AI assistant
Standard Chartered PLC — Capital/Financing Update 2017
Aug 22, 2017
4648_rns_2017-08-22_ae0d33f1-b80b-4f66-acf7-5d6f668ff8e4.pdf
Capital/Financing Update
Open in viewerOpens in your device viewer
FINAL TERMS
STANDARD CHARTERED PLC
and
STANDARD CHARTERED BANK
U.S.\$77,500,000,000
Debt Issuance Programme
€550,000,000 Floating Rate Notes due August 2019
Issued by
Standard Chartered Bank
DekaBank, Deutsche Bank, Goldman Sachs International, Standard Chartered Bank
The date of the Final Terms is 21 August 2017.
The Notes have not been and will not be registered under the U.S. Securities Act of 1933 (the "Securities Act") or with any securities regulatory authority of any State or other jurisdiction of the United States. The Notes are subject to U.S. tax law requirements. Subject to certain exceptions, the Notes may not be offered or sold or delivered within the United States or to, or for the account or benefit of, U.S. persons (as defined in Regulation S ("Regulation S") under the Securities Act).
The Notes have not been approved or disapproved by the U.S. Securities and Exchange Commission, or any securities regulatory authority of any State or other jurisdiction of the United States, nor have any of the foregoing authorities passed upon or endorsed the merits of the offering of Notes or the accuracy or adequacy of this document. Any representation to the contrary is a criminal offence in the United States.
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 14 June 2017 which, together with the supplementary prospectuses dated 2 August 2017 and 9 August 2017 constitutes (with the exception of certain sections) a base prospectus (the "Base Prospectus") for the purposes of the Prospectus Directive (Directive 2003/71/EC, including amendments thereto) (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 is only available on the basis of the combination of these Final Terms and the Base Prospectus. The Base Prospectus is available for viewing at 1 Basinghall Avenue, London EC2V 5DD and https://www.rns-pdf.londonstockexchange.com/rns/1854I_- 2017-6-15.pdf and copies may be obtained from 1 Basinghall Avenue, London EC2V 5DD.
| 1. | Issuer: | Standard Chartered Bank | |
|---|---|---|---|
| 2. | (i) (ii) |
Series Number: Tranche Number: |
155 1 |
| (iii) | Date on which the Notes will be consolidated and form a single Series: |
Not Applicable | |
| 3. | Currency or Currencies: | Euro ("€") |
4. Aggregate Nominal Amount: (i) Series: €550,000,000 (ii) Tranche: €550,000,000 5. Issue Price: 100.774 per cent. of the Aggregate Nominal Amount 6. Denominations: €100,000 7. Calculation Amount: €100,000 8. (i) Issue Date: 23 August 2017 (ii) Interest Commencement Date: Issue Date 9. Maturity Date: The Interest Payment Date falling on or nearest to 23 August 2019 10. Interest Basis: 3-month EURIBOR + 0.50 per cent. per annum Floating Rate 11. 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 12. Change of Interest: Not Applicable 13. Put/Call Options: Not Applicable 14. (i) Status of the Notes: Senior (ii) Date Court approval for issuance of Notes obtained: Not Applicable (iii) Events of Default: Non-Restrictive Events of Default
PROVISIONS RELATING TO INTEREST (IF ANY) PAYABLE
| 15. | Fixed Rate Note Provisions | Not Applicable | |
|---|---|---|---|
| 16. | Floating Rate Note Provisions | Applicable | |
| (i) | Interest Period(s): | The period beginning on and including the Issue Date and ending on (but excluding) the First Interest Payment Date and each successive period beginning on (and including) an Interest Payment Date and ending on (but excluding) the next succeeding Interest Payment Date |
|
| (ii) | Interest Payment Dates: | 23 August, 23 November, 23 February and 23 May in each year, commencing on 23 November 2017 up to (and including) 23 August 2019, subject in each case to adjustment in accordance with the Business Day Convention specified below |
|
| (iii) | First Interest Payment Date: | 23 November 2017 | |
| (iv) | Business Day Convention: | Modified Following Business Day Convention |
| (v) | 4(j)): | Relevant Financial Centre(s) (Condition | Eurozone | |
|---|---|---|---|---|
| (vi) | Manner in which the Rate(s) of Interest is/are to be determined: |
Page | ||
| (vii) | Interest Period Date(s): | Not Applicable | ||
| (viii) | Agent): | Party responsible for calculating the Rate(s) of Interest and Interest Amount(s) (if not the Calculation |
Not Applicable | |
| (ix) | Page (Condition 4(c)): | |||
