TIDMHSBA
RNS Number : 7758Q
HSBC Holdings PLC
29 October 2021
FOR DISTRIBUTION ONLY OUTSIDE THE UNITED STATES TO PERSONS OTHER
THAN "U.S. PERSONS " (AS DEFINED IN REGULATION S OF THE UNITED
STATES SECURITIES ACT OF 1933, AS AMENDED (THE "SECURITIES ACT ")).
NOT FOR RELEASE, PUBLICATION OR DISTRIBUTION IN OR INTO, OR TO ANY
PERSON LOCATED OR RESIDENT IN, ANY OTHER JURISDICTION WHERE IT IS
UNLAWFUL TO RELEASE, PUBLISH OR DISTRIBUTE THIS DOCUMENT.
THIS NOTICE IS IMPORTANT AND REQUIRES THE IMMEDIATE ATTENTION OF
HOLDERS. IF HOLDERS ARE IN ANY DOUBT AS TO ANY ACTION THEY SHOULD
TAKE, THEY SHOULD SEEK THEIR OWN FINANCIAL AND LEGAL ADVICE,
INCLUDING IN RESPECT OF ANY TAX CONSEQUENCES, IMMEDIATELY FROM
THEIR BROKER, BANK MANAGER, SOLICITOR, ACCOUNTANT OR OTHER
INDEPENDENT FINANCIAL, TAX OR LEGAL ADVISER.
HSBC HOLDINGS plc
(Incorporated with limited liability in England and Wales,
registered number 00617987; the liability of its members is
limited)
("HGHQ" and the "Issuer")
NOTICE TO HOLDERS OF RESULTS OF ADJOURNED MEETINGS
NOTICE IS HEREBY GIVEN to the Holders of:
SGD 1,000,000,000 4.70 per cent. Perpetual Subordinated
Contingent Convertible Securities
(ISIN: XS1624509300) (the "2017 SGD AT1 Securities")
SGD 750,000,000 5.00 per cent. Perpetual Subordinated Contingent
Convertible Securities
(ISIN: XS1882693036) (the "2018 SGD AT1 Securities")
GBP 1,000,000,000 2.256 per cent. Resettable Notes due November
2026
(ISIN XS1716248197) (the "Senior Notes")
(each a "Series", and together the "Securities")
Registered Office and Group Head Office:
8 Canada Square, London E14 5HQ, United Kingdom
Web: www.hsbc.com
Incorporated in England with limited liability. Registered
number 617987
that, at the separate adjourned Meeting of Holders of the Senior
Notes held on 29 October 2021, the relevant Extraordinary
Resolution set out in the Notice of Separate Holder Adjourned
Meetings previously notified to Holders in accordance with the
terms of the relevant Trust Deed was duly passed and the relevant
Eligibility Condition satisfied. Accordingly, the modifications
referred to in the relevant Extraordinary Resolution will be
implemented with effect from on or about 29 October 2021; and
that, at each separate adjourned Meeting of Holders of the 2017
SGD AT1 Securities and the 2018 SGD AT1 Securities held on 29
October 2021, the respective Extraordinary Resolution set out in
the Notice of Separate Holder Adjourned Meetings previously
notified to Holders in accordance with the terms of the relevant
Trust Deed was not passed due to lack of quorum. Accordingly, the
modifications referred to in the respective Extraordinary
Resolution will not be implemented.
Unless the context otherwise requires, capitalised terms used
but not defined in this Notice shall have the meaning given in the
Consent Solicitation Memorandum dated 1 September 2021 (the
"Consent Solicitation Memorandum").
For further information Holders should contact Lucid Issuer
Services Limited, The Shard, 32 London Bridge Street, London SE1
9SG, United Kingdom (Attention: Arlind Bytyqi / Mu-yen Lo,
Telephone: +44 20 7704 0880, Email: hsbc@lucid-is.com)
This Notice is given by
HSBC HOLDINGS PLC (LEI: MLU0ZO3ML4LN2LL2TL39)
Dated 29 October 2021
DISCLAIMER : This announcement must be read in conjunction with
the Consent Solicitation Memorandum. If any Holder is in any doubt
as to the action it should take, or is unsure of the impact of the
implementation of the relevant Extraordinary Resolution in the case
of the Senior Notes, it is recommended to seek its own financial
and legal advice, including in respect of any tax consequences,
immediately from its broker, bank manager, solicitor, accountant or
other independent financial, tax or legal adviser. None of the
Issuer, the Solicitation Agent, the Tabulation Agent, the Trustee,
the Registrar (in respect of the 2017 SGD AT1 Securities and the
2018 SGD AT1 Securities) or the Principal Paying Agent expresses
any opinion about the terms of the relevant Extraordinary
Resolution.
Nothing in this announcement or the Consent Solicitation
Memorandum constitutes or contemplates an offer of, an offer to
purchase or the solicitation of an offer to purchase or sell any
security in any jurisdiction. The distribution of this announcement
and the Consent Solicitation Memorandum in certain jurisdictions
may be restricted by law, and persons into whose possession this
announcement or the Consent Solicitation Memorandum comes are
requested to inform themselves about, and to observe, any such
restrictions.
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END
MSCUKUORAKURUAA
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October 29, 2021 09:43 ET (13:43 GMT)
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