REG - HSBC Holdings PLC - HSBC tender offers - final results

HSBC HoldingsAnnouncement

Mon 15:00

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RNS Number : 2883F  HSBC Holdings PLC  23 September 2024

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23 September 2024

 

HSBC HOLDINGS PLC

ANNOUNCES FINAL RESULTS OF TENDER OFFERS TO PURCHASE NOTES FOR CASH

HSBC Holdings plc (the 'Issuer') announces today the final results of its
invitations to holders of: (a) the EUR1,000,000,000 0.309% Fixed to Floating
Rate Notes due 2026 (ISIN: XS2251736646) (of which EUR1,000,000,000 is
currently outstanding) (the 'November 2026 Notes') and/or; (b) the
EUR1,250,000,000 2.50% Notes due March 2027 (ISIN: XS1379184473) (of which
EUR1,250,000,000 is currently outstanding) (the 'March 2027 Notes') (each a
'Series' and together, the 'Notes'), to tender such Notes for purchase by the
Issuer for cash subject to satisfaction or waiver of the New Financing
Condition (each such invitation an 'Offer' and, together, the 'Offers').

Capitalised terms used and not otherwise defined in this announcement have the
meanings given in the tender offer memorandum prepared by the Issuer dated 16
September 2024 (the 'Tender Offer Memorandum'). This announcement must be read
in conjunction with the Tender Offer Memorandum.

RESULTS OF THE OFFERS

On 17 September 2024, the Issuer announced that the indicative Maximum
Acceptance Amount for the Offers had been set at approximately
EUR2,250,000,000.

The Expiration Deadline for the Offers was 4.00pm (London time) on 20
September 2024. As at the Expiration Deadline, EUR495,386,000 in aggregate
principal amount of the November 2026 Notes and EUR490,415,000 in aggregate
principal amount of the March 2027 Notes have been validly tendered pursuant
to the Offers.

Following the Expiration Deadline, the Issuer hereby announces that the
Maximum Acceptance Amount is EUR2,250,000,000 and that (subject to the
satisfaction or waiver of the New Financing Condition on or prior to the
Tender Offer Settlement Date) the aggregate principal amount of Notes accepted
for purchase pursuant to the Offers is EUR985,801,000.

The Issuer further hereby announces that:

(i)   the Purchase Price, Benchmark Rate and Purchase Yield (in respect of
each Series);

(ii)   the final aggregate principal amount of the Notes of each Series
validly tendered pursuant to the Offers;

(iii)  each Series Acceptance Amount and the pro-ration factor for each
Series (if any); and

(iv)  the principal amount of Notes of each Series that will remain
outstanding after the Tender Offer Settlement Date (as defined below),

are as set out in the table below:

 Series            Purchase Price                                      Aggregate principal amount of Notes validly tendered  Series Acceptance Amount  Pro-ration factor  Principal amount of Notes that will remain outstanding after the Tender Offer

                                                                                                                   Settlement Date (as defined below)
                                     Benchmark Rate

                                                      Purchase Yield
 November 2026     97.105 per cent.  2.742 per cent.  2.942 per cent.  EUR495,386,000                                        EUR495,386,000            Not applicable     EUR504,614,000

Notes
 March 2027 Notes  99.732 per cent.  2.360 per cent.  2.610 per cent.  EUR490,415,000                                        EUR490,415,000            Not applicable     EUR759,585,000

Subject to the satisfaction or waiver of the New Financing Condition on or
prior to 25 September 2024, the settlement of the Offers and payment of each
Purchase Consideration and Accrued Interest Payment in respect of the Notes
accepted for purchase is expected to take place on 25 September 2024 (the
'Tender Offer Settlement Date'). Notes repurchased by the Issuer pursuant to
the Offers will be cancelled and will not be re-issued or re-sold. Notes which
have not been validly submitted and accepted for purchase pursuant to the
Offers will remain outstanding.

The Dealer Manager

HSBC Bank plc
8 Canada Square

London E14 5HQ

United Kingdom

 

Telephone: +44 (0) 20 7992 6237

Attention: Liability Management, DCM

Email: LM_EMEA@hsbc.com (mailto:LM_EMEA@hsbc.com)

The Tender Agent

Kroll Issuer Services Limited

The Shard

32 London Bridge Street

London SE1 9SG

 

Telephone: +44 (0) 20 7704 0880

Attention: Owen Morris

Email: hsbc@is.kroll.com (mailto:hsbc@is.kroll.com)

Tender Offer Website: https://deals.is.kroll.com/hsbc
(https://deals.is.kroll.com/hsbc)

 

DISCLAIMER

 

The offer period for the Offers has now expired. No further tenders of any
Notes may be made pursuant to the Offers. This announcement must be read in
conjunction with the Tender Offer Memorandum. No offer to acquire or exchange
any securities is being made pursuant to this announcement. This announcement
and the Tender Offer Memorandum contain important information, which must be
read carefully. If any Noteholder is in any doubt as to the action it should
take, it is recommended to seek its own financial, legal and any other advice,
including in respect of any tax financial, accounting, regulatory and tax
consequences, immediately from its broker, bank manager, solicitor, accountant
or other independent financial, tax or legal adviser. None of the Issuer, the
Dealer Manager or the Tender Agent or their respective directors, employees or
affiliates will have any liability or responsibility in respect of any
decision of a Noteholder as to their decision of whether to participate or not
to participate in the Offers.

 

Investor enquiries to:

Greg Case                               +44 (0)
20 7992 3825            investorrelations@hsbc.com
(mailto:investorrelations@hsbc.com)

Media enquiries to:

Press Office                          +44 (0) 20 7991
8096             pressoffice@hsbc.com
(mailto:pressoffice@hsbc.com)

 

Note to editors:

 

HSBC Holdings plc

HSBC Holdings plc, the parent company of the HSBC Group, is headquartered in
London. HSBC serves customers worldwide from offices in 60 countries and
territories. With assets of US$2,975bn at 30 June 2024, HSBC is one of the
world's largest banking and financial services organisations.

 

ends/all

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