FORM 6-K
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
Report of Foreign Private Issuer
Pursuant to Rule 13a - 16 or 15d - 16 of
the Securities Exchange Act of 1934
For the
month of September
HSBC Holdings plc
42nd
Floor, 8 Canada Square, London E14 5HQ, England
(Indicate
by check mark whether the registrant files or will file annual
reports under cover of Form 20-F or Form 40-F).
Form
20-F X Form 40-F
(Indicate
by check mark whether the registrant by furnishing the information
contained in this Form is also thereby furnishing the information
to the Commission pursuant to Rule 12g3-2(b) under the Securities
Exchange Act of 1934).
Yes
No X
(If
"Yes" is marked, indicate below the file number assigned to the
registrant in connection with Rule 12g3-2(b): 82-
).
HSBC HOLDINGS PLC
ISSUANCE OF NOTES AND PUBLICATION OF DRAWDOWN
PROSPECTUS
HSBC Holdings plc intends to issue EUR 1,000,000,000 0.641 per
cent Fixed to Floating Rate Notes due 2029 (the
"2029 Notes") and EUR 500,000,000 Floating Rate Notes due
2026 (the "2026 Notes" and together with the 2029 Notes, the
"Notes") on 24 September 2021 pursuant to the drawdown
prospectus as described below.
Application will be made to list the Notes on the Official List of
the Financial Conduct Authority and to trade the Notes on the Main
Market of the London Stock Exchange plc.
The following drawdown prospectus has been approved by the
Financial Conduct Authority and is available for
viewing:
Drawdown Prospectus dated 22 September 2021 for HSBC Holdings plc's
issue of the Notes under its Debt
Issuance Programme.
To view the full document, please paste the following URL into the
address bar of your browser:
[https://www.hsbc.com/investors/fixed-income-investors/final-terms-and-supplements/hsbc-holdings-plc?page=1&take=20]
A copy of the above document has been submitted to the National
Storage Mechanism and will shortly be available for inspection
at: https://data.fca.org.uk/#/nsm/nationalstoragemechanism
Investor enquiries to:
Greg
Case
+44 (0) 20 7992
3825 investorrelations@hsbc.com
Media enquiries to:
Ankit
Patel
+44 (0) 20 7991
9813
ankit.patel@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 64
countries and territories in its geographical regions: Europe,
Asia, North America, Latin America, and Middle East and North
Africa. With assets of US$2,976bn at 30 June 2021, HSBC is one of
the world's largest banking and financial services
organisations.
DISCLAIMER - INTENDED ADDRESSEES
IMPORTANT: You must read the following
before continuing:
The following applies to the Drawdown Prospectus available by
clicking on the link above, and you are therefore advised to read
this carefully before reading, accessing or making any other use of
the Drawdown Prospectus. In accessing the Drawdown Prospectus, you
agree to be bound by the following terms and conditions, including
any modifications to them, any time you receive any information
from us as a result of such access.
The Drawdown Prospectus referred to above must be read in
conjunction with the base prospectus dated 30 March 2021 as
supplemented by the base prospectus supplements dated 28 April
2021, 9 June 2021 and 3 August 2021 which together constitute a
base prospectus (the 'Prospectus') for the purposes of Regulation (EU)
2017/1129 as it forms part of
domestic law by virtue of the European Union (Withdrawal) Act
2018, as
amended.
THE DRAWDOWN PROSPECTUS MAY NOT BE FORWARDED OR DISTRIBUTED OTHER
THAN AS PROVIDED BELOW AND MAY NOT BE REPRODUCED IN ANY MANNER
WHATSOEVER AND, IN PARTICULAR, MAY NOT BE FORWARDED TO ANY U.S.
ADDRESS. THE DRAWDOWN PROSPECTUS MAY ONLY BE DISTRIBUTED IN
'OFFSHORE TRANSACTIONS' TO NON-U.S. PERSONS, AS DEFINED IN, AND IN
ACCORDANCE WITH, REGULATION S UNDER THE UNITED STATES SECURITIES
ACT OF 1933, AS AMENDED (THE 'SECURITIES
ACT'). ANY FORWARDING,
DISTRIBUTION OR REPRODUCTION OF THE DRAWDOWN PROSPECTUS IN WHOLE OR
IN PART IS UNAUTHORISED. FAILURE TO COMPLY WITH THIS DIRECTIVE MAY
RESULT IN A VIOLATION OF THE SECURITIES ACT OR THE APPLICABLE LAWS
OF OTHER JURISDICTIONS.
