TIDM78MM
RNS Number : 3256V
Barclays Bank PLC
10 December 2021
Correction Notice relating to the Final Terms for ISIN
XS1913984594
This Correction Notice relates to the original final terms for
ISIN XS1913984594 dated 15 March 2019 (the "Original Final Terms"),
which are being replaced by the amended and restated final terms
dated 9 December 2021 (the "Amended and Restated Final Terms").
The following elements in the accompanying summary of the
Original Final Terms have been amended in the Amended and Restated
Final Terms to correct two obvious inconsistencies with the
operative provisions of the Original Final Terms:
1. Element C.1 (Type and class of Securities being offered
and/or admitted to trading) - The interest rate determination basis
is corrected to match the operative provisions, such that the
relevant expression should read: "Interest: The interest payable in
respect of the Securities will be determined by reference to a
floating rate of interest. The amount of interest payable in
respect of a security for an interest calculation period will be
determined by multiplying the interest calculation amount of such
security by the applicable interest rate and day count
fraction."
2. Element C.15 (Description of how the value of the investment
is affected by the value of the underlying instrument) - The last
sentence in this element "The amount of interest for a given period
is however subject to a minimum rate of 0.10% per annum." is
deleted since the operative provisions do not specify any minimum
interest rate.
The above corrections do not affect the Conditions of the
Securities in any respect. The rest of the Original Final Terms
remains unchanged.
Capitalised terms used but not otherwise defined herein shall
have the meanings given to them in the Amended and Restated Final
Terms, as read in conjunction with the GSSP Base Prospectus 1 dated
28 August 2018.
A copy of the Amended and Restated Final Terms is exhibited at
the end of this Correction Notice.
For further information, please contact
Barclays Bank PLC
Registered Office
1 Churchill Place
London E14 5HP
United Kingdom
The date of this notice is 10 December 2021.
DISCLAIMER - INTED ADDRESSEES
IMPORTANT: The following disclaimer applies to the Amended and
Restated Final Terms, and you are therefore advised to read this
disclaimer carefully before reading, accessing or making any other
use of the Amended and Restated Final Terms, or the Base Prospectus
which the Amended and Restated Final Terms must be read in
conjunction with.
NEITHER THE AMED AND RESTATED FINAL TERMS OR BASE PROSPECTUS MAY
BE FORWARDED OR DISTRIBUTED OTHER THAN AS PROVIDED BELOW AND MAY
NOT BE REPRODUCED IN ANY MANNER WHATSOEVER. THE AMED AND RESTATED
FINAL TERMS AND BASE PROSPECTUS MAY ONLY BE DISTRIBUTED OUTSIDE THE
UNITED STATES TO PERSONS THAT ARE NOT U.S. PERSONS AS DEFINED IN,
AND IN RELIANCE ON, REGULATION S UNDER THE U.S. SECURITIES ACT OF
1933, AS AMED (THE "SECURITIES ACT"). FAILURE TO COMPLY WITH THIS
NOTICE MAY RESULT IN A VIOLATION OF THE SECURITIES ACT OR THE
APPLICABLE LAWS OF OTHER JURISDICTIONS.
NOTHING IN THIS ELECTRONIC PUBLICATION OR IN THE AMED AND
RESTATED FINAL TERMS AND BASE PROSPECTUS CONSTITUTES AN OFFER OF
THE SECURITIES FOR SALE IN ANY JURISDICTION WHERE SUCH offers or
solicitations are not permitted by law. THE SECURITIES HAVE NOT
BEEN, AND WILL NOT BE, REGISTERED UNDER THE SECURITIES ACT OR THE
SECURITIES LAWS OF ANY STATE OR OTHER JURISDICTION OF THE UNITED
STATES.
Please note that the information contained in the Amended and
Restated Final Terms and Base Prospectus may be addressed to and/or
targeted at persons who are residents of particular countries (as
specified in the Amended and Restated Final Terms and Base
Prospectus) only and is not intended for use and should not be
relied upon by any person outside these countries and/or to whom
the offer contained in the Amended and Restated Final Terms and
Base Prospectus is not addressed. Prior to relying on the
information contained in the Amended and Restated Final Terms and
Base Prospectus you must ascertain whether or not you are part of
the intended addressees of the information contained therein.
Confirmation of your Representation: In order to be eligible to
view the Amended and Restated Final Terms and Base Prospectus or
make an investment decision with respect to the Securities, you
must be a person other than a U.S. person (within the meaning of
Regulation S under the Securities Act) and by accessing the Amended
and Restated Final Terms and Base Prospectus you shall be deemed to
have represented that (i) you and any customers you represent are
not U.S. persons (as defined in Regulation S to the Securities Act)
and (ii) you consent to delivery of the Amended and Restated Final
Terms and Base Prospectus and any amendments or supplements thereto
via electronic transmission.
You are reminded that the Amended and Restated Final Terms and
Base Prospectus have been made available to you on the basis that
you are a person into whose possession the Amended and Restated
Final Terms and Base Prospectus may be lawfully delivered in
accordance with the laws of the jurisdiction in which you are
located and you may not, nor are you authorised to, deliver the
Amended and Restated Final Terms or Base Prospectus, electronically
or otherwise, to any other person.
The Amended and Restated Final Terms and Base Prospectus have
been made available to you in an electronic form. You are reminded
that documents transmitted via this medium may be altered or
changed during the process of electronic transmission and
consequently none of the Issuer, its advisers nor any person who
controls any of them nor any director, officer, employee nor agent
of it or affiliate of any such person accepts any liability or
responsibility whatsoever in respect of any difference between the
Amended and Restated Final Terms and Base Prospectus made available
to you in electronic format and the hard copy versions available to
you on request from the Issuer.
Amended and Restated Final Terms dated 9 December 2021
(amending and restating the Final Terms dated 15 March 2019)
BARCLAYS BANK PLC
(Incorporated with limited liability in England and Wales)
EUR 10,000,000 Floating Rate Securities due March 2022 pursuant
to the Global Structured Securities Programme (the Tranche 1
Securities)
Issue Price: 100.00 per cent.
This document constitutes the final terms of the Securities (the
"Final Terms") described herein for the purposes of Article 5.4 of
the Prospectus Directive and is prepared in connection with the
Global Structured Securities Programme established by Barclays Bank
PLC (the "Issuer"). These Final Terms are supplemental to and
should be read in conjunction with the GSSP Base Prospectus 1 dated
28 August 2018, as supplemented on 12 November 2018 and 19 November
2018 (the "Base Prospectus"), which constitutes a base prospectus
for the purposes of the Prospectus Directive. Full information on
the Issuer and the offer of the Securities is only available on the
basis of the combination of these Final Terms and the Base
Prospectus. A summary of the individual issue of the Securities is
annexed to these Final Terms.
