barclaysplcbatchmay
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, DC 20549
FORM 6-K
REPORT OF FOREIGN PRIVATE ISSUER
PURSUANT TO RULE 13A-16 OR 15D-16
UNDER THE SECURITIES EXCHANGE ACT OF 1934
June
01, 2022
Barclays PLC
(Name
of Registrant)
1 Churchill Place
London E14 5HP
England
(Address
of Principal Executive Office)
Indicate
by check mark whether the registrant files or will file annual
reports
under
cover of Form 20-F or Form 40-F.
Form
20-F x Form 40-F
Indicate
by check mark whether the registrant by furnishing the
information
contained
in this Form is also thereby furnishing the information to
the
Commission
pursuant to Rule 12g3-2(b) under the Securities Exchange Act of
1934.
Yes No
x
If
"Yes" is marked, indicate below the file number assigned to the
registrant
in
connection with Rule 12g3-2(b):
This
Report on Form 6-K is filed by Barclays PLC.
This
Report comprises:
Information
given to The London Stock Exchange and furnished pursuant
to
General
Instruction B to the General Instructions to Form 6-K.
EXHIBIT
INDEX
Exhibit
No. 1
|
Total
Voting Rights dated 03 May 2022
|
Exhibit
No. 2
|
AGM
Statement dated 04 May 2022
|
Exhibit
No. 3
|
Director/PDMR
Shareholding dated 10 May 2022
|
Exhibit
No. 4
|
Publication
of Suppl.Prospcts dated 24 May 2022
|
Exhibit
No. 5
|
Transaction
in Own Shares dated 25 May 2022
|
Exhibit
No. 6
|
Director/PDMR
Shareholding dated 25 May 2022
|
Exhibit
No. 7
|
Transaction
in Own Shares dated 26 May 2022
|
Exhibit
No. 8
|
Transaction
in Own Shares dated 27 May 2022
|
Exhibit
No. 9
|
Transaction
in Own Shares dated 30 May 2022
|
Exhibit
No. 10
|
Transaction
in Own Shares dated 31 May 2022
|
Exhibit
No. 11
|
Publication
of Final Terms dated 31 May 2022
|
SIGNATURES
Pursuant
to the requirements of the Securities Exchange Act of 1934, the
registrant has duly caused this report to be signed on its behalf
by the undersigned, thereunto duly authorized.
|
BARCLAYS
PLC
|
|
(Registrant)
|
Date:
June 01, 2022
|
By: /s/
Garth Wright
--------------------------------
|
|
Garth
Wright
|
|
Assistant
Secretary
|
Exhibit
No. 1
3 May 2022
Barclays PLC
Total Voting Rights
In accordance with the Financial Conduct Authority's (FCA)
Disclosure Guidance and Transparency Rule 5.6.1R, Barclays PLC
notifies the market that as of 30 April 2022, Barclays PLC's issued
share capital consists of 16,769,307,716 Ordinary shares with
voting rights.
There are no Ordinary shares held in Treasury.
The above figure 16,769,307,716 may be used by shareholders (and
others with notification obligations) as the denominator for the
calculation by which they will determine if they are required to
notify their interest in, or a change to their interest in,
Barclays PLC under the FCA's Disclosure Guidance and Transparency
Rules.
- Ends
-
For further information, please contact:
Investor Relations
|
Media Relations
|
Chris Manners
|
Jonathan Tracey
|
+44 (0)20 7773 2136
|
+44 (0)20 7116 4755
|
|
|
Exhibit
No. 2
4 May 2022
Barclays PLC
AGM Statements
Chairman's 2022 AGM statement
Good morning! This is my third Annual General Meeting, but
only my first where we are able to meet in person. At the
same time as welcoming all of you into this hall we are absorbing
the helpful lessons of the last year or two and have incorporated
virtual attendance at this meeting as well so that shareholders can
also attend and vote electronically and so when it comes to taking
questions, we will do so from those in the room, those on the
telephone line and also those that have been submitted
online..
In addition to being our first really hybrid AGM it is also the
first one which we have ever held outside London. We have many
shareholders outside London and in addition 44,000 colleagues
around the UK of whom just under 30,000 work outside the M25 and
about 7,000 of those work in the area surrounding Manchester.
The largest group amongst the latter are our colleagues in our
Technology Campus at Radbroke, which is where we run many of our
core banking platforms supporting millions of customers
worldwide. We will hold the 2023 AGM in London but thereafter
will be alternating between London and other key centres for
Barclays in the UK, probably next going to Glasgow where we have
recently opened a campus which hosts around 5,000
colleagues.
Venkat will shortly be talking and will share with you the
highlights of our 2021 performance. But in a nutshell the
bank goes into the future well capitalised and with its businesses
performing well. We ended 2021 with a capital ratio north of
15%, somewhat elevated due to the impact of, in part, regulatory
reliefs which will unwind to a degree over the next year or
two. Profitability was good at the year end and the first
quarter of 2022 was particularly robust. This was our fifth quarter
in a row of double digit operating returns in capital in each of
the three main business areas. We are returning about £2.5bn
of earnings made last year to shareholders in dividends and
buybacks, including the previously announced £1bn buyback
which will be set in train towards the end of the quarter. Venkat
will say more about performance but I would just like to add that
the Board remains convinced that your company really does benefit
from its diversified business base.
This degree of financial resilience prepares us well for what feels
like a very uncertain outlook. Before going further into that may I
also add that part of resilience is strength in depth in the
management team. Perhaps unusually we have had a new chief
executive and a new chief financial officer all in the space of six
months - and I would like to welcome Venkat and Anna to their first
AGM in these roles. It is a great credit to my colleagues and
predecessors, executive and non-executive, that the Board had no
hesitation in choosing for these roles the long-identified and
'ready now' internal candidates. I would also like to put on the
record our collective thanks to Jes and Tushar for the years of
hard work in the service of the bank, work which has contributed
greatly to the resilience and the performance which we now
experience.
Back if I may to three of the great challenges that lie ahead: the
impending cost of living crisis for consumers and what will perhaps
also turn into a 'cost of doing business' crisis for SMEs; the
extreme geopolitical, and therefore economic, uncertainty; and the
long term and potentially existential challenge of climate change.
These are all linked together, and in more ways than
one.
There is no doubt that consumers in the UK (and to a lesser degree
US) markets which we serve face a difficult period with declining
real disposable incomes and a need to eat into savings. Inflation
is nearly in double digits and even when that levels off the UK
will be left with higher energy and food prices, so it is no
surprise that discretionary expenditure is softening. At the same
time, small businesses face higher energy costs, disruptions in
supply chains and greater friction in international trade. While
unemployment remains low, we nonetheless recognise that for lower
income households in particular the outlook is worrying.
Markets remain volatile; while this provides opportunities for
a bank such as Barclays we do have to ensure a high degree of
vigilance given the risks and the bumps in the road
ahead.
