Bond Barclay PLC 1.635% ( JP582603BJ95 ) in JPY

Barclay PLC

100 % ⇌

United Kingdom

JP582603BJ95 ( in JPY )

1.635% per year ( payment 2 times a year)

25/09/2028

Prospectus brochure of the bond Barclays PLC JP582603BJ95 en JPY 1.635%, maturity 25/09/2028

100 000 000 JPY

17 100 000 000 JPY

25/09/2025 ( In 145 days )

Barclays PLC is a British multinational banking and financial services corporation headquartered in London, offering a wide range of services including personal and corporate banking, investment banking, and wealth management.

The Bond issued by Barclay PLC ( United Kingdom ) , in JPY, with the ISIN code JP582603BJ95, pays a coupon of 1.635% per year.
The coupons are paid 2 times per year and the Bond maturity is 25/09/2028

Admission Particulars dated 25 September 2018

(incorporated with limited liability in England and Wales)
JAPANESE YEN CALLABLE BONDS - FIRST SERIES (2018)
JAPANESE YEN CALLABLE BONDS - SECOND SERIES (2018)

(the "Bonds")
The Issuer intends to apply to the London Stock Exchange plc (the "LSE") for the Bonds (as
described herein) to be admitted to trading on the LSE's International Securities Market (the
"ISM"). The ISM is a market designated for professional investors. Bonds admitted to trading
on the ISM are not admitted to the Official List of the United Kingdom Listing Authority.
The LSE has not approved or verified the contents of these Admission Particulars. These
Admission Particulars do not comprise a prospectus for the purposes of Directive 2003/71/EC, as
amended.
These Admission Particulars have been prepared in connection with the application to admit
the Bonds to trading on the ISM and do not constitute an offer of, or an invitation to subscribe
for or purchase, any Bonds. The distribution of these Admission Particulars and the offering,
sale and delivery of Bonds in certain jurisdictions may be restricted by law. Persons into
whose possession these Admission Particulars come are required to inform themselves about
and to comply with any such restrictions.
Annexes A (pages 3 to 65) and B (pages 66 to 77) hereto, derived from certain sections of the
Japanese shelf registration prospectus as of 11 September 2018 relating to the Bonds and the
supplement thereto as of 14 September 2018, respectively, form an integral part of, and should be
read together with, these Admission Particulars. Information indicated as "Undetermined" in Annex
A is supplemented by and completed in Annex B. Certain matters which have already been
described in Annex A are indicated as "Omitted" in Annex B. The Reference Documents referred
to in "Part II. Reference Information" of Annex A are available on the website of the Japanese
Electronic Disclosure for Investors' Network (EDINET) at https://disclosure.edinet-
fsa.go.jp/E01EW/BLMainController.jsp?uji.verb=W1E63013CXW1E6A013DSPSch&uji.bean=e
e.bean.parent.EECommonSearchBean&TID=W1E63013&PID=W1E63013&SESSIONKEY=153
6141420842&lgKbn=1&pkbn=0&skbn=1&dskb=&askb=&dflg=0&iflg=0&cal=2&mul=%E3%8
3%90%E3%83%BC%E3%82%AF%E3%83%AC%E3%82%A4%E3%82%BA%E3%83%BB%
E3%83%94%E3%83%BC%E3%82%A8%E3%83%AB%E3%82%B7%E3%83%BC&fls=on&ot
h=on&mon=&yer=&pfs=4&row=100&idx=0&str=E05982&kbn=1&flg=&syoruiKanriNo.