The Base Prospectus, and any supplements thereto, are available
for viewing at
https://www.home.barclays/prospectuses-and-documentation/structured-securities/prospectuses.html
and during normal business hours at the registered office of the
Issuer and the specified office of the Issue and Paying Agent for
the time being in London, and copies may be obtained from such
office. Words and expressions defined in the Base Prospectus and
not defined in the Final Terms shall bear the same meanings when
used herein.
PROHIBITION OF SALES TO EEA RETAIL INVESTORS : The Securities
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 Retail
Investor"). For these purposes, an EEA Retail Investor means a
person in the European Economic Area who is one (or more) of: (i) a
retail client as defined in point (11) of Article 4(1) of Directive
2014/65/EU (as amended from time too time "MiFID"); (ii) a customer
within the meaning of the Insurance Mediation Directive (Directive
2002/92/EC (as amended from time to time)) ("IMD"), where that
customer would not qualify as a professional client as defined in
point (10) of Article 4(1) of MiFID; or (iii) not a qualified
investor as defined in Directive 2003/71/EC (as amended from time
to time, including by Directive 2010/73/EU, the "Prospectus
Directive"). Consequently no key information document required by
Regulation (EU) No 1286/2014 (the "PRIIPs Regulation") for offering
or selling the Securities or otherwise making them available to EEA
Retail Investors has been prepared and therefore offering or
selling the Securities or otherwise making them available to any
EEA Retail Investor may be unlawful under the PRIIPs
Regulation.
BARCLAYS
Final Terms dated 15 March 2019
Part A - CONTRACTUAL TERMS
1. (a) Series number: NX000225404
(b) Tranche number: 1
2. Settlement Currency: Euro ("EUR")
3. Exchange Rate: Not Applicable
4. Securities:
(a) Aggregate Nominal
Amount as at the
Issue Date:
(i) Tranche: EUR 10,000,000
(ii) Series: EUR 10,000,000
(b) Specified Denomination: EUR 100,000
(c) Minimum Tradable Not Applicable
Amount:
5. Issue Price: 100.00 per cent. of the Aggregate Nominal
Amount
6. Issue Date: 15 March 2019
7. Interest Commencement Issue Date
Date:
8. Scheduled Redemption 15 March 2022
Date:
9. Calculation Amount: Specified Denomination
Provisions relating to interest (if any) payable
10. Type of Interest: Floating Rate Interest
(a) Interest Payment 15 March, 15 June, 15 September and
Date(s): 15 December in each year, subject to
adjustment in accordance with the Business
Day Convention
(b) Interest Period 15 March, 15 June, 15 September and
End Date(s): 15 December in each year, subject to
adjustment in accordance with the Business
Day Convention
11. Switch Option: Not Applicable
12. Conversion Option: Not Applicable
13. Fixing Date - Interest: Not Applicable
14. Fixing Time - Interest: Not Applicable
15. Fixed Rate Interest Not Applicable
provisions:
16. Floating Rate Interest Applicable
provisions:
(a) Floating Interest Applicable
Rate Determination:
- Reference Rate: EURIBOR
- Designated Maturity: 3 Months
- Offered Quotation: Applicable
- Arithmetic Mean: Not Applicable
- Interest Determination As set out in General Condition 6.8
Date: (Determination of a Floating Rate)
- Relevant Screen Reuters Screen EURIBOR01 Page
Page:
- Relevant Time: 11:00 a.m. Central European Time
- Pre-nominated Index: Not Applicable
(b) CMS Rate Determination: Not Applicable
(c) Cap Rate: Not Applicable
(d) Curve Cap: Not Applicable
(e) Floor Rate: Not Applicable
(f) Participation: 1
(g) Spread: Plus 0.45%
(h) Day Count Fraction: Actual/360
(i) Details of any Not Applicable
short or long Interest
Calculation Period:
(j) Range Accrual: Not Applicable
(k) Global Floor: Not Applicable
17. Inverse Floating Not Applicable
Rate Interest provisions:
18. Inflation-Linked Not Applicable
Interest provisions:
19. Digital Interest Not Applicable
Provisions:
20. Spread-Linked Interest Not Applicable
Provisions:
21. Decompounded Floating Not Applicable
Rate Interest provisions:
22. Zero Coupon Provisions: Not Applicable
Provisions relating to redemption
23. (a) Optional Early Not Applicable
Redemption:
(b) Option Type: Not Applicable
24. Call provisions Not Applicable
25. Put provisions Not Applicable
26. Final Redemption Bullet Redemption
Type:
27. Bullet Redemption Applicable
provisions:
Final Redemption
Percentage: 100%
28. Inflation-Linked Not Applicable
Redemption provisions:
29. Early Cash Settlement Par
Amount:
(a) Final Redemption Not Applicable
Floor Unwind Costs:
30. Fixing Date - Redemption: Not Applicable
31. Fixing Time - Redemption: Not Applicable
32. Change in Law: Applicable
33. Currency Disruption Applicable
Event:
34. Issuer Tax Event: Not Applicable
35. Extraordinary Market Applicable
Disruption:
36. Hedging Disruption: Applicable
37. Increased Cost of Applicable
Hedging:
Disruptions
38. Settlement Expenses: Not Applicable
39. FX Disruption Fallbacks Not Applicable
(General Condition
10 (Consequences
of FX Disruption
Events)):
General Provisions
40. Form of Securities: Global Bearer Securities: Permanent
Global Security
NGN Form: Applicable
Held under the NSS: Not Applicable
CGN Form: Not Applicable
CDIs: Not Applicable
41. Trade Date: 5 March 2019
42. Taxation Gross Up: Not Applicable
43. Prohibition of Sales Applicable - see cover page of these
to EEA Retail Investors: Final Terms
44. Early Redemption As set out in General Condition 28.1
Notice Period Number: (Definitions)
45. Additional Business Not Applicable
Centre(s):
46. Business Day Convention: Modified Following
47. Determination Agent: Barclays Bank PLC
48. Registrar: Not Applicable
49. CREST Agent: Not Applicable
50. Transfer Agent: Not Applicable
51. (a) Name of Manager: Barclays Bank PLC
(b) Date of underwriting Not Applicable
agreement:
(c) Names and addresses Not Applicable
of secondary trading
intermediaries and
main terms of commitment:
52. Registration Agent: Not Applicable
53. Masse Category: Not Applicable
54. Governing law: English law
55. Belgian Securities Not Applicable
56. Relevant Benchmarks: EURIBOR is provided by the European
Money Market Institute. As at the date
hereof, the European Money Market Insitute
does not appear in the register of
administrators and benchmarks established
and maintained by ESMA pursuant to
article 36 of the Benchmarks Regulation.
