Obligation Barclay PLC 0.95% ( US06747QBH92 ) en USD

Société émettrice Barclay PLC
Prix sur le marché 100 %  ⇌ 
Pays  Royaume-Uni
Code ISIN  US06747QBH92 ( en USD )
Coupon 0.95% par an ( paiement semestriel )
Echéance 31/07/2022 - Obligation échue



Prospectus brochure de l'obligation Barclays PLC US06747QBH92 en USD 0.95%, échue


Montant Minimal 1 000 USD
Montant de l'émission 10 000 000 USD
Cusip 06747QBH9
Notation Standard & Poor's ( S&P ) A ( Qualité moyenne supérieure )
Notation Moody's A1 ( Qualité moyenne supérieure )
Description détaillée 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.

Cet article fournit une analyse détaillée d'une obligation émise par Barclays PLC, l'une des principales institutions financières mondiales, dont la maturité a été atteinte le 31 juillet 2022 et qui a été intégralement remboursée. Barclays PLC, une banque universelle dont le siège est au Royaume-Uni, est un acteur majeur du secteur bancaire et des services financiers, opérant à l'échelle mondiale avec des activités de banque de détail, de banque d'entreprise et d'investissement, ainsi que de gestion de fortune. Sa présence internationale et la diversité de ses activités contribuent à sa position de premier plan sur les marchés financiers. L'instrument financier en question portait le code ISIN US06747QBH92 et le code CUSIP 06747QBH9. Il s'agissait d'une obligation libellée en dollars américains (USD) affichant un taux d'intérêt nominal de 0,95%. L'émission totale de cette obligation s'élevait à 10 000 000 USD, avec une taille minimale d'achat fixée à 1 000 USD, la rendant accessible à un certain éventail d'investisseurs. Les paiements d'intérêts étaient effectués avec une fréquence semestrielle, soit deux fois par an. Comme indiqué, cette obligation est arrivée à échéance le 31 juillet 2022 et a été intégralement remboursée à son prix actuel sur le marché de 100% de sa valeur nominale, confirmant le respect de ses engagements par l'émetteur. La qualité de crédit de l'émetteur, Barclays PLC, était également évaluée par des agences de notation de premier plan. Standard & Poor's (S&P) lui avait attribué une notation de 'A', tandis que Moody's lui avait accordé une notation de 'A1'. Ces notations reflètent une forte capacité de l'émetteur à honorer ses obligations financières, bien qu'elles ne constituent pas une garantie absolue de performance future.







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424B2 1 a20-26032_21424b2.htm 424B2 - 06747QBH9
Pricing Supplement dated July 29, 2020
Filed Pursuant to Rule 424(b)(2)
(To Prospectus dated August 1, 2019, the Prospectus Supplement dated
Registration No. 333-232144
August 1, 2019 and the Prospectus Addendum dated May 11, 2020)
US$10,000,000
FIXED RATE CALLABLE NOTES DUE JULY 31, 2022
Principal Amount:
US$10,000,000
Issuer:
Barclays Bank PLC
Issue Price:
100.00%
Series:
Global Medium-Term Notes, Series A
Payment at Maturity:
If you hold the Notes to maturity, you will receive 100% of your principal, subject to the creditworthiness of
Barclays Bank PLC and the exercise of any U.K. Bail-in Power by the relevant U.K. resolution authority.
Any payment on the Notes is not guaranteed by any third party and is subject to both the
creditworthiness of the Issuer and to the exercise of any U.K. Bail-in Power by the relevant U.K.
resolution authority. If Barclays Bank PLC were to default on its payment obligations or become subject
to the exercise of any U.K. Bail-in Power (or any other resolution measure) by the relevant U.K. resolution
authority, you might not receive any amounts owed to you under the Notes. See "Consent to U.K. Bail-in
Power" and "Selected Risk Factors" in this pricing supplement and "Risk Factors" in the accompanying
prospectus supplement for more information.
Original Trade Date:
July 29, 2020
Maturity Date:
July 31, 2022, subject to Redemption at
the Option of the Issuer (as set forth
below).
Original Issue Date:
July 31, 2020
Denominations:
Minimum denominations of US$1,000 and
integral multiples of US$1,000 thereafter.