538725-4-176-v1.1
- 1 -
15-40690517

1.
Responsibility Statement
The Issuer accepts responsibility for the information contained in these Admission Particulars and
declares that, having taken all reasonable care to ensure that such is the case, the information
contained in these Admission Particulars is, to the best of its knowledge, in accordance with the
facts and contains no omission likely to affect its import.
2.
Authorisation
The issue of the Bonds was authorised by the Group Finance Director of the Issuer on 6 September
2018 pursuant to an authority granted by the board of directors of the Issuer on 28 March 2018.
3.
Significant Change
There has been no significant change in the financial or trading position of the Issuer or the Group
since 30 June 2018.
4.
ISIN, FISN and CFI Codes
In relation to the JPY Callable Bonds First Series, the ISIN is JP582603AJ96, the FISN code is
BARCLAYS/VARBD 20240925 UNSEC and the CFI code is DBVUFB.
In relation to the JPY Callable Bonds Second Series, the ISIN is JP582603BJ95, the FISN code
is BARCLAYS/VARBD 20280925 UNSEC and the CFI code is DBVUFB.
5.
Legal Entity Identifier
The Legal Entity Identifier (LEI) code of the Issuer is 213800LBQA1Y9L22JB70.

538725-4-176-v1.1
- 2 -
15-40690517

ANNEX A

THE BONDS HAVE NOT BEEN AND WILL NOT BE REGISTERED UNDER THE
UNITED STATES SECURITIES ACT OF 1933, AS AMENDED (THE "SECURITIES
ACT"), AND MAY NOT BE OFFERED OR SOLD WITHIN THE UNITED STATES OR
TO, OR FOR THE ACCOUNT OR BENEFIT OF, U.S. PERSONS EXCEPT IN CERTAIN
TRANSACTIONS EXEMPT FROM THE REGISTRATION REQUIREMENTS OF THE
SECURITIES ACT. TERMS USED IN THIS PARAGRAPH HAVE THE MEANINGS
GIVEN TO THEM BY REGULATION S UNDER THE SECURITIES ACT.
No commissioned company for bondholders will be appointed in respect of the Bonds. Therefore,
the Bondholders are required to do any and al acts by themselves individually, if necessary, in order
to obtain payment of principal of and interest on, and to preserve their rights under the Bonds, in
certain circumstances, such as the Issuer do not perform its obligations under the Bonds. The Fiscal
Agent is acting solely as agent of the Issuer and does not assume any obligation towards or
relationship of agency or trust for or with the Bondholders.

PART I.
INFORMATION PERTAINING TO SECURITIES
Here fol ows the descriptions of BARCLAYS PLC JAPANESE YEN CALLABLE BONDS -
FIRST SERIES (2018) and BARCLAYS PLC JAPANESE YEN CALLABLE BONDS - SECOND
SERIES (2018) (col ectively, "JPY Cal able Bonds") to be issued by Barclays PLC (the "Issuer").
The term "Bonds" means one or more series of the JPY Cal able Bonds, col ectively, or if the
context requires, either series of the Bonds.
The term "Bondholders" means the holders of the Bonds.
I.
TERMS AND CONDITIONS OF OFFER FOR SUBSCRIPTION
1.
Offering of the Bonds (other than short-term notes)
Name of the Bonds
: Barclays PLC Japanese Yen Callable
Bonds - (Undetermined)th Series (2018)
(Note 1) (Note 2)
Registered/Bearer
:
Aggregate Face Value or Aggregate : (Undetermined)
Amount
of
Book-Entry
Transfer
Corporate Bonds
Denomination of Each Bond
: JPY 100,000,000
Aggregate Issue Price
: (Undetermined)
Issue Price
: 100% of the principal amount of the Bond
538725-4-176-v1.1
- 3 -
15-40690517

Rate of Interest (%)
: From, and including, (Undetermined)
September 2018 to, and including,
(Undetermined)
September
(Undetermined): (Undetermined)% per
annum
From, and including, (Undetermined)
September
(Undetermined)
to,
and
including, (Undetermined) September
(Undetermined):
The
interest
rate
shall
be
(Undetermined) % per annum plus the
offered rate for 6-month Japanese yen
deposits in the London interbank market
which appears on the Reuters Page
LIBOR01 (as defined in "Method of
Payment of Interest(2)(vii)" below.)
Please see "Method of Payment of
Interest" below.
Interest Payment Date
: (Undetermined)
March,
and
(Undetermined) September of each year
Please see "Method of Payment of
Interest" below.
Optional Redemption Date

