) (Call): Optional Redemption Amount In the case of the Optional Redemption
Date(s) falling in the period from and
including
the
Issue
Date
to
but
excluding the Maturity Date, other than
the Optional Redemption Date falling on
9
June
2024
(the
"Make
Whole
Redemption Dates"): the Make Whole
Redemption Price
In the case of the Optional Redemption
Date falling on 9 June 2024: 100 per
cent. per Calculation Amount
(iii) Make Whole Redemption
Price:
Non-Sterling Make Whole
Redemption
Amount
(a) Redemption Margin: 0.200
per cent.
(b) Reference Bond: OBL 0 Apr-24 #179
(c) Quotation Time: 11.00 a.m. (London time)
(d) Relevant Make Whole
Screen Page:
PXGE or any page as may replace such
page
(e) Reference Date: As per the Conditions
(iv) Redeemable in part: Applicable
in respect of any redemption
which
occurs
on
a
Make
Whole
Redemption Date
Otherwise, in relation to a redemption
which occurs on 9 June 2024 the Notes
then
outstanding
are
redeemable
in
whole but not in part
(a) Minimum Redemption
Amount:
Not Applicable
(b) Maximum Redemption
Amount:
Not Applicable
(v) Notice period: Minimum period: 15 days
Maximum period: 60 days
(vi) Optional Redemption Amount
(Regulatory Event):
Not Applicable
(vii) Early Redemption Amount
(Tax):
EUR 1,000
per Calculation Amount
(viii) Optional Redemption Amount
(Loss Absorption
Disqualification Event) (for
Senior Notes only):
EUR 1,000
per Calculation Amount
21. Put Option Not Applicable
22. Note: Final Redemption Amount of each Subject to any purchase and cancellation
or early redemption, the Notes will be
redeemed on the Maturity Date at EUR
1,000 per Calculation Amount
23. Early Termination Amount: Not Applicable

GENERAL PROVISIONS APPLICABLE TO THE NOTES

24.
Form of Notes:
Registered Notes:
-------------------------------------------- --

-

-

PART B – OTHER INFORMATION

1. LISTING

  • (i) Listing and admission to trading: Application is expected to be made by the Issuer (or on its behalf) for the Notes to be admitted to trading on the Regulated Market of the London Stock Exchange with effect from on or about the Issue Date
  • (ii) Estimate of total expenses related to admission to trading: £4,790

2. RATINGS

Ratings: The Notes to be issued are expected to be rated:

S&P Global Ratings Europe Limited ("Standard & Poor's"): BBB

Moody's Investors Service Ltd. ("Moody's"): Baa3

Fitch Ratings Limited ("Fitch"): A

Each of Moody's, Standard & Poor's and Fitch is established in the European Economic Area (the "EEA") and is registered under Regulation (EC) No. 1060/2009 (as amended) (the "CRA Regulation"). As such, each of Moody's, Standard & Poor's and Fitch is included in the list of credit rating agencies published by the European Securities and Markets Authority on its website in accordance with the CRA Regulation.

3. INTERESTS OF NATURAL AND LEGAL PERSONS INVOLVED IN THE ISSUE

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

The Managers and their affiliates have engaged, and may in the future engage, in investment banking and/or commercial banking transactions with, and may perform other services for, the Issuer and its affiliates in the ordinary course of business.

4. USE OF PROCEEDS

The net proceeds of the issue will be used for general corporate purposes of the Issuer and its subsidiaries and/or the Group and may be used to strengthen further the capital base of the Issuer and its subsidiaries and/or the Group.

5. YIELD

Indication of yield: 0.839 per cent. per annum.

The indicative yield is calculated at the Issue Date on the basis of the Issue Price. It is not an indication of future yield.

6. OPERATIONAL INFORMATION

identification number(s):

(i) CUSIP Number Not Applicable
(ii) ISIN: XS2082324364
(iii) Common Code: 208232436
(iv) FISN: BARCLAYS PLC/.1EMTN 20250609
as
updated on the website of the Association
of National Numbering Agencies
(v) CFI Code: DTFXFR
as updated on the website of the
Association
of
National
Numbering
Agencies
(vi) CINS Code: Not Applicable
(vii) CMU Instrument Number: Not Applicable
(viii) Any
clearing
system(s)
other
than
Euroclear,
Clearstream
Luxembourg, DTC or the CMU
Service
and
the
relevant
Not Applicable

registered in the name of a nominee of 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 the ECB being satisfied that Eurosystem

eligibility criteria have been met.

Not Applicable

  • (x) Names and addresses of additional Paying Agent(s) (if any):
  • (xi) Green Notes: No

(xii) Intended to be held in a manner which would allow Eurosystem eligibility: Yes. Note that the designation "yes" simply means that the Notes are intended upon issue to be deposited with one of the ICSDs as common safekeeper, and

  1. DISTRIBUTION

  2. (i) U.S. Selling Restrictions: Reg. S Compliance Category 2

  3. (ii) Method of distribution: Syndicated
  4. (iii) If syndicated
    • (a) Names of Managers: Barclays Bank PLC Banco Bilbao Vizcaya Argentaria, S.A. Société Générale
    • (b) Stabilisation Manager(s) (if any): Not Applicable
  5. (iv) If non-syndicated, name and address of Dealer: Not Applicable