Obligation Barclay PLC 0% ( US06747E4199 ) en USD

Barclay PLC

100 % ▲

Royaume-Uni

US06747E4199 ( en USD )

23/12/2022 - Obligation échue

Prospectus brochure de l'obligation Barclays PLC US06747E4199 en USD 0%, échue

1 000 USD

7 567 000 USD

06747E419

N/A

Barclays PLC est une banque multinationale britannique offrant une large gamme de services financiers, notamment la banque de détail, la gestion de patrimoine, la banque d'investissement et les cartes de crédit, opérant dans de nombreux pays à travers le monde.

Le marché financier a récemment enregistré le remboursement d'un instrument obligataire significatif émis par Barclays PLC, une institution bancaire et financière britannique d'envergure mondiale, reconnue pour ses opérations étendues dans la banque de détail, la banque d'entreprise, la banque d'investissement et la gestion d'actifs. Cette obligation spécifique, identifiée par le code ISIN US06747E4199 et son code CUSIP 06747E419, était libellée en dollars américains (USD) et présentait une caractéristique notable : un taux d'intérêt de 0%, ce qui peut indiquer une structure particulière ou une émission à escompte. L'émission totale représentait un volume de 7 567 000 unités de cette devise, avec une taille minimale d'achat fixée à 1 000 USD pour les investisseurs. Ayant atteint sa date de maturité le 23 décembre 2022, cette obligation a été intégralement remboursée, comme en témoigne son prix de marché qui s'affichait à 100% au moment de l'échéance, confirmant la bonne exécution des engagements de l'émetteur. Bien que le taux de coupon fût nul, une fréquence de paiement des intérêts semestrielle était spécifiée pour cet instrument. Il est à noter que l'agence de notation Moody's n'avait pas attribué de notation spécifique à cette émission (NR - Not Rated), ce qui est un élément d'information pertinent pour l'analyse de cette classe d'actifs.

424B2 1 dp118096_424b2-2814ms.htm FORM 424B2

December 2019
Registration Statement No. 333-232144
Pricing Supplement dated December 20, 2019
Filed pursuant to Rule 424(b)(2)
STRUCTURED INVESTMENTS
Opportunities in International Equities
Contingent Income Auto-Callable Securities due December 23, 2022
Ba se d on t he V a lue of t he iSha re s® M SCI Bra zil ET F
Princ ipa l a t Risk Se c urit ie s
Unlike conventional debt securities, the securities do not guarantee the payment of interest or any return of principal at maturity. Instead, the securities
offer the opportunity for investors to receive a contingent quarterly payment equal to 2.00% of the stated principal amount with respect to each quarterly
determination date on which the closing price of the underlier is greater than or equal to 70% of the initial underlier value, which we refer to as the
downside threshold level. If the closing price of the underlier is greater than or equal to the initial underlier value on any determination date (other than
the final determination date), the securities will be automatically redeemed for an amount per security equal to the stated principal amount plus the
contingent quarterly payment otherwise due. However, if on any determination date the closing price of the underlier is less than the initial underlier value,
the securities will not be redeemed and if that closing price is less than the downside threshold level, investors will not receive any contingent quarterly
payment for the related quarterly period. If the securities are not redeemed prior to maturity and the final underlier value is greater than or equal to the
downside threshold level, the payment at maturity due on the securities will be equal to the stated principal amount plus the contingent quarterly payment
otherwise due. However, if the securities are not redeemed prior to maturity and the final underlier value is less than the downside threshold level, at
maturity investors will lose 1% of the stated principal amount for every 1% that the final underlier value is less than the initial underlier value. Under these
circumstances, the amount investors receive will be less than 70% of the stated principal amount and could be zero. The securities are for investors who
are willing and able to risk their principal and forgo guaranteed interest payments, in exchange for the opportunity to receive contingent quarterly
payments at a potentially above-market rate, subject to automatic early redemption. Investors will not participate in any appreciation of the underlier even
though investors will be exposed to the depreciation in the value of the underlier if the securities have not been redeemed prior to maturity and the final
underlier value is less than the downside threshold level. I nve st ors m a y lose t he ir e nt ire init ia l inve st m e nt in t he se c urit ie s. T he
se c urit ie s a re unse c ure d a nd unsubordina t e d de bt obliga t ions of Ba rc la ys Ba nk PLC. Any pa ym e nt on t he se c urit ie s, inc luding
a ny re pa ym e nt of princ ipa l, is subje c t t o t he c re dit w ort hine ss of Ba rc la ys Ba nk PLC a nd is not gua ra nt e e d by a ny t hird pa rt y.
I f Ba rc la ys Ba nk PLC w e re t o de fa ult on it s pa ym e nt obliga t ions or be c om e subje c t t o t he e x e rc ise of a ny U .K . Ba il-in Pow e r
(a s de sc ribe d on pa ge 5 of t his doc um e nt ) by t he re le va nt U .K . re solut ion a ut horit y, you m ight not re c e ive a ny a m ount s ow e d
t o you unde r t he se c urit ie s. Se e "Risk Fa c t ors" a nd "Conse nt t o U .K . Ba il-in Pow e r" in t his doc um e nt a nd "Risk Fa c t ors" in t he
a c c om pa nying prospe c t us supple m e nt .
FI N AL T ERM S

