Obligation Barclay PLC 4.338% ( US06738EBB02 ) en USD

Société émettrice Barclay PLC
Prix sur le marché 100 %  ▼ 
Pays  Royaume-uni
Code ISIN  US06738EBB02 ( en USD )
Coupon 4.338% par an ( paiement semestriel )
Echéance 15/05/2024 - Obligation échue



Prospectus brochure de l'obligation Barclays PLC US06738EBB02 en USD 4.338%, échue


Montant Minimal 200 000 USD
Montant de l'émission 1 250 000 000 USD
Cusip 06738EBB0
Notation Standard & Poor's ( S&P ) BBB ( Qualité moyenne inférieure )
Notation Moody's Baa2 ( Qualité moyenne inférieure )
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.

L'Obligation émise par Barclay PLC ( Royaume-uni ) , en USD, avec le code ISIN US06738EBB02, paye un coupon de 4.338% par an.
Le paiement des coupons est semestriel et la maturité de l'Obligation est le 15/05/2024

L'Obligation émise par Barclay PLC ( Royaume-uni ) , en USD, avec le code ISIN US06738EBB02, a été notée Baa2 ( Qualité moyenne inférieure ) par l'agence de notation Moody's.

L'Obligation émise par Barclay PLC ( Royaume-uni ) , en USD, avec le code ISIN US06738EBB02, a été notée BBB ( Qualité moyenne inférieure ) par l'agence de notation Standard & Poor's ( S&P ).







Prospectus Supplement to Prospectus dated April 6, 2018
$1,250,000,000 4.338% Fixed-to-Floating Rate Senior Notes due 2024
$1,750,000,000 4.972% Fixed-to-Floating Rate Senior Notes due 2029
$1,500,000,000 Floating Rate Senior Notes due 2024
Barclays PLC
We, Barclays PLC (the "Issuer" or "Barclays"), are issuing $1,250,000,000 aggregate principal amount of
4.338% Fixed-to-Floating Rate Senior Notes due 2024 (the "2024 fixed-to-floating rate notes"), $1,750,000,000
aggregate principal amount of 4.972% Fixed-to-Floating Rate Senior Notes due 2029 (the "2029 fixed-to-floating
rate notes" and, together with the 2024 fixed-to-floating rate notes, the "fixed-to-floating rate notes") and
$1,500,000,000 aggregate principal amount of Floating Rate Senior Notes due 2024 (the "floating rate notes"
and, together with the fixed-to-floating rate notes, the "notes").
From (and including) the date of issuance, interest will accrue on the 2024 fixed-to-floating rate notes at a rate of
4.338% per annum until (but excluding) May 16, 2023, (the "2024 Fixed-to-Floating Rate Par Redemption
Date") and on the 2029 fixed-to-floating rate notes at a rate of 4.972% per annum until (but excluding) May 16,
2028 (the "2029 Fixed-to-Floating Rate Par Redemption Date" and, with the 2024 Fixed-to-Floating Rate Par
Redemption Date, each a "Fixed-to-Floating Rate Par Redemption Date"). From (and including) the 2024
Fixed-to-Floating Rate Par Redemption Date, interest will accrue on the 2024 fixed-to-floating rate notes at a
floating rate equal to the three-month U.S. dollar London Interbank Offered Rate ("LIBOR"), reset quarterly,
plus 1.356% per annum. From (and including) the 2029 Fixed-to-Floating Rate Par Redemption Date, interest
will accrue on the 2029 fixed-to-floating rate notes at a floating rate equal to LIBOR, reset quarterly, plus
1.902% per annum. From (and including) the date of issuance, interest will accrue on the floating rate notes at a
floating rate equal to LIBOR, reset quarterly, plus 1.380% per annum.
For the 2024 fixed-to-floating rate notes, interest will be payable semi-annually in arrear on May 16 and
November 16 in each year, commencing November 16, 2018, until (and including) the 2024 Fixed-to-Floating
Rate Par Redemption Date, and, thereafter, quarterly in arrear on August 16, 2023, November 16, 2023,
February 16, 2024 and the 2024 Fixed-to-Floating Rate Maturity Date (as defined below). For the 2029
fixed-to-floating rate notes, interest will be payable semi-annually in arrear on May 16 and November 16 in each
year, commencing November 16, 2018, until (and including) the 2029 Fixed-to-Floating Rate Par Redemption
Date, and, thereafter, quarterly in arrear on August 16, 2028, November 16, 2028, February 16, 2029 and the
2029 Fixed-to-Floating Rate Maturity Date (as defined below). For the floating rate notes, interest will be
payable quarterly in arrear on February 16, May 16, August 16 and November 16 in each year, commencing on
August 16, 2018 and ending on the Floating Rate Maturity Date (as defined below).
The notes will constitute our direct, unconditional, unsecured and unsubordinated obligations ranking pari passu
without any preference among themselves. In the event of our winding-up or administration, the notes will rank
pari passu with all our other outstanding unsecured and unsubordinated obligations, present and future, except
such obligations as are preferred by operation of law.
We may, at our option, redeem (i) each series of the fixed-to-floating rate notes, in whole or in part, pursuant to
the Make-Whole Redemption (as defined below) at any time on or after November 16, 2018 (six months
following the Issue Date (as defined below) of the fixed-to-floating rate notes) until (but excluding) the
applicable Fixed-to-Floating Rate Par Redemption Date and/or (ii) each series of the fixed-to-floating rate notes
and/or floating rate notes, in whole of such series but not in part, pursuant to the relevant Par Redemption (as


