Obligation Barclay PLC 0% ( GB00B8SVV414 ) en GBP

Barclay PLC

100 % ⇌

Royaume-Uni

GB00B8SVV414 ( en GBP )

30/09/2026

Prospectus brochure de l'obligation Barclays PLC GB00B8SVV414 en GBP 0%, échéance 30/09/2026

1 GBP

1 500 000 GBP

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.

Barclays PLC a émis une obligation (ISIN : GB00B8SVV414) au Royaume-Uni d'un montant total de 1 500 000 GBP, négociée actuellement à 100 %, avec un taux d'intérêt de 0 %, une maturité au 30/09/2026, une fréquence de paiement des coupons annuelle et un minimum d'achat d'une unité.

Final Terms
PROHIBITION OF SALES TO EEA AND UK RETAIL INVESTORS: The Securities 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 ("EEA") or the United Kingdom
("UK"). 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, the "Insurance Distribution Directive"),
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 Regulation (EU) 2017/1129 (as amended, the
"Prospectus Regulation"). Consequently no key information document required by Regulation (EU) No
1286/2014 (as amended, the "PRIIPs Regulation") for offering or selling the Securities or otherwise
making them available to retail investors in the EEA or in the UK has been prepared and therefore
offering or selling the Securities or otherwise making them available to any retail investor in the EEA or
in the UK may be unlawful under the PRIIPs Regulation

BARCLAYS BANK PLC
(Incorporated with limited liability in England and Wales)
Legal Entity Identifier (LEI): G5GSEF7VJP5I7OUK5573
GBP 1,500,000 Securities due September 2026 pursuant to the Global Structured Securities
Programme (the "Tranche 1 Securities"))
Issue Price: 100 per cent

This document constitutes the final terms of the Securities (the "Final Terms") described herein for the
purposes of Article 8 of the Prospectus Regulation and is prepared in connection with the Global
Structured Securities Programme established by Barclays Bank PLC (the "Issuer"). These Final Terms
are supplemental to and should be read in conjunction with GSSP Base Prospectus 16 which constitutes
a base prospectus drawn up as separate documents (including the Registration Document dated 2 March
2020 as supplemented on 29 April 2020 and 5 August 2020, and the Securities Notes relating to the
GSSP Base Prospectus 16 dated 30 June 2020) for the purposes of Article 8(6) of the Prospectus
Regulation (the "Base Prospectus"). Full information on the Issuer and the offer of the Securities is only
available on the basis of the combination of this Final Terms and the Base Prospectus. A summary of the
individual issue of the Securities is annexed to this Final Terms.

The Base Prospectus, and any supplements thereto, are available for viewing at
https://www.home.barclays/investor-relations/fixed-income-investors/prospectus-and-
documents/structured-securities-prospectuses and during normal business hours at the registered office
of the Issuer and the specified office of the Issue and Paying Agent for the time being in London, and
copies may be obtained from such office.

BARCLAYS
Final Terms dated 30 September 2020

PART A CONTRACTUAL TERMS
1. (a)
Series
number:
NX000262400
(b)
Tranche
number:
1
2.
Currency:
Pounds sterling ("GBP")
3. Securities:

(a) Aggregate Nominal Amount as at

the Issue Date:
(i)
Tranche:
GBP
1,500,000
(ii)
Series:
GBP
1,500,000

(b) Specified Denomination:
GBP 1
(c)
Minimum
Tradable
Amount:
N/A
(d)
Calculation
Amount:
GBP
1
4.
Issue Price:
100% of par.
5.
Issue Date:
30 September 2020
6.
Scheduled Redemption Date:
30 September 2026
7.
Preference Share linked Securities:

(a) Underlying Preference Share(s) and
Underlying Preference Share: 1 Preference Share
Underlying Preference Share
linked to the FTSE 100 Index (the "Underlying
Reference Asset(s):
Preference Share Reference Asset") issued by
Teal Investments Limited (Class number:
PEIS0054)

(b) Final Valuation Date:
23 September 2026, subject as specified in General
Condition 5.3 (Relevant defined terms)

(c) Valuation Time:
As specified in General Condition 5.3 (Relevant
defined terms)
8. Additional
Disruption
Event:

(a)
Change
in
Law:
Applicable as per General Condition 22.1
(Definitions)