I ssue r:
Barclays Bank PLC
Re fe re nc e a sse t * :
iShares® MSCI Brazil ETF (Bloomberg ticker symbol "EWZ") (the "underlier")
Aggre ga t e princ ipa l
$7,567,000
a m ount :
St a t e d princ ipa l
$10 per security
a m ount :
I nit ia l issue pric e :
$10 per security (see "Commissions and initial issue price" below)
Pric ing da t e :
December 20, 2019
Origina l issue da t e :
December 26, 2019
M a t urit y da t e * :
December 23, 2022
Aut om a t ic e a rly
If, on any determination date other than the final determination date, the closing price of the underlier is greater than or
re de m pt ion:
equal to the initial underlier value, the securities will be automatically redeemed for an early redemption payment on the
contingent payment date immediately following that determination date. T he se c urit ie s w ill not be re de e m e d
e a rly if t he c losing pric e of t he unde rlie r is le ss t ha n t he init ia l unde rlie r va lue on t he re la t e d
de t e rm ina t ion da t e . N o furt he r pa ym e nt s w ill be m a de on t he se c urit ie s a ft e r t he y ha ve be e n
re de e m e d.
Ea rly re de m pt ion
The early redemption payment will be an amount per security equal to (i) the stated principal amount plus (ii) the
pa ym e nt :
contingent quarterly payment otherwise due.
Cont inge nt qua rt e rly
· If, on any determination date, the closing price of the underlier is greater than or equal to the downside
pa ym e nt :
threshold level, we will pay a contingent quarterly payment of $0.20 (2.00% of the stated principal amount) per
security on the related contingent payment date.
· If, on any determination date, the closing price of the underlier is less than the downside threshold level, no
contingent quarterly payment will be made with respect to that determination date.
Pa ym e nt a t m a t urit y:
If the securities are not redeemed prior to maturity, you will receive on the maturity date a cash payment per security
determined as follows:
· If the final underlier value is greater than or equal to the downside threshold level:
(i) stated principal amount plus (ii) the contingent quarterly payment otherwise due
· If the final underlier value is less than the downside threshold level:
stated principal amount × underlier performance factor
Under these circumstances, the payment at maturity will be less than the stated principal amount of $10 and will
represent a loss of more than 30%, and possibly all, of an investor's initial investment. Investors may lose their
entire initial investment in the securities. Any payment on the securities, including any repayment of principal, is
not guaranteed by any third party and is subject to (a) the creditworthiness of Barclays Bank PLC and (b) the
risk of exercise of any U.K. Bail-in Power by the relevant U.K. resolution authority.
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U .K . Ba il-in Pow e r
Notwithstanding any other agreements, arrangements or understandings between Barclays Bank PLC and any holder or
a c k now le dgm e nt :
beneficial owner of the securities, by acquiring the securities, each holder and beneficial owner of the securities
acknowledges, accepts, agrees to be bound by and consents to the exercise of, any U.K. Bail-in Power by the relevant
U.K. resolution authority. See "Consent to U.K. Bail-in Power" on page 5 of this document.
Dow nside t hre shold
$32.375, which is equal to 70% of the initial underlier value (rounded to three decimal places)
le ve l* :
I nit ia l unde rlie r va lue * :
$46.25, which is the closing price of the underlier on the pricing date
Fina l unde rlie r va lue * :
The closing price of the underlier on the final determination date

(terms continued on the next page)
Com m issions a nd init ia l issue
I nit ia l issue
Pric e t o public (1)
Age nt 's c om m issions
Proc e e ds t o issue r
pric e :
pric e (1)
$0.20(2)
Pe r se c urit y
$10
$10
$9.75
$0.05(3)
T ot a l
$7,567,000
$7,567,000
$189,175
$7,377,825
(1 ) Our e st im a t e d va lue of t he se c urit ie s on t he pric ing da t e , ba se d on our int e rna l pric ing m ode ls, is $ 9 .7 0 3 pe r se c urit y. T he
e st im a t e d va lue is le ss t ha n t he init ia l issue pric e of t he se c urit ie s. Se e "Addit iona l I nform a t ion Re ga rding Our Est im a t e d
V a lue of t he Se c urit ie s" on pa ge 4 of t his doc um e nt .
(2 ) M orga n St a nle y We a lt h M a na ge m e nt a nd it s fina nc ia l a dvisors w ill c olle c t ive ly re c e ive from t he a ge nt , Ba rc la ys Ca pit a l
I nc ., a fix e d sa le s c om m ission of $ 0 .2 0 for e a c h se c urit y t he y se ll. Se e "Supple m e nt a l Pla n of Dist ribut ion" in t his
doc um e nt .
(3 ) Re fle c t s a st ruc t uring fe e pa ya ble t o M orga n St a nle y We a lt h M a na ge m e nt by t he a ge nt or it s a ffilia t e s of $ 0 .0 5 for e a c h
se c urit y.
One or more of our affiliates may purchase up to 15% of the aggregate principal amount of the securities and hold such securities for investment for a
period of at least 30 days. Accordingly, the total principal amount of the securities may include a portion that was not purchased by investors on the
original issue date. Any unsold portion held by our affiliate(s) may affect the supply of securities available for secondary trading and, therefore, could
adversely affect the price of the securities in the secondary market. Circumstances may occur in which our interests or those of our affiliates could be in
conflict with your interests.
I nve st ing in t he se c urit ie s involve s risk s not a ssoc ia t e d w it h a n inve st m e nt in c onve nt iona l de bt se c urit ie s. Se e "Risk
Fa c t ors" be ginning on pa ge 1 2 of t his doc um e nt a nd on pa ge S -7 of t he prospe c t us supple m e nt . Y ou should re a d t his
doc um e nt t oge t he r w it h t he re la t e d prospe c t us, prospe c t us supple m e nt a nd unde rlying supple m e nt , e a c h of w hic h c a n be
a c c e sse d via t he hype rlink s be low , be fore you m a k e a n inve st m e nt de c ision.
T he se c urit ie s w ill not be list e d on a ny U .S. se c urit ie s e x c ha nge or quot a t ion syst e m . N e it he r t he U .S. Se c urit ie s a nd
Ex c ha nge Com m ission (t he "SEC") nor a ny st a t e se c urit ie s c om m ission ha s a pprove d or disa pprove d of t he se c urit ie s or
de t e rm ine d t ha t t his doc um e nt is t rut hful or c om ple t e . Any re pre se nt a t ion t o t he c ont ra ry is a c rim ina l offe nse .
We m a y use t his doc um e nt in t he init ia l sa le of t he se c urit ie s. I n a ddit ion, Ba rc la ys Ca pit a l I nc . or a not he r of our a ffilia t e s
m a y use t his doc um e nt in m a rk e t re sa le t ra nsa c t ions in a ny of t he se c urit ie s a ft e r t he ir init ia l sa le . U nle ss w e or our a ge nt
inform s you ot he rw ise in t he c onfirm a t ion of sa le , t his doc um e nt is be ing use d in a m a rk e t re sa le t ra nsa c t ion.
T he se c urit ie s c onst it ut e our unse c ure d a nd unsubordina t e d obliga t ions. T he se c urit ie s a re not de posit lia bilit ie s of Ba rc la ys
Ba nk PLC a nd a re not c ove re d by t he U .K . Fina nc ia l Se rvic e s Com pe nsa t ion Sc he m e or insure d by t he U .S. Fe de ra l De posit
I nsura nc e Corpora t ion or a ny ot he r gove rnm e nt a l a ge nc y or de posit insura nc e a ge nc y of t he U nit e d St a t e s, t he U nit e d
K ingdom or a ny ot he r jurisdic t ion.
Prospe c t us da t e d August 1 , 2 0 1 9 Prospe c t us Supple m e nt da t e d August 1 , 2 0 1 9 U nde rlying Supple m e nt da t e d August 1 , 2 0 1 9