defined below), on the applicable Fixed-to-Floating Rate Par Redemption Date for the fixed-to-floating rate notes
and on May 16, 2023 (the "Floating Rate Par Redemption Date") for the floating rate notes (each of such dates
falling one year prior to the relevant Maturity Date (as defined below)), at an amount equal to 100% of their
principal amount together with accrued but unpaid interest, if any, on the principal amount of the notes to be
redeemed to (but excluding) the respective redemption date, on the terms and subject to the provisions set forth
in this prospectus supplement under "Description of Senior Notes--Optional Redemption." We may also, at our
option, at any time, redeem each series of notes, in whole but not in part of the series, at an amount equal to
100% of the principal amount of the notes being redeemed together with accrued but unpaid interest, if any, on
the principal amount of the notes to be redeemed to (but excluding) the applicable redemption date, upon the
occurrence of certain events related to taxation on the terms described in this prospectus supplement under
"Description of Senior Notes--Tax Redemption." We may also, at our option, at any time, redeem each series of
the notes, in whole but not in part of the series, at an amount equal to 100% of the principal amount of the notes
being redeemed together with accrued but unpaid interest, if any, on the principal amount of the notes to be
redeemed to (but excluding) the redemption date, upon the occurrence of certain regulatory events relating to
certain minimum requirements for own funds and eligible liabilities and/or loss absorbing capacity instruments
on the terms described in this prospectus supplement under "Description of Senior Notes--Loss Absorption
Disqualification Event Redemption." Any redemption or repurchase of the notes is subject to the provisions
described in this prospectus supplement under "Description of Senior Notes--Condition to Redemption" and
"Description of Senior Notes--Conditions to Repurchase."
Upon the occurrence of certain regulatory events relating to certain minimum requirements for own funds and
eligible liabilities and/or loss absorbing capacity instruments, we may, at our option, substitute the events of
default applicable to the notes of one or more series with more limited enforcement events and remedies as
described in this prospectus supplement under "Description of Senior Notes--Enforcement Events and Remedies
Following an Events of Default Substitution."
We will apply to list the notes on the New York Stock Exchange ("NYSE") under the symbols "BCS24A" for the
2024 fixed-to-floating rate notes, "BCS29" for the 2029 fixed-to-floating rate notes and "BCS24B" for the
floating rate notes.
IMPORTANT ­ PRIIPs REGULATION / 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 ("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 MiFID II; or (ii) a customer within the meaning of Directive 2002/92/EC (as
amended, the "Insurance Mediation Directive"), where that customer would not qualify as a professional
client as defined in point (10) of Article 4(1) of MiFID II. Consequently no key information document
required by Regulation (EU) No 1286/2014 (as amended, the "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 PRIIPs Regulation. For the purposes of these provisions, the expression
"MiFID II" means Directive 2014/65/EU, as amended.
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 (as
defined in the accompanying prospectus) by the Relevant U.K. Resolution Authority (as defined in the
accompanying prospectus) that may result in: (i) the reduction or cancellation of all, or a portion, of the
principal amount of, or interest on, the notes; (ii) the conversion of all, or a portion of, the principal
amount of, or interest on, the notes into shares or other securities or other obligations of the Issuer or
