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Standard Chartered PLC — Capital/Financing Update 2012
Jan 23, 2012
4648_rns_2012-01-23_287cb1f0-d9ef-4200-b2d4-333579e025ac.pdf
Capital/Financing Update
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Final Terms
STANDARD CHARTERED PLC
and
STANDARD CHARTERED BANK
and
STANDARD CHARTERED BANK (HONG KONG) LIMITED
and
STANDARD CHARTERED FIRST BANK KOREA LIMITED
U.S.\$42,500,OOO,OOO Debt Issuance Prog ramme
U.S.\$1,000,000,000 5.700 per cent. Dated Subordinated Notes due 2022
Issued by Standard Chartered PLC
Barclays Capital BNP PARIBAS Credit Suisse Standard Chartered Bank as Joint Lead Managers
The date ofthe Final Terms is 23 January 2012
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 Prospectus dated 11 November 2011 which constitutes (with the exception of certain sections) a 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 for the purposes of Article 5.4 of the Prospectus Directive and must be read in conjunction with such Prospectus. 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 Prospectus. The Prospectus is available for viewing at the registered office of the Issuer at 1 Aldermanbury Square, London EC2V 7SB.
| 1 | Issuer: | Standard Chartered PLC | |
|---|---|---|---|
| 2 | (i) | Series Number: | 72 |
| (ii) | Tranche Number: | ||
| 3 | Currency or Currencies: | United States Dollars ("U.S.\$") | |
| 4 | Aggregate Nominal Amount: | ||
| (i) | Series: | U.S.\$1,000,000,000 | |
| (ii) | Tranche: | U.S.\$1,000,000,000 | |
| 5 | Issue Price: | 99.691 per cent. of the Aggregate Nominal Amount |
|
| 6 | Denominations: | U.S.\$200,000 and integral multiples of U.S.\$1 ,000 in excess thereof up to and including U.S.\$399,000 |
|
| 7 | Calculation Amount: | U.S.\$1,000 | |
| 8 | (i) | Issue Date: | 25 January 2012 |
| (ii) | Interest Commencement Date: | Issue Date | |
| 9 | Maturity Date: | 25 January 2022 | |
| 10 | Interest Basis: | 5.700 per cent. per annum Fixed Rate (further particulars specified below) |
|
| 11 | Redemption/Payment Basis: | Redemption at par | |
| 12 | Change of Interest or Redemption/Payment Basis: |
Not Applicable | |
| 13 | Put/Call Options: | Not Applicable | |
| 14 | (i) | Status of the Notes: | Dated Subordinated Notes |
| (ii) | Date of Board approval for issuance of Notes obtained: |
Not Applicable | |
| 15 | Method of distribution: | Syndicated |
PROVISIONS RELATING TO INTEREST (IF ANY) PAYABLE
| 16 Fixed Rate Note Provisions |
Applicable | |
|---|---|---|
| ---------------------------------- | -- | ------------ |
A14480547
- 1 -
| (i) | Rate of Interest: | 5.700 per cent. per annum payable semi annually in arrear |
|
|---|---|---|---|
| (ii) | Interest Payment Date(s): | 25 January and 25 July in each year, commencing on 25 July 2012, up to and including 25 January 2022 |
|
| (iii) | Fixed Coupon Amount: | U.S.\$28.50 per Calculation Amount | |
| (iv) | Broken Amount(s): | Not Applicable | |
| (v) | (Condition Day Count Fraction 4(i)): |
30/360 | |
| (vi) | Determination Dates: | Not Applicable | |
| (vii) | Other to the relating terms method of calculating interest for Fixed Rate Notes: |
Not Applicable | |
| 17 | Floating Rate Note Provisions | Not Applicable | |
| 18 | Zero Coupon Note Provisions | Not Applicable | |
| 19 | Interest Note Provisions Index-Linked |
Not Applicable | |
| 20 | Dual Currency Note Provisions | Not Applicable | |
| PROVISIONS RELATING TO REDEMPTION |
| 21 | Call Option | Not Applicable | ||
|---|---|---|---|---|
| 22 | Regulatory Capital Call: | Not Applicable | ||
| 23 | Put Option | Not Applicable | ||
| 24 | Final Note |
of each Redemption Amount |
U.S.\$1 ,000 per Calculation Amount | |
| 25 | Early Redemption Amount | |||
| (i) | Early Redemption Amount(s) per Calculation Amount 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 Conditions): |
As per Conditions | ||
| (ii) | Redemption for taxation reasons permitted on days other than Interest Payment Dates (Condition 5(c)): |
Yes | ||
| (iii) | Unmatured Coupons to become void upon early redemption (Bearer Notes only) (Condition 6(f) ): |
No | ||
-2-
| GENERAL PROVISIONS APPLICABLE TO THE NOTES | ||||
|---|---|---|---|---|
| 26 | Form of Notes: | Bearer Notes | ||
| Temporary Global Note exchangeable for a Permanent Global Note which is exchangeable for Definitive Notes in the limited circumstances specified in the Permanent Global Note |
||||
| 27 | New Global Note: | No | ||