NOTHING IN THIS ELECTRONIC PUBLICATION CONSTITUTES AN OFFER TO SELL
OR THE SOLICITATION OF AN OFFER TO BUY THE NOTES DESCRIBED IN THE
DRAWDOWN PROSPECTUS IN THE UNITED STATES OR ANY OTHER JURISDICTION
WHERE IT IS UNLAWFUL TO DO SO. THE NOTES HAVE NOT BEEN, AND WILL
NOT BE, REGISTERED UNDER THE SECURITIES ACT, OR THE SECURITIES LAWS
OF ANY STATE OF THE UNITED STATES OR OTHER JURISDICTION, AND THE
NOTES MAY NOT BE OFFERED OR SOLD, DIRECTLY OR INDIRECTLY, WITHIN
THE UNITED STATES EXCEPT PURSUANT TO AN EXEMPTION FROM, OR IN A
TRANSACTION NOT SUBJECT TO, THE REGISTRATION REQUIREMENTS OF THE
SECURITIES ACT AND APPLICABLE STATE OR LOCAL SECURITIES
LAWS.
Please note that the information contained in the Drawdown
Prospectus and the Prospectus
referred to above may be
addressed to and/or targeted at persons who are residents of
particular countries (specified in the
Drawdown Prospectus and the 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 Drawdown Prospectus
and the Prospectus is not
addressed. Prior to relying on the information contained in
the Drawdown Prospectus
and the Prospectus you
must ascertain from the Drawdown Prospectus
and the Prospectus 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 Drawdown
Prospectus or make an investment decision with respect to the Notes
being offered, prospective investors must be located outside the
United States. By accessing the Drawdown Prospectus you shall be
deemed to have represented to HSBC Holdings plc and the
underwriters that (1) you and any customers that you represent are
non-U.S. persons purchasing the securities being offered in an
'offshore transaction' (within the meaning of Regulation S under
the Securities Act) and the electronic mail address that you have
provided and to which this e-mail has been delivered is not located
in the United States, its territories and possessions, any State of
the United States or the District of Columbia and (2) you consent
to delivery of the Drawdown Prospectus by electronic
publication.
You are reminded that the Drawdown
Prospectus has been made
available to you on the basis that you are a person into whose
possession the Drawdown
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 Drawdown
Prospectus to any other
person.
The Drawdown
Prospectus does not
constitute, and may not be used in connection with, an offer or
solicitation in any place where offers or solicitations are not
permitted by law. If a jurisdiction requires that the offering be
made by a licensed broker or dealer and the underwriters or any
affiliate of the underwriters is a licensed broker or dealer in
that jurisdiction, the offering shall be deemed to be made by the
underwriters or such affiliate on behalf of HSBC Holdings plc in
such jurisdiction. Under no circumstances shall
the Drawdown
Prospectus constitute an
offer to sell, or the solicitation of an offer to buy, nor shall
there be any sale of any Notes issued or to be issued pursuant to
the Drawdown
Prospectus, in any jurisdiction
in which such offer, solicitation or sale would be
unlawful.
The Drawdown
Prospectus has been made
available to you in 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 HSBC Holdings plc, its advisers, any person who controls HSBC
Holdings plc or any director, officer, employee or agent of HSBC
Holdings plc or affiliate of any such person accepts any liability
or responsibility whatsoever in respect of any difference between
the Drawdown
Prospectus made available
to you in electronic format and the hard copy version available to
you on request from HSBC Holdings plc.
ends/all
SIGNATURE
Pursuant
to the requirements of the Securities Exchange Act of 1934, the
registrant has duly caused this report to be signed on its behalf
by the undersigned, thereunto duly authorized.
HSBC
Holdings plc
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By:
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Name:
Aileen Taylor
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Title:
Group Company Secretary and Chief Governance Officer
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Date:
22 September
2021
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