Bond Stanchart PLC 3.603% ( XS2428496710 ) in USD

Stanchart PLC

100 % ⇌

United Kingdom

XS2428496710 ( in USD )

3.603% per year ( payment 2 times a year)

12/01/2033

Prospectus brochure of the bond Standard Chartered Plc XS2428496710 en USD 3.603%, maturity 12/01/2033

200 000 USD

750 000 000 USD

12/01/2026 ( In 163 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.

A notable fixed-income instrument, identified by ISIN XS2428496710, has been issued by Standard Chartered Plc, a leading United Kingdom-headquartered international banking and financial services group with a significant global presence across Asia, Africa, and the Middle East. This USD-denominated bond, part of a substantial $750,000,000 total issuance, carries a coupon rate of 3.603% and is currently trading at par (100%) on the market. With interest payments disbursed semi-annually and a maturity date set for January 12, 2033, this offering requires a minimum purchase size of $200,000, underscoring its targeting towards institutional or sophisticated investors.

Final Terms
STANDARD CHARTERED PLC
and
STANDARD CHARTERED BANK
U.S.$77,500,000,000
Debt Issuance Programme
U.S.$750,000,000 3.603 per cent. Fixed Rate Reset Dated Subordinated Notes due 2033 (the "Notes")
Issued by
Standard Chartered PLC
Joint Lead Managers
Goldman Sachs & Co. LLC
J.P. Morgan Securities LLC
Morgan Stanley & Co. LLC
Standard Chartered Bank
Co-Managers
Agricultural Bank of China Limited Hong Kong Branch
BNY Mellon Capital Markets, LLC
Emirates NBD Bank PJSC
First Abu Dhabi Bank
Industrial and Commercial Bank of China (Asia) Limited
Natixis Securities Americas LLC
Rand Merchant Bank, a division of FirstRand Bank Ltd (London Branch)
Scotia Capital (USA) Inc.
Wells Fargo Securities, LLC
The date of the Final Terms is 5 January 2022.

PART A CONTRACTUAL TERMS
THE NOTES HAVE NOT BEEN AND WILL NOT BE REGISTERED UNDER THE U.S. SECURITIES ACT
1933 (THE "SECURITIES ACT") OR WITH ANY SECURITIES REGULATORY AUTHORITY OF ANY STATE
OR OTHER JURISDICTION OF THE UNITED STATES.
THE NOTES ARE ISSUED IN REGISTERED FORM ("REGISTERED NOTES") AND MAY BE OFFERED
AND SOLD (I) IN THE UNITED STATES OR TO U.S. PERSONS IN RELIANCE ON RULE 144A UNDER THE
SECURITIES ACT ("RULE 144A") ONLY TO QUALIFIED INSTITUTIONAL BUYERS ("QIBS"), AS DEFINED
IN RULE 144A AND (II) OUTSIDE THE UNITED STATES TO NON-U.S. PERSONS IN RELIANCE ON
REGULATION S UNDER THE SECURITIES ACT.
THE NOTES HAVE NOT BEEN APPROVED OR DISAPPROVED BY THE U.S. SECURITIES AND
EXCHANGE COMMISSION, OR ANY SECURITIES REGULATORY AUTHORITY OF ANY STATE OR
OTHER JURISDICTION OF THE UNITED STATES, NOR HAVE ANY OF THE FOREGOING AUTHORITIES
PASSED UPON OR ENDORSED THE MERITS OF THE OFFERING OF NOTES OR THE ACCURACY OR
ADEQUACY OF THIS DOCUMENT.
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 Article 2 of 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.
MiFID II PRODUCT GOVERNANCE / PROFESSIONAL INVESTORS AND ELIGIBLE
COUNTERPARTIES ONLY TARGET MARKET Solely for the purposes of the 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 eligible counterparties and professional clients only, each as defined in
MiFID II; and (ii) all channels for distribution of the Notes to eligible counterparties and professional clients

are appropriate. Any person subsequently offering, selling or recommending the Notes (a "distributor")
should take into consideration the manufacturer's target market assessment; however, a distributor subject
to MiFID II is responsible for undertaking its own target market assessment in respect of the Notes (by
either adopting or refining the manufacturer's target market assessment) and determining appropriate
distribution channels.
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, the Issuer has determined, and hereby notifies all persons (including all
relevant persons as defined in Section 309A(1) of the SFA), that the Notes 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).
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, together with the supplementary Prospectuses dated 11
August 2021, 3 November 2021 and 4 January 2022 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/ and copies may be obtained from 1 Basinghall Avenue, London EC2V
5DD.
1.
Issuer:
Standard Chartered PLC
2.
(i)
Series Number:
198
(ii)
Tranche Number:
1
(iii)
Date on which the Notes will Not Applicable
be consolidated and form a
single Series:
3.
Currency or Currencies:
United States Dollars ("U.S.$")
4.
Aggregate Nominal Amount:

(i)
Series:
U.S.$750,000,000
(ii)
Tranche:
U.S.$750,000,000
5.
Issue Price:
100 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:
12 January 2022
(ii)
Interest Commencement Issue Date
Date:
9.
Maturity Date:
12 January 2033
10.
Interest Basis:
Reset Notes
(see paragraph 17 below)
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
12.
Change of Interest:
Not Applicable
13.
Put/Call Options:
Issuer Call
Regulatory Capital Call
14.
(i)
Status of the Notes:
Dated Subordinated
(ii)
Date Board approval for
Not Applicable
issuance of Notes
obtained:
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
(i)
Initial Rate of Interest:
3.603 per cent. per annum
(ii)
First Margin:
1.900 per cent. per annum
(iii)
Subsequent Margin:
Not Applicable
(iv)
Interest Payment Dates:
12 January and 12 July in each year, commencing
on 12 July 2022
(v)
First Interest Payment
12 July 2022
Date:

(vi)
Fixed Coupon Amount up
U.S.$18.015 per Calculation Amount
to (but excluding) the First
Reset Date:
(vii)
Broken Amount(s):
Not Applicable
(viii)
First Reset Date:
12 January 2032
(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
Not Applicable
Benchmark:
(xv)
Mid-Swap Maturity:
Not Applicable
(xvi)
U.S. Treasury Rate
Not Applicable
Maturity:
(xvii)
Day Count Fraction
30/360
(Condition 4(k)):
(xviii) Relevant Time:
Not Applicable
(xix)
Interest Determination
Not Applicable
Dates:
(xx)
Business Day Convention:
Not Applicable
(xxi)
Relevant Currency:
U.S. dollars
(xxii)
Relevant Financial
Not Applicable
Centre(s) (Condition 4(k)):
(xxiii)
Benchmark
Not Applicable
Discontinuation:
Lookback/
Not Applicable
Suspension
Period
18.
Zero Coupon Note Provisions
Not Applicable

PROVISIONS RELATING TO REDEMPTION
19.
Issuer Call
Applicable
(i)
Optional Redemption
12 January 2032
Date(s):
(ii)
Call Option Redemption
U.S.$1,000 per Calculation Amount
Amount(s) and method, if

any, of calculation of such
amount(s):
(iii)
Make Whole Redemption
Not Applicable
Amount
(iv)
If redeemable in part:
(a)
Minimum Call
Not Applicable
Option
Redemption
Amount:
(b)
Maximum Call
Not Applicable
Option
Redemption
Amount:
(v)
Notice period:
As per Condition 5(d)
20.
Regulatory Capital Call
Applicable
Redeemable on days other than
Yes
Interest Payment Dates (Condition
5(e)):
21.
Loss Absorption Disqualification Not Applicable
Event Call
22.
Clean-up Call
Not Applicable
23.
Put Option
Not Applicable
24.
Final Redemption Amount of
U.S.$1,000 per Calculation Amount
each Note
25.
Early Redemption Amount
(i)
Early Redemption
U.S.$1,000 per Calculation Amount
Amount(s) per 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 Yes
than Interest Payment
Dates (Condition 5(c)):
(iii)
Unmatured Coupons to
Not Applicable
become 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:
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.

Signed on behalf of the Issuer:
By: ___________________________________________
Duly authorised
Richard Staff
MD, Head, Capital Issuance & Term Funding

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 main market
with effect from 12 January 2022.
(iii)
Estimated total expenses of
£6,000
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 minus (-) 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: Baa2
An obligation rated 'Baa' is judged to be
medium-grade and subject to moderate credit
risk and as such may possess certain
speculative characteristics. The modifier `2'
indicates a mid-range ranking.
(Source: Moody's,
https://www.moodys.com/ratings-
process/Ratings-Definitions/002002)
Fitch: BBB+
An obligation rated `BBB' indicates that
expectations of default are currently low. The
capacity for payment of financial commitments
is considered adequate, but adverse business
or economic conditions are more likely to impair
this capacity. The modifier "+" appended to the
rating denotes relative status within major rating
categories.

(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 215 of the
Base Prospectus.
Calculated as 3.603 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.$746,625,000
6.
OPERATIONAL INFORMATION
(i)
ISIN:
(a)
Unrestricted Global
XS2428496710
Registered Certificate:
(b)
Restricted Global
US853254CH12
Registered Certificate:
(ii) Common Code:
Unrestricted Global
242849671
Registered Certificate:
(iii) CUSIP Number:
Restricted Global
853254CH1
Registered Certificate:
(iv)
FISN:
(a)
Unrestricted Global
The FISN for the Notes will be as set out on the
Registered Certificate:
website of the Association of National Numbering
Agencies (ANNA) or alternatively sourced from
the responsible National Numbering Agency that
assigned the ISIN.