Barclays is in a good place to handle future volatility. I believe
that the bank's preparedness reflects not just the financial
resilience which I referenced earlier but also the commitment of
our colleagues and the commitment to the bank's Purpose, which, to
remind you, is to "deploy finance responsibly to support people and
businesses, acting with empathy and integrity, championing
innovation and sustainability, for the common good and the long
term". Purpose will get tested more in tough times. I believe that
we will meet those tests. I have faith in my colleagues around the
world to do so. We are also working hard to improve the 'face' that
the bank presents to customers and to clients, for instance through
continuing digital innovation and improvements in the accessibility
and simplification of our products and
services.
As I have said before, we do not get everything right. Let me say a
few words about our recently reported failure to comply with SEC
registration requirements, a failure which has cost us hundreds of
millions of pounds, and more in reputation. First, all of us here
were dismayed that, after so much progress, we had this entirely
self-inflicted problem. We have not yet finished the review but I
believe that we will find that, in all our complexities, we missed
some simple tasks. This is not rocket science and we can and will
do better, learning the lessons from this particular issue and
applying even greater discipline across all of our
controls.
Many of you I know are particularly focused on our response to the
climate crisis. We promised last year to come back this year
to give shareholders a so-called Say on Climate, through an
advisory vote, and this duly comes up as Resolution 26 later on
this morning.
We decided to gather in one place an update on our strategy,
targets and progress as we execute on our ambition and address our
responsibilities faced with the global climate crisis.
Perhaps the major development of the last year is that the bank has
updated its Paris alignment methodology to integrate the IEA's Net
Zero 2050 scenario. When we launched BlueTrack in 2020, being
the first of our peers to include our capital markets activity, we
committed to updating it as new scenarios with granular
science-based data sets become available. We have now set
2030 targets for four high emitting sectors. Where we have
used ranges, they meet the IEA Scenario requirements at the upper
end but fall short at the lower end. This does not dilute our
ambition nor in anyway diminish the role that we fully accept we
must play, but is an honest reflection of the current pace of
change and critical need for more joined up action between
governments, companies, asset managers and financiers to deliver a
1.5C-aligned world. We do think that more needs to be done to, for
instance, incentivise adoption of electric vehicles, the insulation
of homes and the adoption of alternatives to fossil fuel power in
homes and in business, including all the supporting infrastructure
required. Barclays does want to play a leading role and
participate fully in the financing changes required in society as a
whole to decarbonise our economies.
I am sometimes asked the question "What stops you going further and
faster on the climate?". This is a great question, and by the way,
we understand the anger many feel and welcome the ongoing and
constructive engagement with many of the environmental activists
who have had significant success in ensuring that this
issue is top of the global agenda. We do need an unparalleled
degree of global cooperation, an attribute which can be
challenging to achieve, whilst recognising the particular
responsibilities of more developed economies. Governments'
policies, energy investments, and the actions of both shareholders
and financiers need to be better aligned with ever clearer
renewable investment goals, backed up by the appropriate
incentives, subsidies where necessary, carbon taxes and of course
behavioural adjustments in society. Energy security may be top of
many agendas today but we do not believe that that has to dilute our
commitments, even in the short to medium term, to finance a lower
carbon future. Bluntly, the availability of finance is not an
obstacle, and we see this as an immense business
opportunity, but more work is needed on the policy framework and
investment in appropriate national infrastructures and clean
technologies. Many of today's fossil fuel companies will be crucial
to all of this and therefore we believe that companies that do not
share our ambitions in this space will find it increasingly
difficult to access finance, including from Barclays. Just as there
are causal links between the three challenges of the day which I
talked about earlier, the solutions to all lie in joined up action,
often at the international level and we absolutely want to play our
part.
Let me just end by thanking you, our shareholders, for your
engagement this year and my board and management colleagues for the
efforts that they put in on behalf of Barclays. And finally, and
most importantly of all, the over 80,000 colleagues around the
world for everything that they are doing in an extraordinarily
uncertain time.
Thank you for listening and I would now like to hand over to
Venkat.
Chief Executive's 2022 AGM statement
Good morning everyone, and a very warm welcome to
Manchester.
This is my first AGM as Chief Executive of Barclays. It is a great
honour to follow a three-century long line of stewards of this
company.
I want to thank Nigel and the rest of the Board for the faith they
have put into me. It is my turn, with this generation of
colleagues, to provide Barclays with the financial strength and
business capability for continued prosperity.
Although I am new in this job, I have been at Barclays for a number
of years. I joined the management team in 2016 - the same year that
we set out our strategy to be a British universal bank with a
diversified group of businesses.
We are a large consumer bank, managing an excellent credit card
franchise, as well as a leading corporate bank and one the largest
global investment banks. Each is a successful business in its own
right, but together they comprise a resilient and balanced
Group.
When we set this strategy back in 2016, the intention was to build
a bank capable of delivering double-digit returns through the
cycle.
Last year, we achieved just that, delivering a Group Return on
Tangible Equity of 13.4%. This included double-digit returns in all
three of our main operating businesses: Barclays UK, our Consumer
Cards and Payments business, and the Corporate and Investment
Bank.
The Group also delivered a record Profit Before Tax in 2021 of
£8.4bn. We saw particularly strong profitability in the
Corporate and Investment Bank, and this helped us withstand a more
difficult period for our consumer businesses due to the COVID-19
pandemic.
This is an example of our universal banking model working in
action, where the strong performance of one business can offset
challenges in another.
In 2021, we continued to focus on managing costs. Our
cost-to-income ratio for the year was 66%, down from over 80% in
2016.
We have also managed our capital resources prudently, steadily
improving our CET1 ratio over the last few years. Our ratio remains
comfortably within our target of between 13 and 14%.
Our strong performance in 2021 enabled us to increase capital
distributions to you, our shareholders. We announced the return of
over £2.5bn of excess capital over the course of the year,
comprising a dividend of 6p per share and £1.5bn in share
buybacks. That is the equivalent to a total payout of 15p per
share.
Distributions to shareholders remains a key priority for me, my
management team, and the Board.
Our strong performance in 2021 has carried over into the first
quarter of this year, although we have seen a disappointing
increase in costs. This has been driven in particular by the
over-issuance of securities in the US, which Nigel talked about.
Let me echo his comments. This situation was entirely avoidable and
I am deeply disappointed that it occurred.
The necessity of a strong controls culture has never been clearer
to me. In fact, we have made considerable progress improving our
controls since 2016. So the fact that this happened is particularly
upsetting.
We have commissioned an external review of the matter, with
oversight from the Board. This review is focused on what happened,
how it could have happened, and where accountability
lies.
At the same time, I take some comfort from our response and our
ability to absorb this issue financially. The matter was escalated
immediately, both internally and to our regulators, with whom we
are cooperating constructively.