(b)
Currency
Disruption
Event:
Applicable as per General Condition 22.1
(Definitions)

(c)
Extraordinary
Market
Disruption:
Applicable as per General Condition 22.1
(Definitions)

(d) Optional Additional Adjustment
Applicable as per General Condition 22.1
Event(s):
(Definitions)
(i)
Insolvency
Filing:
Applicable
(ii)
Insolvency:
Applicable

(iii) Preference Share Adjustment
Applicable
Event:

9.
Form of Securities:
CREST Securities held in uncertificated registered
form
NGN Form: Not Applicable
Held under the NSS: Not Applicable
CGN Form: Not Applicable
CDIs: Not Applicable
10.
Trade Date:
23 September 2020
11. 871(m) Securities
The Issuer has determined that the Securities
(without regard to any other transactions) should not
be subject to US withholding tax under Section
871(m) of the US Internal Revenue Code and
regulations promulgated thereunder.
12.
Prohibition of Sales to EEA and UK
Applicable
Retail Investors:
13.
Early Redemption Notice Period
As specified in General Condition 22.1 (Definitions)
Number:
14.
Additional Business Centre(s):
Not Applicable
15.
Determination Agent:
Barclays Bank PLC
16. Registrar:
The Bank of New York Mellon SA/NV,
Luxembourg Branch
17.
CREST Agent:
Computershare Investor Service PLC
18. Transfer
Agent:
The Bank of New York Mellon SA/NV,
Luxembourg Branch
19.
(a) Name of Manager
Barclays Bank PLC

(b) Date of underwriting agreement: Not
Applicable
20. Relevant
Benchmarks:
FTSE 100 is provided by FTSE International
Limited. As at the date hereof, FTSE International
Limited appears in the register of administrators and
benchmarks established and maintained by ESMA
pursuant to article 36 of the Benchmarks Regulation

PART B - OTHER INFORMATION

1.
LISTING AND ADMISSION TO

TRADING
(a) Listing and Admission to
Application is expected to be made by the Issuer (or
Trading
on its behalf) for the Securities to be listed on the
Official List and admitted to trading on the
Regulated Market of the London Stock Exchange on
or around the Issue Date
(b) Estimate of total expenses
GBP 395
relating to admission to trading:
2.
RATINGS

Ratings:
The Securities have not been individually rated.
3.
INTERESTS OF NATURAL AND LEGAL PERSONS INVOLVED IN THE ISSUE

Save for any fees payable to the Manager and save for any trading and market-making
activities of the Issuer and/or its affiliates in the Underlying Preference Share and/or the
Underlying Preference Share Reference Assets, the hedging activities of the Issuer and/or its
affiliates and the fact that the Issuer/an affiliate of the Issuer is the Determination Agent in
respect of the Securities and the determination agent in respect of the Underlying Preference
Share, so far as the Issuer is aware, no person involved in the offer of the Securities has an
interest material to the issue.
4.
REASONS FOR THE OFFER, ESTIMATED NET PROCEEDS AND TOTAL
EXPENSES
(a)
Reasons for the offer:
Making profit and/or hedging purposes
(b)
Estimated net proceeds:
Not Applicable
(c)
Estimated total expenses:
Not Applicable
5.
PERFORMANCE OF THE UNDERLYING PREFERENCE SHARE AND OTHER
INFORMATION CONCERNING THE UNDERLYING PREFERENCE SHARE

The value of the Securities will depend upon the performance of the Underlying Preference
Share.
The Preference Share Value in respect of each Underlying Preference Share will be published
on each Business Day at https://barxis.barcap.com/GB/1/en/home.app.
Details of the past performance and volatility of the Underlying Preference Share Reference
Asset(s) may be obtained from Bloomberg Screen: UKX Index.
Index Disclaimer: FTSE® 100 Index.
See also the Annex "ADDITIONAL PROVISIONS NOT REQUIRED BY THE
SECURITIES NOTE RELATING TO THE UNDERLYING"
6.
OPERATIONAL INFORMATION