Contingent Income Auto-Callable Securities due December 23, 2022
Ba se d on t he V a lue of t he iSha re s® M SCI Bra zil ET F
Princ ipa l a t Risk Se c urit ie s
Terms continued from previous page:
U nde rlie r pe rform a nc e
final underlier value / initial underlier value
fa c t or:
De t e rm ina t ion da t e s :
March 20, 2020, June 22, 2020, September 21, 2020, December 21, 2020, March 22, 2021, June 21, 2021, September
20, 2021, December 20, 2021, March 21, 2022, June 20, 2022, September 20, 2022 and December 20, 2022. We also
refer to December 20, 2022 as the final determination date.
Cont inge nt pa ym e nt
March 25, 2020, June 25, 2020, September 24, 2020, December 24, 2020, March 25, 2021, June 24, 2021, September
da t e s :
23, 2021, December 23, 2021, March 24, 2022, June 23, 2022, September 23, 2022 and the maturity date
Closing pric e * :
Closing price has the meaning set forth under "Reference Assets--Exchange-Traded Funds--Special Calculation
Provisions" in the prospectus supplement.
Addit iona l t e rm s:
Terms used in this document, but not defined herein, will have the meanings ascribed to them in the prospectus
supplement.
CU SI P / I SI N :
06747E419 / US06747E4199
List ing:
The securities will not be listed on any securities exchange.
Se le c t e d de a le r:
Morgan Stanley Wealth Management ("MSWM")

*
If the shares of the underlier are de-listed or if the underlier is liquidated or otherwise terminated, the calculation agent may select a successor fund
or, if no successor fund is available, may accelerate the maturity date. In addition, in the case of certain events related to the underlier, the calculation
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agent may adjust any variable, including but not limited to, the underlier, initial underlier value, final underlier value, downside threshold level and
closing price of the underlier if the calculation agent determines that the event has a diluting or concentrative effect on the theoretical value of the
shares of the underlier. For more information, see "Reference Assets--Exchange-Traded Funds--Adjustments Relating to Securities with an
Exchange-Traded Fund as a Reference Asset" in the accompanying prospectus supplement.

Each determination date may be postponed if that determination date is not a scheduled trading day or if a market disruption event occurs on that
determination date as described under "Reference Assets--Exchange-Traded Funds--Market Disruption Events for Securities with an Exchange-
Traded Fund That Holds Equity Securities as a Reference Asset" in the accompanying prospectus supplement. In addition, a contingent payment date
and/or the maturity date will be postponed if that day is not a business day or if the relevant determination date is postponed as described under
"Terms of the Notes--Payment Dates" in the accompanying prospectus supplement.

Ba rc la ys Ca pit a l I nc .
December 2019
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Contingent Income Auto-Callable Securities due December 23, 2022
Ba se d on t he V a lue of t he iSha re s® M SCI Bra zil ET F
Princ ipa l a t Risk Se c urit ie s
Additional Terms of the Securities

You should read this document together with the prospectus dated August 1, 2019, as supplemented by the prospectus supplement dated August 1,
2019 relating to our Global Medium-Term Notes, Series A, of which the securities are a part, and the underlying supplement dated August 1, 2019. This
document, together with the documents listed below, contains the terms of the securities and supersedes all prior or contemporaneous oral statements as
well as any other written materials including preliminary or indicative pricing terms, correspondence, trade ideas, structures for implementation, sample
structures, brochures or other educational materials of ours. You should carefully consider, among other things, the matters set forth under "Risk Factors"
in the prospectus supplement, as the securities involve risks not associated with conventional debt securities. We urge you to consult your investment,
legal, tax, accounting and other advisors before you invest in the securities.