In view of our ongoing discussions with the SEC concerning the
impact of this issue, we are delaying execution of the £1bn
stock buyback we announced in February.
This is not a question of whether we will be proceeding with this
buyback, but when we will be proceeding. Our capital position is
strong and we expect to be in a position to proceed with the
buyback toward the end of Q2.
When we gathered for our AGM last year, the world was still in the
grip of COVID-19. The pandemic is by no means over, but there are
positive signs we are through the worst of the terrible economic
and health crisis.
As Nigel has said, the future economic outlook will have an impact
on the financials of Barclays.
Rising interest rates are leading to higher net interest margins,
and we are already starting to see to the effect of that in our
consumer businesses.
Both the UK and US economies are forecast to continue growing over
the next three years. However, rising inflation poses a threat to
the outlook.
One compensating aspect is that unemployment in the UK and US
remains broadly at low levels.
We are very focused on the impact that higher prices are having on
our customers and clients. A great many are facing far harder
conditions this year as a result of inflation, particularly from
supply chain difficulties and higher energy costs.
We will support those who bank with us to manage during difficult
periods wherever we can. And we will support the wider economy just
as we did through the COVID crisis.
We have been witnessing a horrific human tragedy unfolding in
Ukraine over the last few months. The human element of the conflict
is what we feel first and foremost. However, we have also had to
deal with the resulting market repercussions.
Barclays has no physical operations in Russia or Ukraine, and our
financial exposure is limited, but we are remaining vigilant to
protect the Group from further impacts. And, of course, we are also
working closely with governments and regulators around the world to
comply with sanctions.
The outpouring of support from Barclays' colleagues for the people
of Ukraine has been remarkable. I am incredibly proud of our
collective efforts to raise money that is so desperately needed in
the region. Our thoughts are with the people of Ukraine, and
in particular our colleagues who have friends and family caught up
in the crisis. We stand with them, and the international community,
in calling for an immediate end to the conflict.
Let me turn now to our priorities for the years ahead.
Our focus is on sustaining the double-digit returns we produced in
2021, and on growing the Group in a responsible and controlled
manner. To do so, we are emphasising three strategic priorities.
These have been carefully chosen to ensure we are taking advantage
of some of the long-term changes taking place in financial
services.
First is the delivery of next-generation, digitised consumer
financial services. We see the dominant business challenge for the
next decade as continuing to transform Barclays to deliver products
digitally.
Across Barclays UK and our Consumer, Cards and Payments business,
we are continuing to invest in our digital capabilities as a means
of delivering better products and services, more efficiently, and
with higher profitability.
Within Barclays UK, we will continue to enable customers to
transact and interact digitally.
However, as we observe these trends, it remains central to our
strategy that we adjust our footprint without neglecting the needs
of society. We are one of the driving forces behind the current
initiatives to share banking infrastructure in order to continue
access to cash and access to banking.
We will continue to build out more cost effective infrastructure,
significantly increasing our utilisation of cloud computing. This
will have meaningful benefits for our cost base.
We will also use consumer data more effectively to understand our
customers' needs, build a more competitive offering and simplify
our products and services.
We will aim to continue to realise value in our payments platform,
including the synergies with the banking franchises across our
Group.
We also want to grow our unsecured consumer lending in both the UK
and the US. We intend to drive this growth through corporate
partnerships, particularly in the US, which is the biggest global
credit card market.
Our second strategic priority is to deliver sustainable growth in
the Corporate and Investment Bank.
Barclays is the sixth ranked global investment bank, and the top
ranked non-US player. Our relative position has improved in the
last five years as we have invested in people and technology, and
as other European banks have exited from some or all of this
business.
The value of our franchise depends on the growth and health of the
global capital markets. These are the venues - increasingly
electronic - where companies, institutions and governments issue
securities, underwritten by banks, and where they are traded. These
markets are growing, and that is good for our
franchise.
We have taken steps to diversify our income across the CIB, for
example by investing in talent to grow our Equity Capital Markets
business and by expanding our banking coverage in
sectors like Technology, where we recently advised and
financed on the acquisition of Twitter by Mr Elon
Musk.
In Global Markets, we are growing our Prime business, providing
more stable, annuity-type income and smoothing our income mix
across the business.
In the Corporate Bank, we have been working to improve our returns
for several years, focusing on deepening our client relationships
and broadening our product capabilities.
Here too, we have invested to diversify our income streams. We have
had success growing the number of clients we have in Europe, and
growing fee based income in Transaction Banking.
Our third strategic priority is to capture opportunities and help
our clients as the world transitions to a low-carbon
economy.
It is difficult to be precise about the magnitude of this
opportunity, much as it would have been difficult to predict the
value of the internet revolution in the mid-1990s. Estimates of the
additional investment required to finance the transition are at
least $3-5 trillion every year for the next 30 years. This could be
a new industrial revolution.
As this fundamental re-organisation of the global economy takes
place, affecting every business in every sector, Barclays is
positioned to benefit from playing a constructive
role.
This means being the trusted partner for our customers and clients
as they transition, advising and supporting them to adapt their
business models and their individual lifestyles.
We are already using our balance sheet, investment banking and
capital markets expertise to help deliver this advice and finance.
For example, we have facilitated around £65bn of Green Finance
since 2018 through landmark deals.
However, there is much more we can do to continue to help this
effort. We are continuing to expand our sustainable finance
offering through our specialist teams. And we are continuing to
integrate sustainability across our service offerings.
We will also continue to innovate to develop banking products that
help consumers and small businesses make greener choices. For
example, in 2018 Barclays was one of the first major UK banks to
launch a green mortgage product. To date we have completed over
£1bn in Green Home Mortgages and we have recently launched a
Green Buy-to-Let Mortgage product.
We will also keep investing our own equity capital in the young
companies that are inventing the low-carbon emission technologies
of tomorrow.
Finally, I would like to take this opportunity to offer my own
thanks to Tushar Morzaria.
Tushar made an enormous contribution to Barclays over his 8 years
as Group Finance Director, and I am delighted he will continue as
Chairman of the Global Financial Institutions Group in the
Investment Bank.
I am thrilled to already be working with Tushar's successor, Anna
Cross, as we continue to deliver our strategy. Anna is moulded from
the distinguished Scottish tradition in global banking. She will
steward our finances and strategy with prudence, diligence,
discipline and rigour.
So, with that, let me close by saying again how pleased I am with
our performance over the past year.
Our strategy is delivering, we have set out clear strategic
priorities for the Group, and I am excited about the sustainable
path to growth for Barclays.
Thank you.
