Investec PLC — Capital/Financing Update 2014

Jun 19, 2014

19 June 2014

Invested Bank plc Issue of EUR 8,000,000 Credit Linked Notes due 2019 under the £2,000,000,000 Impala Structured Notes Programme Credit-Linked Notes

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 Base Prospectus in relation to the $£2,000,000,000$ Impala Structured Notes Programme Credit Linked Notes dated 23 July 2013 and the supplemental Prospectuses dated 3 December 2013, 3 January 2014 and 24 April 2014 which together constitute a base prospectus (the "Base Prospectus") for the purposes of the Prospectus Directive (Directive $2003/71/EC$ ) (the "Prospectus Directive"). This document constitutes the Final Terms of the Notes described herein prepared for the purposes of Article 5.4 of the Prospectus Directive and must be read in conjunction with the Base Prospectus as so supplemented.

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 Base Prospectus, as supplemented. The Base Prospectus and the supplement thereto are available for viewing at and copies may be obtained from www.investec.co.uk/impala and, during normal working hours, Investec Bank plc, 2 Gresham Street, London EC2V 7QP and Deutsche Bank AG, London Branch, Winchester House, 1 Great Winchester Street, London EC2N 2DB.

1.	(a)	Series Number:	54
	(b)	Tranche Number:	1
2.		Specified Currency:	EUR
3.		Aggregate Nominal Amount:
	(a)	Series:	EUR 8,000,000
	(b)	Tranche:	EUR 8,000,000
4.	Issue Price:		100 per cent. of the Aggregate Nominal Amount
5.	(a)	Specified Denominations:	EUR100,000 and integral multiples of EUR1,000 thereafter
	(b)	Calculation Amount:	EUR1,000
6.	(a)	Issue Date:	20 June 2014
	(b)	Interest Commencement Date:	Issue Date
7.		Maturity Date:	20 June 2019
8.	Interest Basis:		3.20 per cent. Fixed Rate
9.	Call Option:		Not Applicable
10.	Put Option:		Not Applicable
11.	Date	approval for issuance of Notes	Not Applicable

of

obtained:

PROVISIONS RELATING TO INTEREST (IF ANY) PAYABLE

	12. Fixed Rate Note Provisions		Applicable
	(a)	Rate(s) of Interest:	3.20 per cent. per annum payable annually in arrear
	(b)	Interest Payment Date(s):	20 June in each year up to and including the Maturity Date
	(c)	Fixed Coupon Amount(s):	EUR32.00 per Calculation Amount
	(d)	Broken Amount(s):	Not Applicable
	(e)	Day Count Fraction:	Actual/Actual (ICMA)
	(f)	Determination Date(s):	20 June of each year from and including the Issue Date to and including the Maturity Date
13.		Floating Rate Note Provisions	Not Applicable
PROVISIONS RELATING TO REDEMPTION
14.		Early Redemption Amount:	Fair Market Value
15.		Issuer Call Option	Not Applicable

Not Applicable

Redemption following Hedging Event Applicable
(Condition 6(d)): $17.$

CLN PROVISIONS

16.

18. General Terms.

Noteholder Put Option

(a)	Trade Date:	Issue Date
(b)	Type of Credit-Linked Notes:	Single Reference Entity Cash CLN
(c)	Transaction Whether Type Standard Terms are applicable:	Applicable
(d)	Transaction Type:	European Corporate
(e)	Applicable Physical Settlement Matrix:	The version as most recently amended or supplemented as at the Issue Date
(f)	Reference Entity(ies):	The Royal Bank of Scotland plc, weighted 100% (Further information regarding this Reference Entity is available on: www.rbs.com)
	(i) Reference Obligation:	Not Applicable
	(ii) ISIN:	Not Applicable

(g)	Substitution Whether of Reference Entity(ies) is applicable:	Not Applicable
(h)	substitution of Whether the Obligation(s) Reference is applicable:	Not Applicable
(i)	All Guarantees:	Transaction Type Standard Terms apply
(j)	Credit-Linked Payer Calculation Amounts in respect of basket Notes:	Not Applicable
$\left( \mathrm{k}\right)$	Scheduled Termination Date:	$-20$ June 2019
(1)	Extended Maturity Date:	As defined in the Terms
(m)	Credit Events:	Transaction Type Standard Terms apply
(n)	Obligations:
	Obligation Category:	Transaction Type Standard Terms apply
	Obligation Characteristics:	Transaction Type Standard Terms apply
	Excluded Obligations:	Not Applicable
$\circ$	Conditions to Settlement:	Credit Event Notice
		Notice of Publicly Available Information
		Public Sources: As defined in the Terms
		Specified Number: As defined in the Terms
(p)	Settlement Currency:	EUR
(q)	Settlement Method:	Cash Settlement
(r)	Fallback Settlement Method:	Not Applicable
(s)	Credit Derivatives Committee Determinations Extension:	Applicable
(t)	Specified Business Centre:	TARGET
(u)	Cessation of Interest (Term 5.2):	Interest (but) ceases to accrue from excluding) the Event Determination Date Interest Payment if the Date or, immediately preceding the Event Determination Date is the Maturity Date, interest ceases accrue from (but) to excluding) such Interest Payment Date.
	Terms relating to Auction Settlement	Not Applicable
	Terms relating to Cash Settlement	Applicable

