Bond Stanchart PLC 0% ( USG84228FT04 ) in USD

Stanchart PLC

100.994 % ▼

United Kingdom

USG84228FT04 ( in USD )

0%

05/07/2027

Prospectus brochure of the bond Standard Chartered Plc USG84228FT04 en USD 0%, maturity 05/07/2027

200 000 USD

500 000 000 USD

G84228FT0

BBB+ ( Lower medium grade - Investment-grade )

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

The Bond issued by Stanchart PLC ( United Kingdom ) , in USD, with the ISIN code USG84228FT04, pays a coupon of 0% per year.
The coupons are paid 2 times per year and the Bond maturity is 05/07/2027
The Bond issued by Stanchart PLC ( United Kingdom ) , in USD, with the ISIN code USG84228FT04, was rated BBB+ ( Lower medium grade - Investment-grade ) by Standard & Poor's ( S&P ) credit rating agency.

Final Terms
STANDARD CHARTERED PLC
and
STANDARD CHARTERED BANK
U.S.$77,500,000,000
Debt Issuance Programme
U.S.$500,000,000 Floating Rate Notes due 2027 (the "Notes")
Issued by
Standard Chartered PLC
Joint Lead Managers
BNP Paribas Securities Corp.
Goldman Sachs & Co. LLC
Morgan Stanley & Co. LLC
Standard Chartered Bank
TD Securities (USA) LLC
Co-Managers
BMO Capital Markets Corp.
Commerzbank Aktiengesellschaft
Industrial and Commercial Bank of China Limited, Singapore Branch
National Bank of Canada Financial Inc.
Rand Merchant Bank, a division of FirstRand Bank Limited (London Branch)
The Bank of East Asia, Limited
The date of the Final Terms is 28 June 2023.

PART A CONTRACTUAL TERMS
THE NOTES HAVE NOT BEEN AND WILL NOT BE REGISTERED UNDER THE U.S. SECURITIES ACT
1933 (THE "SECURITIES ACT") OR WITH ANY SECURITIES REGULATORY AUTHORITY OF ANY STATE
OR OTHER JURISDICTION OF THE UNITED STATES.
THE NOTES ARE ISSUED IN REGISTERED FORM ("REGISTERED NOTES") AND MAY BE OFFERED
AND SOLD (I) IN THE UNITED STATES OR TO U.S. PERSONS IN RELIANCE ON RULE 144A UNDER THE
SECURITIES ACT ("RULE 144A") ONLY TO QUALIFIED INSTITUTIONAL BUYERS ("QIBS"), AS DEFINED
IN RULE 144A AND (II) OUTSIDE THE UNITED STATES TO NON-U.S. PERSONS IN RELIANCE ON
REGULATION S UNDER THE SECURITIES ACT.
THE NOTES HAVE NOT BEEN APPROVED OR DISAPPROVED BY THE U.S. SECURITIES AND
EXCHANGE COMMISSION, OR ANY SECURITIES REGULATORY AUTHORITY OF ANY STATE OR
OTHER JURISDICTION OF THE UNITED STATES, NOR HAVE ANY OF THE FOREGOING AUTHORITIES
PASSED UPON OR ENDORSED THE MERITS OF THE OFFERING OF NOTES OR THE ACCURACY OR
ADEQUACY OF THIS DOCUMENT. ANY REPRESENTATION TO THE CONTRARY IS A CRIMINAL
OFFENCE IN THE UNITED STATES.
PROHIBITION OF SALES TO EEA RETAIL INVESTORS The Notes are not intended to be offered, sold or
otherwise made available to and should not be offered, sold or otherwise made available to any retail investor
in the European Economic Area (the "EEA"). For these purposes, a retail investor means a person who is one
(or more) of: (i) a retail client as defined in point (11) of Article 4(1) of Directive 2014/65/EU (as amended "MiFID
II"); (ii) a customer within the meaning of Directive (EU) 2016/97 as amended or superseded (the "IDD"), where
that customer would not qualify as a professional client as defined in point (10) of Article 4(1) of MiFID II; or (iii)
not a qualified investor as defined in Article 2 of Regulation (EU) 2017/1129 (the "EU Prospectus Regulation").
Consequently, no key information document required by Regulation (EU) No 1286/2014 (as amended, the "EU
PRIIPs Regulation") for offering or selling the Notes or otherwise making them available to retail investors in
the EEA has been prepared and therefore offering or selling the Notes or otherwise making them available to
any retail investor in the EEA may be unlawful under the EU PRIIPs Regulation.
PROHIBITION OF SALES TO UK RETAIL INVESTORS The Notes are not intended to be offered, sold or
otherwise made available to and should not be offered, sold or otherwise made available to any retail investor
in the United Kingdom (the "UK"). For these purposes, a retail investor means a person who is one (or more)
of: (i) a retail client, as defined in point (8) of Article 2 of Regulation (EU) No 2017/565 as it forms part of the
domestic law of the UK by virtue of the European Union (Withdrawal) Act 2018 (the "EUWA"); (ii) a customer
within the meaning of the provisions of the Financial Services and Markets Act 2000 (the "FSMA") and any rules
or regulations made under the FSMA to implement the IDD, where that customer would not qualify as a
professional client, as defined in point (8) of Article 2(1) of Regulation (EU) No 600/2014 as it forms part of the
domestic law of the UK by virtue of the EUWA ("UK MiFIR"); or (iii) not a qualified investor as defined in Article
2 of the EU Prospectus Regulation as it forms part of the domestic law of the UK by virtue of the EUWA (the
"UK Prospectus Regulation"). Consequently, no key information document required by the EU PRIIPs
Regulation as it forms part of the domestic law of the UK by virtue of the EUWA (the "UK PRIIPs Regulation")
for offering or selling the Notes or otherwise making them available to retail investors in the UK has been
prepared and therefore offering or selling the Notes or otherwise making them available to any retail investor in
the UK may be unlawful under the UK PRIIPs Regulation.
UK MiFIR PRODUCT GOVERNANCE / PROFESSIONAL INVESTORS AND ELIGIBLE COUNTERPARTIES
ONLY TARGET MARKET  Solely for the purposes of each manufacturer's product approval process, the
target market assessment in respect of the Notes has led to the conclusion that: (i) the target market for the
Notes is only eligible counterparties, as defined in the FCA Handbook Conduct of Business Sourcebook
("COBS"), and professional clients, as defined in UK MiFIR; and (ii) all channels for distribution of the Notes to
eligible counterparties and professional clients are appropriate. Any person subsequently offering, selling or

