Regulatory Capital Instruments 31 December 2019

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Regulatory Capital Instruments 31 December 2019 HSBC Bank plc Regulatory Capital Instruments 31 December 2019 This document is a disclosure document published as required by, and solely for the purpose of compliance with, Article 437(b) of Regulation (EU) No. 575/2013, as amended by Regulation (EU) 2019/876 ("CRR II") to provide a description of the main features of HSBC Bank plc’s capital instruments. The information contained in this document has been compiled in accordance with CRR II, Commission Implementing Regulation (EU) No 1423/2013, Q&A published by the European Banking Authority and regulatory guidance published by the UK Prudential Regulatory Authority. Assumptions on the regulatory treatment of the capital instruments described herein under CRR II reflect HSBC Bank plc’s interpretation of current rules. Disclosure in the required format has resulted in simplification and abbreviation of the features of the capital instruments described herein. The information contained in this document is not intended to be a comprehensive description of such capital instruments. No investor or prospective investor in any such capital instruments should rely upon the description contained in this document and HSBC shall not be liable for any inaccuracy or misstatement contained in this document. The full terms and conditions of the instruments, being HSBC Bank plc’s publicly issued instruments, are available via HSBC’s website (http://www.hsbc.com/investor-relations/fixed-income-securities) or by contacting Group Investor Relations ([email protected]). Information with respect to any instrument in this document should not be used for investment advice and does not constitute an offer to sell or solicitation of an offer to buy any such instrument or any advice or recommendation with respect to such instrument. When making a decision about your investments, you should seek the advice of a professional financial advisor. Page 1 of 50 HSBC Bank plc Regulatory Capital Instruments Contents Instrument Page Ordinary Shares 3 Non-Controlling Interest portion (HSBC Trinkaus & Burkhardt AG) 4 Non-Controlling Interest portion (HSBC Bank Malta plc) 5 EUR1,900m Undated Subordinated Resettable Additional Tier 1 Instruments issued 2015 (Callable December 2020 onwards) 6 GBP700m 5.844% Non-cumulative Step-up Perpetual Preferred Securities 7 GBP300m 5.862% Non-cumulative Step-up Perpetual Preferred Securities 8 Non-cumulative Third Dollar Preference Shares 9 EUR235m Undated Subordinated Resettable Additional Tier 1 Instruments issued 2016 (Callable 1 January 2022 onwards) 10 GBP555m Undated Subordinated Resettable Additional Tier 1 Instruments issued 2018 (Callable 28 March 2023 onwards) 11 EUR300m Undated Subordinated Resettable Additional Tier 1 Instruments issued 2018 (Callable 28 March 2023 onwards) 12 EUR200m 5.039% Undated Subordinated Additional Tier 1 Instruments issued 2019 (Callable 1 January 2025 onwards) 13 GBP500m 4.75% Undated Subordinated Additional Tier 1 Instruments issued 2019 (Callable 29 November 2024 onwards) 14 EUR250m 3.5% Undated Subordinated Additional Tier 1 Instruments issued 2019 (Callable 29 November 2024 onwards) 15 GBP431m 4.551% Undated Subordinated Additional Tier 1 Instruments issued 2019 (Callable 17 December 2024 onwards) 16 USD750m Undated Floating Rate Primary Capital Notes 17 USD500m Undated Floating Rate Primary Capital Notes 18 USD300m Undated Floating Rate Primary Capital Notes (Series 3) 19 GBP350m 5.375% Callable Subordinated Step-up Notes 2030 20 USD300m 7.65% Subordinated Notes 2025 21 GBP300m 6.5% Subordinated Notes 2023 22 GBP500m 5.375% Subordinated Notes 2033 23 GBP225m 6.25% Subordinated Notes 2041 24 GBP600m 4.75% Subordinated Notes 2046 25 USD450m Subordinated Floating Rate Notes 2021 26 GBP200m Subordinated Loan 2028 27 EUR300m Subordinated Loan 2028 28 EUR300m Floating Rate Subordinated Loan 2027 29 USD750m 3.43% Subordinated Loan 2022 30 USD750m 4.186% Subordinated Loan 2027 31 EUR1,500m Floating Subordinated Loan 2023 32 EUR2,000m 1.125% Subordinated Loan 2024 33 USD2,000m 3.5404% Subordinated Loan 2023 34 EUR1,250m 1.4648% Subordinated Loan 2027 35 EUR2,000m 1.728% Subordinated Loan 2024 36 EUR1,500m Floating Rate Subordinated Loan 2024 37 EUR20m 4.1% Schuldscheindarlehen 2020 38 EUR30m 4.77% Schuldscheindarlehen 2021 39 EUR10m 4.50% Schuldscheindarlehen 2021 40 EUR10m 5.5% Schuldscheindarlehen 2022 41 EUR10m 5.5% Schuldscheindarlehen 2023 42 EUR10m 4.21% Schuldscheindarlehen 2025 43 EUR5m 4.21% Schuldscheindarlehen 2025 44 EUR10m 5.5% Schuldscheindarlehen 2028 45 EUR37m Namensgenussschein 46 EUR52m Namensgenussschein 47 EUR16m, TSDI, TMO-0.25%, Perpetual 48 EUR260m Floating Rate Subordinated Loan 2029 49 HIGHLY RESTRICTED Page 2 of 50 Ordinary Shares 1 Issuer HSBC Bank