(Undetermined)
(the "Fixed-to-Floating Rate Par
Redemption Date")
Please see "Method of Redemption"
below.
Maturity Date
: (Undetermined)
September
(Undetermined)
Method of Offering
: Public offering
Deposit for Subscription
: Not Applicable
Period of Subscription
: (Undetermined) September 2018
Place for Subscription
: Head Office and each branch office in
Japan of each Underwriter listed below
Closing Date
: (Undetermined) September 2018 (the
"Issue Date")
Book-Entry Transfer Institution
: Japan Securities Depository Center,
Incorporated ("JASDEC") (Note 3)
538725-4-176-v1.1
- 4 -
15-40690517

1-1, Nihombashi-Kayabacho 2-chome,
Chuo-ku, Tokyo

Method of Public Notice:
Notices to the Bondholders shall be valid if published in the Japanese Official Gazette
(kampo), if possible, and in a daily Japanese newspaper published in both Tokyo and Osaka
reporting on current affairs (which is expected to be the Nihon Keizai Shimbun). Any such
notice shal be deemed to have been given on the date of such publication or, if published
more than once or on different dates, on the first date on which publication is made, as
provided above.
Direct notification to individual Bondholders need not be made. Such public notices to be
given by the Issuer shall, upon the request and at the expense of the Issuer, be given by the
Fiscal Agent (as described in "Fiscal Agent and Its Duties and Functions" below) on behalf
of the Issuer.

(Note 1) The Law Concerning Book-Entry Transfer of Corporate Bonds, Stocks, Etc. of Japan
(Law No. 75, 2001, as amended) (the "Book-Entry Transfer Law") shall apply to the
Bonds and the transfer of and other matters relating to the Bonds shall be dealt with in
accordance with the Book-Entry Transfer Law and the business regulations and other rules
relating to book-entry transfer of corporate bonds, etc. (col ectively, the "Business
Regulations") from time to time adopted by JASDEC.

The certificates for the Bonds (the "Bond Certificates") shal not be issued except in such
exceptional cases as set forth in the Book-Entry Transfer Law where the Bondholders may
make a request for the issue of the Bond Certificates. In the event that the Bond
Certificates are issued, al expenses incurred in connection with the issue of the Bond
Certificates shall be borne by the Issuer and the Bond Certificates to be issued shall be
only in bearer form with unmatured interest coupons and the Bondholders may not request
that the Bond Certificates be exchanged for the Bond Certificates in registered form or
divided or consolidated.
(Note 2) Application will be made for the Bonds to be traded on the International Securities Market
of the London Stock Exchange plc.
(Note 3) All references to JASDEC shal be deemed to include any successor book-entry transfer
institution as designated by a competent minister pursuant to the Book-Entry Transfer Law.

Underwriters:

Primary Underwriting

The financial instruments firms which will enter into the Subscription Agreement relating to
the issue and offering of the Bonds are as fol ows:
538725-4-176-v1.1
- 5 -
15-40690517

Name
Addresses
Barclays Securities Japan Limited
10-1, Roppongi 6-chome, Minato-ku, Tokyo
Mitsubishi UFJ Morgan Stanley Securities 5-2, Marunouchi 2-chome, Chiyoda-ku,
Co., Ltd.
Tokyo
Otemachi First Square, 5-1, Otemachi 1-
Mizuho Securities Co., Ltd.
chome, Chiyoda-ku, Tokyo
Nomura Securities Co., Ltd.
9-1, Nihombashi 1-chome, Chuo-ku, Tokyo
SMBC Nikko Securities Inc.
3-1, Marunouchi 3-chome, Chiyoda-ku,
Tokyo
(collectively, the "Joint Lead Managers")

Amount Underwritten

(Undetermined) (There is no underwritten amount for each of the Joint Lead Managers, since
the aggregate issue price of the Bonds will be jointly and severally underwritten by the Joint
Lead Managers.)
Terms of Primary Underwriting

Pursuant to the Subscription Agreement relating to the Bonds to be entered into by and
between the Issuer and the Joint Lead Managers on (undetermined) September 2018, the
Joint Lead Managers will jointly and severally subscribe for and purchase the Bonds and
will offer them to the public. The terms of the primary underwriting other than the above are
to be determined. Undetermined matters are to be fixed in mid-September 2018.

