Bond Stanchart PLC 2.678% ( XS2358287824 ) in USD

Stanchart PLC

100 % ⇌

United Kingdom

XS2358287824 ( in USD )

2.678% per year ( payment 2 times a year)

29/06/2032

Prospectus brochure of the bond Standard Chartered Plc XS2358287824 en USD 2.678%, maturity 29/06/2032

200 000 USD

1 250 000 000 USD

29/12/2025 ( In 170 days )

Standard Chartered PLC is a British multinational banking and financial services company headquartered in London, operating in Asia, Africa, and the Middle East, with a focus on emerging markets.

The Bond issued by Stanchart PLC ( United Kingdom ) , in USD, with the ISIN code XS2358287824, pays a coupon of 2.678% per year.
The coupons are paid 2 times per year and the Bond maturity is 29/06/2032

Final Terms
STANDARD CHARTERED PLC
and
STANDARD CHARTERED BANK
U.S.$77,500,000,000
Debt Issuance Programme
U.S.$1,250,000,000 2.678 per cent. Fixed Rate Reset Notes due 2032 (the "Notes")
Issued by
Standard Chartered PLC
Joint Lead Managers
BofA Securities, Inc.
Morgan Stanley & Co. LLC
RBC Capital Markets, LLC
Standard Chartered Bank
Co-Managers
Bank of Communications Co., Ltd. Hong Kong Branch (a joint stock company incorporated in
the People's Republic of China with limited liability)
Emirates NBD Bank PJSC
Fifth Third Securities, Inc.
First Abu Dhabi Bank
Itau BBA USA Securities, Inc.
Natixis Securities Americas LLC
The Bank of East Asia, Limited
The Standard Bank of South Africa Limited
United Overseas Bank Limited
The date of the Final Terms is 22 June 2021.

PART A CONTRACTUAL TERMS
PROHIBITION OF SALES TO EEA RETAIL INVESTORS The Notes are not intended to be offered,
sold or otherwise made available to and should not be offered, sold or otherwise made available to any
retail investor in the European Economic Area (the "EEA"). For these purposes, a retail investor means
a person who is one (or more) of: (i) a retail client as defined in point (11) of Article 4(1) of Directive
2014/65/EU (as amended "MiFID II"); (ii) a customer within the meaning of Directive (EU) 2016/97 as
amended or superseded (the "IDD"), where that customer would not qualify as a professional client as
defined in point (10) of Article 4(1) of MiFID II; or (iii) not a qualified investor as defined in Article 2 of
Regulation (EU) 2017/1129 (the "EU Prospectus Regulation"). Consequently no key information
document required by Regulation (EU) No 1286/2014 (as amended, the "EU PRIIPs Regulation") for
offering or selling the Notes or otherwise making them available to retail investors in the EEA has been
prepared and therefore offering or selling the Notes or otherwise making them available to any retail
investor in the EEA may be unlawful under the EU PRIIPs Regulation.
PROHIBITION OF SALES TO UK RETAIL INVESTORS The Notes are not intended to be offered,
sold or otherwise made available to and should not be offered, sold or otherwise made available to any
retail investor in the United Kingdom (the "UK"). For these purposes, a retail investor means a person
who is one (or more) of: (i) a retail client, as defined in point (8) of Article 2 of Regulation (EU) No
2017/565 as it forms part of the domestic law of the UK by virtue of the European Union (Withdrawal)
Act 2018 (the "EUWA"); (ii) a customer within the meaning of the provisions of the Financial Services
and Markets Act 2000 (the "FSMA") and any rules or regulations made under the FSMA to implement
the IDD, where that customer would not qualify as a professional client, as defined in point (8) of Article
2(1) of Regulation (EU) No 600/2014 as it forms part of the domestic law of the UK by virtue of the
EUWA ("UK MiFIR"); or (iii) not a qualified investor as defined in the EU Prospectus Regulation as it
forms part of the domestic law of the UK by virtue of the EUWA (the "UK Prospectus Regulation").
Consequently no key information document required by the EU PRIIPs Regulation as it forms part of
the domestic law of the UK by virtue of the EUWA (the "UK PRIIPs Regulation") for offering or selling
the Notes or otherwise making them available to retail investors in the UK has been prepared and
therefore offering or selling the Notes or otherwise making them available to any retail investor in the
UK may be unlawful under the UK PRIIPs Regulation.
UK MiFIR PRODUCT GOVERNANCE / PROFESSIONAL INVESTORS AND ELIGIBLE
COUNTERPARTIES ONLY TARGET MARKET Solely for the purposes of each manufacturer's
product approval process, the target market assessment in respect of the Notes has led to the
conclusion that: (i) the target market for the Notes is only eligible counterparties, as defined in the FCA
Handbook Conduct of Business Sourcebook ("COBS"), and professional clients, as defined in UK
MiFIR; and (ii) all channels for distribution of the Notes to eligible counterparties and professional clients
are appropriate. Any distributor should take into consideration the manufacturers' target market
assessment; however, a distributor subject to the FCA Handbook Product Intervention and Product
Governance Sourcebook is responsible for undertaking its own target market assessment in respect of
the Notes (by either adopting or refining the manufacturers' target market assessment) and determining
appropriate distribution channels.
NOTIFICATION UNDER SECTION 309B OF THE SECURITIES AND FUTURES ACT (CHAPTER
289) OF SINGAPORE, AS MODIFIED OR AMENDED FROM TIME TO TIME (THE "SFA") AND THE
SECURITIES AND FUTURES (CAPITAL MARKETS PRODUCTS) REGULATIONS 2018 OF
SINGAPORE (THE "CMP REGULATIONS 2018") In connection with Section 309(B) of the SFA and
the CMP Regulations 2018, unless otherwise specified before an offer of Notes, each Issuer has
determined, and hereby notifies all persons (including all relevant persons as defined in Section 309A(1)
of the SFA), that all Notes issued or to be issued under the Programme are prescribed capital markets
products (as defined in the CMP Regulations 2018) and Excluded Investment Products (as defined in
MAS Notice SFA 04-N12: Notice on the Sale of Investment Products and MAS Notice FAA-N16: Notice
on Recommendations on Investment Products).
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2