plc Unique identifier 2 NA (eg CUSIP, ISIN or Bloomberg identifier for private placement) 3 Governing law(s) of the instrument English Law 4 Transitional CRR II rules Common Equity Tier 1 5 Post-transitional CRR II rules Common Equity Tier 1 6 Eligible at solo / (sub-) consolidated/ solo & (sub-) consolidated Solo & Consolidated 7 Instrument type (types to be specified by each jurisdiction) Ordinary Shares Amount recognised in regulatory capital 8 GBP 797.0 (Currency in million, as of most recent reporting date) 9 Nominal amount of instrument (Currency in million) GBP 797.0 9a Issue price NA 9b Redemption price NA 10 Accounting classification Shareholders' Equity 11 Original date of issuance Various 12 Perpetual or dated Perpetual 13 Original maturity date No Maturity 14 Issuer call subject to prior supervisory approval NA 15 Optional call date, contingent call dates and redemption amount NA 16 Subsequent call dates, if applicable NA 17 Fixed or floating dividend/coupon NA 18 Coupon rate and any related index NA 19 Existence of a dividend stopper No 20 a Fully discretionary, partially discretionary or mandatory (in terms of timing) NA 20 b Fully discretionary, partially discretionary or mandatory (in terms of amount) Fully discretionary 21 Existence of step up or other incentive to redeem NA 22 Noncumulative or cumulative Non-cumulative 23 Convertible or non-convertible Non-convertible 24 If convertible, conversion trigger (s) NA 25 If convertible, fully or partially NA 26 If convertible, conversion rate NA 27 If convertible, mandatory or optional conversion NA 28 If convertible, specify instrument type convertible into NA 29 If convertible, specify issuer of instrument it converts into NA 30 Write-down features NA 31 If write-down, write-down trigger(s) NA 32 If write-down, full or partial NA 33 If write-down, permanent or temporary NA 34 If temporary write-down, description of write-up mechanism NA Position in subordination hierarchy in liquidation (specify instrument type 35 Immediately subordinate to Additional Tier 1 immediately senior to instrument) 36 Non-compliant transitioned features No 37 If yes, specify non-compliant features NA Terms and Conditions Available upon request HIGHLY RESTRICTED Page 3 of 50 Non-Controlling Interest portion (HSBC Trinkaus & Burkhardt AG) HSBC Trinkaus & Burkhardt AG 1 Issuer (Non-Controlling Interest portion) Unique identifier 2 NA (eg CUSIP, ISIN or Bloomberg identifier for private placement) 3 Governing law(s) of the instrument NA 4 Transitional CRR II rules Common Equity Tier 1 5 Post-transitional CRR II rules Common Equity Tier 1 6 Eligible at solo / (sub-) consolidated/ solo & (sub-) consolidated Consolidated 7 Instrument type (types to be specified by each jurisdiction) Ordinary Shares Amount recognised in regulatory capital 8 GBP 344.4 (Currency in million, as of most recent reporting date) 9 Nominal amount of instrument (Currency in million) EUR 17.6 9a Issue price NA 9b Redemption price NA 10 Accounting classification Non-controlling interest in consolidated subsidiary 11 Original date of issuance NA 12 Perpetual or dated NA 13 Original maturity date NA 14 Issuer call subject to prior supervisory approval NA 15 Optional call date, contingent call dates and redemption amount NA 16 Subsequent call dates, if applicable NA 17 Fixed or floating dividend/coupon NA 18 Coupon rate and any related index NA 19 Existence of a dividend stopper NA 20 a Fully discretionary, partially discretionary or mandatory (in terms of timing) NA 20 b Fully discretionary, partially discretionary or mandatory (in terms of amount) NA 21 Existence of step up or other incentive to redeem NA 22 Noncumulative or cumulative NA 23 Convertible or non-convertible NA 24 If convertible, conversion trigger (s) NA 25 If convertible, fully or partially NA 26 If convertible, conversion rate NA 27 If convertible, mandatory or optional conversion NA 28 If convertible, specify instrument type convertible into NA 29 If convertible, specify issuer of instrument it converts into NA 30 Write-down features NA 31 If write-down, write-down trigger(s) NA 32 If write-down, full or partial NA 33 If write-down, permanent or temporary NA 34 If temporary write-down, description of write-up mechanism NA Position in subordination hierarchy in liquidation (specify instrument type 35 NA immediately senior to instrument) 36 Non-compliant transitioned features NA 37 If yes, specify non-compliant features NA Terms and Conditions Available upon request HIGHLY RESTRICTED Page 4 of 50 Non-Controlling Interest portion (HSBC Bank Malta plc) HSBC Bank Malta plc 1 Issuer (Non-Controlling Interest portion) Unique identifier 2 NA (eg CUSIP, ISIN or Bloomberg identifier for private placement) 3 Governing law(s) of the instrument NA 4 Transitional CRR II rules Common Equity Tier 1 5
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