Fiscal Agent and Its Duties and Functions:
The fiscal agent and issuing and paying agent and reference agent (as defined in "Method of
Payment of Interest (2)(vii)" below.) in respect of the Bonds (the "Fiscal Agent") is as fol ows:
Name of the Fiscal Agent
Address
1-2, Marunouchi 1-chome, Chiyoda-ku,
Sumitomo Mitsui Banking Corporation
Tokyo

(1)
Conditions of Entrustment
The Fiscal Agent shall act as fiscal agent and issuing and paying agent and reference agent
in respect of the Bonds under the Fiscal and Reference Agency Agreement (the "Fiscal
538725-4-176-v1.1
- 6 -
15-40690517

Agency Agreement") dated (Undetermined) September 2018 between the Issuer and the
Fiscal Agent. The Issuer will pay to the Fiscal Agent the initial Fiscal Agent's fee as well
as Fiscal Agent's fee during the period as separately agreed by the Issuer and the Fiscal
Agent.
(2)
Substance of Duties and Functions of the Fiscal Agent
The Fiscal Agent shall perform the duties and functions provided for in the conditions of
the Bonds (the "Conditions of Bonds"), the Fiscal Agency Agreement and the Business
Regulations. The Fiscal Agent is acting solely as agent of the Issuer and does not assume
any obligation towards or relationship of agency or trust for or with the Bondholders. A
copy of the Fiscal Agency Agreement together with the Conditions of Bonds shal be kept
at the head office of the Fiscal Agent and shall be made available for perusal or
photocopying by any Bondholder during normal business hours. All expenses incurred for
such photocopying shall be borne by the applicant therefor.
(3)
The Issuer reserves the right at any time to terminate the appointment of the Fiscal Agent
and to appoint a replacement agent by giving prior public notice, in accordance with
"Method of Public Notice" above, thereof to the Bondholders; provided the replacement
agent shal be qualified to act as issuing agent and paying agent pursuant to the Business
Regulations and the appointment of the Fiscal Agent shall continue until the replacement
agent is effectively appointed.
(4)
The Issuer shall, without delay, appoint a replacement agent (provided that the replacement
agent shal be qualified to act as issuing agent and paying agent pursuant to the Business
Regulations) and give public notice in accordance with "Method of Public Notice" above
to that effect to the Bondholders if JASDEC notifies of the Issuer that the Fiscal Agent
will be disqualified from a designated issuing agent or paying agent.
(5)
No commissioned companies for bondholders are appointed in respect of the Bonds.

Method of Payment of Interest:
(1) Fixed Interest
The Bonds shal bear fixed interest (the "Fixed Interest") at the rate of (undetermined)%
per annum of their principal amount for the period from, and including, (undetermined)
September (undetermined) to, and including, (undetermined) September (undetermined)
(the "Fixed-to-Floating Rate Par Redemption Date"), payable in Japanese yen semi-annually
in arrear on (undetermined) March and (undetermined) September of each year
(commencing on (undetermined) March 2019) in respect of the half year period to, and
including, each such interest payment date, provided, however, that, if any due date for
payment of interest on the Bonds fal s on a day which is not a Tokyo Business Day (as
defined below), the Bondholders shall not be entitled to payment of the amount due until the
next fol owing Tokyo Business Day and shall not be entitled to the payment of any further
or additional interest or other payment in respect of such delay. Whenever it is necessary to
538725-4-176-v1.1
- 7 -
15-40690517