You may access these documents on the SEC website at www.sec.gov as follows (or if such address has changed, by reviewing our filings for the
relevant date on the SEC website):

Prospectus dated August 1, 2019:
http://www.sec.gov/Archives/edgar/data/312070/000119312519210880/d756086d424b3.htm

Prospectus supplement dated August 1, 2019:
http://www.sec.gov/Archives/edgar/data/312070/000095010319010190/dp110493_424b2-prosupp.htm

Underlying supplement dated August 1, 2019:
http://www.sec.gov/Archives/edgar/data/312070/000095010319010191/dp110497_424b2-underlying.htm

Our SEC file number is 1-10257 and our Central Index Key, or CIK, on the SEC website is 0000312070. As used in this document, "we," "us" and "our"
refer to Barclays Bank PLC.

In connection with this offering, Morgan Stanley Wealth Management is acting in its capacity as a selected dealer.

December 2019
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Contingent Income Auto-Callable Securities due December 23, 2022
Ba se d on t he V a lue of t he iSha re s® M SCI Bra zil ET F
Princ ipa l a t Risk Se c urit ie s
Additional Information Regarding Our Estimated Value of the Securities

Our internal pricing models take into account a number of variables and are based on a number of subjective assumptions, which may or may not
materialize, typically including volatility, interest rates and our internal funding rates. Our internal funding rates (which are our internally published
borrowing rates based on variables, such as market benchmarks, our appetite for borrowing and our existing obligations coming to maturity) may vary
from the levels at which our benchmark debt securities trade in the secondary market. Our estimated value on the pricing date is based on our internal
funding rates. Our estimated value of the securities might be lower if such valuation were based on the levels at which our benchmark debt securities
trade in the secondary market.

Our estimated value of the securities on the pricing date is less than the initial issue price of the securities. The difference between the initial issue price
of the securities and our estimated value of the securities results from several factors, including any sales commissions to be paid to Barclays Capital Inc.
or another affiliate of ours, any selling concessions, discounts, commissions or fees to be allowed or paid to non-affiliated intermediaries, the estimated
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profit that we or any of our affiliates expect to earn in connection with structuring the securities, the estimated cost that we may incur in hedging our
obligations under the securities, and estimated development and other costs that we may incur in connection with the securities.

Our estimated value on the pricing date is not a prediction of the price at which the securities may trade in the secondary market, nor will it be the price
at which Barclays Capital Inc. may buy or sell the securities in the secondary market. Subject to normal market and funding conditions, Barclays Capital
Inc. or another affiliate of ours intends to offer to purchase the securities in the secondary market but it is not obligated to do so.

Assuming that all relevant factors remain constant after the pricing date, the price at which Barclays Capital Inc. may initially buy or sell the securities in
the secondary market, if any, and the value that we may initially use for customer account statements, if we provide any customer account statements at
all, may exceed our estimated value on the pricing date for a temporary period expected to be approximately 40 days after the initial issue date of the
securities because, in our discretion, we may elect to effectively reimburse to investors a portion of the estimated cost of hedging our obligations under
the securities and other costs in connection with the securities that we will no longer expect to incur over the term of the securities. We made such
discretionary election and determined this temporary reimbursement period on the basis of a number of factors, which may include the tenor of the
securities and/or any agreement we may have with the distributors of the securities. The amount of our estimated costs that we effectively reimburse to
investors in this way may not be allocated ratably throughout the reimbursement period, and we may discontinue such reimbursement at any time or
revise the duration of the reimbursement period after the initial issue date of the securities based on changes in market conditions and other factors that
cannot be predicted.

We urge you t o re a d "Risk Fa c t ors" be ginning on pa ge 1 2 of t his doc um e nt .

December 2019
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Contingent Income Auto-Callable Securities due December 23, 2022
Ba se d on t he V a lue of t he iSha re s® M SCI Bra zil ET F
Princ ipa l a t Risk Se c urit ie s
Consent to U.K. Bail-in Power

N ot w it hst a nding a ny ot he r a gre e m e nt s, a rra nge m e nt s or unde rst a ndings be t w e e n us a nd a ny holde r or be ne fic ia l ow ne r of
t he se c urit ie s, by a c quiring t he se c urit ie s, e a c h holde r a nd be ne fic ia l ow ne r of t he se c urit ie s a c k now le dge s, a c c e pt s, a gre e s
t o be bound by a nd c onse nt s t o t he e x e rc ise of, a ny U .K . Ba il-in Pow e r by t he re le va nt U .K . re solut ion a ut horit y.

Under the U.K. Banking Act 2009, as amended, the relevant U.K. resolution authority may exercise a U.K. Bail-in Power in circumstances in which the
relevant U.K. resolution authority is satisfied that the resolution conditions are met. These conditions include that a U.K. bank or investment firm is failing
or is likely to fail to satisfy the Financial Services and Markets Act 2000 (the "FSMA") threshold conditions for authorization to carry on certain regulated
activities (within the meaning of section 55B FSMA) or, in the case of a U.K. banking group company that is a European Economic Area ("EEA") or third
country institution or investment firm, that the relevant EEA or third country relevant authority is satisfied that the resolution conditions are met in respect
of that entity.

The U.K. Bail-in Power includes any write-down, conversion, transfer, modification and/or suspension power, which allows for (i) the reduction or
cancellation of all, or a portion, of the principal amount of, interest on, or any other amounts payable on, the securities; (ii) the conversion of all, or a
portion, of the principal amount of, interest on, or any other amounts payable on, the securities into shares or other securities or other obligations of
Barclays Bank PLC or another person (and the issue to, or conferral on, the holder or beneficial owner of the securities such shares, securities or
obligations); and/or (iii) the amendment or alteration of the maturity of the securities, or amendment of the amount of interest or any other amounts due
on the securities, or the dates on which interest or any other amounts become payable, including by suspending payment for a temporary period; which
U.K. Bail-in Power may be exercised by means of a variation of the terms of the securities solely to give effect to the exercise by the relevant U.K.
resolution authority of such U.K. Bail-in Power. Each holder and beneficial owner of the securities further acknowledges and agrees that the rights of the
holders or beneficial owners of the securities are subject to, and will be varied, if necessary, solely to give effect to, the exercise of any U.K. Bail-in Power
by the relevant U.K. resolution authority. For the avoidance of doubt, this consent and acknowledgment is not a waiver of any rights holders or beneficial
owners of the securities may have at law if and to the extent that any U.K. Bail-in Power is exercised by the relevant U.K. resolution authority in breach of
laws applicable in England.