(a) ISIN
Code:
GB00B8SVV414
(b)
Common Code:
Not Applicable

(c)
Name(s) and address(es) of any
CREST
clearing system(s) other than
Euroclear Bank S.A./N.V. and
ISIN: GB00B8SVV414
Clearstream Banking, société
anonyme, and the relevant
SEDOL: B8SVV41
identification number(s):
(d)
Delivery:
Delivery free of payment
(e)
Intended to be held in a manner
No. Whilst the designation is specified as "no" at the
which would allow Eurosystem
date of these Final Terms, should the Eurosystem
eligibility:
eligibility criteria be amended in the future such that
the Notes are capable of meeting them the Notes
may then be deposited with one of the International
Central Securities Depositaries ("ICSDs") as
common safekeeper (and registered in the name of
a nominee of one of the ICSDs acting as common
safekeeper). Note that this does not necessarily
mean that the Notes will then be recognised as
eligible collateral for Eurosystem monetary policy
and intra day credit operations by the Eurosystem at
any time during their life. Such recognition will
depend upon the ECB being satisfied that
Eurosystem eligibility criteria have been met.

SUMMARY
INTRODUCTION AND WARNINGS
The Summary should be read as an introduction to the Prospectus. Any decision to invest in the Securities should be
based on consideration of the Prospectus as a whole by the investor. In certain circumstances, the investor could lose
all or part of the invested capital. Where a claim relating to the information contained in the Prospectus is brought
before a court, the plaintiff investor might, under the national law, have to bear the costs of translating the Prospectus
before the legal proceedings are initiated. Civil liability attaches only to those persons who have tabled the Summary,
including any translation thereof, but only where the Summary is misleading, inaccurate or inconsistent when read
together with the other parts of the Prospectus or it does not provide, when read together with the other parts of the
Prospectus, key information in order to aid investors when considering whether to invest in the Securities.
You are about to purchase a product that is not simple and may be difficult to understand.
Securities: GBP 1,500,000 Securities due September 2026 pursuant to the Global Structured Securities Programme
pursuant to the Global Structured Securities Programme) (ISIN: GB00B8SVV414) (the "Securities").
The Issuer: The Issuer is Barclays Bank PLC. Its registered office is at 1 Churchill Place, London, E14 5HP, United
Kingdom (telephone number: +44 (0)20 7116 1000) and its Legal Entity Identifier ("LEI") is
G5GSEF7VJP5I7OUK5573.
The Authorised Offeror: Not Applicable
Competent authority: The Base Prospectus was approved on 30 June 2020 by the United Kingdom Financial Conduct
Authority of 12 Endeavour Square, London, E20 1JN, United Kingdom (telephone number: +44 (0)20 7066 1000).
KEY INFORMATION ON THE ISSUER
Who is the Issuer of the Securities?
Domicile and legal form of the Issuer: The Issuer is a public limited company registered in England and Wales under
number 1026167. The liability of the members of the Issuer is limited. The Legal Entity Identifier (LEI) of the Issuer
is G5GSEF7VJP5I7OUK5573.
Principal activities of the Issuer: The Group's businesses include consumer banking and payments operations around
the world, as well as a top-tier, full service, global consumer and investment bank. The Group comprises of Barclays
PLC together with its subsidiaries, including the Issuer. The Issuer's principal activity is to offer products and services
designed for larger corporate, wholesale and international banking clients. The term the "Group" mean Barclays PLC
together with its subsidiaries and the term "Barclays Bank Group" means Barclays Bank PLC together with its
subsidiaries.
Major shareholders of the Issuer: The whole of the issued ordinary share capital of the Issuer is beneficially owned
by Barclays PLC. Barclays PLC is the ultimate holding company of the Group.
Identity of the key managing directors of the Issuer: The key managing directors of the Issuer are James Staley
(Chief Executive Officer and Executive Director) and Tushar Morzaria (Executive Director).
Identity of the tatutory auditors of the Issuer: The statutory auditors of the Issuer are KPMG LLP ("KPMG"),
chartered accountants and registered auditors (a member of the Institute of Chartered Accountants in England and
Wales), of 15 Canada Square, London E14 5GL, United Kingdom.
What is the key financial information regarding the Issuer?
The Issuer has derived the selected consolidated financial information included in the table below for the years ended
31 December 2019 and 31 December 2018 from the annual consolidated financial statements of the Issuer for the
years ended 31 December 2019 and 2018 (the "Financial Statements"), which have each been audited without
qualification by KPMG.
Consolidated income statement