Interest Rate Type:
Fixed Rate
Interest Rate:
0.95% per annum
Consent to U.K. Bail-in
Notwithstanding any other agreements, arrangements or understandings between Barclays Bank PLC and any
Power
holder or beneficial owner of the Notes, by acquiring the Notes, each holder and beneficial owner of the Notes
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 PS-2 of this pricing supplement.
Interest Payment Dates:
Payable semi-annually in arrears on the 31st day of each January and July, commencing on January 31, 2021
and ending on the Maturity Date (or the Early Redemption Date, if applicable).
Redemption at the Option
We may redeem your Notes, in whole or in part, at the Redemption Price set forth below on any Interest Payment
of the Issuer:
Date commencing on January 31, 2021 to but excluding the Maturity Date, provided we give at least five
business days' prior written notice to the trustee. If we exercise our redemption option, the Interest Payment Date
on which we so exercise will be referred to as the "Early Redemption Date".
Redemption Price:
If we exercise our redemption option, you will receive on the Early Redemption Date 100% of the principal
amount together with any accrued and unpaid interest to but excluding the Early Redemption Date.
Interest Payment Amount:
For each Interest Period, the interest payment amount per $1,000 principal amount Note will be calculated as
follows:
$1,000 × Interest Rate × (days in Interest Period/360)
where the number of days in the Interest Period will be based on a 30/360 Day Count Convention.
[Terms of Note continue on the following page]
Price to Public (1), (2)
Agent's Commission (2)
Proceeds to Barclays Bank
PLC
Per Note
100.00%
0.20%
99.80%
Total
$10,000,000
$20,000
$9,980,000
(1) Because dealers who purchase the Notes for sale to certain fee-based advisory accounts may forgo some or all selling concessions,
fees or commissions, the public offering price for investors purchasing the Notes in such fee-based advisory accounts may be between
$998.00 and $1,000 per Note. Investors that hold their Notes in fee-based advisory or trust accounts may be charged fees by the
investment advisor or manager of such account based on the amount of assets held in those accounts, including the Notes.
(2) Barclays Capital Inc. will receive commissions from the Issuer $2.00 per $1,000 principal amount, and may retain all or a portion of these
commissions or use all or a portion of these commissions to pay selling concessions or fees to other dealers. Barclays Capital Inc. may
forgo all or a portion of these commissions and sell Notes to certain institutional accounts at an offering price between $998.00 and $1,000
per Note.
Investing in the Notes involves a number of risks. See "Risk Factors" beginning on page S-7 of the prospectus supplement and "Selected
Risk Factors" beginning on page PS-3 of this pricing supplement.
We may use this pricing supplement in the initial sale of Notes. In addition, Barclays Capital Inc. or another of our affiliates may use this
pricing supplement in market resale transactions in any Notes after their initial sale. Unless we or our agent informs you otherwise in the
confirmation of sale, this pricing supplement is being used in a market resale transaction.
The Notes will not be listed on any U.S. securities exchange or quotation system. Neither the Securities and Exchange Commission nor
any state securities commission has approved or disapproved of these securities or determined that this pricing supplement is truthful or
complete. Any representation to the contrary is a criminal offense.
The Notes constitute our direct, unconditional, unsecured and unsubordinated obligations and are not deposit liabilities of either Barclays
PLC or Barclays Bank PLC and are not covered by the U.K. Financial Services Compensation Scheme or insured or guaranteed by the U.S.
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Federal Deposit Insurance Corporation or any other governmental agency of the United States, the United Kingdom or any other
jurisdiction.
Interest Period:
The initial Interest Period will begin on, and include, the Original Issue Date and end on, but exclude, the first
Interest Payment Date. Each subsequent Interest Period will begin on, and include, the Interest Payment Date for
the immediately preceding Interest Period and end on, but exclude, the next following Interest Payment Date. The
final Interest Period will end on, but exclude, the Maturity Date (or the Early Redemption Date, if applicable).
Business Day
Following, unadjusted; 30/360
Convention/Day Count
Fraction:
Business Day:
A Monday, Tuesday, Wednesday, Thursday or Friday that is neither a day on which banking institutions in New
York City generally are authorized or obligated by law, regulation, or executive order to be closed.
Settlement:
DTC; Book-entry; Transferable.
Listing:
The Notes will not be listed on any U.S. securities exchange or quotation system.