For m ore inform a t ion, ple a se se e "Risk Fa c t ors--Y ou m a y lose som e or a ll of your inve st m e nt if a ny U .K . ba il-in pow e r is
e x e rc ise d by t he re le va nt U .K . re solut ion a ut horit y" in t his doc um e nt a s w e ll a s "U .K . Ba il-in Pow e r," "Risk Fa c t ors--Risk s
Re la t ing t o t he Se c urit ie s Ge ne ra lly--Re gula t ory a c t ion in t he e ve nt a ba nk or inve st m e nt firm in t he Group is fa iling or lik e ly
t o fa il c ould m a t e ria lly a dve rse ly a ffe c t t he va lue of t he se c urit ie s" a nd "Risk Fa c t ors--Risk s Re la t ing t o t he Se c urit ie s
Ge ne ra lly--U nde r t he t e rm s of t he se c urit ie s, you ha ve a gre e d t o be bound by t he e x e rc ise of a ny U .K . Ba il-in Pow e r by t he
re le va nt U .K . re solut ion a ut horit y" in t he a c c om pa nying prospe c t us supple m e nt .

December 2019
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Contingent Income Auto-Callable Securities due December 23, 2022
Ba se d on t he V a lue of t he iSha re s® M SCI Bra zil ET F
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Princ ipa l a t Risk Se c urit ie s
Investment Summary

Cont inge nt I nc om e Aut o -Ca lla ble Se c urit ie s

Princ ipa l a t Risk Se c urit ie s

The Contingent Income Auto-Callable Securities due December 23, 2022 Based on the Value of the iShares® MSCI Brazil ETF, which we refer to as the
securities, provide an opportunity for investors to receive a contingent quarterly payment, which is an amount equal to $0.20 (2.00% of the stated
principal amount), with respect to each quarterly determination date on which the closing price of the underlier is greater than or equal to 70% of the
initial underlier value, which we refer to as the downside threshold level. However, if the closing price of the underlier is less than the downside threshold
level on a determination date, investors will not receive any contingent quarterly payment for that determination date. The closing price of the underlier
could be below the downside threshold level on most or all of the determination dates so that you receive few or no contingent quarterly payments over
the term of the securities.

If the closing price of the underlier is greater than or equal to the initial underlier value on any determination date other than the final determination date,
the securities will be automatically redeemed for an early redemption payment equal to the stated principal amount plus the contingent quarterly payment
otherwise due. If the securities are automatically redeemed prior to maturity, investors will receive no further contingent quarterly payments. If the
securities have not previously been redeemed and the final underlier value is greater than or equal to the downside threshold level, the payment at
maturity will also be the stated principal amount plus the contingent quarterly payment otherwise due. However, if the securities have not previously been
redeemed and the final underlier value is less than the downside threshold level, investors will lose 1% of the stated principal amount for every 1% that
the final underlier value is less than the initial underlier value. Under these circumstances, the amount investors receive will be less than 70% of the
stated principal amount and could be zero. Investors in the securities must be willing and able to accept the risk of losing their entire initial investment
and also the risk of not receiving any contingent quarterly payment throughout the entire term of the securities. In addition, investors will not participate in
any appreciation of the underlier.

Key Investment Rationale

The securities are for investors who are willing and able to risk their principal and forgo guaranteed interest payments, in exchange for the opportunity to
receive contingent quarterly payments at a potentially above-market rate, subject to automatic early redemption. The securities offer investors an
opportunity to receive a contingent quarterly payment of $0.20 (2.00% of the stated principal amount) with respect to each determination date on which
the closing price of the underlier is greater than or equal to the downside threshold level. In addition, the following scenarios reflect the potential payment
on the securities, if any, upon an automatic early redemption or at maturity:

Sc e na rio 1
On a ny de t e rm ina t ion da t e ot he r t ha n t he fina l de t e rm ina t ion da t e , t he c losing pric e of t he unde rlie r is
greater than or equal to t he init ia l unde rlie r va lue .

The securities will be automatically redeemed for (i) the stated principal amount plus (ii) the contingent quarterly
payment otherwise due.

Investors will not participate in any appreciation of the underlier from the initial underlier value and will receive no
further contingent quarterly payments.
Sc e na rio 2
T he se c urit ie s a re not a ut om a t ic a lly re de e m e d prior t o m a t urit y a nd t he fina l unde rlie r va lue is greater
than or equal to t he dow nside t hre shold le ve l.

The payment due at maturity will be (i) the stated principal amount plus (ii) the contingent quarterly payment otherwise
due.

Investors will not participate in any appreciation of the underlier from the initial underlier value.
Sc e na rio 3
T he se c urit ie s a re not a ut om a t ic a lly re de e m e d prior t o m a t urit y a nd t he fina l unde rlie r va lue is less than
t he dow nside t hre shold le ve l.