As at 31 December
2019 2018

(£m)
Net interest income
3,907
3,130
Net fee and commission income
5,672
5,607

Credit impairement charges
(1,202)
(643)
Net trading income
4,073
4,364
Profit before tax
3,112
1,286
Profit/(loss) after tax
2,780
1,010
Consolidated balance sheet

As at 31 December
2019 2018

(£m)
Total assets
876,672
877,700
Debt securities in issue
33,536
39,063
Subordinated liabilities
33,425
35,327
Loans and advances at amortised
cost
141,636 136,959
Deposits at amortised cost
213,881
199,337
Total equity
50,615
47,711
Non-controlling interests
0
2
Certain Ratios from the Financial Statements

As at 31 December
2019 2018

(%)
Common Equity Tier 1 capital
13.9
13.5
Total regulatory capital
22.1
22.2
CRR leverage ratio
3.9
4.0

What are the key risks that are specific to the Issuer?
Material risks are those to which senior management pay particular attention and which could cause the delivery of
the Barclays Bank Group's strategy, results of operations, financial condition and/or prospects to differ materially
from expectations. Emerging risks are those which have unknown components, the impact of which could crystallise
over a longer time period. In addition, certain other factors beyond the Barclays Bank Group's control, including
escalation of terrorism or global conflicts, natural disasters, epidemic outbreaks and similar events, although not
detailed below, could have a similar impact on the Barclays Bank Group.

Material existing and emerging risks potentially impacting more than one principal risk: In addition
to material and emerging risks impacting the principal risks set out below, there are also material existing
and emerging risks that potentially impact more than one of these principal risks. These risks are: (i)
potentially unfavourable global and local economic and market conditions, as well as geopolitical
developments; (ii) the impact of COVID-19; (ii) the process of UK withdrawal from the EU; (iii) the impact
of interest rate changes on the Barclays Bank Group's profitability; (iv) the competitive environments of
the banking and financial services industry; (v) the regulatory change agenda and impact on business model;
(vi) the impact of climate change on the Barclays Bank Group's business; and (vii) the impact of benchmark
interest rate reforms on the Barclays Bank Group.

Credit and Market risks: Credit risk is the risk of loss to the Barclays Bank Group from the failure of
clients, customers or counterparties, to fully honour their obligations to members of the Barclays Bank
Group. The Barclays Bank Group is subject to risks arising from changes in credit quality and recovery
rates of loans and advances due from borrowers and counterparties in any specific portfolio. Market risk is
the risk of loss arising from potential adverse change in the value of the Barclays Bank Group's assets and
liabilities from fluctuation in market variables.

Operational and model risks: Operational risk is the risk of loss to the Barclays Bank Group from
inadequate or failed processes or systems, human factors or due to external events where the root cause is
not due to credit or market risks. Model risk is the risk of potential adverse consequences from financial
assessments or decisions based on incorrect or misused model outputs and reports.

Treasury and capital risk and the risk that the Issuer and the Barclays Bank Group are subject to
substantial resolution powers: There are three primary types of treasury and capital risk faced by the
Barclays Bank Group which are (1) liquidity risk the risk that the Barclays Bank Group is unable to meet
its contractual or contingent obligations or that it does not have the appropriate amount of stable funding
and liquidity to support its assets, which may also be impacted by credit rating changes; (2) capital risk

the risk that the Barclays Bank Group has an insufficient level or composition of capital; and (3) interest
rate risk in the banking book the risk that the Barclays Bank Group is exposed to capital or income
volatility because of a mismatch between the interest rate exposures of its (non-traded) assets and liabilities.
Under the Banking Act, substantial powers are granted to the Bank of England (or, in certain circumstances,
HM Treasury), in consultation with the United Kingdom Prudential Regulation Authority, the UK Financial
Conduct Authority and HM Treasury, as appropriate as part of a special resolution regime. These powers
enable the Bank of England (or any successor or replacement thereto and/or such other authority in the
United Kingdom with the ability to exercise the UK Bail-in Power) (the "Resolution Authority") to
implement various resolution measures and stabilisation options (including, but not limited to, the bail-in
tool) with respect to a UK bank or investment firm and certain of its affiliates (currently including the Issuer)
in circumstances in which the Resolution Authority is satisfied that the relevant resolution conditions are
met.