PART B - OTHER INFORMATION
1. LISTING AND ADMISSION TO Application is expected to be
TRADING made by the Issuer (or on its
behalf) for the Securities to
be listed on the official list
and admitted to trading on the
regulated market of the London
Stock Exchange with effect from
the Issue Date.
Estimate of total expenses
related to admission to
trading: EUR 375
2. RATINGS
Ratings: The Securities have not been
individually rated.
3. REASONS FOR THE OFFER, ESTIMATED NET PROCEEDS AND TOTAL
EXPENSES
(i) Reasons for the offer: General funding
(ii) Estimated net proceeds: Not Applicable
(iii) Estimated total expenses: Not Applicable
4. YIELD
Not Applicable
5. HISTORIC INTEREST RATES
Not Applicable
6. OPERATIONAL INFORMATION
(i) ISIN Code: XS1913984594
(ii) Common Code: 191398459
(iii) Relevant Clearing Clearstream, Euroclear
System(s) and the relevant
identification number(s):
(iv) Delivery: Delivery free of payment
(v) Name and address of Not Applicable
additional Paying Agent(s)
(if any)
SUMMARY
Section A - Introduction and warnings
A.1 Introduction This Summary should be read as an introduction
and warnings to the Base Prospectus. Any decision to invest
in Securities should be based on consideration
of the Base Prospectus as a whole, including
any information incorporated by reference,
and read together with the Final Terms.
Where a claim relating to the information contained
in the Base Prospectus is brought before a
court, the plaintiff might, under the national
legislation of the relevant Member State of
the European Economic Area, have to bear the
costs of translating the Base Prospectus before
the legal proceedings are initiated.
No civil liability shall attach to any responsible
person solely on the basis of this Summary,
including any translation thereof, unless it
is misleading, inaccurate or inconsistent when
read together with the other parts of the Base
Prospectus or it does not provide, when read
together with the other parts of the Base Prospectus,
key information in order to aid investors when
considering whether to invest in the Securities.
------------------------- --------------------------------------------------------------
A.2 Consent by Not Applicable: the Issuer does not consent
the Issuer to the use of the Base Prospectus for subsequent
to the use resales.
of prospectus
in subsequent
resale or
final placement
of Securities
------------------------- --------------------------------------------------------------
Section B - Issuer
B.1 Legal and The Securities are issued by Barclays Bank
commercial PLC (the "Issuer").
name of the
Issuer
------------------------- --------------------------------------------------------------
B.2 Domicile The Issuer is a public limited company registered
and legal in England and Wales.
form of the The principal laws and legislation under which
Issuer, legislation the Issuer operates are the laws of England
under which and Wales including the Companies Act.
the Issuer
operates
and country
of incorporation
of the Issuer
------------------------- --------------------------------------------------------------
B.4b Known trends The business and earnings of the Issuer and
affecting its subsidiary undertakings (together, the
the Issuer "Bank Group" or "Barclays") can be affected
and industries by the fiscal or other policies and other actions
in which of various governmental and regulatory authorities
the Issuer in the UK, EU, US and elsewhere, which are
operates all subject to change, as a result, regulatory
risk will remain a focus. A more intensive
regulatory approach and enhanced requirements
together with the uncertainty (particularly
in light of the UK's decision to withdraw from
the EU) and potential lack of international
regulatory coordination as enhanced supervisory
standards are developed and implemented may
adversely affect the Bank Group's business,
capital and risk management strategies and/or
may result in the Bank Group deciding to modify
its legal entity structure, capital and funding
structures and business mix, or to exit certain
business activities altogether or not to expand
in areas despite otherwise attractive potential.
The most significant of the regulatory reforms
affecting the Bank Group in 2018 is the creation
of the ring-fenced bank under the structural
reform programme carried out by the ultimate
holding company of the Bank Group (Barclays
PLC, together with its subsidiaries, the "Group").
There are several other significant pieces
of legislation which will require significant
management attention, cost and resource which
include:
* Changes in prudential requirements, including the
proposals for amendment of the Capital Requirements
Directive (CRD IV) and the EU Bank Recovery and
Resolution Directive (BRRD) which may impact minimum
requirements for own funds and eligible liabilities
(MREL), leverage, liquidity or funding requirements,
applicable buffers and/or add-ons to such minimum
requirements and risk weighted assets calculation
methodologies all as may be set by international, EU
or national authorities from time to time.
* The derivatives market has been the subject of
particular focus for regulators in recent years
across the G20 countries and beyond, with regulations
introduced which require the reporting and clearing
of standardised over the counter ("OTC") derivatives
and the mandatory margining of non-cleared OTC
derivatives. Reforms in this area are ongoing with
further requirements expected to be implemented in
the course of 2018.
* The recast Markets in Financial Instruments Directive
in Europe, which came into force in January 2018, has
fundamentally changed the European regulatory
framework, and entails significant operational
changes for market participants in a wide range of
financial instruments as well as changes in market
structures and practices.
* The EU Benchmarks Regulation which also came into
force in January 2018 regulates the administration
and use of benchmarks in the EU. Compliance with this
evolving regulatory framework entails significant
costs for market participants and is having a
significant impact on certain markets in which the
Bank Group operates.
* Other regulations applicable to swap dealers,
including those promulgated by the US Commodity
Futures Trading Commission, have imposed significant
costs on the Bank Group's derivatives business. These
and any future requirements are expected to continue
to impact such business.
------------------------- --------------------------------------------------------------
B.5 Description The Bank Group is a major global financial
of the group services provider.
and the Issuer's The Issuer is a wholly owned direct subsidiary
position of Barclays PLC, which is the ultimate holding
within the company of the Bank Group.
group
------------------------- --------------------------------------------------------------
B.9 Profit forecast Not Applicable: the Issuer has chosen not to
or estimate include a profit forecast or estimate.
