New Issue: HSBC prices $6 billion in four parts due 2024, 2027 and 2032

By Rebecca Melvin

Concord, N.H., Nov. 16 – HSBC Holdings plc sold $6 billion in four parts including three tranches of fixed-to-floating-rate senior notes and one tranche of floating-rate senior notes, according to FWP filings with the Securities and Exchange Commission.

The bank sold $1.25 billion of three-year notes due Nov. 22, 2024 at par with a 1.162% initial fixed coupon. The rate converts to a rate based on SOFR plus 58 basis points on Nov. 22, 2023 after which the rate will reset quarterly. Pricing came at a spread of Treasuries plus 65 bps, low to talk in the Treasuries plus 85 bps area. The notes have a make-whole call at Treasuries plus 10 bps from May 22, 2022 until their six-month par call.

The bank sold $2.5 billion of six-year notes due Nov. 22, 2027 at par with an initial 2.251% fixed coupon. The floating-rate period starts Nov. 22, 2026 when interest will reset quarterly to SOFR plus 110 bps. The spread priced at Treasuries plus 100 bps, low to talk in the 120 bps area. The notes have a make-whole call of Treasuries plus 20 bps starting from May 22, 2022 until their six-month par call.

HSBC sold $1.75 billion of 11-year notes due Nov. 22, 2032 at par with a 2.871% initial coupon. The floating-rate period starts Nov. 22, 2031 when interest will reset quarterly to SOFR plus 141 bps. The spread priced at Treasuries plus 125 bps, low to talk in the 145 bps area. The notes have a make-whole call at Treasuries plus 20 bps starting May 22, 2022 to the par date.

Finally, it priced $500 million floating-rate senior notes due Nov. 22, 2024 at par for SOFR plus 58 bps yield. They are redeemable at par from Nov. 22, 2023.

All of the notes are also callable upon the occurrence of certain tax events.

HSBC Securities (USA) Inc. is the bookrunner.

Proceeds will be used for general corporate purposes.

The banking and financial services company is based in London.

Issuer:	HSBC Holdings plc
Issue:	Fixed-to-floating-rate notes and floating-rate notes
Amount:	$6 billion
Bookrunner:	HSBC Securities (USA) Inc.
Top co-managers:	Citigroup Global Markets Inc. and J.P. Morgan Securities LLC
Co-managers:	ABN Amro Securities (USA) LLC, Academy Securities Inc., Banco de Sabadell SA, BofA Securities Inc., Cabrera Capital Markets LLC, CIBC World Markets Corp., Commer Markets LLC, Danske Markets Inc., ING Financial Markets LLC, Intesa Sanpaolo SpA, KBC Securities USA LLC, Morgan Stanley & Co. LLC, Natixis Securities Americas LLC, Nordea Bank Abp, Rabo Securities USA Inc., RB International Markets (USA) LLC, Santander Investment Securities Inc., Scotia Capital (USA) Inc. and UniCredit Capital Markets LLC
Trustee:	Bank of New York Mellon, London Branch
Trade date:	Nov. 15
Settlement date:	Nov. 22
Ratings:	Moody’s: A3
	S&P: A-
	Fitch: A+
Distribution:	SEC registered
2024 notes
Amount:	$1.25 billion
Maturity:	Nov. 22, 2024
Coupon:	1.162% start rate; converts to SOFR plus 58 bps after Nov. 22, 2026
Price:	Par
Spread:	Treasuries plus 65 bps
Call features:	Make-whole call at Treasuries plus 10 bps from May 22, 2022 until a six-month par call
Price talk:	Treasuries plus 85 bps area
Cusip:	404280CW7
2024 floaters
Amount:	$500 million
Maturity:	Nov. 22, 2024
Coupon:	SOFR plus 58 bps
Price:	Par
Yield:	SOFR plus 58 bps
Call features:	Callable at par plus accrued interest after Nov. 22, 2023
Cusip:	404280CZ0
2027 notes
Amount:	$2.5 billion
Maturity:	Nov. 22, 2027
Coupon:	2.251% start rate; converts to SOFR plus 110 bps after Nov. 22, 2026
Price:	Par
Yield:	2.251%, converts to SOFR plus 110 bps after Nov. 22, 2026
Spread:	Treasuries plus 100 bps
Call features:	Make-whole call at Treasuries plus 15 bps from May 22, 2022 until a six-month par call
Price talk:	Treasuries plus 120 bps area
Cusip:	404280CX5
2032 notes
Amount:	$1.75 billion
Maturity:	Nov. 22, 2032
Coupon:	2.871% start rate; converts to SOFR plus 141 bps after Nov. 22, 2031
Price:	Par
Yield:	2.871%
Spread:	Treasuries plus 125 bps
Call features:	Make-whole call at Treasuries plus 20 bps from May 22, until a six-month par call
Price talk:	Treasuries plus 145 bps area
Cusip:	404280CY3

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