Conduct, reputation and legal risks and legal, competition and regulatory matters: Conduct risk is the
risk of detriment to customers, clients, market integrity, effective competition or the Barclays Bank Group
from the inappropriate supply of financial services, including instances of wilful or negligent misconduct.
Reputation risk is the risk that an action, transaction, investment, event, decision or business relationship
will reduce trust in the Barclays Bank Group's integrity and competence. The Barclays Bank Group conducts
activities in a highly regulated market which exposes it to legal risk arising from (i) the multitude of laws
and regulations that apply to the businesses it operates, which are highly dynamic, may vary between
jurisdictions, and are often unclear in their application to particular circumstances especially in new and
emerging areas; and (ii) the diversified and evolving nature of the Barclays Bank Group's businesses and
business practices. In each case, this exposes the Barclays Bank Group to the risk of loss or the imposition
of penalties, damages or fines from the failure of members of the Barclays Bank Group to meet their
respective legal obligations, including legal or contractual requirements. Legal risk may arise in relation to
a number of the risk factors summarised above.
KEY INFORMATION ON THE SECURITIES
What are the main features of the Securities?
Type and class of Securities being issueand admitted to trading, including security identification numbers
The Securities are derivative securities in the form of notes issued in global bearerform and will be uniquely identified
by: Series number: NX000262400; Tranche number: 1; ISIN: GB00B8SVV414; SEDOL: B8SVV41.
The Securities are cleared and settled through Euroclear UK & Ireland Limited (CREST)..
Currency, denomination, issue size and term of the Securities
The Securities will be denominated in pounds sterling ("GBP") (the "Currency"). The specified denomination per
Security is GBP 100. The issue size is GBP 1,500,000 and the issue price is 100% of par.
The issue date is 30 September 2020 and the redemption date is 30 September 2026 (the "Redemption Date"). Such
date may be postponed if the determination of any value used to calculate an amount payable under the Securities is
delayed.
Rights attached to the Securities
Each Security includes a right to a potential return and an amount payable on redemption, together with certain
ancillary rights such as the right to receive notice of certain determinations and events and to vote on future
amendments.
The potential return on the Securities will be a redemption amount linked to the change in value of the GBP Preference
Share issued by Teal Investments Limited (Class number: PEIS0054), the "Underlying Preference Share", the value
of which is dependent on the performance of the Underlying Preference Share Reference Asset. Information on the
Underlying Preference Share can be found on https://barxis.barcap.com/GB/1/en/home.app.
The Securities will not bear interest.
Final redemption in respect of the Securities
Unless previously redeemed or purchased and cancelled, the Securities will be redeemed by the Issuer by payment on
the Redemption Date of a cash amount per Calculation Amount in the Currency equal to (i) the Calculation Amount
multiplied by (ii) the Preference Share Valuefinal divided by the Preference Share Valueinitial.

Where:

Preference Share Valuefinal: the value of the Underlying Preference Share on 23 September 2026, being
the "Final Valuation Date". The Final Valuation Date is subject to adjustment.

Preference Share Valueinitial: the value of the Underlying Preference Share on 30 September 2020, being
the "Initial Valuation Date". The Initial Valuation Date is subject to adjustment.
Value of the Underlying Preference Share
The value of the Underlying Preference Share will be calculated in accordance with the following:
If:
The Final Valuation Price of the Underlying Preference Share Reference Asset is greater than or equal to the Final
Barrier of the Underlying Preference Share Reference Asset:
Value of the Underlying Preference Share = the Final Autocall Settlement Percentage (being 155.20%) multiplied by
the Calculation Amount (being GBP 100).
If:
The Final Valuation Price of the Underlying Preference Share Reference Asset is greater than or equal to its kKnock-
in Barrier Price:
Value of the Underlying Preference Share = 100% multiplied by the Calculation Amount.
If:
The Final Valuation Price of the Underlying Preference Share Reference Asset is less than its Knock-in Barrier Price:
Value of the Underlying Preference Share = the Final Valuation Price of the Underlying Preference Share Reference
Asset divided by the Strike Price of the Underlying Preference Share Reference Asset and then multiplied by the
Calculation Amount.
Where:

Calculation Amount: GBP 100.

Final Autocall Settlement Percentage: 155.20%.