| – | Relevant Time: | 11:00am Brussels Time | ||
| – | Interest Determination Date: | Two TARGET Business Days prior to the first day of the relevant Interest Period |
||
| – | Primary Source for Floating Rate: |
Reuters page EURIBOR01 | ||
| – | Reference Banks (if Primary Source is "Reference Banks"): |
Not Applicable | ||
| – | Relevant Financial Centre: | Eurozone | ||
| – | Benchmark: | 3-month EURIBOR | ||
| – | Effective Date: | The first day of the relevant Interest Accrual Period |
||
| – | Specified Duration: | 3 months | ||
| (x) | Linear Interpolation: | Not Applicable | ||
| (xi) | Margin(s): | + 0.50 per cent. per annum | ||
| (xii) | Minimum Rate of Interest: | 0.00 per cent. per annum | ||
| (xiii) | Maximum Rate of Interest: | Not Applicable | ||
| (xiv) | Day Count Fraction (Condition 4(j)): | Actual/360 | ||
| (xv) | Rate Multiplier: | Not Applicable | ||
| 17. | Reset Note Provisions | Not Applicable | ||
| 18. | Zero Coupon Note Provisions | Not Applicable | ||
PROVISIONS RELATING TO REDEMPTION
| 19. | Issuer Call | Not Applicable |
|---|---|---|
| 20. | Regulatory Capital Call | Not Applicable |
| 21. | Loss Absorption Disqualification Event Call | Not Applicable |
| 22. | Put Option | Not Applicable |
| 23. | Final Redemption Amount of each Note | €100,000 per Calculation Amount |
| 24. | Early Redemption Amount |
- ( i) Earl y Redemptio n Amount(s ) pe r pe r Calculatio n Amoun t Calculatio n Amoun t payabl e o n redemptio n fo r taxatio n reasons , du e t o Regulator y Capita l Even t o r du e t o Los s Absorptio n Disqualificatio n Even t o r o n even t o f default :
- (ii) Redeemabl e o n day s othe r tha n Interes t N o Paymen t Date s (Conditio n 5(c)) :
- (iii) Unmature d Coupon s t o becom e voi d Ye s upo n earl y redemptio n (Beare r Note s only ) (Conditio n 6(f)) :
GENERAL PROVISIONS TO THE NOTES
| 25. | Form of Notes: | Beare r Note s |
|---|---|---|
| Temporar y Globa l Not e exchangeabl e fo r a permanen t Globa l Not e whic h i s exchangeabl e fo r Definitiv e Note s i n t h e limite d circumstance s specifie d i n th e permanen t Globa l Not e |
||
| 26. | Ne w Global Note: | Y e s |
| 27. | Busines s Da y Jurisdiction(s ) (Conditio n 6(h) ) o r othe r specia l provision s relatin g t o Paymen t Dates : |
TARGE T an d Londo n |
| 28. | Talon s fo r futur e Coupon s t o b e attache d t o Definitiv e Note s (an d date s o n whic h suc h Talon s mature) : |
N o |
Signe d o n behal f o f Issuer :
| B y : |
' | |
|---|---|---|
| Duly authorised |
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 by the Issuer (or on its behalf) for the Notes to be admitted to trading on the London Stock Exchange's regulated market with effect from on or around 23 August 2017 |
|
| (iii) | Estimated total expenses of admission to trading: |
£3,600 | |
| 2. | RATINGS |
Ratings The Notes to be issued are expected to be assigned the following ratings:
Moody's: A1
3. INTERESTS OF NATURAL AND LEGAL PERSONS INVOLVED IN THE ISSUE
Save for any fees payable to the Joint Lead Managers, so far as the Issuer is aware, no person involved in the offer of the Notes has an interest material to the offer.
The Joint Lead 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. Floating Rate Notes only
Details of historic EURIBOR rates can be obtained from Reuters page EURIBOR01.
5. OPERATIONAL INFORMATION
| (i) | ISIN: | XS1669196906 |
|---|---|---|
| (ii) | Common Code: | 166919690 |
| (iii) | Any clearing system(s) other than Euroclear Bank SA/NV, Clearstream Banking, SA, the CMU Service, DTC and the relevant identification number(s): |
Not Applicable |
| (iv) | Delivery: | Delivery against payment |
| (v) | Names and addresses of initial Paying Agent(s): |
The Bank of New York Mellon, One Canada Square, London E14 5AL, United Kingdom and The Bank of New York Mellon SA/NV Luxembourg Branch, Vertigo Building – Polaris, 2-4 rue Eugène Ruppert, L-2453 Luxembourg |
| (vi) | Names and addresses of additional Paying Agent(s) (if any): |
Not Applicable |
6. DISTRIBUTION
| (i) | Method of distribution: | Syndicated |
|---|---|---|
| (ii) | If syndicated: | |
| (A) Names of Managers: | DekaBank Deutsche Girozentrale, Deutsche Bank AG, London Branch, Goldman Sachs International, Standard Chartered Bank |
|
| (B) Stabilising Manager(s) (if any): |
Not Applicable | |
| (iii) | If non-syndicated, name of Dealer: |
Not Applicable |
| (iv) | US Selling Restrictions: | Reg. S Compliance Category 2; TEFRA D |