recommending the Notes (a "distributor") should take into consideration the manufacturers' target market
assessment; however, a distributor subject to the FCA Handbook Product Intervention and Product Governance
Sourcebook is responsible for undertaking its own target market assessment in respect of the Notes (by either
adopting or refining the manufacturers' target market assessment) and determining appropriate distribution
channels.
NOTIFICATION UNDER SECTION 309B OF THE SECURITIES AND FUTURES ACT 2001 OF SINGAPORE,
AS MODIFIED OR AMENDED FROM TIME TO TIME (THE "SFA") AND THE SECURITIES AND FUTURES
(CAPITAL MARKETS PRODUCTS) REGULATIONS 2018 OF SINGAPORE (THE "CMP REGULATIONS
2018") In connection with Section 309B of the SFA and the CMP Regulations 2018, the Issuer has determined,
and hereby notifies all persons (including all relevant persons as defined in Section 309A(1) of the SFA), that
the Notes are prescribed capital markets products (as defined in the CMP Regulations 2018) and Excluded
Investment Products (as defined in the MAS Notice SFA 04-N12: Notice on the Sale of Investment Products
and the MAS Notice FAA-N16: Notice on Recommendations on Investment Products).
Terms used herein shall be deemed to be defined as such for the purposes of the Conditions set forth in the
Prospectus dated 15 June 2023 which constitutes (with the exception of certain sections) a base prospectus
(the "Base Prospectus") for the purposes of the UK Prospectus Regulation. This document constitutes the
Final Terms of the Notes described herein for the purposes of the UK Prospectus Regulation and must be read
in conjunction with the Base Prospectus in order to obtain all the relevant information. The Base Prospectus is
available for viewing at 1 Basinghall Avenue, London EC2V 5DD and https://www.sc.com/en/investors/ and
copies may be obtained from 1 Basinghall Avenue, London EC2V 5DD.
1.
Issuer:
Standard Chartered PLC
2.
(i)
Series Number:
268
(ii)
Tranche Number:
1
(iii)
Date on which the Notes will Not Applicable
be consolidated and form a
single Series:
3.
Currency or Currencies:
United States Dollars ("U.S.$")
4.
Aggregate Nominal Amount:
(i)
Series:
U.S.$500,000,000
(ii)
Tranche:
U.S.$500,000,000
5.
Issue Price:
100.000 per cent. of the Aggregate Nominal
Amount
6.
Denominations:
U.S.$200,000 and integral multiples of U.S.$1,000
in excess thereof
7.
Calculation Amount:
U.S.$1,000
8.
(i)
Issue Date:

6 July 2023
(ii)
Interest
Commencement Issue Date
Date:
9.
Maturity Date:
The Interest Payment Date falling on or nearest to
6 July 2027

10.
Interest Basis:
SOFR Compound + 1.930 per cent. Floating
Rate
(see paragraph 16 below)
11.
Redemption/Payment Basis:
Subject to any purchase and cancellation or early
redemption, the Notes will be redeemed on the
Maturity Date at 100.000 per cent. of their nominal
amount
12.
Change of Interest:
Not Applicable
13.
Put/Call Options:
Issuer Call
Loss Absorption Disqualification Event Call
Clean-up Call
14.
(i)
Status of the Notes:
Senior
(ii)
Date Board approval for
Not Applicable
issuance of Notes
obtained:
(iii)
Events of Default:
Restrictive Events of Default
PROVISIONS RELATING TO INTEREST (IF ANY) PAYABLE
15.
Fixed Rate Note Provisions
Not Applicable
16.
Floating Rate Note Provisions
Applicable
(i)
Interest Period(s):
The period beginning on (and including) the Issue
Date and ending on (but excluding) the First
Interest Payment Date and each successive
period beginning on (and including) an Interest
Payment Date and ending on (but excluding) the
next succeeding Interest Payment Date
(ii)
Interest Payment Dates:
6 January, 6 April, 6 July and 6 October in each
year, subject to adjustment in accordance with the
Business Day Convention below
(iii)
First Interest Payment
6 October 2023
Date:
(iv)
Business Day Convention:
Modified Following Business Day Convention
(v)
Relevant
Financial New York
Centre(s) (Condition 4(k)):
(vi)
Interest Period Date(s):
As per Conditions
(vii) Calculation Agent:
The Bank of New York Mellon, 240 Greenwich
Street, New York, NY 10286, U.S.
(viii)
Party
responsible
for Not Applicable
calculating the Rate(s) of
Interest
and
Interest

Amount(s)
(if
not
the
Calculation Agent):
(ix)
Page (Condition 4(c)):

Relevant Time:
3:00 p.m. (New York time)

Interest
Determination The date which is two U.S. Government Securities
Date:
Business Days prior to each Interest Payment
Date

Primary Source for Floating As per Condition 4(c)(ii)(B)b.
Rate:

Relevant Financial Centre:
New York

Benchmark:
SOFR

Effective Date:
Not Applicable

Specified Duration:
Not Applicable

SOFR Rate Cut-Off Date:
Not Applicable

Lookback Days:
Not Applicable

SOFR Benchmark:
SOFR Compound

SOFR Compound:
SOFR Compound with SOFR Observation Period
Shift

SOFR Observation Shift
Two U.S. Government Securities Business Days
Days:

Interest Accrual Period End
Not Applicable
Dates:

Interest Payment Delay:
Not Applicable

SOFR Index Start:
Not Applicable

SOFR Index End:
Not Applicable

SONIA Benchmark:
Not Applicable

SONIA Observation
Not Applicable
Method:

SONIA Observation Look-
Not Applicable
Back Period:

SONIA Observation Shift
Not Applicable
Period:

Fallback Page:
Not Applicable

STR Benchmark:
Not Applicable

STR Observation Method: Not Applicable

STR Observation Look-
Not Applicable
Back Period:

STR Observation Shift
Not Applicable
Period:

Relevant Number:
Not Applicable

D:
Not Applicable

SORA Observation
Not Applicable
Method:

SORA Observation Look-
Not Applicable
Back Period:

SORA Observation Shift
Not Applicable
Period:
(x)
Representative Amount:
Not Applicable
(xi)
Linear Interpolation:
Not Applicable
(xii)
Margin(s):
+ 1.930 per cent. per annum
(xiii)
Minimum Interest Rate:
Not Applicable
(xiv)
Maximum Interest Rate:
Not Applicable
(xv)
Day Count Fraction
Actual/360
(Condition 4(k)):
(xvi)
Rate Multiplier:
Not Applicable
(xvii)
Benchmark
Benchmark Discontinuation (SOFR)
Discontinuation:
17.
Reset Note Provisions
Not Applicable
18.
Zero Coupon Note Provisions
Not Applicable
PROVISIONS RELATING TO REDEMPTION
19.
Issuer Call
Applicable
(i)
Optional Redemption
6 July 2026
Date(s):
(ii)
Call Option Redemption
U.S.$1,000 per Calculation Amount
Amount(s) and method, if

