HSBC prices cash tender offers for nine series of senior notes

By Sarah Lizee

Olympia, Wash., Aug. 18 – HSBC Holdings plc announced pricing of its separate offers to purchase for cash any and all of nine series of notes, according to a 6-K filed Tuesday with the Securities and Exchange Commission.

The following are included in the offers, listed in order of acceptance priority level:

• $2.5 billion of 2.65% senior notes due January 2022 (Cusip: 404280BF5) with pricing set using the 1.625% Treasury due Dec. 31, 2021 plus 20 basis points for a total consideration of $1,031.40 per $1,000 of notes;

• $900 million of 4.875% senior notes due January 2022 (Cusip: 404280AL3) with pricing set using the 1.625% Treasury due Dec. 31, 2021 plus 20 bps for a total consideration of $1,062.95 per $1,000 of notes;

• $2 billion of 4% senior notes due March 2022 (Cusip: 404280AN9) with pricing set using the 0.375% Treasury due March 31, 2022 plus 20 bps for a total consideration of $1,058.42 per $1,000 of notes;

• $1.25 billion of floating-rate senior notes due January 2022 (Cusip: 404280BG3) with pricing set at $1,018.88 per $1,000 of notes;

• $2.5 billion of 2.95% senior notes due May 2021 (Cusip: 404280AY5) with pricing set using the 2.625% Treasury due May 15, 2021 plus 10 bps for a total consideration of $1,020.48 per $1,000 of notes;

• $1 billion of floating-rate senior notes due March 2021 (Cusip: 404280AX7) with pricing set at $1,012.28 per $1,000 of notes;

• $1 billion of floating-rate senior notes due May 2021 (Cusip: 404280AZ2) with pricing set at $1,012.44 per $1,000 of notes;

• $1,164,307,000 of 3.4% senior notes due March 2021 (Cusip: 404280AV1) with pricing set using the 1.125% Treasury due Feb. 28, 2021 plus 10 bps for a total consideration of $1,017.30 per $1,000 of notes; and

• $1,032,254,000 of 5.1% senior notes due April 2021 (Cusip: 404280AK5) with pricing set using the 1.25% Treasury due March 31, 2021 plus 10 bps for a total consideration of $1,030.18 per $1,000 of notes.

Pricing was set at 11 a.m. ET on Aug. 18.

The company said that on Aug. 11 it priced $2 billion of 1.645% fixed rate/floating rate senior notes due 2026 and $1.5 billion of 2.357% fixed rate/floating rate senior notes. Therefore, there is $3.5 billion available for the tender offers.

As of Aug. 11, the aggregate outstanding principal amount of notes subject to the offers is $13,346,561,000, as previously reported.

Each offer will expire at 5 p.m. ET on Aug. 18.

Notes tendered for purchase may be validly withdrawn at any time at or prior to the expiration time.

Settlement is expected on Aug. 21.

Each offer is independent of the other offers.

Holders will also receive accrued interest from and including the last interest payment date to but excluding the settlement date.

It is expected that the tender offers will be financed with the net cash proceeds from the new notes, along with cash on hand, if necessary.

The tender offers are conditioned on the issuance.

The offers may be subject to pro rata scaling.

The dealer manager is HSBC Bank plc (+44 20 7992 6237, 212 525-5552, 888 HSBC-4LM, liability.management@hsbcib.com).

The information agent is Global Bondholder Services Corp. (866 470-4300, 212 430-3774).

The investment banking company is based in London.

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