Agent:
Barclays Capital Inc.
CUSIP/ISIN:
06747QBH9 / US06747QBH92
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You should read this pricing supplement together with the prospectus dated August 1, 2019, as supplemented by the documents
listed below relating to our Global Medium-Term Notes, Series A, of which these Notes are a part. This pricing supplement, together
with the documents listed below, contains the terms of the Notes 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 Notes 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 Notes.
You may access these documents on the SEC website at www.sec.report 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
·
Prospectus Addendum dated May 11, 2020:
https://www.sec.gov/Archives/edgar/data/312070/000110465920059376/a20-19169_1424b3.htm
Our SEC file number is 1-10257. As used in this term sheet, the "Company," "we," "us," or "our" refers to Barclays Bank PLC.
PS-1
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CONSENT TO U.K. BAIL-IN POWER
Notwithstanding any other agreements, arrangements or understandings between us and any holder or beneficial
owner of the Notes, by acquiring the Notes, each holder and beneficial owner of the Notes 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.
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 the 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 Notes; (ii) the conversion of all, or a portion, of the principal amount of, interest on, or any
other amounts payable on, the Notes 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 Notes such shares, securities or
obligations); and/or (iii) the amendment or alteration of the maturity of the Notes, or amendment of the amount of
interest or any other amounts due on the Notes, 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 Notes 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 Notes further acknowledges and agrees that the rights of
the holders or beneficial owners of the Notes 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 Notes 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 more information, please see "Selected Risk Factors--You May Lose Some or All of Your Investment If Any
U.K. Bail-in Power Is Exercised by the Relevant U.K. Resolution Authority" in this pricing supplement 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.
PS-2
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SELECTED RISK FACTORS
An investment in the Notes involves significant risks. You should read the risks summarized below in connection with,
and the risks summarized below are qualified by reference to, the risks described in more detail in the "Risk Factors"
section beginning on page S-7 of the prospectus supplement. We urge you to consult your investment, legal, tax,
accounting and other advisers and to invest in the Notes only after you and your advisors have carefully considered the
suitability of an investment in the Notes in light of your particular circumstances.
·
Issuer Credit Risk--The Notes are our unsecured and unsubordinated debt obligations, and are not, either directly
or indirectly, an obligation of any third party. Any payment to be made on the Notes, including any payment due at
maturity, depends on our ability to satisfy our obligations as they come due. As a result, the actual and perceived
creditworthiness of Barclays Bank PLC may affect the market value of the Notes and, in the event we were to
default on our obligations, you may not receive the payment due at maturity or any other amounts owed to you
under the terms of the Notes.
·
You May Lose Some or All of Your Investment If Any U.K. Bail-in Power Is Exercised by the Relevant U.K.
Resolution Authority--Notwithstanding any other agreements, arrangements or understandings between
Barclays Bank PLC and any holder or beneficial owner of the Notes, by acquiring the Notes, each holder and
beneficial owner of the Notes 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 pricing supplement. 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 Notes losing all or a part of the value of your investment in the
Notes or receiving a different security from the Notes, which may be worth significantly less than the Notes 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 or the beneficial owners of the Notes. The exercise of any U.K. Bail-in Power
by the relevant U.K. resolution authority with respect to the Notes 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 Notes. See "Consent to U.K. Bail-in Power" in this pricing
supplement 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.
·
Certain Built-In Costs Are Likely to Adversely Affect the Value of the Notes Prior to Maturity--While the
payment at maturity described in this pricing supplement is based on the full principal amount of your Notes, the
original issue price of the Notes includes the agent's commission and the cost of hedging our obligations under the
Notes through one or more of our affiliates. As a result, the price, if any, at which Barclays Capital Inc. and other
affiliates of Barclays Bank PLC may be willing to purchase Notes from you in secondary market transactions will
likely be lower than the price you paid for your Notes, and any sale prior to the Maturity Date could result in a
substantial loss to you.
·
Suitability of the Notes for Investment--You should reach a decision whether to invest in the Notes after
carefully considering, with your advisors, the suitability of the Notes in light of your investment objectives and the
specific information set out in this pricing supplement, the prospectus supplement and the prospectus. Neither the
Issuer nor Barclays Capital Inc. makes any recommendation as to the suitability of the Notes for investment.