- ENDS -
For further information, please contact:
Investor
Relations
|
Media
Relations
|
Chris
Manners
|
Jonathan
Tracey
|
+44
(0)20 7773 2136
|
+44
(0)20 7116 4755
|
About Barclays
Barclays is a British universal bank. We are diversified by
business, by different types of customer and client, and
geography. Our businesses include consumer banking and
payments operations around the world, as well as a top-tier, full
service, global corporate and investment bank, all of which are
supported by our service company which provides technology,
operations and functional services across the Group. For
further information about Barclays, please visit our
website home.barclays
Forward-looking statements
This document contains certain forward-looking statements within
the meaning of Section 21E of the US Securities Exchange Act of
1934, as amended, and Section 27A of the US Securities Act of 1933,
as amended, with respect to the Group. Barclays cautions readers
that no forward-looking statement is a guarantee of future
performance and that actual results or other financial condition or
performance measures could differ materially from those contained
in the forward-looking statements. These forward-looking statements
can be identified by the fact that they do not relate only to
historical or current facts. Forward-looking statements sometimes
use words such as 'may', 'will', 'seek', 'continue', 'aim',
'anticipate', 'target', 'projected', 'expect', 'estimate',
'intend', 'plan', 'goal', 'believe', 'achieve' or other words of
similar meaning. Forward-looking statements can be made in writing
but also may be made verbally by members of the management of the
Group (including, without limitation, during management
presentations to financial analysts) in connection with this
document. Examples of forward-looking statements include, among
others, statements or guidance regarding or relating to the Group's
future financial position, income growth, assets, impairment
charges, provisions, business strategy, capital, leverage and other
regulatory ratios, capital distributions (including dividend
pay-out ratios and expected payment strategies), projected levels
of growth in the banking and financial markets, projected costs or
savings, any commitments and targets (including, without
limitation, environmental, social and governance (ESG) commitments
and targets), estimates of capital expenditures, plans and
objectives for future operations, projected employee numbers, IFRS
impacts and other statements that are not historical fact. By their
nature, forward-looking statements involve risk and uncertainty
because they relate to future events and circumstances. The
forward-looking statements speak only as at the date on which they
are made. Forward-looking statements may be affected by a number of
factors, including, without limitation: changes in legislation, the
development of standards and interpretations under IFRS, including
evolving practices with regard to the interpretation and
application of accounting and regulatory standards, emerging and
developing ESG reporting standards, the outcome of current and
future legal proceedings and regulatory investigations, future
levels of conduct provisions, the policies and actions of
governmental and regulatory authorities; the Group's ability along
with governments and other stakeholders to measure, manage and
mitigate the impacts of climate change effectively, environmental,
social and geopolitical risks; and the impact of competition. In
addition, factors including (but not limited to) the following may
have an effect: capital, leverage and other regulatory rules
applicable to past, current and future periods; UK, US, Eurozone
and global macroeconomic and business conditions; the effects of
any volatility in credit markets; market related risks such as
changes in interest rates and foreign exchange rates; effects of
changes in valuation of credit market exposures; changes in
valuation of issued securities; volatility in capital markets;
changes in credit ratings of any entity within the Group or any
securities issued by such entities; the direct and indirect
consequences of the Russia-Ukraine War on European and global
macroeconomic conditions, political stability and financial
markets; direct and indirect impacts of the coronavirus (COVID-19)
pandemic; instability as a result of the UK's exit from the
European Union (EU), the effects of the EU-UK Trade and Cooperation
Agreement and the disruption that may subsequently result in the UK
and globally; the risk of cyber-attacks, information or security
breaches or technology failures on the Group's reputation, business
or operations; and the success of future acquisitions, disposals
and other strategic transactions. A number of these influences and
factors are beyond the Group's control. As a result, the Group's
actual financial position, future results, capital distributions,
capital, leverage or other regulatory ratios or other financial and
non-financial metrics or performance measures or ability to meet
commitments and targets may differ materially from the statements
or guidance set forth in the Group's forward-looking statements.
Additional risks and factors which may impact the Group's future
financial condition and performance are identified in Barclays
PLC's filings with the SEC (including, without limitation, Barclays
PLC Annual Report on Form 20-F for the fiscal year ended 31
December 2021), which are available on the SEC's website
at www.sec.gov.
Subject to Barclays' obligations under the applicable laws and
regulations of any relevant jurisdiction, (including, without
limitation, the UK and the US), in relation to disclosure and
ongoing information, we undertake no obligation to update publicly
or revise any forward-looking statements, whether as a result of
new information, future events or otherwise.
Exhibit
No. 3
10 May 2022
Notification and public disclosure of transactions by persons
discharging managerial responsibilities and persons closely
associated with them
1
|
Details of the person discharging managerial responsibilities /
person closely associated
|
a)
|
Name
|
Anna Cross
|
2
|
Reason for the notification
|
a)
|
Position/status
|
Group Finance Director
|
b)
|
Initial notification /Amendment
|
Initial notification
|
3
|
Details of the issuer, emission allowance market participant,
auction platform, auctioneer or auction monitor
|
a)
|
Name
|
Barclays PLC
|
b)
|
LEI
|
213800LBQA1Y9L22JB70
|
4
|
Details of the transaction(s): section to be repeated for (i) each
type of instrument; (ii) each type of transaction; (iii) each date;
and (iv) each place where transactions have been
conducted
|
a)
|
Description of the financial instrument, type of
instrument
Identification code
|
Ordinary shares with a nominal value of 25 pence each
("Shares")
GB0031348658
|
b)
|
Nature of the transaction
|
The trustee of the Barclays Group Share Incentive Plan notified
Barclays PLC that it acquired and now holds Shares on behalf of the
individual described above. The Shares acquired
include an allocation of Shares as matching
shares.
|
c)
|
Price(s) and volume(s)
|
Price(s)
|
Volume(s):
Number of Shares received
|
£1.497 per
Share
|
66
|
d)
|
Aggregated information
- Aggregated volume
- Price
|
Not applicable
|
e)
|
Date of the transaction
|
2022-05-09
|
f)
|
Place of the transaction
|
London Stock Exchange (XLON)
|
1
|
Details of the person discharging managerial responsibilities /
person closely associated
|
a)
|
Name
|
Stephen Shapiro
|
2
|
Reason for the notification
|
a)
|
Position/status
|
Group General Counsel and Group Company Secretary
|
b)
|
Initial notification /Amendment
|
Initial notification
|
3
|
Details of the issuer, emission allowance market participant,
auction platform, auctioneer or auction monitor
|
a)
|
Name
|
Barclays PLC
|
b)
|
LEI
|
213800LBQA1Y9L22JB70
|
4
|
Details of the transaction(s): section to be repeated for (i) each
type of instrument; (ii) each type of transaction; (iii) each date;
and (iv) each place where transactions have been
conducted
|
a)
|
Description of the financial instrument, type of
instrument
Identification code
|
Ordinary shares with a nominal value of 25 pence each
("Shares")
GB0031348658
|
b)
|
Nature of the transaction
|
The trustee of the Barclays Group Share Incentive Plan notified
Barclays PLC that it acquired and now holds Shares on behalf of the
individual described above. The Shares acquired
include an allocation of Shares as matching
shares.