compute an amount of Fixed Interest on the Bonds for a period of less than a half year, such
interest shal be calculated on the basis of the actual number of calendar days in a 365-day
year.
(2)
Floating Interest
(i)
The Bonds shall bear floating interest (the "Floating Interest") from, and including,
(undetermined) September (undetermined), to, and including, (undetermined) September
(undetermined), payable in Japanese yen semi-annually in arrear on (undetermined) March
(undetermined) and (undetermined) September (undetermined) in respect of the Floating
Interest Period (as defined below) to, and including, each such date; provided that, if any
such date would otherwise fal on a day which is not a Tokyo Business Day, the relevant
due date for payment of interest shall be postponed to the next succeeding Tokyo Business
Day unless it would thereby fal into the next calendar month, in which event such due
date shal be brought forward to the immediately preceding Tokyo Business Day, and the
interest shall be payable in respect of the Floating Interest Period ending on, and including,
the due date as modified pursuant to this proviso. Interest due for a part of any Floating
Interest Period shal be payable for the actual number of days included in such part on the
basis of a 360-day year. Each due date for payment of Floating Interest, as provided above,
is hereinafter referred to as an "Floating Interest Payment Date".
In "1. Offering of the Bonds (other than short-term notes)";
(a) "Tokyo Business Day" means a day on which banks are open for business (including
dealings in foreign exchange and foreign currency deposits) in Tokyo; and
(b) "Floating Interest Period" means the period beginning on, and including,
(undetermined) September (undetermined) and ending on, and including, the first
Floating Interest Payment Date and the successive period beginning on, but
excluding, a Floating Interest Payment Date and ending on, and including, the next
succeeding Floating Interest Payment Date.
(i )
The Bonds shall, from, and including, (undetermined) September (undetermined), to, and
including, (undetermined) September (undetermined), bear interest on their principal
amount at the rate per annum (the "Rate of Interest") from time to time determined as
fol ows; provided that such Rate of Interest shal not be less than 0%.
(a) At or prior to 10:00 a.m. (Tokyo time) on the Tokyo Business Day (an "Interest
Rate Determination Date") immediately following the Interest Rate Quotation
Date (as defined below), the Issuer will ascertain in respect of the relevant Floating
Interest Period the offered rate (rounded, if necessary, to the nearest 4th decimal
place with five or more in the 5th decimal place to be rounded upwards) for six-
month Japanese yen deposits in the London interbank market administered by the
ICE Benchmark Administration Limited (or any other person which takes over the
administration of that rate) ("LIBOR") which appears on the Reuters Page
LIBOR01 (as defined below) as of 11:00 a.m. (London time) on the second London
Business Day (as defined below) before the first day of such Floating Interest Period
538725-4-176-v1.1
- 8 -
15-40690517

(each such day being hereinafter referred to as an "Interest Rate Quotation Date").
The Rate of Interest for such Floating Interest Period shal be the rate equal to
(undetermined)% per annum (the "Margin") plus the above offered rate so
ascertained by the Issuer.
In "1. Offering of the Bonds (other than short-term notes)",
(x)
"London Business Day" means a day on which banks are open for business
(including dealings in foreign exchange and foreign currency deposits) in
London; and
(y)
"Reuters Page LIBOR01" means the page designated as "LIBOR01"
displayed on Reuters (or any successor service) which page displays LIBOR
or such other page as may replace LIBOR01 on that service or such other
services as may be reasonably nominated by the Issuer as the information
vendor, for the purpose of displaying LIBOR, which replacement shall be
promptly notified by the Issuer to the Fiscal Agent in writing.
(b) If the above offered rate does not appear on the Reuters Page LIBOR01, or if the
Reuters Page LIBOR01 is unavailable, in either case, as of 11:00 a.m. (London
time), on any Interest Rate Quotation Date, the Issuer will request on the Interest
Rate Determination Date the principal Tokyo office, if any, of each of the Reference
Banks (as defined below) to provide the Issuer with the offered quotation (expressed
as a rate per annum) for six-month Japanese yen deposits commencing on the second
London Business Day fol owing such Interest Rate Quotation Date offered by its
principal London office to leading banks in the London interbank market at
approximately 11:00 a.m. (London time) on such Interest Rate Quotation Date. In
such case:
- If on such Interest Rate Determination Date six or more Reference Banks
provide the Issuer with such offered quotations, the Rate of Interest for such
Floating Interest Period shal be the rate equal to the Margin plus the
arithmetic mean (rounded, if necessary, to the nearest 4th decimal place with
five or more in the 5th decimal place to be rounded upwards) of such offered
quotations (disregarding two of the lowest and two of the highest of such
quotations), as ascertained by the Issuer.
- If on such Interest Rate Determination Date not less than two but not more
than five Reference Banks provide the Issuer with such offered quotations, the
Rate of Interest for the relevant Floating Interest Period shall be the rate equal
to the Margin plus the arithmetic mean (rounded, if necessary, to the nearest
4th decimal place with five or more in the 5th decimal place to be rounded
upwards) of the quotations of those Reference Banks providing such
quotations.
- If on such Interest Rate Determination Date only one or none of the
Reference Banks provides the Issuer with such offered quotations, the Issuer
538725-4-176-v1.1
- 9 -
15-40690517