·
We and Our Affiliates May Engage in Various Activities or Make Determinations That Could Materially Affect
Your Notes in Various Ways and Create Conflicts of Interest--We and our affiliates play a variety of roles in
connection with the issuance of the Notes, as described below. In performing these roles, our and our affiliates'
economic interests are potentially adverse to your interests as an investor in the Notes.
In connection with our normal business activities and in connection with hedging our obligations under the Notes,
we and our affiliates make markets in and trade various financial instruments or products for our accounts and for
the account of our clients and otherwise provide investment banking and other financial services with respect to
these financial instruments and products. These financial instruments and products may include securities,
derivative instruments or assets that may relate to interest rates. In any such market making, trading and hedging
activity, and other services, we or our affiliates may take positions or take actions that are inconsistent with, or
adverse to, the investment objectives of holders of the Notes. We and our affiliates have no obligation to take the
needs of any buyer, seller or holder of the Notes into account in conducting these activities. Such market making,
trading and hedging activity, investment banking and other financial services may negatively impact the value of the
Notes.
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PS-3
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In addition, the role played by Barclays Capital Inc., as the agent for the Notes, could present significant conflicts of
interest with the role of Barclays Bank PLC, as issuer of the Notes. For example, Barclays Capital Inc. or its
representatives may derive compensation or financial benefit from the distribution of the Notes. Furthermore, we
and our affiliates establish the offering price of the Notes for initial sale to the public, and the offering price is not
based upon any independent verification or valuation.
In addition to the activities described above, we will also act as the Calculation Agent for the Notes. As Calculation
Agent, we will make any determinations necessary to calculate any payments on the Notes. In making these
determinations, we may be required to make certain discretionary judgments. In making these discretionary
judgments, our economic interests are potentially adverse to your interests as an investor in the Notes, and any of
these determinations may adversely affect any payments on the Notes.
·
The Notes Will Be Subject to Redemption at Our Option--We may redeem the Notes prior to the Maturity Date
on the dates as indicated on the cover page hereof. If you intend to purchase the Notes, you must be willing to
have your Notes redeemed early. We are generally more likely to redeem the Notes during periods when we expect
that interest will accrue on the Notes at a rate that is greater than that which we would pay on our traditional
interest-bearing deposits or debt securities having a maturity equal to the remaining term of the Notes. In contrast,
we are generally less likely to redeem the Notes during periods when we expect interest to accrue on the Notes at
a rate that is less than that which we would pay on those instruments. If we redeem the Notes prior to the Maturity
Date, accrued interest will be paid on the Notes until such early redemption, but you will not receive any future
interest payments from the Notes redeemed, and you may be unable to reinvest your proceeds from the
redemption in an investment with a return that is as high as the return on the Notes would have been if they had
not been redeemed. In addition, our right to redeem the Notes may also adversely impact your ability to sell your
Notes and the price at which they may be sold.
·
Lack of Liquidity--The Notes will not be listed on any securities exchange. Barclays Capital Inc. and other
affiliates of Barclays Bank PLC intend to make a secondary market for the Notes but are not required to do so, and
may discontinue any such secondary market making at any time, without notice. Barclays Capital Inc. may at any
time hold unsold inventory, which may inhibit the development of a secondary market for the Notes. Even if there is
a secondary market, it may not provide enough liquidity to allow you to trade or sell the Notes easily. Because other
dealers are not likely to make a secondary market for the Notes, the price at which you may be able to trade your
Notes is likely to depend on the price, if any, at which Barclays Capital Inc. and other affiliates of Barclays Bank
PLC are willing to buy the Notes. The Notes are not designed to be short-term trading instruments. Accordingly,
you should be able and willing to hold your Notes to maturity.
·
Many Economic and Market Factors Will Impact the Value of the Notes--The value of the Notes will be
affected by a number of economic and market factors that may either offset or magnify each other, including:
o
the time to maturity of the Notes;
o
interest and yield rates in the market generally;
o
a variety of economic, financial, political, regulatory or judicial events;
o
supply and demand for the Notes; and
o
our creditworthiness, including actual or anticipated downgrades in our credit ratings.