|
c)
|
Price(s) and volume(s)
|
Price(s)
|
Volume(s):
Number of Shares received
|
£1.497
per Share
|
1,602
|
d)
|
Aggregated information
- Aggregated volume
- Price
|
Not applicable
|
e)
|
Date of the transaction
|
2022-05-09
|
f)
|
Place of the transaction
|
London Stock Exchange (XLON)
|
1
|
Details of the person discharging managerial responsibilities /
person closely associated
|
a)
|
Name
|
Taalib Shaah
|
2
|
Reason for the notification
|
a)
|
Position/status
|
Group Chief Risk Officer
|
b)
|
Initial notification /Amendment
|
Initial notification
|
3
|
Details of the issuer, emission allowance market participant,
auction platform, auctioneer or auction monitor
|
a)
|
Name
|
Barclays PLC
|
b)
|
LEI
|
213800LBQA1Y9L22JB70
|
4
|
Details of the transaction(s): section to be repeated for (i) each
type of instrument; (ii) each type of transaction; (iii) each date;
and (iv) each place where transactions have been
conducted
|
a)
|
Description of the financial instrument, type of
instrument
Identification code
|
Ordinary shares with a nominal value of 25 pence each
("Shares")
GB0031348658
|
b)
|
Nature of the transaction
|
The trustee of the Barclays Group Share Incentive Plan notified
Barclays PLC that it acquired and now holds Shares on behalf of the
individual described above. The Shares acquired
include an allocation of Shares as matching
shares.
|
c)
|
Price(s) and volume(s)
|
Price(s)
|
Volume(s):
Number of Shares received
|
£1.497
per Share
|
800
|
d)
|
Aggregated information
- Aggregated volume
- Price
|
Not applicable
|
e)
|
Date of the transaction
|
2022-05-09
|
f)
|
Place of the transaction
|
London Stock Exchange (XLON)
|
For further information please contact:
Investor
Relations
|
Media Relations
|
Chris
Manners
|
Jonathan Tracey
|
+
44 (0) 20 7773 2136
|
+44 (0)20 7116 4755
|
Exhibit
No. 4
Publication of Base Prospectus Supplement
The following base prospectus supplement ("Prospectus
Supplement") has been approved
by the Financial Conduct Authority and is available for
viewing:
Prospectus Supplement No. 1 dated 24 May 2022 to the Base
Prospectus dated 7 March 2022 for the Barclays PLC
£60,000,000,000 Debt Issuance Programme ("Base
Prospectus").
Please read the disclaimer below "Disclaimer - Intended Addressees"
before attempting to access this service, as your right to do so is
conditional upon complying with the requirements set out
below.
To view the full document, please paste the following URL into the
address bar of your browser:
http://www.rns-pdf.londonstockexchange.com/rns/6593M_1-2022-5-24.pdf
A copy of the above document has been submitted to the National
Storage Mechanism and will shortly be available for inspection
at: https://data.fca.org.uk/#/nsm/nationalstoragemechanism
For further information, please contact:
Barclays Treasury
1 Churchill Place
Canary Wharf
London E14 5HP
DISCLAIMER - INTENDED ADDRESSEES
IMPORTANT: You must read the following
before continuing: The
following applies to the Prospectus Supplement available by
clicking on the link above, and you are therefore advised to read
this carefully before reading, accessing or making any other use of
the Prospectus Supplement. In accessing the Prospectus Supplement,
you agree to be bound by the following terms and conditions,
including any modifications to them, any time you receive any
information from us as a result of such access.
THE PROSPECTUS SUPPLEMENT MAY NOT BE FORWARDED OR DISTRIBUTED OTHER
THAN AS PROVIDED BELOW AND MAY NOT BE REPRODUCED IN ANY MANNER
WHATSOEVER. THE PROSPECTUS SUPPLEMENT MAY ONLY BE DISTRIBUTED
OUTSIDE THE UNITED STATES TO PERSONS THAT ARE NOT U.S. PERSONS AS
DEFINED IN, AND IN RELIANCE ON, REGULATION S UNDER THE U.S.
SECURITIES ACT OF 1933, AS AMENDED (THE "SECURITIES
ACT") OR WITHIN THE UNITED
STATES TO QIBs (AS DEFINED BELOW) IN ACCORDANCE WITH RULE 144A
UNDER THE SECURITIES ACT ("RULE 144A"). ANY FORWARDING, DISTRIBUTION OR REPRODUCTION
OF THE PROSPECTUS SUPPLEMENT IN WHOLE OR IN PART IS PROHIBITED.
FAILURE TO COMPLY WITH THIS NOTICE MAY RESULT IN A VIOLATION OF THE
SECURITIES ACT OR THE APPLICABLE LAWS OF OTHER
JURISDICTIONS.
NOTHING IN THIS ELECTRONIC PUBLICATION CONSTITUTES AN OFFER OF
SECURITIES FOR SALE IN ANY JURISDICTION. ANY NOTES ISSUED OR TO BE
ISSUED PURSUANT TO THE BASE PROSPECTUS AND THE PROSPECTUS
SUPPLEMENT HAVE NOT BEEN, AND WILL NOT BE, REGISTERED UNDER THE
SECURITIES ACT OR THE SECURITIES LAWS OF ANY STATE OF THE UNITED
STATES OR OTHER JURISDICTION. ANY NOTES ISSUED OR TO BE ISSUED
PURSUANT TO THE BASE PROSPECTUS AND THE PROSPECTUS SUPPLEMENT MAY
NOT BE OFFERED, SOLD, PLEDGED OR OTHERWISE TRANSFERRED EXCEPT (1)
IN ACCORDANCE WITH RULE 144A UNDER THE SECURITIES ACT TO PERSONS
REASONABLY BELIEVED TO BE QUALIFIED INSTITUTIONAL BUYERS (EACH A
"QIB") WITHIN THE MEANING OF RULE 144A OR (2) IN AN
OFFSHORE TRANSACTION TO A PERSON THAT IS NOT A U.S. PERSON IN
ACCORDANCE WITH RULE 903 OR RULE 904 OF REGULATION S UNDER THE
SECURITIES ACT.
Please note that the information contained in the Base Prospectus
and the Prospectus Supplement may be addressed to and/or targeted
at persons who are residents of particular countries (specified in
the Base Prospectus) only and is not intended for use and should
not be relied upon by any person outside these countries and/or to
whom the offer contained in the Base Prospectus is not addressed.
Prior to relying on the information contained in the Base
Prospectus and the Prospectus Supplement you must ascertain from
the Base Prospectus whether or not you are part of the intended
addressees of the information contained therein.
