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Standard Chartered PLC Capital/Financing Update 2018

Jun 12, 2018

4648_rns_2018-06-12_e229198c-955b-44e5-8c82-1b2782c22e7f.pdf

Capital/Financing Update

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Final Terms

STANDARD CHARTERED PLC

and

STANDARD CHARTERED BANK

U.S.\$77,500,000,000

Debt Issuance Programme

JPY 18,900,000,000 Fixed Rate Notes due June 2025

Issued by

Standard Chartered PLC

Dealer Standard Chartered Bank

The date of the Final Terms is 8 June 2018.

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 may include notes issued in bearer form ("Bearer Notes") or in bearer form exchangeable for notes in registered form ("Exchangeable Bearer Notes") that are subject to U.S. tax law requirements. Subject to certain exceptions, the Notes may not be offered or sold or, in the case of Bearer Notes or Exchangeable Bearer Notes, delivered within the United States or to, or for the account or benefit of, U.S. persons (as defined in Regulation S ("Regulation 5") 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

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 ("MiFID II"); or (ii) a customer within the meaning of Directive 2002/92/EC ("IMD"), 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 (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.

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, 9 August 2017, 2 November 2017, 10 November 2017, 7 December 2017, 1 March 2018 and 2 May 2018 constitute (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 copies may be obtained from 1 Basinghall Avenue, London EC2V 5DD.

1 Issuer: Standard Chartered PLC
2 (i) Series Number: 162
(ii) Tranche Number: 1
(iii) Date on which the Notes will be
consolidated and form a single Series:
Not Applicable
3 Currency or Currencies: Japanese Yen ("JPY")

4 Aggregate Nominal Amount:

(i) Series: JPY 18,900,000,000
(ii) Tranche: JPY 18,900,000,000
5 Issue Price: 100.00 per cent. of the Aggregate Nominal
Amount
6 Denominations: JPY 100,000,000
7 Calculation Amount: JPY 100,000,000
8 (i) Issue Date: 13 June 2018
(ii) Interest Commencement Date: 13 June 2018
9 Maturity Date: 13 June 2025
10 0.70 per cent. per annum Fixed Rate
Interest Basis:
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 Board 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 Applicable
(i) Rate of Interest 0.70 per cent. per annum payable semi-annually
in arrear on each Interest Payment Date
(ii) Interest Payment Dates: 13 June and13 December in each year
commencing on 13 December 2018 up to, and
including, the Maturity Date, adjusted in
accordance with the Modified Following
Business Day Convention
(iii) Fixed Coupon Amount: Not Applicable
(iv) Broken Amount (s): Not Applicable
(v) Day Count Fraction (Condition 4 (j)): 30/360 Unadjusted
(vi) Determination Dates: Not Applicable
(vii) Relevant Currency: JPY
16 Floating Rate Note Provisions Not Applicable
17 Reset Note Provisions Not Applicable
18 Zero Coupon Note Provisions Not Applicable
PROVISIONS RELATING TO REDEMPTION
19 Issuer Call Option 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 JPY 100,000,000 per Calculation Amount
24 Early Redemption Amount
(i) Early Redemption Amount(s) per
Calculation Amount payable on
redemption for taxation reasons or on
event of default:
JPY 100,000,000 per Calculation Amount
(ii) Redemption on days other than Interest
Payment Dates (Condition 5(c)):
No
(iii) Unmatured Coupons to become void
upon early redemption (Bearer Notes
only) (Condition 6(f)):
Yes
GENERAL PROVISIONS APPLICABLE TO THE NOTES
25 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
26 New Global Note: Yes
27 Dates: Business Day Jurisdiction(s) (Condition 6(h)) or
other special provisions relating to Payment
London, New York and Tokyo
28 mature): Talons for future Coupons to be attached to
Definitive Notes (and dates on which such Talons
No

Signed on behalf of the Issuer:

By:

Duly authorised

PART B — OTHER INFORMATION

1 Listing

  • (i) Listing:
  • (ii) Admission to trading:

to trading

Official List of the UK Listing Authority and trading on the London Stock Exchange

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 13 June 2018.

(iii) Estimated total expenses of admission £4,500

2 RATINGS

Ratings The Notes to be issued are expected to be assigned the following ratings:

S&P: BBB+

Moody's: A2

3 INTERESTS OF NATURAL AND LEGAL PERSONS INVOLVED IN THE ISSUE

Save for any fees payable to the Dealer, so far as the Issuer is aware, no person involved in the offer of the Notes has an interest material to the offer.

The Dealer and its 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 YIELD

Indication of Yield: See "General information" on page 164 of the Base prospectus

Calculated as 0.70% on the Issue Date

As set out above, the yield is calculated at the Issue Price on the basis of the Issue Price. It is not an indication of future yield

5 OPERATIONAL INFORMATION

  • (ii) Common Code: 183797387

(i) ISIN: XS1837973871

(ii') Any clearing system(s) other than Not Applicable
Euroclear Bank S.A./N.V., Clearstream
Banking, societe anonyme and DTC and
the relevant identification number(s):

Delivery:

Delivery against payment

  • Names and addresses of initial Paying Agent(s):
  • Names and addresses of additional Paying Agent(s) (if any):

The Bank of New York Mellon, One Canada Square, London E14 5AL, United Kingdom

Not Applicable

6 DISTRIBUTION

  • Method of distribution:
  • If syndicated:

(A) Names of Managers:

(B)Stabilising Manager(s) (if any):

(Hi) If non-syndicated, name of Dealer:

(iv) US Selling Restrictions:

Non-Syndicated

Not Applicable

Not Applicable

Standard Chartered Bank

Reg. S Compliance Category 2; TEFRA D