------------------------- --------------------------------------------------------------
B.10 Nature of Not Applicable: the audit report on the historical
any qualifications financial information contains no such qualifications.
in audit
report on
historical
financial
information
------------------------- --------------------------------------------------------------
B.12 Selected Based on the Bank Group's audited financial
key financial information for the year ended 31 December
information; 2017, the Bank Group had total assets of GBP1,129,343
no material million (2016: GBP1,213,955 million), total
adverse change net loans and advances of GBP401,762 million
and significant (2016: GBP436,417 million), total deposits
change statements of GBP467,332 million (2016: GBP472,917 million),
and total equity of GBP65,734 million (2016:
GBP70,955 million) (including non-controlling
interests of GBP1 million (2016: GBP3,522 million)).
The profit before tax of the Bank Group for
the year ended 31 December 2017 was GBP3,166
million (2016: GBP4,383 million) after credit
impairment charges and other provisions of
GBP2,336 million (2016: GBP2,373 million).
The financial information in this paragraph
is extracted from the audited consolidated
financial statements of the Issuer for the
year ended 31 December 2017.
Based on the Bank Group's unaudited financial
information for the six months ended 30 June
2018, the Bank Group had total assets of GBP903,345
million (30 June 2017: GBP1,136,867 million),
total net loans and advances of GBP226,369
million (30 June 2017: GBP427,980 million),
total deposits of GBP279,438 million (30 June
2017: GBP488,162 million), and total shareholders'
equity of GBP48,192 million (30 June 2017:
GBP66,167 million) (including non-controlling
interests of GBP2 million (30 June 2017: GBP84
million). The profit before tax from continuing
operations of the Bank Group for the six months
ended 30 June 2018 was GBP725 million (30 June
2017: GBP1,731 million) after credit impairment
charges and other provisions of GBP156 million
(30 June 2017: GBP656 million). The financial
information in this paragraph is extracted
from the unaudited condensed consolidated interim
financial statements of the Issuer for the
six months ended 30 June 2018.
Not Applicable: there has been no significant
change in the financial or trading position
of the Bank Group since 30 June 2018.
There has been no material adverse change in
the prospects of the Issuer since 31 December
2017.
------------------------- --------------------------------------------------------------
B.13 Recent events Not Applicable: there have been no recent events
particular particular to the Issuer which are to a material
to the Issuer extent relevant to the evaluation of the Issuer's
which are solvency.
materially
relevant
to the evaluation
of Issuer's
solvency
------------------------- --------------------------------------------------------------
B.14 Dependency The whole of the issued ordinary share capital
of the Issuer of the Issuer is beneficially owned by Barclays
on other PLC, which is the ultimate holding company
entities of the Bank Group.
within the The financial position of the Issuer is dependent
group on the financial position of its subsidiary
undertakings.
------------------------- --------------------------------------------------------------
B.15 Description The Bank Group is a global consumer and wholesale
of the Issuer's bank offering products and services across
principal personal, corporate and investment banking
activities and wealth management, with a strong presence
in the UK and the US.
------------------------- --------------------------------------------------------------
B.16 Description The whole of the issued ordinary share capital
of whether of the Issuer is beneficially owned by Barclays
the Issuer PLC, which is the ultimate holding company
is directly of the Issuer and its subsidiary undertakings.
or indirectly
owned or
controlled
and by whom
and nature
of such control
------------------------- --------------------------------------------------------------
B.17 Credit ratings The short-term unsecured obligations of the
assigned Issuer are rated A-1 by S&P Global Ratings
to the Issuer Europe Limited, UK Branch, P-1 by Moody's Investors
or its debt Service Ltd. and F1 by Fitch Ratings Limited
securities and the long-term unsecured unsubordinated
obligations of the Issuer are rated A by S&P
Global Ratings Europe Limited, UK Branch, A2
by Moody's Investors Service Ltd. and A by
Fitch Ratings Limited. A specific issue of
Securities may be rated or unrated.
Ratings: This issue of Securities will not
be rated.
------------------------- --------------------------------------------------------------
Section C - Securities
C.1 Type and Securities described in this Summary may be
class of debt securities or, where the repayment terms
Securities are linked to the performance of a specified
being offered inflation index, derivative securities.
and/or admitted Securities will bear interest at a fixed rate,
to trading a floating rate plus a fixed percentage, a
rate equal to a fixed percentage minus a floating
rate, a rate that is equal to the difference
between two floating rates, a rate that is
calculated by reference to movements in a specified
inflation index, or a rate that will vary between
two specified fixed rates (one of which may
be zero) depending on whether the specified
floating rate exceeds the specified strike
rate on the relevant date of determination,
may be zero coupon securities (which do not
bear interest) or may apply a combination of
different interest types. The type of interest
(if any) payable on the Securities may be the
same for all Interest Payment Dates or may
be different for different Interest Payment
Dates. Securities may include an option for
the Issuer, at its discretion, to switch the
type of interest payable on the Securities
once during the term of the Securities. The
amount of interest payable in respect of the
Securities on an Interest Payment Date may
be subject to a range accrual factor that will
vary depending on the performance of a specified
inflation index or one or more specified floating
rates during the observation period relating
to that interest payment date.
Securities may include an option for the Securities
to be redeemed prior to maturity at the election
of the Issuer or the investor. If Securities
are not redeemed early they will redeem on
the Scheduled Redemption Date and the amount
paid will either be a fixed redemption amount,
or an amount linked to the performance of a
specified inflation index.
Securities may be cleared through a clearing
system or uncleared and held in bearer or registered
form. Certain cleared Securities may be in
dematerialised and uncertificated book-entry
form. Title to cleared Securities will be determined
by the books of the relevant clearing system.
Securities will be issued in one or more series
(each a "Series") and each Series may be issued
in tranches (each a "Tranche") on the same
or different issue dates. The Securities of
each Series are intended to be interchangeable
with all other Securities of that Series. Each
Series will be allocated a unique Series number
and an identification code.
The Securities are transferable obligations
of the Issuer that can be bought and sold by
investors in accordance with the terms and
conditions set out in the Base Prospectus (the
"General Conditions"), as completed by the
final terms document (the "Final Terms") (the
General Conditions as so completed, the "Conditions").
Interest: The interest payable in respect of
the Securities will be determined by reference
to a floating rate of interest. [1] The amount
of interest payable in respect of a security
for an interest calculation period will be
determined by multiplying the interest calculation
amount of such security by the applicable interest
rate and day count fraction.
Call or Put option: Not applicable
Final redemption: The final redemption amount
will be 100 per cent. of EUR 100,000 (the Calculation
Amount).
Form: The Securities will initially be issued
in global bearer form.