Confirmation of your Representation: In order to be eligible to view the
Prospectus Supplement or make an investment decision with respect
to any Notes issued or to be issued pursuant to the Base Prospectus
and the Prospectus Supplement, you must be (i) a person other than
a U.S. person (within the meaning of Regulation S under the
Securities Act); or (ii) a QIB that is acquiring the securities for
its own account or for the account of another QIB. By accessing the
Prospectus Supplement, you shall be deemed to have represented that
you and any customers you represent are not U.S. persons (as
defined in Regulation S to the Securities Act) or that you are a
QIB, and that you consent to delivery of the Prospectus Supplement
and any supplements thereto via electronic
publication.
You are reminded that the Prospectus Supplement has been made
available to you on the basis that you are a person into whose
possession the Prospectus Supplement may be lawfully delivered in
accordance with the laws of the jurisdiction in which you are
located and you may not, nor are you authorised to, deliver the
Prospectus Supplement to any other person.
The Prospectus Supplement does not constitute, and may not be used
in connection with, an offer or solicitation in any place where
offers or solicitations are not permitted by law. If a jurisdiction
requires that the offering be made by a licensed broker or dealer
and the underwriters or any affiliate of the underwriters is a
licensed broker or dealer in that jurisdiction, the offering shall
be deemed to be made by the underwriters or such affiliate on
behalf of the issuer in such jurisdiction. Under no circumstances
shall the Prospectus Supplement constitute an offer to sell, or the
solicitation of an offer to buy, nor shall there be any sale of any
Notes issued or to be issued pursuant to the Base Prospectus and
the Prospectus Supplement, in any jurisdiction in which such offer,
solicitation or sale would be unlawful.
The Prospectus Supplement has been made available to you in an
electronic form. You are reminded that documents transmitted via
this medium may be altered or changed during the process of
electronic transmission and consequently none of the issuer, its
advisers nor any person who controls any of them nor any director,
officer, employee nor agent of it or affiliate of any such person
accepts any liability or responsibility whatsoever in respect of
any difference between the Prospectus Supplement made available to
you in electronic format and the hard copy version available to you
on request from the issuer.
Your right to access this service is conditional upon complying
with the above requirement.
Exhibit
No. 5
25 May 2022
Barclays PLC
Transaction in own shares
Barclays PLC (the "Company") announces that it has purchased for
cancellation the following number of its ordinary shares of 25
pence each on the London Stock Exchange from J.P. Morgan Securities
plc as part of its buy-back announced on 24 May
2022
Date
of purchase:
|
24
May 2022
|
Number
of ordinary shares purchased:
|
9,930,075
|
Highest
price paid per share:
|
162.7000p
|
Lowest
price paid per share:
|
158.6200p
|
Volume
weighted average price paid per share:
|
162.0950p
|
The Company intends to cancel all of the purchased ordinary
shares.
Following the cancellation of the repurchased shares, the Company's
issued share capital consists of 16,762,134,726 ordinary
shares with voting rights.
There are no ordinary shares held in treasury.
The above figure (16,762,134,726) may be used by shareholders (and
others with notification obligations) as the denominator for the
calculation by which they will determine if they are required to
notify their interest in, or a change to their interest in, the
Company under the FCA's Disclosure Guidance and Transparency
Rules.
In accordance with Article 5(1)(b) of the Market Abuse Regulation
(EU) No 596/2014, as it forms part of Retained EU Law as defined in
the European Union (Withdrawal) Act 2018, a full breakdown of the
individual purchases of ordinary shares made by J.P. Morgan
Securities plc on behalf of the Company can be found
at.
http://www.rns-pdf.londonstockexchange.com/rns/6795M_1-2022-5-24.pdf
- ENDS -
For further information, please contact:
Investor Relations
|
Media Relations
|
Chris Manners
|
Jon Tracey
|
+44 (0) 20 7773 2136
|
+44 (0) 20 7116 4755
|
Exhibit
No. 6
25 May 2022
Notification and public disclosure of transactions by persons
discharging managerial responsibilities and persons closely
associated with them
1
|
Details of the person discharging managerial responsibilities /
person closely associated
|
a)
|
Name
|
Laura Padovani
|
2
|
Reason for the notification
|
a)
|
Position/status
|
Group Chief Compliance Officer
|
b)
|
Initial notification /Amendment
|
Initial notification
|
3
|
Details of the issuer, emission allowance market participant,
auction platform, auctioneer or auction monitor
|
a)
|
Name
|
Barclays PLC
|
b)
|
LEI
|
213800LBQA1Y9L22JB70
|
4.1
|
Details of the transaction(s): section to be repeated for (i) each
type of instrument; (ii) each type of transaction; (iii) each date;
and (iv) each place where transactions have been
conducted
|
a)
|
Description of the financial instrument, type of
instrument
Identification code
|
Ordinary shares with a nominal value of 25 pence each
("Shares")
GB0031348658
|
b)
|
Nature of the transaction
|
Disposal of Shares by Solium Capital UK Limited in its capacity as
administrator of the Barclays' nominee service.
|
c)
|
Price(s) and volume(s)
|
Price(s)
|
Volume(s):
Number of Shares sold
|
£1.6266 per Share
|
145,447
|
d)
|
Aggregated information
- Aggregated volume
- Price
|
Not applicable
|
e)
|
Date of the transaction
|
2022-05-24
|
f)
|
Place of the transaction
|
London Stock Exchange (XLON)
|
1
|
Details of the person discharging managerial responsibilities /
person closely associated
|
a)
|
Name
|
Taalib Shaah
|
2
|
Reason for the notification
|
a)
|
Position/status
|
Group Chief Risk Officer
|
b)
|
Initial notification /Amendment
|
Initial notification
|
3
|
Details of the issuer, emission allowance market participant,
auction platform, auctioneer or auction monitor
|
a)
|
Name
|
Barclays PLC
|
b)
|
LEI
|
213800LBQA1Y9L22JB70
|
4.1
|
Details of the transaction(s): section to be repeated for (i) each
type of instrument; (ii) each type of transaction; (iii) each date;
and (iv) each place where transactions have been
conducted
|
a)
|
Description of the financial instrument, type of
instrument
Identification code
|
Ordinary shares with a nominal value of 25 pence each
("Shares")
GB0031348658
|
b)
|
Nature of the transaction
|
Disposal of Shares by Solium Capital UK Limited in its capacity as
administrator of the Barclays' nominee service.
|
c)
|
Price(s) and volume(s)
|
Price(s)
|
Volume(s):
Number of Shares sold
|
£1.6270 per Share
|
56,712
|
d)
|
Aggregated information
- Aggregated volume
- Price
|
Not applicable
|
e)
|
Date of the transaction
|
2022-05-24
|
f)
|
Place of the transaction
|
London Stock Exchange (XLON)
|
For further information, please contact:
Investor Relations
|
Media Relations
|
Chris Manners
|
Jon Tracey
|
+44 (0) 20 7773 2136
|
+44 (0) 20 7116 4755
|
Exhibit
No. 7
26 May 2022
Barclays PLC
Transaction in own shares
Barclays PLC (the "Company") announces that it has purchased for
cancellation the following number of its ordinary shares of 25
pence each on the London Stock Exchange from J.P. Morgan Securities
plc as part of its buy-back announced on 24 May
2022
Date
of purchase:
|
25
May 2022
|
Number
of ordinary shares purchased:
|
10,249,998
|
Highest
price paid per share:
|
164.1000p
|
Lowest
price paid per share:
|
162.0800p
|
Volume
weighted average price paid per share:
|
163.4222p
|
The Company intends to cancel all of the purchased ordinary
shares.