another person (and the issue to, or conferral on, the holder or beneficial owner of the notes of 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 due on the notes, or the dates on which interest becomes 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. For more information, see the section entitled
"Description of Debt Securities--Agreement with Respect to Exercise of U.K. Bail-in Power" in the
accompanying prospectus.
By its acquisition of the notes, each holder and beneficial owner of the notes, to the extent permitted by the
U.S. Trust Indenture Act of 1939, as amended (the "Trust Indenture Act"), also waives any and all claims
against the Trustee (as defined herein) for, agrees not to initiate a suit against the Trustee in respect of, and
agrees that the Trustee shall 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. For more information, see the section entitled "Description of Debt
Securities--Agreement with Respect to Exercise of U.K. Bail-in Power" in the accompanying prospectus.
By its acquisition of the notes, each holder and beneficial owner of the notes acknowledges, accepts, agrees
to be bound by, and consents to, the substitution of the events of default applicable to the notes with more
limited enforcement events and remedies upon the occurrence of certain regulatory events relating to
certain minimum requirements for own funds and eligible liabilities and/or loss absorbing capacity
instruments, at our option, without the need for us to obtain any consent from such noteholder. For more
information, see the sections entitled "Description of Senior Notes--Events of Default Substitution" and
"--Enforcement Events and Remedies Following an Events of Default Substitution" in this prospectus
supplement.
Investing in the notes involves risks. We encourage you to read and carefully consider this document in its
entirety, in particular the risk factors beginning on page S-16 of this prospectus supplement and risk factors in
"Risk Review--Material existing and emerging risks" on pages 79-84 of our Annual Report on Form 20-F for
the year ended December 31, 2017, which is incorporated by reference herein, and the other information
included and incorporated by reference in this prospectus supplement and the accompanying prospectus, for a
discussion of the factors you should carefully consider before deciding to invest in the notes.
Neither the U.S. Securities and Exchange Commission nor any U.S. state securities commission has
approved or disapproved of the notes or determined that this prospectus supplement is truthful or
complete. Any representation to the contrary is a criminal offense.
The notes are not deposit liabilities of Barclays PLC and are not covered by the U.K. Financial Services
Compensation Scheme or insured by the U.S. Federal Deposit Insurance Corporation or any other
governmental agency of the United States, the United Kingdom or any other jurisdiction.
Proceeds, before
Underwriting
expenses, to
Price to Public(1)
Compensation
Barclays PLC
Per 2024 fixed-to-floating rate note . . . . . . . . .
100.00%
0.325%
99.675%
Total . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . $1,250,000,000
$4,062,500
$1,245,937,500
Per 2029 fixed-to-floating rate note . . . . . . . . .
100.00%
0.450%
99.550%
Total . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . $1,750,000,000
$7,875,000
$1,742,125,000
Per floating rate note . . . . . . . . . . . . . . . . . . . .
100.00%
0.325%
99.675%
Total . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . $1,500,000,000
$4,875,000
$1,495,125,000
(1) Plus accrued interest, if any, from and including May 16, 2018.
The underwriters expect to deliver the notes to purchasers in book-entry form only through the facilities of The
Depository Trust Company ("DTC"), on or about May 16, 2018. Beneficial interests in the notes will be shown
on, and transfers thereof will be effected only through, records maintained by DTC and its participants, including
Clearstream Banking S.A. ("Clearstream, Luxembourg") and Euroclear Bank SA/NV ("Euroclear").