$19.$

$20.$

$-3-$

(a) Valuation Obligations:
-------------------------------

Applicable

		Valuation Obligation Category:	Transaction Type Standard Terms
		Valuation Obligation Characteristics:	Transaction Type Standard Terms apply
		Excluded Valuation Obligations:	Not Applicable
		Accrued Interest: .	Exclude Accrued Interest
		Valuation Date:	As defined in the Terms
		Valuation Time:	As defined in the Terms
		Valuation Method:	As defined in the Terms
	(b)	Quotation Amount:	As defined in the Terms
	(c)	Minimum Quotation Amount:	As defined in the Terms
	(d)	CLN Dealer(s):	As defined in the Terms
	(e)	Cash Settlement Date:	As defined in the Terms
	(f)	(i) Cash Settlement Amount:	Applicable
		(ii) Unwind Costs:	Standard Unwind Costs
	(g)	Quotations:	Exclude Accrued Interest
21.		Terms relating to Physical Settlement	Not Applicable

GENERAL PROVISIONS APPLICABLE TO THE NOTES

22.		Form of Notes:	Bearer Notes: Temporary Global Note exchangeable for a Permanent Global Note which is exchangeable for Definitive Notes only upon an Exchange Event
23.		Additional Financial Centre(s):	Not Applicable
24.		Talons for future Coupons or Receipts to be attached to Definitive Notes:	No.
25.	Instalment Notes:		Not Applicable
	(a)	Instalment Amount(s):	Not Applicable
	(b)	Instalment Date(s):	Not Applicable
	DISTRIBUTION
26.		TEFRA Categorisation:	TEFRA D

TAXATION

$27.$ Taxation: Condition 7A (Taxation - No Gross up) is
applicable

$\ddot{\phantom{a}}$

Signed on behalf of the issuer: $\int$ By: By: . . . . . . . . . . . . . . . . . ................... $\ddotsc$ $\mathcal{L}(\mathcal{L}(\mathcal{L},\mathcal{L},\mathcal{L},\mathcal{L},\mathcal{L}))$ Duly authorised Names Arnold
Duly authorised Nathorised Signetory Duly authorised Paul Geddes
Authorised Signatory

167809-4-23-v0.5

PART B-OTHER INFORMATION

LISTING $\mathbf{I}$

• $(i)$ Application will be made to admit the Notes to Listing: listing on the Official List of the FCA
• $(ii)$ 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 the Issue Date. No assurance can be given as to whether or not, or when, such application will be granted

$\overline{2}$ . INTERESTS OF NATURAL AND LEGAL PERSONS INVOLVED IN THE ISSUE

Save as discussed in the "Subscription and Sale" section of the Base Prospectus, relating to the Issuer's agreement to reimburse the Dealers to certain of their expenses in connection with the update of the Programme and the issue of Notes under the Programme and to indemnify the Dealers against certain liabilities incurred by them in connection therewith, so far as the Issuer is aware, no person involved in the issue of the Notes has an interest material to the issue.

REASONS FOR THE OFFER, ESTIMATED NET PROCEEDS AND TOTAL $\overline{3}$ . EXPENSES

(i)	Reasons for the offer:	The net proceeds of this issue of Notes will be applied by the Issuer for its general corporate purposes, including making intra-group loans
(ii)	Estimated net proceeds:	Information not required
(iii)	Estimated total expenses:	Information not required
PERFORMANCE AND. A N D DEEFDENCE VALATILITY

$\overline{4}$ INFORMATION CONCERNING THE REFERENCE ENTITY

Information about the past and the further performance of the Reference Entity/ and its volatility can be found at: see Part A, paragraph 18(f) above.

OPERATIONAL INFORMATION 5.

$(i)$ ISIN Code: XS1049750034

$(ii)$ SEDOL Code:

• Common Code:
• $(iv)$ Any clearing system(s) other than Euroclear and Clearstream, Luxembourg and the relevant identification $number(s)$ and address:

Common Depositary: $(v)$

Not Applicable

104975003

None

Deutsche Bank AG, London Branch. Winchester House, 1 Great Winchester Street, London EC2N 2DB

$(iii)$