Terms used herein shall be deemed to be defined as such for the purposes of the Conditions set forth
in the Prospectus dated 15 June 2021 which constitutes (with the exception of certain sections) a base
prospectus (the "Base Prospectus") for the purposes of the UK Prospectus Regulation. This document
constitutes the Final Terms of the Notes described herein for the purposes of the UK Prospectus
Regulation and must be read in conjunction with the Base Prospectus in order to obtain all the relevant
information. The Base Prospectus is available for viewing at 1 Basinghall Avenue, London EC2V 5DD
and
https://www.sc.com/en/investors/credit-ratings-fixed-income/capital-securities-in-
issue/#debtissuance and copies may be obtained from 1 Basinghall Avenue, London EC2V 5DD.
1
Issuer:
Standard Chartered PLC
2
(i)
Series Number:
193
(ii)
Tranche Number:
1
(iii)
Date on which the Notes will be Not Applicable
consolidated and form a single
Series:
3
Currency or Currencies:
United States Dollars ("U.S.$")
4
Aggregate Nominal Amount:
(i)
Series:
U.S.$1,250,000,000
(ii)
Tranche:
U.S.$1,250,000,000
5
Issue Price:
100.00 per cent. of the Aggregate Nominal
Amount
6
Denominations:
U.S.$200,000 and integral multiples of
U.S.$1,000 in excess thereof
7
Calculation Amount:
U.S.$1,000
8
(i)
Issue Date:
29 June 2021
(ii)
Interest Commencement Date:
Issue Date
9
Maturity Date:
29 June 2032
10
Interest Basis:
Reset Notes
11
Redemption/Payment Basis:
Subject to any purchase and cancellation or
early redemption, the Notes will be redeemed
on the Maturity Date at 100 per cent. of their
nominal amount together with accrued interest
12
Change of Interest:
Not Applicable
13
Put/Call Options:
Issuer Call
Loss Absorption Disqualification Event Call
14
(i)
Status of the Notes:
Senior
(i)
Date Board approval for issuance of Not Applicable
Notes obtained:
(ii)
Events of Default:
Restrictive Events of Default
PROVISIONS RELATING TO INTEREST (IF ANY) PAYABLE
15
Fixed Rate Note Provisions
Not Applicable
16
Floating Rate Note Provisions
Not Applicable
17
Reset Note Provisions
Applicable
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(i)
Initial Rate of Interest:
2.678 per cent. per annum
(ii)
First Margin:
1.200 per cent. per annum
(iii)
Subsequent Margin:
Not Applicable
(iv)
Interest Payment Dates:
29 June and 29 December in each year,
commencing on 29 December 2021
(v)
First Interest Payment Date:
29 December 2021
(vi)
Fixed Coupon Amount up to (but U.S.$13.39 per Calculation Amount
excluding) the First Reset Date:
(vii)
Broken Amount(s):
Not Applicable
(viii) First Reset Date:
29 June 2031
(ix)
Second Reset Date:
Not Applicable
(x)
Subsequent Reset Date:
Not Applicable
(xi)
Reset Rate:
Reference Bond
(xii)
Relevant Screen Page:
Not Applicable
(xiii) Mid-Swap Rate:
Not Applicable
(xiv) Mid-Swap Floating Leg Benchmark: Not Applicable
(xv)
Mid-Swap Maturity:
Not Applicable
(xvi) U.S. Treasury Rate Maturity:
Not Applicable
(xvii) Day Count Fraction (Condition 4(j)): 30/360
(xviii) Relevant Time:
Not Applicable
(xix) Interest Determination Dates:
Not Applicable
(xx)
Business Day Convention:
Not Applicable
(xxi) Relevant Currency:
U.S. dollars
(xxii) Relevant Financial Centre(s)
Not Applicable
(Condition 4(k)):
(xxiii) Benchmark Discontinuation:
Not Applicable
- Lookback/Suspension Period
Not Applicable
18
Zero Coupon Note Provisions
Not Applicable
PROVISIONS RELATING TO REDEMPTION
19
Issuer Call
Applicable
(i)
Optional Redemption Date(s):
29 June 2031
(ii) Call Option Redemption Amount(s)
U.S.$1,000 per Calculation Amount
and method, if any, of calculation
of such amount(s):
(iii) Make Whole Redemption Amount
Not Applicable
(iv) If redeemable in part:
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(a) Minimum Call Option
Not Applicable
Redemption Amount:
(b) Maximum Call Option
Not Applicable
Redemption Amount:
(v)
Notice period:
As per Condition 5(d)
20
Regulatory Capital Call
Not Applicable
21
Loss Absorption Disqualification Event Applicable
Call
Redeemable on days other than Interest Yes
Payment Dates (Condition 5(f)):
22 Clean-up Call
Not Applicable
23
Put Option
Not Applicable
24
Final Redemption Amount of each Note U.S.$1,000 per Calculation Amount
25
Early Redemption Amount
(i)
Early Redemption Amount(s) per U.S.$1,000 per Calculation Amount
Calculation Amount payable on
redemption for taxation reasons,
due to Regulatory Capital Event or
due
to
Loss
Absorption
Disqualification Event or on event of
default:
(ii)
Redeemable on days other than Yes
Interest Payment Dates (Condition
5(c)):
(iii)
Unmatured Coupons to become Not Applicable
void upon early redemption (Bearer
Notes only) (Condition 6(f)):
GENERAL PROVISIONS APPLICABLE TO THE NOTES
26
Form of Notes:
Registered Notes
Unrestricted Global Certificate registered in the
name of a nominee for a common depositary for
Euroclear and Clearstream, Luxembourg
exchangeable for Definitive Certificates in the
limited circumstances specified in the
Unrestricted Global Certificate
Restricted Global Certificate registered in the
name of a nominee for DTC exchangeable for
Definitive Certificates in the limited
circumstances specified in the Restricted Global
Certificate
27
New Global Note:
No
28
Business Day Jurisdiction(s)
London and New York
(Condition 6(h)) or other special
provisions relating to Payment Dates:
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29
Talons for future Coupons to be
No
attached to Definitive Notes (and dates
on which such Talons mature):
THIRD PARTY INFORMATION
The rating definitions provided in Part B, Item 2 of these Final Terms have been extracted from the
websites of S&P, Fitch and Moody's. The Issuer confirms that such information has been accurately
reproduced and that, so far as it is aware and is able to ascertain from information published by S&P,
Fitch and Moody's (as applicable), no facts have been omitted which would render the reproduced
information inaccurate or misleading.
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Signed on behalf of the Issuer:
By: ___________________________________________
Duly authorised
A44961338