Following the cancellation of the repurchased shares, the Company's
issued share capital consists of 16,751,904,137 ordinary
shares with voting rights.
There are no ordinary shares held in treasury.
The above figure (16,751,904,137) may be used by shareholders (and
others with notification obligations) as the denominator for the
calculation by which they will determine if they are required to
notify their interest in, or a change to their interest in, the
Company under the FCA's Disclosure Guidance and Transparency
Rules.
In accordance with Article 5(1)(b) of the Market Abuse Regulation
(EU) No 596/2014, as it forms part of Retained EU Law as defined in
the European Union (Withdrawal) Act 2018, a full breakdown of the
individual purchases of ordinary shares made by J.P. Morgan
Securities plc on behalf of the Company can be found
at:
http://www.rns-pdf.londonstockexchange.com/rns/8498M_1-2022-5-25.pdf
Since the commencement of the share buy-back programme announced
on 24 May 2022, the Company has
purchased 20,180,073 ordinary shares on the London Stock
Exchange in aggregate at a weighted average price of 162.7691p
per ordinary share.
- ENDS -
For further information, please contact:
Investor Relations
|
Media Relations
|
Chris Manners
|
Jon Tracey
|
+44 (0) 20 7773 2136
|
+44 (0) 20 7116 4755
|
Exhibit
No. 8
27 May 2022
Barclays PLC
Transaction in own shares
Barclays PLC (the "Company") announces that it has purchased for
cancellation the following number of its ordinary shares of 25
pence each on the London Stock Exchange from J.P. Morgan Securities
plc as part of its buy-back announced on 24 May
2022
Date
of purchase:
|
26
May 2022
|
Number
of ordinary shares purchased:
|
5,127,842
|
Highest
price paid per share:
|
165.9000p
|
Lowest
price paid per share:
|
164.0400p
|
Volume
weighted average price paid per share:
|
165.5649p
|
The Company intends to cancel all of the purchased ordinary
shares.
Following the cancellation of the repurchased shares, the Company's
issued share capital consists of 16,746,778,679 ordinary
shares with voting rights.
There are no ordinary shares held in treasury.
The above figure (16,746,778,679) may be used by shareholders (and
others with notification obligations) as the denominator for the
calculation by which they will determine if they are required to
notify their interest in, or a change to their interest in, the
Company under the FCA's Disclosure Guidance and Transparency
Rules.
In accordance with Article 5(1)(b) of the Market Abuse Regulation
(EU) No 596/2014, as it forms part of Retained EU Law as defined in
the European Union (Withdrawal) Act 2018, a full breakdown of the
individual purchases of ordinary shares made by J.P. Morgan
Securities plc on behalf of the Company can be found
at:
http://www.rns-pdf.londonstockexchange.com/rns/9983M_1-2022-5-26.pdf
Since the commencement of the share buy-back programme announced
on 24 May 2022, the Company has
purchased 25,307,915 ordinary shares on the London Stock
Exchange in aggregate at a weighted average price of 163.3356p
per ordinary share.
- ENDS -
For further information, please contact:
Investor Relations
|
Media Relations
|
Chris Manners
|
Jon Tracey
|
+44 (0) 20 7773 2136
|
+44 (0) 20 7116 4755
|
Exhibit
No. 9
30 May 2022
Barclays PLC
Transaction in own shares
Barclays PLC (the "Company") announces that it has purchased for
cancellation the following number of its ordinary shares of 25
pence each on the London Stock Exchange from J.P. Morgan Securities
plc as part of its buy-back announced on 24 May
2022
Date
of purchase:
|
27
May 2022
|
Number
of ordinary shares purchased:
|
3,318,690
|
Highest
price paid per share:
|
169.0000p
|
Lowest
price paid per share:
|
166.5600p
|
Volume
weighted average price paid per share:
|
167.7366p
|
The Company intends to cancel all of the purchased ordinary
shares.
Following the cancellation of the repurchased shares, the Company's
issued share capital consists of 16,743,482,815 ordinary
shares with voting rights.
There are no ordinary shares held in treasury.
The above figure (16,743,482,815) may be used by shareholders (and
others with notification obligations) as the denominator for the
calculation by which they will determine if they are required to
notify their interest in, or a change to their interest in, the
Company under the FCA's Disclosure Guidance and Transparency
Rules.
In accordance with Article 5(1)(b) of the Market Abuse Regulation
(EU) No 596/2014, as it forms part of Retained EU Law as defined in
the European Union (Withdrawal) Act 2018, a full breakdown of the
individual purchases of ordinary shares made by J.P. Morgan
Securities plc on behalf of the Company can be found
at:
http://www.rns-pdf.londonstockexchange.com/rns/1523N_1-2022-5-27.pdf
Since the commencement of the share buy-back programme announced
on 24 May 2022, the Company has
purchased 28,626,605 ordinary shares on the London Stock
Exchange in aggregate at a weighted average price of 163.8458p
per ordinary share.
- ENDS -
For further information, please contact:
Investor Relations
|
Media Relations
|
Chris Manners
|
Jon Tracey
|
+44 (0) 20 7773 2136
|
+44 (0) 20 7116 4755
|
Exhibit
No. 10
31 May 2022
Barclays PLC
Transaction in own shares
Barclays PLC (the "Company") announces that it has purchased for
cancellation the following number of its ordinary shares of 25
pence each on the London Stock Exchange from J.P. Morgan Securities
plc as part of its buy-back announced on 24 May
2022
Date
of purchase:
|
30
May 2022
|
Number
of ordinary shares purchased:
|
10,929,281
|
Highest
price paid per share:
|
172.7000p
|
Lowest
price paid per share:
|
170.1200p
|
Volume
weighted average price paid per share:
|
171.3979p
|
The Company intends to cancel all of the purchased ordinary
shares.
Following the cancellation of the repurchased shares, the Company's
issued share capital consists of 16,732,574,999 ordinary
shares with voting rights.
There are no ordinary shares held in treasury.
The above figure (16,732,574,999) may be used by shareholders (and
others with notification obligations) as the denominator for the
calculation by which they will determine if they are required to
notify their interest in, or a change to their interest in, the
Company under the FCA's Disclosure Guidance and Transparency
Rules.