Global Coordinator
Barclays
Senior Co-Managers
Santander
SMBC Nikko
Co-Managers
ANZ Securities
BMO Capital Markets
Citizens Capital Markets
Commonwealth Bank of Australia
Erste Group
Lloyds Securities
MUFG
nabSecurities, LLC
Natixis
Nomura
PNC Capital Markets LLC
Rabo Securities
Scotiabank
SEB
SunTrust Robinson Humphrey
UniCredit Capital Markets
US Bancorp
Junior Co-Managers
Academy Securities
CastleOak Securities, L.P.
MFR Securities, Inc.
Ramirez & Co., Inc.
Siebert Cisneros Shank & Co., L.L.C.
Telsey Advisory Group
Prospectus Supplement dated May 9, 2018


TABLE OF CONTENTS
PROSPECTUS SUPPLEMENT
Page Number
Forward-Looking Statements . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
S-1
Incorporation of Documents by Reference . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
S-2
Certain Definitions . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
S-2
Summary . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
S-4
Risk Factors . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
S-16
Use of Proceeds . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
S-25
Description of Senior Notes . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
S-26
U.S. Federal Income Tax Considerations . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
S-41
United Kingdom Tax Considerations . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
S-42
Benefit Plan Investor Considerations . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
S-43
Underwriting . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
S-45
Validity of Notes . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
S-50
PROSPECTUS
Forward-Looking Statements . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
1
Incorporation of Certain Documents by Reference . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
2
Certain Definitions . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
3
The Barclays Group . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
4
Use of Proceeds . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
5
Description of Debt Securities . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
6
Description of Contingent Convertible Securities . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
24
Description of Ordinary Shares . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
43
Description of Certain Provisions Relating to Debt Securities and Contingent Convertible
Securities . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
45
Clearance and Settlement . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
48
Tax Considerations . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
54
Employee Retirement Income Security Act . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
74
Plan of Distribution . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
76
Service of Process and Enforcement of Liabilities . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
80
Where You Can Find More Information . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
81
Further Information . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
82
Validity of Securities . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
83
Experts . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
84
Expenses of Issuance and Distribution . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
85


FORWARD-LOOKING STATEMENTS
This prospectus supplement and certain documents incorporated by reference herein contain certain forward-
looking statements within the meaning of Section 21E of the U.S. Securities Exchange Act of 1934, as amended
(the "Exchange Act"), and Section 27A of the U.S. Securities Act of 1933, as amended (the "Securities Act"),
with respect to the Group (as defined below). We caution readers that no forward-looking statement is a
guarantee of future performance and that actual results or other financial condition or performance measures
could differ materially from those contained in the forward-looking statements. These forward-looking
statements can be identified by the fact that they do not relate only to historical or current facts. Forward-looking
statements sometimes use words such as "may," "will," "seek," "continue," "aim," "anticipate," "target,"
"projected," "expect," "estimate," "intend," "plan," "goal," "believe," "achieve" or other words of similar
meaning. Examples of forward-looking statements include, among others, statements or guidance regarding or
relating to the Group's future financial position, income growth, assets, impairment charges, provisions, business
strategy, structural reform, capital, leverage and other regulatory ratios, payment of dividends (including
dividend payout ratios and expected payment strategies), projected levels of growth in the banking and financial
markets, projected costs or savings, any commitments and targets and the impact of any regulatory
deconsolidation resulting from the sell down of the Group's interest in Barclays Africa Group Limited, estimates
of capital expenditures and plans and objectives for future operations, projected employee numbers, IFRS 9
impacts and other statements that are not historical fact. By their nature, forward-looking statements involve risk
and uncertainty because they relate to future events and circumstances. These may be affected by changes in
legislation, the development of standards and interpretations under International Financial Reporting Standards
("IFRS"), including the implementation of IFRS 9, evolving practices with regard to the interpretation and
application of accounting and regulatory standards, the outcome of current and future legal proceedings and
regulatory investigations, future levels of conduct provisions, the policies and actions of governmental and
regulatory authorities, geopolitical risks and the impact of competition. In addition, factors including (but not
limited to) the following may have an effect: capital, leverage and other regulatory rules (including with regard to
the future structure of the Group) applicable to past, current and future periods; United Kingdom ("U.K."),
United States, Africa, Eurozone and global macroeconomic and business conditions; the effects of continued
volatility in credit markets; market-related risks such as changes in interest rates and foreign exchange rates;
effects of changes in valuation of credit market exposures; changes in valuation of issued securities; volatility in
capital markets; changes in credit ratings of any entities within the Group or any securities issued by such
entities; the potential for one or more countries exiting the Eurozone; the implications of the exercise by the U.K.
of Article 50 of the Treaty of Lisbon and the disruption that may result in the U.K. and globally from the
withdrawal of the U.K. from the European Union; and the success of future acquisitions, disposals and other
strategic transactions. A number of these influences and factors are beyond the Group's control. As a result, the
Group's actual future results, dividend payments and capital and leverage ratios may differ materially from the
plans, goals, expectations and guidance set forth in the Group's forward-looking statements. The list above is not
exhaustive and there are other factors that may cause our actual results to differ materially from the forward-
looking statements contained in this prospectus supplement and the documents incorporated by reference herein.
You are also advised to read carefully the risk factors set out in the section entitled "Risk Factors" in this
prospectus supplement and in our filings with the U.S. Securities Exchange Commission (the "SEC"), including
in our Annual Report on Form 20-F for the fiscal year ended December 31, 2017, filed with the SEC on
February 22, 2018 (the "2017 Form 20-F"), which are available on the SEC's website at http://www.sec.gov for a
discussion of certain factors that should be considered when deciding what action to take in relation to the notes.
Any forward-looking statements made herein or in the documents incorporated by reference herein speak only as
of the date they are made and it should not be assumed that they have been revised or updated in the light of new
information or future events. Except as required by the PRA (as defined below), the Financial Conduct Authority
(the "FCA"), the London Stock Exchange plc (the "LSE") or applicable law, Barclays expressly disclaims any
obligation or undertaking to release publicly any updates or revisions to any forward-looking statements
contained in this prospectus supplement or in the documents incorporated by reference herein to reflect any
change in Barclays' expectations with regard thereto or any change in events, conditions or circumstances on
S-1