Identification: Series number: NX000225404;
Tranche number: 1
Identification codes: ISIN Code: XS1913984594;
Common Code: 191398459
Governing law: The Securities will be governed
by English law.
------------------------- --------------------------------------------------------------
C.2 Currency Subject to compliance with all applicable laws,
regulations and directives, Securities may
be issued in any currency. The terms of Securities
may provide that all amounts of interest and
principal payable in respect of such Securities
will be paid in a settlement currency other
than the currency in which they are denominated,
with such payments being converted into the
settlement currency at the prevailing exchange
rate as determined by the Determination Agent.
The Securities will be denominated in Euro
("EUR").
------------------------- --------------------------------------------------------------
C.5 Description Securities are offered and sold outside the
of restrictions United States to non-U.S. persons in reliance
on free transferability on Regulation S and must comply with transfer
of the Securities restrictions with respect to the United States.
Securities held in a clearing system will be
transferred in accordance with the rules, procedures
and regulations of that clearing system.
Subject to the above, the Securities will be
freely transferable.
------------------------- --------------------------------------------------------------
C.8 Description Rights: Each Security includes a right to a
of rights potential return of interest and amount payable
attached on redemption together with certain ancillary
to the Securities rights such as the right to receive notice
including of certain determinations and events and the
ranking and right to vote on future amendments.
limitations Price: Securities will be issued at a price
to those and in such denominations as agreed between
rights the Issuer and the relevant dealer(s) and/or
manager(s) at the time of issuance. The minimum
denomination will be the Calculation Amount
in respect of which interest and redemption
amounts will be calculated. The issue price
of the Securities is 100.00 per cent. The denomination
of a Security is EUR 100,000 (the "Calculation
Amount").
Taxation: All payments in respect of the Securities
shall be made without withholding or deduction
for or on account of any UK taxes unless such
withholding or deduction is required by law.
In the event that any such withholding or deduction
is required by law, the Issuer will, unless
'Taxation Gross Up' is specified as 'Not Applicable'
in the Final Terms and otherwise save in limited
circumstances, pay additional amounts to cover
the amounts so withheld or deducted. If 'Taxation
Gross Up' is specified as 'Not Applicable'
in the Final Terms the Issuer will not pay
additional amounts to cover the amounts so
withheld or deducted.
Events of default: If the Issuer fails to make
any payment due under the Securities or breaches
any other term and condition of the Securities
in a way that is materially prejudicial to
the interests of the Holders (and such failure
is not remedied within 30 days, or, in the
case of interest, 14 days), or the Issuer is
subject to a winding-up order, then (subject,
in the case of interest, to the Issuer being
prevented from payment for a mandatory provision
of law) the Securities will become immediately
due and payable, upon notice being given by
the Holder (or, in the case of French law Securities,
the representative of the Holders).
Ranking: The Securities are direct, unsubordinated
and unsecured obligations of the Issuer and
rank equally among themselves.
Limitations to rights: Notwithstanding that
the Securities are linked to the performance
of the underlying asset(s), Holders do not
have any rights in respect of the underlying
assets. The terms and conditions of the Securities
contain provisions for calling meetings of
Holders to consider matters affecting their
interests generally and these provisions permit
defined majorities to bind all Holders, including
all Holders who voted in a manner contrary
to the majority. Furthermore, in certain circumstances,
the Issuer may amend the terms and conditions
of the Securities, without the Holders' consent.
The terms and conditions of the Securities
permit the Issuer and the Determination Agent
(as the case may be), on the occurrence of
certain events and in certain circumstances,
without the Holders' consent, to make adjustments
to the terms and conditions of the Securities,
to redeem the Securities prior to maturity,
(where applicable) to postpone valuation of
the underlying asset(s) or scheduled payments
under the Securities, to change the currency
in which the Securities are denominated, to
substitute the Issuer with another permitted
entity subject to certain conditions, and to
take certain other actions with regard to the
Securities and the underlying asset(s) (if
any).
------------------------- --------------------------------------------------------------
C.9 Interest/ Interest: In respect of each interest calculation
Redemption period, Securities may or may not bear interest.
For each interest calculation period in respect
of which the Securities bear interest, interest
will accrue at one of the following rates:
a fixed rate, a floating rate plus a fixed
percentage, a rate equal to a fixed percentage
minus a floating rate, a rate that is equal
to the difference between two floating rates,
a rate that is calculated by reference to movements
in a specified inflation index, a rate that
will vary between two specified fixed rates
(one of which may be zero) depending on whether
the specified floating rate exceeds a specified
level on the relevant date of determination,
or a rate that is decompounded floating rate.
Securities may include an option for the Issuer,
at its discretion, to switch the type of interest
payable on the Securities once during the term
of the Securities (the "Switch Option"). Securities
may also include an option for the Holder representing
100% of the Aggregate Nominal Amount (or of
the outstanding number, as applicable) to convert
any existing type of interest payable on the
Securities to fixed rate interest (the "Conversion
Option"). The amount of interest payable in
respect of the Securities on an Interest Payment
Date may also be subject to a range accrual
factor that will vary depending on the performance
of a specified inflation index or one or more
specified floating rates, as described in 'Range
Accrual Factor' below (the "Range Accrual Factor").
Final Redemption: The amount payable on final
redemption of the Securities will either be
fixed at a percentage of the Calculation Amount
of the Securities, or may reference the Calculation
Amount of the Securities (being the minimum
denomination of the Securities) as adjusted
upwards or downwards to account for movements
in an inflation index. Settlement procedures
will depend on the clearing system for the
Securities and local practices in the jurisdiction
of the investor.
Optional Early Redemption: Certain Securities
may be redeemed earlier than the Scheduled
Redemption Date following the exercise of a
call option by the Issuer or the exercise of
a put option by a Holder of the Securities.
Mandatory Early Redemption: Securities may
also be redeemed earlier than the Scheduled
Redemption Date if performance of the Issuer's
obligations becomes illegal, if the Determination
Agent so determines, following cessation of
publication of an inflation index, or following
the occurrence of a change in applicable law,
a currency disruption or a tax event affecting
the Issuer's ability to fulfil its obligation
under the Securities.
Indicative amounts: If the Securities are being
offered by way of a Public Offer and any specified
product values below are not fixed or determined
at the commencement of the Public Offer (including
any amount, level, percentage, price, rate
or other value in relation to the terms of
the Securities which has not been fixed or
determined by the commencement of the Public
Offer), these specified product values will
specify an indicative amount, an indicative
minimum amount, an indicative maximum amount
or any combination thereof. In such case, the
relevant specified product value(s) shall be
the value determined based on market conditions
by the Issuer on or around the end of the Public
Offer. Notice of the relevant specified product
value will be published prior to the Issue
Date.