any, of calculation of such
amount(s):
(iii)
Make Whole Redemption
Not Applicable
Amount:
(iv)
If redeemable in part:
(a)
Minimum Call
Not Applicable
Option
Redemption
Amount:
(b)
Maximum Call
Not Applicable
Option
Redemption
Amount:
(v)
Notice period:
As per Condition 5(d)
20.
Regulatory Capital Call
Not Applicable
21.
Loss Absorption Disqualification
Applicable
Event Call
Redeemable on days other than
No
Interest Payment Dates (Condition
5(f)):
22.
Clean-up Call
Applicable
(i)
Clean-up Call Threshold:
75 per cent.
(ii)
Clean-up Call Optional
On any Interest Payment Date in the period from
Redemption Date(s):
(and including) the Issue Date to (but excluding)
the Maturity Date
(iii)
Call Option Redemption
U.S.$1,000 per Calculation Amount
Amount(s) and method, if
any, of calculation of such
amount(s):
(iv)
Notice period:
As per Condition 5(h)
23.
Put Option
Not Applicable
24.
Final Redemption Amount of
U.S.$1,000 per Calculation Amount
each Note
25.
Early Redemption Amount
(i)
Early Redemption
U.S.$1,000 per Calculation Amount
Amount(s) per Calculation
Amount payable on
redemption for taxation
reasons, due to Regulatory
Capital Event or due to

Loss Absorption
Disqualification Event or on
event of default:
(ii)
Redeemable on days other
No
than Interest Payment
Dates (Condition 5(c)):
(iii)
Unmatured Coupons to
Not Applicable
become void upon early
redemption (Bearer Notes
only) (Condition 6(f)):
GENERAL PROVISIONS APPLICABLE TO THE NOTES
26.
Form of Notes:
Registered Notes
One or more Unrestricted Global Certificate(s)
registered in the name of a nominee for DTC
exchangeable for Definitive Certificates in the
limited circumstances specified in the
Unrestricted Global Certificate(s)
One or more Restricted Global Certificate(s)
registered in the name of a nominee for DTC
exchangeable for Definitive Certificates in the
limited circumstances specified in the Restricted
Global Certificate(s)
27.
New Global Note:
No
28.
Business Day Jurisdiction(s)
London and New York
(Condition 6(h)) or other special
provisions relating to Payment
Dates:
29.
Talons for future Coupons to be
No
attached to Definitive Notes (and
dates on which such Talons
mature):
THIRD PARTY INFORMATION
The rating definitions provided in Part B, Item 2 of these Final Terms have been extracted from the websites
of S&P, Fitch and Moody's. The Issuer confirms that such information has been accurately reproduced
and that, so far as it is aware, and is able to ascertain from information published by S&P, Fitch and
Moody's (as applicable), no facts have been omitted which would render the reproduced information
inaccurate or misleading.

Signed on behalf of the Issuer:
By: ___________________________________________
Duly authorised

PART B OTHER INFORMATION
1.
LISTING:
(i)
Listing:
Official List of the FCA and trading on the
London Stock Exchange.
(ii)
Admission to trading:
Application has been made by the Issuer (or on
its behalf) for the Notes to be admitted to trading
on the London Stock Exchange's main market
with effect from 6 July 2023.
(iii)
Estimated total expenses of
£5,500
admission to trading:
2.
RATINGS
Ratings:
The Notes to be issued are expected to be
assigned the following ratings:
S&P: BBB+
An obligation rated 'BBB' exhibits adequate
protection parameters. However, adverse
economic conditions or changing circumstances
are more likely to weaken the obligor's capacity
to meet its financial commitments on the
obligation. The plus (+) sign shows relative
standing within the rating categories.
(Source: S&P,
https://www.standardandpoors.com/en_US/web/
guest/article/-/view/sourceId/504352)
Moody's: A3
An obligation rated 'A' is considered to be
upper-medium grade and are subject to low
credit risk. The modifier `3' indicates a ranking in
the lower end of that rating category.
(Source: Moody's,
https://www.moodys.com/ratings-
process/Ratings-Definitions/002002)
Fitch: A
An obligation rated `A' denotes an expectation
of low default risk. The capacity for payment of
financial commitments is considered strong.
This capacity may, nevertheless, be more
vulnerable to adverse business or economic
conditions than is the case for higher ratings.
(Source,
Fitch
Ratings,
https://www.fitchratings.com/products/rating-
definitions)

Document Outline

#1">Final Terms