which any such statement is based. The reader should, however, consult any additional disclosures that Barclays
has made or may make in documents it has published or may publish via the Regulatory News Service of the
LSE and/or has filed or may file with the SEC.
INCORPORATION OF DOCUMENTS BY REFERENCE
This prospectus supplement is part of a registration statement on Form F-3 (File No. 333-223156) we have filed
with the SEC under the Securities Act. This prospectus supplement omits some information contained in the
registration statement in accordance with SEC rules and regulations. You should review the information in and
exhibits to the registration statement for further information on us and the notes. Statements in this prospectus
supplement concerning any document we have filed or will file as an exhibit to the registration statement or that
we have otherwise filed with the SEC are not intended to be comprehensive and are qualified in their entirety by
reference to these filings. You should review the complete document to evaluate these statements.
The SEC allows us to "incorporate by reference" much of the information we file with the SEC, which means
that we can disclose important information to you by referring you to those publicly available documents. The
information that we incorporate by reference in this prospectus supplement is an important part of this prospectus
supplement. For information on the documents we incorporate by reference in this prospectus supplement and the
accompanying prospectus, we refer you to "Incorporation of Certain Documents by Reference" on page 2 of the
accompanying prospectus. In particular, we refer you to the 2017 Form 20-F for a discussion of our audited
results of operations and financial condition as of, and for the year ended, December 31, 2017 and our Current
Reports on Form 6-K filed on March 29, 2018 (Film No. 18722225), April 20, 2018 (Film No. 18765638) and
April 26, 2018 (Film No. 18777099), which are incorporated by reference into this prospectus supplement.
In addition to the documents listed in the accompanying prospectus and the documents incorporated by reference
since the date of the accompanying prospectus, we incorporate by reference in this prospectus supplement and
the accompanying prospectus any future documents we may file with the SEC under Section 13(a), 13(c), 14 or
15(d) of the Exchange Act from the date of this prospectus supplement until the offering contemplated in this
prospectus supplement is completed. Reports on Form 6-K we may furnish to the SEC after the date of this
prospectus supplement (or portions thereof) are incorporated by reference in this prospectus supplement only to
the extent that the report expressly states that it is (or such portions are) incorporated by reference in this
prospectus supplement.
We will provide to you, upon your written or oral request, without charge, a copy of any or all of the documents
referred to above or in the accompanying prospectus which we have incorporated in this prospectus supplement
by reference. You should direct your requests to Barclays Treasury, Barclays PLC, 1 Churchill Place, London
E14 5HP, United Kingdom (telephone: 011-44-20-7116-1000).
CERTAIN DEFINITIONS
For purposes of this prospectus supplement:
· "we," "us," "our," "Barclays" and the "Issuer" refer to Barclays PLC (or any successor entity), unless
the context requires otherwise;
· "Barclays Bank" refers to Barclays Bank PLC (or any successor entity);
· "UK Ring-fenced Bank" refers to Barclays Bank UK PLC (or any successor entity);
· "Group" refers to Barclays PLC (or any successor entity) and its consolidated subsidiaries;
· "The Depository Trust Company" or "DTC" shall include any successor clearing system;
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· "PRA" means the Prudential Regulation Authority of the United Kingdom or such other governmental
authority in the United Kingdom (or if Barclays PLC becomes domiciled in a jurisdiction other than the
United Kingdom, such other jurisdiction) having primary responsibility for the prudential supervision
of Barclays PLC;
· "Capital Regulations" means, at any time, the laws, regulations, requirements, standards, guidelines
and policies relating to capital adequacy and/or minimum requirement for own funds and eligible
liabilities and/or loss absorbing capacity for credit institutions of either (i) the PRA and/or (ii) any other
national or European authority, in each case then in effect in the United Kingdom (or in such other
