HSBC Holdings PLC - Notice of Redemption

25 May 2022

NOTICE OF REDEMPTION

Dated 25 May 2022

£1,000,000,000 2.175% Resettable Senior Unsecured Notes due 2023

(CUSIP No. 404280 BU2; ISIN: XS1823595647)* (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 an eighth supplemental indenture dated as of 27 June 2018 (the 'Eighth 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, and 4.02 of the Eighth Supplemental Indenture, the Issuer hereby provides notice of the following information relating to the Optional Redemption:

·      The redemption date for the Securities shall be 27 June 2022 (the 'Redemption Date').

·      The redemption price for the Securities shall be £1,000 per £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) 27 June 2021 to (but excluding) the Redemption Date will also be payable to the holders of record of the Securities as of the close of business on 24 June 2022, the Regular Record Date (the '27 June Interest Payment').

·      Subject to any conditions and/or the limited circumstances contained in the Eighth Supplemental Indenture, on the Redemption Date the Redemption Price and the 27 June Interest Payment shall become due and payable upon each such Security to be redeemed and interest thereon shall cease to accrue on or after such date.

·      Securities should be surrendered at the registered office of HSBC Bank USA at 452 Fifth Avenue, New York, NY 10018.

Questions relating to this Notice of Redemption should be addressed to HSBC Bank USA via e-mail at [email protected], at its registered office or via telephone at +1 201 217 8417.

IMPORTANT TAX INFORMATION

EXISTING 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 A PENALTY OF $50.00 FOR FAILURE TO PROVIDE SUCH NUMBER.

Investor enquiries to:
Greg Case                    +44 (0) 20 7992 3825                 [email protected]

Media enquiries to:

Ankit Patel                    +44 (0) 20 7991 9813                 [email protected]

Notes to editors:

1. HSBC Holdings plc

HSBC Holdings plc, the parent company of the HSBC Group, is headquartered in London. The HSBC Group 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$3,021bn at 31 March 2022, HSBC is one of the world's largest banking and financial services organisations.

2. The Board of Directors of HSBC Holdings plc as at the date of this announcement comprises: Mark Tucker*, Noel Quinn, Geraldine Buckingham^†, Rachel Duan^†, Carolyn Julie Fairbairn^†, James Anthony Forese^†, Steven Guggenheimer^† , José Antonio Meade Kuribreña^†, Eileen K Murray^†, David Nish^†, Ewen Stevenson and Jackson Tai^†.

* Non-executive Group Chairman
^† Independent non-executive Director