shal ascertain LIBOR which appears on the Reuters Page LIBOR01 as of
11:00 a.m. (London time) on the London Business Day most closely preceding
the relevant Interest Rate Quotation Date (if LIBOR does not appear on the
Reuters Page LIBOR01 or the Reuters Page LIBOR01 is unavailable, London
Business Day preceding but closest to the day on which the offered rate
appears). The Rate of Interest for the relevant Floating Interest Period shall
be the rate equal to the Margin plus such offered rate so ascertained by the
Issuer; provided that, if such London Business Day falls on or before the
preceding Interest Rate Quotation Date, if any, the Rate of Interest shall be the
Rate of Interest in effect for the last preceding Floating Interest Period.
In "1. Offering of the Bonds (other than short-term notes)", "Reference Bank"
means a bank which provided its offered quotation used to calculate LIBOR which
appeared on the Reuters Page LIBOR01 as of 11:00 a.m. (London time) on the
London Business Day most closely preceding the Interest Rate Quotation Date in
respect of the relevant Interest Rate Determination Date (if LIBOR does not appear
on the Reuters Page LIBOR01 or the Reuters Page LIBOR01 is unavailable, London
Business Day preceding but closest to the day on which the offered rate appears).
(c) If the Issuer (in consultation with the Reference Agent) determines that LIBOR has
ceased to be published on the Reuters Page LIBOR01 as a result of such benchmark
ceasing to be calculated or administered when the Rate of Interest (or the relevant
component part thereof) remains to be determined by reference to LIBOR, then the
fol owing provisions shall apply:
(v)
the Issuer shall use reasonable endeavours to appoint, as soon as reasonably
practicable, an Independent Adviser (as defined below) to determine (acting
in good faith and in a commercially reasonable manner), no later than five
Tokyo Business Days prior to the relevant Interest Rate Determination Date
relating to the next succeeding Floating Interest Period (the "IA
Determination Cut-off Date"), a Successor Rate (as defined below) or,
alternatively, if there is no Successor Rate, an Alternative Reference Rate (as
defined below) for purposes of determining the Rate of Interest (or the
relevant component part thereof);
(w)
if the Issuer is unable to appoint an Independent Adviser, or the Independent
Adviser appointed by it fails to determine a Successor Rate or an Alternative
Reference Rate prior to the IA Determination Cut-off Date, the Issuer (in
consultation with the Reference Agent and acting in good faith and in a
commercially reasonable manner) may determine a Successor Rate or, if
there is no Successor Rate, an Alternative Reference Rate;
(x)
if a Successor Rate or, failing which, an Alternative Reference Rate (as
applicable) is determined in accordance with the preceding provisions, such
Successor Rate or, failing which, an Alternative Reference Rate (as
applicable) shal replace LIBOR for each of the future Floating Interest
538725-4-176-v1.1
- 10 -
15-40690517