| 28 | Business Day Jurisdiction(s) (Condition 6(h)) or other special provisions relating to Payment Dates: |
London | ||
| 29 | Talons for future Coupons or Receipts to be to Definitive attached Notes (and dates on which such Talons mature): |
No | ||
| 30 | Details relating Paid Notes: to Partly amount of each payment comprising the Price and date on which Issue each to payment is be made and consequences (if any) of failure to pay, including any right of the Issuer to forfeit the Notes and interest due late on payment: |
Not Applicable | ||
| 31 | Details relating to Instalment Notes: amount of each instalment, date on which each payment is to be made: |
Not Applicable | ||
| 32 | Redenomination, renominalisation Not Applicable and reconventioning provisions: |
|||
| 33 | Consolidation provisions: | Not Applicable | ||
| 34 | Other final terms: | Not Applicable | ||
| DISTRIBUTION | ||||
| 35 | (i) | Barclays Bank PLC |
- 35
If syndicated, names and addresses of Managers:
5The North Colonnade Canary Wharf London
BNP Paribas
E144BB United Kingdom
10 Harewood Avenue London NW16AA United Kingdom
Credit Suisse Securities (Europe) Limited One Cabot Square
London E144QJ United Kingdom
| Standard Chartered Bank 1 Basinghall Avenue London |
|||
|---|---|---|---|
| EC2V 500 United Kingdom |
|||
| (ii) | Date of Subscription Agreement: | 23 January 2012 | |
| (iii) | Stabilising Manager(s) (if any): | BNP Paribas | |
| 36 | If non-syndicated, name and address of Dealer: |
Not Applicable | |
| 37 | U.S. Selling Restrictions: | Reg. S Compliance Category: 2; TEFRA 0 | |
| 38 | Additional selling restrictions: | Not Applicable |
PURPOSE OF FINAL TERMS
These Final Terms comprise the final terms required to list and have admitted to trading the issue of Notes described herein pursuant to the U.S.\$42,500,000,000 Debt Issuance Programme of Standard Chartered PLC, Standard Chartered Bank, Standard Chartered Bank (Hong Kong) Limited and Standard Chartered First Bank Korea Limited.
RESPONSIBILITY
The Issuer accepts responsibility for the information contained in these Final Terms.
Signed on behalf of the Issuer:
BYD -
PART 8 - OTHER INFORMATION
| 1 | LISTING | ||||
|---|---|---|---|---|---|
| (i) | Listing: | Official List of the UK Listing Authority and trading on the London Stock Exchange |
|||
| (ii) | Admission to trading: | Application has been made for the Notes to be admitted to trading on the London Stock Exchange's regulated market with effect from 25 January 2012 |
|||
| 2 | RATINGS | ||||
| Ratings: | The Notes to be issued are expected to be rated: |
||||
| Standard & Poor's Hong Kong Limited: A Moody's Investors Service Pty. Limited, Australia: A3 Fitch Ratings Ltd.: A+ |
|||||
| Standard & Poor's Hong Kong Limited is not established in the European Union and has not under Regulation (EC) applied for registration No. 1060/2009. Standard & Poor's Hong Kong Limited is affiliated to Standard & Poor's Credit Market Services Europe Limited which is established in the European Union and is registered under Regulation (EC) No 1060/2009. |
|||||
| Moody's Investors Service Pty. Limited, Australia is not established in the European Union and has not applied for registration under Regulation (EC) No. 1060/2009. |
3INTERESTS 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 material to the offer
4ESTIMATED TOTAL EXPENSES
Estimated total expenses:
5YIELD
£4,200
No 1060/2009.
Indication of yield: 5.741 per cent. per annum As set out above, the yield is calculated at the
Moody's Investor Service Pty Limited, Australia is affiliated to Moody's Investors Service Limited which is established in the European Union and is registered under Regulation (EC)
Fitch Ratings Ltd. is established in the European Union and is registered under
Regulation (EC) No 1060/2009.
-5-
Issue Date on the basis of the re-offer Price. It is not an indication of future yield.
6 OPERATIONAL INFORMATION
- (i) Intended to be held in a manner which would allow Eurosystem eligibility:
- (ii) ISIN Code:
- (iii) Common Code:
- (iv) Any clearing system(s) other than Euroclear Bank SA/NY and Clearstream Banking, societe anonyme and the relevant identification number(s):
(v) Delivery:
(vi) Names and addresses of initial Paying Agent(s):
No
XS0736418962 073641896 Not Applicable
Not Applicable
Delivery against payment The Bank of New York Mellon One Canada Square London E14 SAL United Kingdom
(vii) Names and addresses of additional Paying Agent(s) (if any):