The payment due at maturity will be equal to the stated principal amount times the underlier performance factor. In this
case, at maturity, the securities pay less than 70% of the stated principal amount and the percentage loss of the
stated principal amount will be equal to the percentage decrease in the final underlier value from the initial underlier
value. For example, if the final underlier value is 55% less than the initial underlier value, the securities will pay $4.50
per security, or 45% of the stated principal amount, for a loss of 55% of the stated principal amount. I nve st ors w ill
lose a signific a nt port ion a nd m a y lose a ll of t he ir princ ipa l in t his sc e na rio.
December 2019
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Contingent Income Auto-Callable Securities due December 23, 2022
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Ba se d on t he V a lue of t he iSha re s® M SCI Bra zil ET F
Princ ipa l a t Risk Se c urit ie s
Selected Purchase Considerations

The securities are not suitable for all investors. The securities may be a suitable investment for you if all of the following statements are true:

You do not seek an investment that produces fixed periodic interest or coupon payments or other non-contingent sources of current income.

You do not anticipate that the final underlier value will be less than the downside threshold level on the final determination date, and you are
willing and able to accept the risk that, if it is, you will lose a significant portion or all of the stated principal amount.

You do not anticipate that the closing price of the underlier will be less than the downside threshold level on any determination date, and you are
willing and able to accept the risk that, if it is, you may receive few or no contingent quarterly payments over the term of the securities.

You are willing and able to forgo participation in any appreciation of the underlier, and you understand that any return on your investment will be
limited to the contingent quarterly payments that may be payable on the securities.

You are willing and able to accept the risks associated with an investment linked to the performance of the underlier, as explained in more detail
in the "Risk Factors" section of this document.

You understand and accept that you will not be entitled to receive dividends or distributions that may be paid to holders of the underlier or the
securities held by the underlier, nor will you have any voting rights with respect to the underlier or the securities held by the underlier.

You are willing and able to accept the risk that the securities may be automatically redeemed prior to scheduled maturity and that you may not be
able to reinvest your money in an alternative investment with comparable risk and yield.

You do not seek an investment for which there will be an active secondary market and you are willing and able to hold the securities to maturity if
the securities are not automatically redeemed.

You are willing and able to assume our credit risk for all payments on the securities.

You are willing and able to consent to the exercise of any U.K. Bail-in Power by any relevant U.K. resolution authority.

The securities may not be a suitable investment for you if any of the following statements are true:

You seek an investment that produces fixed periodic interest or coupon payments or other non-contingent sources of current income.

You seek an investment that provides for the full repayment of principal at maturity.

You anticipate that the final underlier value will be less than the downside threshold level on the final determination date, or you are unwilling or
unable to accept the risk that, if it is, you will lose a significant portion or all of the stated principal amount.

You anticipate that the closing price of the underlier will be less than the downside threshold level on one or more determination dates, or you
are unwilling or unable to accept the risk that, if it is, you may receive few or no contingent quarterly payments over the term of the securities.

You seek exposure to any upside performance of the underlier or you seek an investment with a return that is not limited to the contingent
quarterly payments that may be payable on the securities.

You are unwilling or unable to accept the risks associated with an investment linked to the performance of the underlier, as explained in more
detail in the "Risk Factors" section of this document.

You seek an investment that entitles you to dividends or distributions on, or voting rights related to, the underlier or the securities held by the
underlier.

You are unwilling or unable to accept the risk that the securities may be automatically redeemed prior to scheduled maturity.

You seek an investment for which there will be an active secondary market and/or you are unwilling or unable to hold the securities to maturity if
they are not automatically redeemed.

You are unwilling or unable to assume our credit risk for all payments on the securities.

You are unwilling or unable to consent to the exercise of any U.K. Bail-in Power by any relevant U.K. resolution authority.

You must rely on your own evaluation of the merits of an investment in the securities. You should reach a decision whether to invest in the
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securities after carefully considering, with your advisors, the suitability of the securities in light of your investment objectives and the specific information
set forth in this document, the prospectus, the prospectus supplement and the underlying supplement. Neither the issuer nor Barclays Capital Inc. makes
any recommendation as to the suitability of the securities for investment.

December 2019
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Contingent Income Auto-Callable Securities due December 23, 2022
Ba se d on t he V a lue of t he iSha re s® M SCI Bra zil ET F
Princ ipa l a t Risk Se c urit ie s
How the Securities Work

The following diagrams illustrate the potential outcomes for the securities depending on the closing price of the underlier on the determination dates.

Dia gra m # 1 : De t e rm ina t ion Da t e s Prior t o t he Fina l De t e rm ina t ion Da t e

Dia gra m # 2 : Pa ym e nt a t M a t urit y I f N o Aut om a t ic Ea rly Re de m pt ion Oc c urs

For more information about the payment upon an automatic early redemption or at maturity in different hypothetical scenarios, see "Hypothetical
Examples" below.

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Contingent Income Auto-Callable Securities due December 23, 2022
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Ba se d on t he V a lue of t he iSha re s M SCI Bra zil ET F
Princ ipa l a t Risk Se c urit ie s
Hypothetical Examples

The numbers appearing in the following examples may have been rounded for ease of analysis. The examples below assume that the securities will be
held until maturity or earlier redemption and do not take into account the tax consequences of an investment in the securities. The examples below are
based on the following terms:*

H ypot he t ic a l I nit ia l U nde rlie r V a lue :
$100.00
H ypot he t ic a l Dow nside T hre shold Le ve l:
$70.000, which is 70% of the hypothetical initial underlier value
Cont inge nt Qua rt e rly Pa ym e nt :
$0.20 (2.00% of the stated principal amount)
St a t e d Princ ipa l Am ount :
$10 per security
* Terms used for purposes of these hypothetical examples do not represent the actual initial underlier value or downside threshold level applicable to the
securities. In particular, the hypothetical initial underlier value of $100.00 used in these examples has been chosen for illustrative purposes only and does
not represent the actual initial underlier value. Please see "iShares® MSCI Brazil ETF Overview" below for recent actual values of the underlier. The
actual initial underlier value and downside threshold level applicable to the securities are set forth on the cover page of this document.

