NOTICE OF
REDEMPTION
Dated 30
January 2025
US$1,750,000,000 2.999% Fixed
Rate/Floating Rate Senior Unsecured Notes due 2026 (CUSIP No.
404280DA4; ISIN: US404280DA42)* (the 'Fixed/Floating Rate Notes')
and US$500,000,000 Floating Rate Senior Unsecured Notes due 2026
(CUSIP No. 404280DB2; ISIN: US404280DB25)*
(the 'Floating
Rate Notes' and, together with the Fixed/Floating Rate Notes, 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 twenty-fourth supplemental indenture dated as of 10
March 2022 (the 'Twenty-fourth
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
2.01, 2.02, 3.01, 3.02,
4.01, and 4.02 of the Twenty-fourth Supplemental Indenture, the
Issuer hereby provides notice of the following information relating
to the Optional Redemption:
· The
redemption date for the Securities shall be 10 March 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:
i. all accrued but unpaid interest from (and
including) 10 September 2024 to (but excluding) the Redemption
Date will be payable to the holders of record of the Fixed/Floating
Rate Notes as of 23 February 2025, the Regular Record Date
(the 'Fixed/Floating Rate Notes Interest Payment'); and
ii. all accrued but unpaid interest from
(and including) 10 December 2024 to (but excluding) the
Redemption Date will be payable to the holders of record of the
Floating Rate Notes as of 23 February 2025, the Regular Record Date
(the 'Floating Rate
Notes Interest Payment').
· Subject to any conditions and/or the limited circumstances
contained in the Twenty-fourth Supplemental Indenture, on the
Redemption Date the Redemption Price and the Fixed/Floating Rate
Notes Interest Payment or the Floating Rate Notes 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 60
countries and territories. With assets of US$3,099bn at 30
September 2024, HSBC is one of the world's largest banking and
financial services organisations.
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