Final Barrier: in respect of anUnderlying Preference Share Reference Asset and the final valuation date,
an amount which is calculated as 100% multiplied by the Initial Price of that Underlying Preference Share
Reference Asset.

Final Valuation Price: in respect of an Underlying Preference Share Reference Asset, the closing price or
level of such Underlying Preference Share Reference Asset on 23 September 2026, subject to adjustment.

Initial Price: in respect of an Underlying Preference Share Reference Asset, 5,899.26, being the closing
price or level of such Underlying Preference Share Reference Asset on 23 September 2020, subject to
adjustment.

Knock-in Barrier Percentage: 60%.

Knock-in Barrier Price: in respect of an Underlying Preference Share Reference Asset, an amount which
is calculated as 60% multiplied by the Initial Price of that Underlying Preference Share Reference Asset.

Strike Price: in respect of an Underlying Preference Share Reference Asset, an amount which is calculated
as 100% multiplied by the Initial Price of that Underlying Preference Share Reference Asset.

Strike Price Percentage: 100%.

Underlying Preference Share Reference Asset: FTSE 100 Index.
Early redemption of the Underlying Preference Shares following an autocall event:

If the closing price of the Underlying Preference Share Reference Asset observed on an Autocall Valuation Date is
greater than or equal to its corresponding Autocall Barrier in respect of such Autocall Valuation Date, the Underlying
Preference Shares will be redeemed on the Autocall Early Redemption Date immediately following such Autocall
Valuation Date. In such an event, the value of the Underlying Preference Share will be equal to the Autocall Early
Cash Settlement Percentage corresponding to the relevant Autocall Valuation Date multiplied by the Calculation
Amount, payable on the relevant Autocall Early Redemption Date.
Where:
Autocall Early
Autocall
Autocall Early
Autocall
Redemption Date
Barrier
Cash Settlement
Valuation Date
Percentage
Percentage
23 September
1 October 2021
100%
109.20%
2021
23 September
3 October 2022
100%
118.40%
2022
25 September
3 October 2023
100%
127.60%
2023
23 September
1 October 2024
100%
136.80%
2024
23 September
1 October 2025
100%
146.00%
2025
Early redemption in respect of the Securities
Securities may at the option of the Issuer (in the case of (i) or (ii)) or shall (in the case of (iii)) be redeemed earlier
than the scheduled redemption date (i) if performance becomes unlawful or impracticable, (ii) following the
occurrence of an additional disruption event which may include, but not be limited to, a change in applicable law or
a currency disruption event, or (iii) following the occurrence of the redemption the Underlying Preference Shares
(other than by scheduled redemption pursuant to its terms).
The early redemption amount due in respect of each Security will be calculated in the same way as if the Securities
were redeemed on the scheduled redemption date save that for such purpose the final value in respect of the
Underlying Preference Share shall be its value as of the day on which it is determined that the Security will be early
redeemed, all as determined by the determination agent in good faith and in a commercially reasonable manner.
Status of the Securities: The Securities are direct, unsubordinated and unsecured obligations of the Issuer and rank
equally among themselves.
Description of restrictions on free transferability of the Securities: Securities are offered and sold outside the United
States to non-US persons in reliance on 'Regulation S' and must comply with transfer restrictions with respect to the
United States. Securities held in a clearing system will be transferred in accordance with the rules, procedures and
regulations of that clearing system. Subject to the foregoing, the Securities will be freely transferable.
Where will the Securities be traded?
Application is expected to be made by the Issuer (or on its behalf) for the Securities to be admitted to trading on the
Regulated Market of the London Stock Exchange with effect from 30 September 2020.
What are the key risks that are specific to the Securities?
The Securities are subject to the following key risks:

Depending on the performance of the Underlying Preference Share, you could lose some or all of your
investment. The return on the Securities depends on the change in value of the Underlying Preference
Share, which may fluctuate up or down depending on the performance of the Underlying Preference Share
Reference Asset(s). Past performance of the Underlying Preference Share Reference Asset(s) should not be
taken as an indication of future performance. If the value of the Underlying Preference Share on final
valuation is less than upon initial valuation, you will lose some or all of your investment. The Securities
may drop in value after issuance and therefore if you sell them prior to maturity in the secondary market (if
any) you may lose some of your investment.