In Examples 1 and 2, the closing price of the underlier is greater than or equal to the hypothetical initial underlier value of $100.00 on one of the
determination dates prior to the final determination date. Because the closing price of the underlier is greater than or equal to the initial underlier value on
one of the determination dates prior to the final determination date, the securities are automatically redeemed following the relevant determination date. In
Examples 3 and 4, the closing price of the underlier on the determination dates prior to the final determination date is less than the initial underlier value,
and, consequently, the securities are not automatically redeemed prior to, and remain outstanding until, maturity.

Ex a m ple 1
Ex a m ple 2
De t e rm ina t ion
Hypothetical
Contingent
Early Redemption
Hypothetical
Contingent
Early
Da t e s
Closing Price
Quarterly Payment
Payment (per
Closing Price
Quarterly Payment
Redemption
(per security)
security)
(per security)
Payment (per
security)
# 1
$60.00
$0
N/A
$95.00
$0.20
N/A
# 2
$100.00
--*
$10.20
$55.00
$0
N/A
# 3
N/A
N/A
N/A
$60.00
$0
N/A
# 4
N/A
N/A
N/A
$65.00
$0
N/A
# 5
N/A
N/A
N/A
$85.00
$0.20
N/A
# 6
N/A
N/A
N/A
$80.00
$0.20
N/A
# 7
N/A
N/A
N/A
$45.00
$0
N/A
# 8
N/A
N/A
N/A
$95.00
$0.20
N/A
# 9
N/A
N/A
N/A
$85.00
$0.20
N/A
# 1 0
N/A
N/A
N/A
$125.00
--*
$10.20
# 1 1
N/A
N/A
N/A
N/A
N/A
N/A
Fina l
N/A
N/A
N/A
N/A
N/A
N/A
De t e rm ina t ion
Da t e
Pa ym e nt a t
N/A
N/A
M a t urit y
* The early redemption payment includes the unpaid contingent quarterly payment with respect to the determination date on which the closing price of the
underlier is greater than or equal to the initial underlier value and the securities are redeemed as a result.

In Example 1, the securities are automatically redeemed following the second determination date, as the closing price of the underlier on the second
determination date is equal to the initial underlier value. Following the second determination date, you receive the early redemption payment, calculated
as follows:

stated principal amount + contingent quarterly payment = $10 + $0.20 = $10.20

In this example, the automatic early redemption feature limits the term of your investment to approximately 6 months and you may not be able to reinvest
at comparable terms or returns. If the securities are redeemed early, you will stop receiving contingent quarterly payments.

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Contingent Income Auto-Callable Securities due December 23, 2022
Ba se d on t he V a lue of t he iSha re s® M SCI Bra zil ET F
Princ ipa l a t Risk Se c urit ie s
In Example 2, the securities are automatically redeemed following the tenth determination date, as the closing price of the underlier on the tenth
determination date is greater than the initial underlier value. As the closing prices of the underlier on the first, fifth, sixth, eighth and ninth determination
dates are greater than or equal to the downside threshold level, you receive the contingent quarterly payment of $0.20 with respect to those determination
dates. Following the tenth determination date, you receive an early redemption payment of $10.20, which includes the contingent quarterly payment with
respect to that determination date.

In this example, the automatic early redemption feature limits the term of your investment to approximately 30 months and you may not be able to
reinvest at comparable terms or returns. If the securities are redeemed early, you will stop receiving contingent quarterly payments. Further, although the
underlier has appreciated by 25% from the initial underlier value on the tenth determination date, upon automatic early redemption, you receive only
$10.20 per security and do not benefit from such appreciation.

Ex a m ple 3
Ex a m ple 4
De t e rm ina t ion
Hypothetical
Contingent
Early
Hypothetical
Contingent
Early
Da t e s
Closing Price
Quarterly
Redemption
Closing Price
Quarterly
Redemption
Payment (per
Payment (per
Payment (per
Payment (per
security)
security)
security)
security)
# 1
$50.00
$0
N/A
$50.00
$0
N/A
# 2
$65.00
$0
N/A
$65.00
$0
N/A
# 3
$55.00
$0
N/A
$62.50
$0
N/A
# 4
$60.00
$0
N/A
$60.00
$0
N/A
# 5
$40.00
$0
N/A
$55.00
$0
N/A
# 6
$45.00
$0
N/A
$45.00
$0
N/A
# 7
$50.00
$0
N/A
$50.00
$0
N/A
# 8
$60.00
$0
N/A
$60.00
$0
N/A
# 9
$67.50
$0
N/A
$50.00
$0
N/A
# 1 0
$55.00
$0
N/A
$52.50
$0
N/A
# 1 1
$60.00
$0
N/A
$60.00
$0
N/A
Fina l
$55.00
$0
N/A
$90.00
--*
N/A
De t e rm ina t ion
Da t e
Pa ym e nt a t
$ 5 .5 0
$ 1 0 .2 0
M a t urit y
* The final contingent quarterly payment, if any, will be paid at maturity.

Examples 3 and 4 illustrate the payment at maturity per security based on the final underlier value.

In Example 3, the closing price of the underlier is below the downside threshold level on each determination date throughout the term of the securities. As
a result, you do not receive any contingent quarterly payments during the term of the securities and, at maturity, you are fully exposed to the decline in
the closing price of the underlier. Because the final underlier value is less than the downside threshold level, at maturity, investors will receive a cash
payment at maturity that is significantly less than the stated principal amount per security, calculated as follows:

($10 × underlier performance factor)
= $10 × (final underlier value / initial underlier value)
= $10 × ($55.00 / $100.00)
= $5.50

In this example, the cash payment you receive at maturity is significantly less than the stated principal amount.