PS-4
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TAX CONSIDERATIONS
You should review carefully the sections in the accompanying prospectus supplement entitled "Material U.S. Federal
Income Tax Consequences--Tax Consequences to U.S. Holders--Notes Treated as Indebtedness for U.S. Federal
Income Tax Purposes" and, if you are a non-U.S. holder, "--Tax Consequences to Non-U.S. Holders." The discussion
below applies to you only if you are an initial purchaser of the Notes; if you are a secondary purchaser of the Notes, the
tax consequences to you may be different. In the opinion of our special tax counsel, Davis Polk & Wardwell LLP, the
Notes should be treated as debt instruments for U.S. federal income tax purposes. Based on representations provided
by us, the Notes should be treated as issued without original issue discount. The remainder of this discussion assumes
that this treatment is correct.
Interest paid on the Notes will generally be taxable to you as ordinary income at the time it accrues or is received, in
accordance with your method of tax accounting. Upon a sale or exchange (including upon early redemption or
redemption at maturity), you will generally recognize taxable gain or loss equal to the difference between the amount
realized on the sale or exchange (not including any amount attributable to accrued but unpaid interest) and your tax
basis in the Notes, which will generally equal the amount you paid to acquire the Notes. This gain or loss will generally
be short-term capital gain or loss unless you have held the Notes for more than one year, in which case the gain or loss
will generally be long-term capital gain or loss. The deductibility of capital losses is subject to limitation.
The discussions above and in the accompanying prospectus supplement do not address the consequences to
taxpayers subject to special tax accounting rules under Section 451(b).
Non-U.S. Holders. We do not believe that non-U.S. holders should be required to provide a Form W-8 in order to avoid
30% U.S. withholding tax with respect to the interest payments, although the Internal Revenue Service could challenge
this position. However, non-U.S. holders should in any event expect to be required to provide appropriate Forms W-8 or
other documentation in order to establish an exemption from backup withholding, as described under the heading
"--Information Reporting and Backup Withholding" in the accompanying prospectus supplement. If any withholding is
required, we will not be required to pay any additional amounts with respect to amounts withheld.
You should consult your tax advisor regarding the U.S. federal tax consequences of an investment in the Notes, as well
as tax consequences arising under the laws of any state, local or non-U.S. taxing jurisdiction.
PS-5
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SUPPLEMENTAL PLAN OF DISTRIBUTION
We have agreed to sell to Barclays Capital Inc. (the "Agent"), and the Agent has agreed to purchase from us, the
principal amount of the Notes, and at the price, specified on the cover of this pricing supplement. The Agent commits to
take and pay for all of the Notes, if any are taken.
VALIDITY OF THE NOTES
In the opinion of Davis Polk & Wardwell LLP, as special United States products counsel to Barclays Bank PLC, when
the Notes offered by this pricing supplement have been executed and issued by Barclays Bank PLC and authenticated
by the trustee pursuant to the indenture, and delivered against payment as contemplated herein, such Notes will be
valid and binding obligations of Barclays Bank PLC, enforceable in accordance with their terms, subject to applicable
bankruptcy, insolvency and similar laws affecting creditors' rights generally, concepts of reasonableness and equitable
principles of general applicability (including, without limitation, concepts of good faith, fair dealing and the lack of bad
faith) and possible judicial or regulatory actions giving effect to governmental actions or foreign laws affecting creditors'
rights, provided that such counsel expresses no opinion as to the effect of fraudulent conveyance, fraudulent transfer or
similar provision of applicable law on the conclusions expressed above. This opinion is given as of the date hereof and
is limited to the laws of the State of New York. Insofar as this opinion involves matters governed by English law, Davis
Polk & Wardwell LLP has relied, with Barclays Bank PLC's permission, on the opinion of Davis Polk & Wardwell
London LLP, dated as of June 14, 2019, filed as an exhibit to a report on Form 6-K by Barclays Bank PLC on June 14,
2019, and this opinion is subject to the same assumptions, qualifications and limitations as set forth in such opinion of
Davis Polk & Wardwell London LLP. In addition, this opinion is subject to customary assumptions about the trustee's
authorization, execution and delivery of the indenture and its authentication of the Notes and the validity, binding nature
and enforceability of the indenture with respect to the trustee, all as stated in the letter of Davis Polk & Wardwell LLP,
dated June 14, 2019, which has been filed as an exhibit to the report on Form 6-K referred to above.
PS-6
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