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RNS Number : 1453G Standard Chartered PLC 29 May 2026
Standard Chartered PLC
29 May 2026
NOT FOR DISTRIBUTION OR TRANSMISSION, DIRECTLY OR INDIRECTLY, IN OR INTO THE
UNITED STATES
ISSUANCE BY STANDARD CHARTERED PLC OF U.S.$1,000,000,000 FIXED RATE RESETTING
PERPETUAL SUBORDINATED CONTINGENT CONVERTIBLE SECURITIES (THE "SECURITIES")
Application will be made for the Securities to be admitted to trading on the
International Securities Market of the London Stock Exchange plc. Application
will also be made to The Stock Exchange of Hong Kong for the listing of, and
permission to deal in, the ordinary shares to be issued upon any conversion of
the Securities.
The Securities will be subject to the terms and conditions set out in the
offering circular dated 29 May 2026 relating to the Securities.
For further information with respect to the Securities, please paste the
following URL into the address bar of the browser:
http://www.rns-pdf.londonstockexchange.com/rns/1453G_1-2026-5-28.pdf
(http://www.rns-pdf.londonstockexchange.com/rns/1453G_1-2026-5-28.pdf)
For further information, please contact
Daniel Banks
Debt Investor Relations
Tel: +44 (0) 7345 333 430
Shaun Gamble
Group Media & Financial Communications
Tel: +44 (0) 7766 443 662
DISCLAIMER - INTENDED ADDRESSEES
This announcement does not constitute an offer of any securities for sale. No
action has been taken in any jurisdiction to permit a public offering of the
Securities where such action is required. The offer and sale of the Securities
may be restricted by law in certain jurisdictions.
The Securities and any ordinary shares which may be delivered upon conversion
of the Securities have not been and will not be registered under the U.S.
Securities Act of 1933, as amended (the "Securities Act") or with any
securities regulatory authority of any state or other jurisdiction of the
United States, and the Securities and any ordinary shares which may be
delivered upon conversion of the Securities are subject to U.S. tax law
requirements. The Securities and any ordinary shares which may be delivered
upon conversion of the Securities may not be offered or sold to, or for the
account or benefit of, U.S. persons (as defined in Regulation S under the
Securities Act), except to qualified institutional buyers (as defined in Rule
144A under the Securities Act ("Rule 144A")) in reliance on the exemption from
registration provided by Rule 144A or to certain persons in transactions
outside the United States in reliance on Regulation S.
The Securities are not intended to be offered, sold, distributed or otherwise
made available to and should not be offered, sold, distributed or otherwise
made available to any retail investor in the United Kingdom (the "UK"). For
these purposes, a retail investor means a person who is not a professional
client as defined in point (8) of Article 2(1) of Regulation (EU) No 600/2014
as it forms part of the domestic law of the UK by virtue of the EUWA.
Consequently, no disclosure document required by the FCA Product Disclosure
Sourcebook ("DISC") for offering, selling or distributing the Securities or
otherwise making them available to retail investors in the UK has been
prepared and therefore offering, selling or distributing the Securities or
otherwise making them available to any retail investor in the UK may be
unlawful under DISC and the Consumer Composite Investments (Designated
Activities) Regulations 2024 (the "CCI Regulations"). In addition to the
foregoing, pursuant to the UK Financial Conduct Authority (the "FCA") Conduct
of Business Sourcebook ("COBS") the Securities are not intended to be offered,
sold or otherwise made available and should not be offered, sold or otherwise
made available to retail clients (as defined in COBS 3.4) in the UK.
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 (the "EEA"). For these
purposes, a retail investor means a person 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, "EU MiFID II"); or (ii) a customer within the meaning of
Directive (EU) 2016/97 as amended or superseded, where that customer would not
qualify as a professional client as defined in point (10) of Article 4(1) of
EU MiFID II. Consequently, no key information document required by Regulation
(EU) No 1286/2014 (as amended, the "EU PRIIPs Regulation") for offering or
selling the Securities or otherwise making them available to retail investors
in the EEA has been prepared and therefore offering or selling the Securities
or otherwise making them available to any retail investor in the EEA may be
unlawful under the EU PRIIPs Regulation.
The Securities are not intended to be initially placed and may not be
initially placed to "connected persons" of Standard Chartered PLC under the
Rules Governing the Listing of Securities on The Stock Exchange of Hong Kong
Limited.
The distribution of this announcement in certain jurisdictions may be
restricted by law. Persons into whose possession this announcement comes are
required to inform themselves about and to observe any such restrictions.
Your right to access this service is conditional upon complying with the above
requirement.
Standard Chartered PLC LEI: U4LOSYZ7YG4W3S5F2G91
END
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