INTEREST
Floating Rate Interest. Each Security will
bear interest from 15 March 2019 and will pay
an amount of interest linked to the Floating
Rate (as defined below) at the end of each
interest calculation period on 15 March, 15
June, 15 September and 15 December in each
year (each, an "Interest Payment Date").
The applicable rate of interest ("Rate of Interest")
will be calculated by multiplying the Floating
Rate by the number set out under the heading
'Participation' below, and then adding the
relevant percentage specified below under the
heading 'Spread(%)' below. Participation Spread(%)
1 0.45
----------
"Floating Rate" means the quotation for 3 month
EURIBOR that appears on Reuters Screen EURIBOR01
Page at 11:00 a.m. Central European time on
the date for determining the floating rate.
FINAL REDEMPTION
The Securities are scheduled to redeem on 15
March 2022 by payment by the Issuer of an amount
in EUR equal to EUR 100,000 multiplied by 100%.
OPTIONAL EARLY REDEMPTION
These Securities cannot be redeemed early at
the option of the Issuer or the Holder.
------------------------- --------------------------------------------------------------
C.10 Derivative Not applicable, there is no derivative component
component in the interest payment.
in the interest
payment
------------------------- --------------------------------------------------------------
C.11 Admission Securities may be admitted to trading on a
to trading regulated market in Belgium, Denmark, Finland,
France, Ireland, Italy, Luxembourg, Malta,
the Netherlands, Norway, Portugal, Spain, Sweden
or the United Kingdom.
Application is expected to be made by the Issuer
(or on its behalf) for the Securities to be
admitted to trading on the regulated market
of the London Stock Exchange with effect from
15 March 2019.
------------------------- --------------------------------------------------------------
C.15 Description The return on, and value of, Securities that
of how the are derivative securities will be linked to
value of the performance of a specified inflation index.
the investment In addition, any interest payments will be
is affected calculated by reference to a fixed rate and/or
by the value one or more floating rates or movements in
of the underlying the specified inflation index.
instrument Payments of interest are calculated by reference
to the Floating Rate. A decrease in the level
of the Floating Rate will reduce the amount
of interest payable on the Securities.[2]
------------------------- --------------------------------------------------------------
C.16 Expiration Securities with repayment terms that reference
or maturity the performance of a specified inflation index
date of the are scheduled to redeem on the Scheduled Redemption
securities Date.
The Scheduled Redemption Date of the Securities
is 15 March 2022.
------------------------- --------------------------------------------------------------
C.17 Settlement Securities that are derivative securities will
procedure be delivered on the specified issue date either
of the derivative against payment of the issue price (or, in
securities the case of Securities having a settlement
currency different from the currency of denomination,
the settlement currency equivalent of the issue
price) or free of payment of the issue price
of the Securities. The Securities may be cleared
and settled through Euroclear Bank S.A./N.V.,
Clearstream Banking société anonyme,
CREST, Euroclear France, S.A., VP Securities,
A/S, Euroclear Finland Oy, Norwegian Central
Securities Depositary, Euroclear Sweden AB
or SIX SIS Ltd.
Securities will be delivered on 15 March 2019
(the "Issue Date") free of payment of the issue
price of the Securities.
The Securities will be cleared and settled
through Euroclear Bank S.A./N.V., Clearstream
Banking société anonyme.
------------------------- --------------------------------------------------------------
C.18 Description The value of the underlying asset to which
of how the Securities that are derivative Securities are
return on linked will affect the interest paid and/or
derivative the amount paid on the Scheduled Redemption
securities Date. Interest and any redemption amount payable
takes place will be paid in cash.
Not applicable: the Securities are not derivative
securities.
------------------------- --------------------------------------------------------------
C.19 Final reference Not applicable: the Securities are not derivative
price of securities.
the underlying
------------------------- --------------------------------------------------------------
C.20 Type of underlying Not applicable: the Securities are not derivative
securities.
------------------------- --------------------------------------------------------------
C.21 Market where Application is expected to be made by the Issuer
Securities to list the Securities on the official list
are traded and admitted to trading on the regulated market
of the London Stock Exchange with effect from
15 March 2019.
------------------------- --------------------------------------------------------------
Section D - Risks
D.2 Key information The risks described below are material risks
on the key that senior management has identified with
risks that respect to the Group. In connection with the
are specific planned implementation in the first half of
to the Issuer 2018 of ring-fencing certain of the Group's
UK businesses, the Issuer will transfer what
are materially the assets and business of the
Barclays UK division to another subsidiary
of the Group, Barclays Bank UK PLC (the "UK
Ring-fenced Bank"). Senior management expects
that upon this transfer the material risks
with respect to the Bank Group will be the
same in all material respects as those risks
with respect to the Group.
The Issuer classifies eight risks as "Principal
Risks": (1) Credit Risk; (2) Market Risk; (3)
Treasury and Capital Risk; (4) Operational
Risk; (5) Model Risk; (6) Conduct Risk; (7)
Reputation Risk; and (8) Legal Risk (each a
"Principal Risk"). Material risks to the Group
and their impact are described below in the
sections (i) material existing and emerging
risks potentially impacting more than one Principal
Risk and (ii) material existing and emerging
risks impacting individual Principal Risks.
(i) Material existing and emerging risks potentially
impacting more than one Principal Risk
Business conditions, general economy and geopolitical
issues
The Group offers a broad range of services,
including to retail, institutional and government
customers, in a large number of countries.
The breadth of these operations means that
deterioration in the economic environment,
or an increase in political instability in
countries where the Group is active, or in
any systemically important economy, could adversely
affect the Group's operating performance, financial
condition and prospects.
Interest rate rises adversely impacting credit
conditions
To the extent that central banks increase interest
rates particularly in the Group's main markets,
in the UK and the US, there could be an impact
on consumer debt affordability and corporate
profitability. While interest rate rises could
positively impact the Group's profitability,
as retail and corporate business income may
increase due to margin de-compression, future
interest rate increases, if larger or more
frequent than expectations, could cause stress
in the loan portfolio and underwriting activity
of the Group. Higher credit losses driving
an increased impairment allowance would most
notably impact retail unsecured portfolios
and wholesale non- investment grade lending.
