NOTICE OF
REDEMPTION
Dated 7
March 2025
US$2,000,000,000 1.645% Fixed
Rate/Floating Rate Senior Unsecured Notes due 2026 (CUSIP No.
404280CJ6; ISIN: US404280CJ69)* (the
'Securities')
* No representation is made as to the
correctness of such numbers either as printed on the Securities or
as contained in this Notice of Redemption, and reliance may be
placed only on the other identification numbers printed on the
Securities, and the Optional Redemption (as defined below) shall
not be affected by any defect in or omission of such
numbers.
To: The Holders
of the Securities
The New York Stock Exchange
NOTE: THIS NOTICE CONTAINS IMPORTANT INFORMATION THAT IS OF
INTEREST TO THE REGISTERED HOLDERS AND BENEFICIAL OWNERS OF THE
SECURITIES. IF APPLICABLE, ALL DEPOSITORIES, CUSTODIANS, AND OTHER
INTERMEDIARIES RECEIVING THIS NOTICE ARE REQUESTED TO EXPEDITE
RE-TRANSMITTAL TO THE REGISTERED HOLDERS AND BENEFICIAL OWNERS OF
THE SECURITIES IN A TIMELY MANNER.
The Securities have been issued
pursuant to an indenture dated as of 26 August 2009 (as amended or
supplemented from time to time, the 'Base Indenture'), between
HSBC Holdings plc, as issuer (the 'Issuer'), The Bank of New York Mellon,
London Branch, as trustee (the 'Trustee'), and HSBC Bank USA, National
Association, as paying agent and registrar ('HSBC Bank USA'), as supplemented and
amended by a seventeenth supplemental indenture dated as of 18
August 2020 (the 'Seventeenth
Supplemental Indenture' and, together with the Base
Indenture, the 'Indenture')
among the Issuer, the Trustee and HSBC Bank USA as paying agent,
registrar and calculation agent. Capitalised terms used and not defined herein have the
meanings ascribed to them in the Indenture.
The Issuer
has elected to redeem the
Securities in whole in accordance with the terms of the
Indenture and the Securities (the 'Optional
Redemption').
Pursuant to Section 11.04 of the
Base Indenture and Sections 2.02,
3.01, 3.02, 4.01, and 4.02 of the Seventeenth
Supplemental Indenture, the Issuer hereby provides notice of the
following information relating to the Optional
Redemption:
·
The redemption date for the Securities shall be 18
April 2025 (the 'Redemption Date').
·
The redemption price for the Securities shall be
US$1,000 per US$1,000 principal amount of the Securities (the
'Redemption Price').
·
Additionally, in accordance with the terms of the
Indenture, as the Redemption Date is an Interest Payment Date all
accrued but unpaid interest from (and including) 18 October 2024 to
(but excluding) the Redemption Date will be payable to the holders
of record of the Securities as of 3 April 2025, the Regular Record
Date (the 'Interest
Payment').
·
Subject to any conditions and/or the limited
circumstances contained in the Seventeenth Supplemental Indenture,
on the Redemption Date the Redemption Price and the Interest
Payment, as applicable, shall become due and payable upon each such
Security to be redeemed and interest thereon shall cease to accrue
on and after such date.
·
Securities should be surrendered at the registered
office of HSBC Bank USA at 66 Hudson Boulevard East, 545W9, New
York, NY 10001, Attention: Issuer Services.
Questions relating to this Notice of
Redemption should be addressed to HSBC Bank USA via e-mail at
CTLANYDealManagement@us.hsbc.com, at its registered office or via
telephone at +1 201 217 8417.
IMPORTANT TAX INFORMATION
EXISTING U.S. FEDERAL INCOME TAX LAW
MAY REQUIRE BACKUP WITHHOLDING OF 24% OF ANY PAYMENTS TO HOLDERS
PRESENTING THEIR SECURITIES FOR PAYMENTS WHO HAVE FAILED TO FURNISH
A TAXPAYER IDENTIFICATION NUMBER CERTIFIED TO BE CORRECT UNDER
PENALTY OF PERJURY ON A COMPLETE AND VALID INTERNAL REVENUE SERVICE
('IRS') FORM W-9 OR APPLICABLE FORM W-8 TO THE APPLICABLE PAYER OR
WITHHOLDING AGENT. HOLDERS MAY ALSO BE SUBJECT TO PENALTIES FOR
FAILURE TO PROVIDE SUCH NUMBER.
Investor enquiries to:
Greg Case
+44 (0) 20 7992 3825
investorrelations@hsbc.com
Media enquiries to:
Press Office
+44 (0) 20 7991 8096
pressoffice@hsbc.com
Note to editors:
HSBC Holdings plc
HSBC Holdings plc, the parent company
of HSBC, is headquartered in London. HSBC serves customers
worldwide from offices in 58 countries and territories. With assets
of US$3,017bn at 31 December 2024, HSBC is one of the world's
largest banking and financial services organisations.
ends/all