Part B Other Information
1
LISTING:

(i)
Listing:
Official List of the FCA and trading on the London Stock
Exchange

(ii) Admission to trading:
Application has been made by the Issuer (or on its behalf) for
the Notes to be admitted to trading on the London Stock
Exchange's regulated market with effect from 29 June 2021.

(iii) Estimated total expenses of £5,150
admission to trading:
2
RATINGS

Ratings:
The Notes to be issued are expected to be assigned the
following ratings:
S&P: BBB+
An obligation rated `BBB' exhibits adequate protection
parameters. However, adverse economic conditions or
changing circumstances are more likely to weaken the
obligor's capacity to meet its financial commitments on the
obligation. The plus (+) sign shows relative standing within
the rating categories.
(Source: S&P,
https://www.standardandpoors.com/en_US/web/guest/article/-
/view/sourceId/504352)
Moody's: A2
An obligation rated `A' is judged to be upper-medium grade
and are subject to low credit risk. The modifier `2' indicates a
mid-range ranking.
(Source: Moody's, https://www.moodys.com/ratings-
process/Ratings-Definitions/002002)
Fitch: A
An obligation rated `A' denotes an expectation of low default
risk. The capacity for payment of financial commitments is
considered strong. This capacity may, nevertheless, be more
vulnerable to adverse business or economic conditions than
is the case for higher ratings.
(Source, Fitch Ratings,
https://www.fitchratings.com/products/rating-definitions)
3
INTERESTS OF NATURAL AND LEGAL PERSONS INVOLVED IN THE ISSUE

Save for any fees payable to the Managers, so far as the Issuer is aware, no person involved in the
offer of the Notes has an interest material to the offer.