Interest rates rising faster than expected
could also have an adverse impact on the value
of high quality liquid assets which are part
of the Group Treasury function's investment
activity that could consequently create more
volatility through the Group's available for
sale reserves than expected.
Process of UK withdrawal from the European
Union
The uncertainty and increased market volatility
following the UK's decision to leave the EU
in 2019 is likely to continue until the exact
nature of the future trading relationship with
the EU becomes clear. The potential risks associated
with an exit from the EU include:
* Increased market risk with the impact on the value of
trading book positions;
* P otential for credit spread widening for UK
institutions which could lead to reduced investor
appetite for the Group's debt securities, which could
negatively impact the cost of and/or access to
funding;
* Changes in the long-term outlook for UK interest
rates which may adversely affect International
Accounting Standards 19 pension liabilities and the
market value of equity investments funding those
liabilities;
* Increased risk of a UK recession with lower growth,
higher unemployment and falling UK h ouse prices.
This would negatively impact a number of the Group's
portfolios;
* Changes to current EU "Passporting" rights which will
likely require adjustments to the current model for
the Group's cross-border banking operation which
could increase operational complexity and/or costs;
* The ability to attract, or prevent the departure of,
qualified and skilled employees may be impacted by
the UK's future approach to the EU freedom of
movement and immigration from the EU countries; and
* The legal framework within which the Group operates
could change and become more uncertain as the UK
takes steps to replace or repeal certain laws
currently in force, which are based on EU legislation
and regulation.
Regulatory change agenda and impact on business
model
The Group remains subject to ongoing significant
levels of regulatory change and scrutiny in
many of the countries in which it operates
(including, in particular, the UK and the US).
A more intensive regulatory approach and enhanced
requirements together with the uncertainty
(particularly in light of the UK's decision
to withdraw from the EU) and potential lack
of international regulatory coordination as
enhanced supervisory standards are developed
and implemented may adversely affect the Group's
business, capital and risk management strategies
and/or may result in the Group deciding to
modify its legal entity structure, capital
and funding structures and business mix, or
to exit certain business activities altogether
or not to expand in areas despite otherwise
attractive potential.
Certain potential consequences of ring-fencing
to the Issuer
In connection with the planned implementation
in the first half of 2018 of ring- fencing
certain of the Group's businesses, the Issuer
will transfer what are materially the assets
and business of the Barclays UK division to
another subsidiary of the Group, the UK Ring-fenced
Bank. Senior management expects that upon this
transfer, the material risks with respect to
the Bank Group will be the same in all material
respects as those risks with respect to the
Group. However, senior management has identified
certain potential differences in risks with
respect to the Bank Group as compared to risks
to the Group.
The transfer of the assets and liabilities
of the Barclays UK division from the Issuer
will mean that the Bank Group will be less
diversified than the Group as a whole. The
Issuer will not be the parent of the UK Ring-fenced
Bank and thus will not have recourse to the
assets of the UK Ring-fenced Bank.
The implementation of ring-fencing may adversely
affect the market value and/or liquidity of
the Securities.
(ii) Material existing and emerging risks potentially
impacting more than one Principal Risk
Credit risk: The risk of loss to the Group
from the failure of clients, customers or counterparties,
including sovereigns, to fully honour their
obligations to the Group, including the whole
and timely payment of principal, interest,
collateral and other receivables. The Group
may suffer financial loss if any of its customers,
clients or counterparties fails to fulfil their
contractual obligations to the Group.
Market risk: The risk of a loss arising from
potential adverse changes in the value of the
Group's assets and liabilities from fluctuation
in market variables including, but not limited
to, interest rates, foreign exchange, equity
prices, commodity prices, credit spreads, implied
volatilities and asset correlations. The Group's
trading business is generally exposed to a
prolonged period of elevated asset price volatility,
particularly if it negatively affects the depth
of marketplace liquidity.
Treasury and capital risk: The risk that the
Group (i) is unable to meet its contractual
or contingent obligations or that it does not
have the appropriate amount, tenor and composition
of funding and liquidity to support its assets,
(ii) has an insufficient level or composition
of capital to support its normal business activities
and to meet its regulatory capital requirements,
or (iii) is exposed to capital or income volatility
because of a mismatch between the interest
rate exposures of its assets and liabilities.
The Group may not be able to achieve its business
plans due to, among other things: a) being
unable to maintain appropriate capital ratios;
b) being unable to meet its obligations as
they fall due; c) rating agency downgrades;
d) adverse changes in foreign exchange rates
on capital ratios; e) adverse movements in
the pension fund; and f) non- traded market
risk/interest rate risk in the banking book.
Operational risk: The Group is exposed to
many types of operational risk. These include:
(i) the risk of failing to adequately manage
the threat of cyber attacks and to continually
evolve enterprise security and provide an active
cyber security response capability could result
in increased fraud losses, inability to perform
critical economic functions, customer detriment,
potential regulatory censure and penalty, legal
liability, reduction in shareholder value and
reputational damage; (ii) the risk of loss
of or disruption to the Group's business processing,
whether arising through impacts on technology
systems, real estate services, personnel availability
or the support of major suppliers, and which
may result in significant customer detriment,
cost to reimburse losses incurred by the Group's
customers, potential regulatory censure or
penalty, and reputational damage; (iii) to
the extent that the Group depends on suppliers
for the provision of many of its services and
the development of future technology driven
product propositions, there is a risk that
client information or critical infrastructures
is not adequately protected, the potential
for a negative impact on the Group's ability
to continue to provide services that are material
to the Group following a failure by any such
supplier and the potential for increased losses,
inability to perform critical economic functions,
customer detriment, potential regulatory censure
and penalty, legal liability and reputational
damages upon a failure to adequately manage
outsourcing risk; (iv) the risk of material
errors in operational processes, including
payments, which could disadvantage the Group's
customers, clients or counterparties and could
result in regulatory censure and penalties,
legal liability, reputational damage and financial
loss by the Group; (v) the risk of a failure
to closely monitor risk exposure to new and
emergent technology, which could lead to customer
detriment, loss of business, regulatory censure,
missed business opportunity and reputational
damage; (vi) the risk of fraudulent and other
internal and external criminal activities,
which could result in high profile material
losses together with regulatory censure, penalties
and significant reputational damage; (vii)
the risk of the inability to hire and retain
appropriately qualified employees, which could
negatively impact the Group's financial performance,
control environment and level of employee engagement
as well as the disenfranchisement of certain
customer groups, customer detriment and reputational
damage; (viii) the risk that the Group failing
to comply with tax laws and practices or managing
its tax affairs in an appropriate manner, which
could lead to losses due to additional tax
charges, other financial costs or reputational
damage; (ix) the risk that of incorrect judgements
being exercised, or incorrect estimates or
assumptions being used, in relation to International
Financial Reporting Standards, which could
result in significant loss to the Group, beyond
what was anticipated or provided for; and (x)
the risk of failing to accurately collect and
maintain the large volumes of data (including
personally identifiable information, intellectual
property, and financial data) that the Group
holds and to protect it from breaches of confidentiality
and interference with its availability, which
could lead to loss or unavailability of data
and data integrity issues and could result
in regulatory censure, legal liability and
reputational damage.