In accordance with Article 5(1)(b) of the Market Abuse Regulation
(EU) No 596/2014, as it forms part of Retained EU Law as defined in
the European Union (Withdrawal) Act 2018, a full breakdown of the
individual purchases of ordinary shares made by J.P. Morgan
Securities plc on behalf of the Company can be found
at.
http://www.rns-pdf.londonstockexchange.com/rns/3041N_1-2022-5-30.pdf
Since the commencement of the share buy-back programme announced
on 24 May 2022, the Company has
purchased 39,555,886 ordinary shares on the London Stock
Exchange in aggregate at a weighted average price of 165.9324p
per ordinary share.
- ENDS -
For further information, please contact:
Investor Relations
|
Media Relations
|
Chris Manners
|
Jon Tracey
|
+44 (0) 20 7773 2136
|
+44 (0) 20 7116 4755
|
Exhibit
No. 11
Publication of Final Terms
The following final terms (the "Final Terms") are available for viewing:
Final Terms in relation to Barclays PLC's issue of EUR
1,000,000,000 2.885% Fixed
Rate Resetting Senior Callable Notes due January 2027, issued under
the Barclays PLC £60,000,000,000 Debt Issuance
Programme.
Please read the disclaimer below "Disclaimer - Intended
Addressees" before attempting
to access this service, as your right to do so is conditional upon
complying with the requirements set out below.
To view the full document, please paste the following URL into the
address bar of your browser.
https://home.barclays/investor-relations/fixed-income-investors/prospectus-and-documents/senior-securities-documentation/#public%20placements
A copy of the Final Terms has been submitted to the National
Storage Mechanism and will shortly be available for inspection
at: https://data.fca.org.uk/#/nsm/nationalstoragemechanism
For further information, please contact:
Barclays Treasury
1 Churchill Place
Canary Wharf
London E14 5HP
DISCLAIMER - INTENDED ADDRESSEES
IMPORTANT: You must read the following
before continuing: The
following applies to the Final Terms available by clicking on the
link above, and you are therefore advised to read this carefully
before reading, accessing or making any other use of the Final
Terms. In accessing the Final Terms, you agree to be bound by the
following terms and conditions, including any modifications to
them, any time you receive any information from us as a result of
such access.
The Final Terms referred to above must be read in conjunction with
the base prospectus dated 7 March 2022 (as supplemented by the
prospectus supplement dated 24 May 2022) which together constitute
a base prospectus (the "Prospectus") for the purposes of Regulation (EU) 2017/1129,
as it forms part of domestic law by virtue of the European Union
(Withdrawal) Act 2018, as amended (the "UK Prospectus
Regulation").
THE FINAL TERMS MAY NOT BE FORWARDED OR DISTRIBUTED OTHER THAN AS
PROVIDED BELOW AND MAY NOT BE REPRODUCED IN ANY MANNER WHATSOEVER.
THE FINAL TERMS MAY ONLY BE DISTRIBUTED OUTSIDE THE UNITED STATES
TO PERSONS THAT ARE NOT U.S. PERSONS AS DEFINED IN, AND IN RELIANCE
ON, REGULATION S UNDER THE U.S. SECURITIES ACT OF 1933, AS AMENDED
(THE "SECURITIES
ACT"). ANY FORWARDING,
DISTRIBUTION OR REPRODUCTION OF THE FINAL TERMS IN WHOLE OR IN PART
IS PROHIBITED. FAILURE TO COMPLY WITH THIS NOTICE MAY RESULT IN A
VIOLATION OF THE SECURITIES ACT OR THE APPLICABLE LAWS OF OTHER
JURISDICTIONS.
NOTHING IN THIS ELECTRONIC PUBLICATION CONSTITUTES AN OFFER OF
SECURITIES FOR SALE IN ANY JURISDICTION. ANY NOTES ISSUED OR TO BE
ISSUED PURSUANT TO THE FINAL TERMS AND THE PROSPECTUS HAVE NOT
BEEN, AND WILL NOT BE, REGISTERED UNDER THE SECURITIES ACT OR THE
SECURITIES LAWS OF ANY STATE OF THE UNITED STATES OR OTHER
JURISDICTION. ANY NOTES ISSUED OR TO BE ISSUED PURSUANT TO THE
FINAL TERMS AND THE PROSPECTUS MAY NOT BE OFFERED, SOLD, PLEDGED OR
OTHERWISE TRANSFERRED EXCEPT IN AN OFFSHORE TRANSACTION TO A PERSON
THAT IS NOT A U.S. PERSON IN ACCORDANCE WITH RULE 903 OR RULE 904
OF REGULATION S UNDER THE SECURITIES ACT.
Please note that the information contained in the Final Terms and
the Prospectus referred to above may be addressed to and/or
targeted at persons who are residents of particular countries
(specified in the Final Terms and/or the Prospectus) only and is
not intended for use and should not be relied upon by any person
outside these countries and/or to whom the offer contained in the
Final Terms and/or the Prospectus is not
addressed. Prior to relying on the
information contained in the Final Terms and/or the Prospectus you
must ascertain from the Final Terms and the Prospectus whether or
not you are part of the intended addressees of the information
contained therein.
Confirmation of your Representation: In order to be eligible to view the Final Terms
or make an investment decision with respect to any Notes issued or
to be issued pursuant to the Final Terms, you must be a person
other than a U.S. person (within the meaning of Regulation S under
the Securities Act). By accessing the Final Terms, you shall be
deemed to have represented that you and any customers you represent
are not U.S. persons, and that you consent to delivery of the Final
Terms via electronic publication.
You are reminded that the Final Terms have been made available to
you on the basis that you are a person into whose possession the
Final Terms may be lawfully delivered in accordance with the laws
of the jurisdiction in which you are located and you may not, nor
are you authorised to, deliver the Final Terms to any other
person.
The Final Terms do not constitute, and may not be used in
connection with, an offer or solicitation in any place where offers
or solicitations are not permitted by law. If a jurisdiction
requires that the offering be made by a licensed broker or dealer
and the underwriters or any affiliate of the underwriters is a
licensed broker or dealer in that jurisdiction, the offering shall
be deemed to be made by the underwriters or such affiliate on
behalf of the issuer in such jurisdiction. Under no
circumstances shall the Final Terms constitute an offer
to sell, or the solicitation of an offer to buy, nor shall there be
any sale of any Notes issued or to be issued pursuant to the
Final Terms, in any jurisdiction in which such offer,
solicitation or sale would be unlawful.
The Final Terms have been made available to you in an electronic
form. You are reminded that documents transmitted via this medium
may be altered or changed during the process of electronic
transmission and consequently none of the issuer, its advisers nor
any person who controls any of them nor any director, officer,
employee nor agent of it or affiliate of any such person accepts
any liability or responsibility whatsoever in respect of any
difference between the Final Terms made available to you in
electronic format and the hard copy version available to you on
request from the issuer.
Your right to access this service is conditional upon complying
with the above requirement.