The Managers and their affiliates have engaged, and may in the future engage, in investment
banking and/or commercial banking transactions with, and may perform other services for, the Issuer
and its affiliates in the ordinary course of business.
4
YIELD

Indication of yield:
See "General Information" on page 211 of the Base
Prospectus.
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Calculated as 2.678 per cent. on the Issue Date in respect of
the period from (and including) the Issue Date to (but
excluding) the First Reset Date.
As set out above, the yield is calculated at the Issue Date on
the basis of the Issue Price. It is not an indication of future
yield.
5
ESTIMATED NET PROCEEDS

Estimated net proceeds
U.S.$1,245,625,000
6
OPERATIONAL INFORMATION

(i)
ISIN
(a)
Unrestricted
XS2358287824
Global
Registered
Certificate:
(b)
Restricted Global
US853254CC25
Registered
Certificate:

(ii)
Common Code:

Unrestricted
235828782
Global
Registered
Certificate:

(iii)
CUSIP Number:

Restricted Global
853254 CC2
Registered
Certificate:

(iv)
FISN:
(a)
Unrestricted
The FISN for the Notes will be as set out on the website of
Global
the Association of National Numbering Agencies (ANNA) or
Registered
alternatively sourced from the responsible National
Certificate:
Numbering Agency that assigned the ISIN.
(b)
Restricted Global
The FISN for the Notes will be as set out on the website of
Registered
the Association of National Numbering Agencies (ANNA) or
Certificate:
alternatively sourced from the responsible National
Numbering Agency that assigned the ISIN.

(v)
CFI Code:
(a)
Unrestricted
The CFI Code for the Notes will be as set out on the website
Global
of the Association of National Numbering Agencies (ANNA)
Registered
or alternatively sourced from the responsible National
Certificate:
Numbering Agency that assigned the ISIN.
(b)
Restricted Global
The CFI Code for the Notes will be as set out on the website
Registered
of the Association of National Numbering Agencies (ANNA)
Certificate:
or alternatively sourced from the responsible National
Numbering Agency that assigned the ISIN.

(vi)
Any clearing system(s) other
Not Applicable
than Euroclear Bank SA/NV,
Clearstream Banking, SA, the
CMU Service, DTC and the
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9

relevant identification
number(s):

(vii) Delivery:
Delivery free of payment in respect of the Unrestricted Notes
and delivery free of payment in respect of the Restricted
Notes

(viii) Names and addresses of
The Bank of New York Mellon, London Branch, One Canada
initial Paying Agent(s):
Square, London E14 5AL, United Kingdom

(ix)
Names and addresses of
Not Applicable
additional Paying Agent(s) (if
any):

(x)
Legal Entity Identifier:
U4LOSYZ7YG4W3S5F2G91

(xi)
Intended to be held in a
No. Whilst the designation is specified as "no" at the date of
manner which would allow
these Final Terms, should the Eurosystem eligibility criteria
Eurosystem eligibility:
be amended in the future such that the Notes are capable of
meeting them the Notes may then be deposited with one of
the ICSDs as common safekeeper, and registered in the
name of a nominee of one of the ICSDs acting as common
safekeeper. Note that this does not necessarily mean that
the Notes will then be recognised as eligible collateral for
Eurosystem monetary policy and intra day credit operations
by the Eurosystem at any time during their life. Such
recognition will depend upon the ECB being satisfied that
Eurosystem eligibility criteria have been met.

(xii) Relevant Benchmarks
Not Applicable
7
DISTRIBUTION

(i)
Method of distribution:
Syndicated

(ii) If syndicated:
(a)
Names of Managers:
Joint Lead Managers
BofA Securities, Inc.
Morgan Stanley & Co. LLC
RBC Capital Markets, LLC
Standard Chartered Bank
Co-Managers
Bank of Communications Co., Ltd. Hong Kong Branch (a joint
stock company incorporated in the People's Republic of
China with limited liability)
Emirates NBD Bank PJSC
Fifth Third Securities, Inc.
First Abu Dhabi Bank
Itau BBA USA Securities, Inc.
Natixis Securities Americas LLC
The Bank of East Asia, Limited
The Standard Bank of South Africa Limited
United Overseas Bank Limited
(b)
Stabilisation Manager(s)
Standard Chartered Bank
(if any):
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