Model risk: The risk of the potential adverse
consequences from financial assessments or
decisions based on incorrect or misused model
outputs and reports. Models are, by their nature,
imperfect and incomplete representations of
reality because they rely on assumptions and
inputs, and so they may be subject to errors
affecting the accuracy of their outputs. Models
may also be misused. Model errors or misuse
may result in the Group making inappropriate
business decisions and being subject to financial
loss, regulatory risk, reputational risk and/or
inadequate capital reporting.
Conduct risk: The risk of detriment to customers,
clients, market integrity, competition or the
Group from the inappropriate supply of financial
services, including instances of wilful or
negligent misconduct. Ineffective product governance,
could lead to poor customer outcomes, as well
as regulatory sanctions, financial loss and
reputational damage. The Group may be adversely
affected if it fails to effectively mitigate
the risk that its employees or third parties
facilitate, or that its products and services
are used to facilitate financial crime (money
laundering, terrorist financing, bribery and
corruption and sanctions evasion). Failure
to protect personal data can lead to potential
detriment to the Group's customers and clients,
reputational damage, regulatory sanctions and
financial loss, which under the new EU Data
Protection Regulation may be substantial. Failure
to meet the requirements and expectations of
the UK Senior Managers Regime, Certification
Regime and Conduct Rules may lead to regulatory
sanctions, both for the individuals and the
Group.
Reputation risk: The risk that an action,
transaction, investment or event will reduce
trust in the Group's integrity and competence
by clients, counterparties, investors, regulators,
employees or the public.
Legal risk and legal, competition and regulatory
matters: The risk of loss or imposition of
penalties, damages or fines from the failure
of the Group to meet its legal obligations
including regulatory or contractual requirements.
Legal disputes, regulatory investigations,
fines and other sanctions relating to conduct
of business and breaches of legislation and/or
regulations may negatively affect the Group's
results, reputation and ability to conduct
its business. Legal outcomes can arise as a
consequence of legal risk or because of past
and future actions, behaviours and business
decisions as a result of other Principal Risks.
------------------------- --------------------------------------------------------------
D.3 Key information You may lose up to the entire value of your
on the key investment in the Securities:
risks that The payment of any amount due under the Securities
are specific is dependent upon the Issuer's ability to fulfil
to the Securities its obligations when they fall due. The Securities
are unsecured obligations. They are not deposits
and they are not protected under the UK's Financial
Services Compensation Scheme or any other deposit
protection insurance scheme. Therefore, even
if the relevant Securities are stated to be
repayable at an amount that is equal to or
greater than their initial purchase price,
if the Issuer fails or is otherwise unable
to meet its payment or delivery obligations
under the Securities, you will lose some or
all of your investment.
You may also lose some or all of your entire
investment if:
* you sell your Securities prior to maturity in the
secondary market (if any) at an amount that is less
than the initial purchase price;
* the Securities are redeemed early for reasons beyond
the control of the Issuer (such as following a change
in applicable law, a currency disruption or a tax
event affecting the Issuer's ability to fulfil its
obligations under the Securities) and the amount paid
to investors is less than the initial purchase price;
or
* the terms and conditions of the Securities are
adjusted (in accordance with the terms and conditions
of the Securities) with the result that the
redemption amount payable to investors and/or the
value of the Securities is reduced.
Reinvestment risk/loss of yield: Following
an early redemption of the Securities for any
reason, Holders may be unable to reinvest the
redemption proceeds at a rate of return as
high as the return on the Securities being
redeemed.
Volatile market prices: The market value of
the Securities is unpredictable and may be
highly volatile, as it can be affected by many
unpredictable factors, including: market interest
and yield rates; fluctuations in currency exchange
rates; exchange controls; the time remaining
until the Securities mature; economic, financial,
regulatory, political, terrorist, military
or other events in one or more jurisdictions;
changes in laws or regulations; and the Issuer's
creditworthiness or perceived creditworthiness.
Risks relating to Floating Rates: The performance
of floating interest rates is dependent upon
a number of factors, including supply and demand
on the international money markets, which are
influenced by measures taken by governments
and central banks, as well as speculations
and other macroeconomic factors. If the calculation
and publication of the relevant reference rate
is permanently discontinued, the determination
of the reference rate in accordance with any
specified alternative methodologies may result
in the replacement of the relevant reference
rate with another or the redemption of the
Securities.
------------------------- --------------------------------------------------------------
D.6 Risk warning The capital invested in the Securities is at
that investors risk. Consequently, you may lose the value
may lose of your entire investment, or part of it.
value of
entire investment
or part of
it
------------------------- --------------------------------------------------------------
Section E - Offer
E.2b Reasons for Not applicable: the Securities have not been
offer and offered to the public.
use of proceeds
when different
from making
profit and/or
hedging certain
risks
------------------------- --------------------------------------------------------------
E.3 Description Not applicable: the Securities have not been
of the terms offered to the public.
and conditions
of the offer
------------------------- --------------------------------------------------------------
E.4 Description Not Applicable: no person involved in the issue
of any interest or offer has any interest, or conflicting interest,
material that is material to the issue or offer of Securities.
to the issue/offer,
including
conflicting
interests
------------------------- --------------------------------------------------------------
E.7 Estimated Not applicable: the Securities have not been
expenses offered to the public.
charged to
investor
by issuer/offeror
------------------------- --------------------------------------------------------------
[1] Corrected the interest rate determination basis to match the
Final Terms per the Amended and Restated Final Terms dated 30
November 2021.
[2] Deleted reference to the minimum interest rate to match the
Final Terms per the Amended and Restated Final Terms dated 30
November 2021.
This information is provided by RNS, the news service of the
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END
PFTFFUFLSEFSESE
(END) Dow Jones Newswires
December 10, 2021 09:14 ET (14:14 GMT)
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