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Princ ipa l a t Risk Se c urit ie s
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In Example 4, the closing price of the underlier is below the downside threshold level on each of the determination dates prior to the final determination
date. As a result, you do not receive any contingent quarterly payments following those determination dates. In addition, the closing price of the underlier
decreases to a final underlier value of $90.00. Although the final underlier value is less than the initial underlier value, because the final underlier value is
still not less than the downside threshold level, you receive the stated principal amount plus the contingent quarterly payment otherwise due. Your
payment at maturity is calculated as follows:

$10 + $0.20 = $10.20

In this example, although the final underlier value represents a 10% decline from the initial underlier value, you receive the stated principal amount per
security plus the contingent quarterly payment otherwise due, equal to a total payment of $10.20 per security at maturity.

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Contingent Income Auto-Callable Securities due December 23, 2022
Ba se d on t he V a lue of t he iSha re s® M SCI Bra zil ET F
Princ ipa l a t Risk Se c urit ie s
Risk Factors

An investment in the securities involves significant risks. We urge you to consult your investment, legal, tax, accounting and other advisors before you
invest in the securities. Investing in the securities is not equivalent to investing directly in the underlier or any of the securities held by the underlier or
composing the index tracked by the underlier (the "tracked index"). Some of the risks that apply to an investment in the securities are summarized below,
but we urge you to read the more detailed explanation of risks relating to the securities generally in the "Risk Factors" section of the prospectus
supplement. You should not purchase the securities unless you understand and can bear the risks of investing in the securities.

The securities do not guarantee the return of any principal. The terms of the securities differ from those of ordinary debt securities in
that the securities do not guarantee the return of any of the stated principal amount at maturity. Instead, if the securities have not been
automatically redeemed prior to maturity and if the final underlier value is less than the downside threshold level, you will be exposed to the
decline in the closing price of the underlier, as compared to the initial underlier value, on a 1-to-1 basis and you will receive for each security that
you hold at maturity an amount in cash equal to the stated principal amount times the underlier performance factor. Under these circumstances,
your payment at maturity will be less than 70% of the stated principal amount and could be zero.

You w ill not receive any contingent quarterly payment for any quarterly period w here the closing price of the underlier
on t he a pplic a ble de t e rm ina t ion da t e is le ss t ha n t he dow nside t hre shold le ve l. The terms of the securities differ from those of
ordinary debt securities in that they do not provide for regular interest payments. Instead, a contingent quarterly payment will be made with
respect to a quarterly period only if the closing price of the underlier is greater than or equal to the downside threshold level on the related
determination date. If the closing price of the underlier is below the downside threshold level on any determination date, you will not receive a
contingent quarterly payment for the related quarterly period. The closing price of the underlier could be below the downside threshold level on
most or all of the determination dates so that you receive few or no contingent quarterly payments over the term of the securities. If you do not
receive sufficient contingent quarterly payments over the term of the securities, the overall return on the securities may be less than the amount
that would be paid on a conventional debt security of the issuer of comparable maturity.

Credit of issuer. The securities are unsecured and unsubordinated debt obligations of the issuer, Barclays Bank PLC, and are not, either
directly or indirectly, an obligation of any third party. Any payment to be made on the securities, including any repayment of principal, is subject to
the ability of Barclays Bank PLC to satisfy its obligations as they come due and is not guaranteed by any third party. As a result, the actual and
perceived creditworthiness of Barclays Bank PLC may affect the market value of the securities and, in the event Barclays Bank PLC were to
default on its obligations, you might not receive any amount owed to you under the terms of the securities.

You may lose some or all of your investment if any U.K. Bail-in Pow er is exercised by the relevant U.K. resolution
a ut horit y. Notwithstanding any other agreements, arrangements or understandings between Barclays Bank PLC and any holder or beneficial
owner of the securities, by acquiring the securities, each holder and beneficial owner of the securities acknowledges, accepts, agrees to be bound
by, and consents to the exercise of, any U.K. Bail-in Power by the relevant U.K. resolution authority as set forth under "Consent to U.K. Bail-in
Power" in this document. Accordingly, any U.K. Bail-in Power may be exercised in such a manner as to result in you and other holders and
beneficial owners of the securities losing all or a part of the value of your investment in the securities or receiving a different security from the
securities, which may be worth significantly less than the securities and which may have significantly fewer protections than those typically
afforded to debt securities. Moreover, the relevant U.K. resolution authority may exercise the U.K. Bail-in Power without providing any advance
notice to, or requiring the consent of, the holders and beneficial owners of the securities. The exercise of any U.K. Bail-in Power by the relevant
U.K. resolution authority with respect to the securities will not be a default or an Event of Default (as each term is defined in the senior debt
securities indenture) and the trustee will not be liable for any action that the trustee takes, or abstains from taking, in either case, in accordance
with the exercise of the U.K. Bail-in Power by the relevant U.K. resolution authority with respect to the securities. See "Consent to U.K. Bail-in
Power" in this document as well as "U.K. Bail-in Power," "Risk Factors--Risks Relating to the Securities Generally--Regulatory action in the
event a bank or investment firm in the Group is failing or likely to fail could materially adversely affect the value of the securities" and "Risk
Factors--Risks Relating to the Securities Generally--Under the terms of the securities, you have agreed to be bound by the exercise of any U.K.
Bail-in Power by the relevant U.K. resolution authority" in the accompanying prospectus supplement.

Early redemption risk. The term of your investment in the securities may be limited to as short as approximately three months by the
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Document Outline

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