jurisdiction in which we may be organized or domiciled) and applicable to the Group including, as at
the date hereof, CRD IV and related technical standards;
· "CRD IV" means the legislative package consisting of Directive 2013/36/EU on access to the activity
of credit institutions and the prudential supervision of credit institutions and investment firms, as the
same may be amended or replaced from time to time and the CRD IV Regulation;
· "CRD IV Regulation" means Regulation (EU) No. 575/2013 on prudential requirements for credit
institutions and investment firms of the European Parliament and of the Council of June 26, 2013, as
the same may be amended or replaced from time to time; and
· "US$," "$" and "U.S. dollars" refers to the lawful currency for the time being of the United States.
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SUMMARY
The following is a summary of this prospectus supplement and should be read as an introduction to, and in
conjunction with, the remainder of this prospectus supplement, the accompanying prospectus and any
documents incorporated by reference therein. You should base your investment decision on a consideration
of this prospectus supplement, the accompanying prospectus and any documents incorporated by reference
therein, as a whole. Words and expressions defined in "Description of Senior Notes" below shall have the
same meanings in this summary.
General
The Issuer
Barclays PLC
The Group is a transatlantic consumer and wholesale bank
with global reach offering products and services across
personal, corporate and investment banking, credit cards and
wealth management, with a strong presence in the Group's
two home markets of the U.K. and the U.S. The Group is
focused on two core divisions--Barclays UK and Barclays
International.
Both Barclays UK and Barclays International have
historically operated within the legal entity Barclays Bank
PLC. However, on April 1, 2018, the Barclays UK division
formally separated into a new legal entity--Barclays Bank
UK PLC, which is the UK Ring-fenced Bank. The UK Ring-
fenced Bank offers everyday products and services to retail
and consumer customers and small to medium sized
enterprises based in the U.K. Products and services designed
for the Group's larger corporate, wholesale and international
banking clients will continue to be offered by Barclays
International from within Barclays Bank PLC. The UK Ring-
fenced Bank will operate alongside, but have the ability to
take decisions independently from, Barclays Bank PLC as
part of the Group under the Issuer.
The Issuer is the ultimate holding company of the Group.
The Securities We Are Offering
We are offering $1,250,000,000 aggregate principal amount
of 4.338% Fixed-to-Floating Rate Senior Notes due 2024,
$1,750,000,000 aggregate principal amount of 4.972%
Fixed-to-Floating Rate Senior Notes due 2029 and
$1,500,000,000 aggregate principal amount of Floating Rate
Senior Notes due 2024.
Issue Date
May 16, 2018 (the "Issue Date").
Maturity Date
We will repay the 2024 fixed-to-floating rate notes at 100%
of their principal amount plus accrued interest on May 16,
2024 (the "2024 Fixed-to-Floating Rate Maturity Date"), the
2029 fixed-to-floating rate notes at 100% of their principal
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amount plus accrued interest on May 16, 2029 (the "2029
Fixed-to-Floating Rate Maturity Date") and the floating rate
notes at 100% of their principal amount plus accrued interest
on May 16, 2024 (the "Floating Rate Maturity Date", and
each of the 2024 Fixed-to-Floating Rate Maturity Date, the
2029 Fixed-to-Floating Rate Maturity Date and the Floating
Rate Maturity Date, a "Maturity Date").
Terms Specific to the 2024 Fixed-to-Floating Rate Notes:
2024 Fixed Interest Rate
From (and including) the Issue Date to (but excluding) the
2024 Fixed-to-Floating Rate Par Redemption Date (the "2024
Fixed Rate Period"), the 2024 fixed-to-floating rate notes will
bear interest at a rate of 4.338% per annum.
2024 Fixed-to-Floating Floating
From (and including) the 2024 Fixed-to-Floating Rate Par
Interest Rate
Redemption Date to (but excluding) the 2024
Fixed-to-Floating Rate Maturity Date (the "2024 Floating
Rate Period"), the 2024 fixed-to-floating rate notes will bear
interest at the applicable 2024 Fixed-to-Floating Floating
Interest Rate. The 2024 Fixed-to-Floating Floating Interest
Rate for any 2024 Fixed-to-Floating Rate Interest Period will
be equal to LIBOR, as determined on the applicable 2024
Fixed-to-Floating Rate Interest Determination Date, plus
1.356% per annum (the "2024 Fixed-to-Floating Rate
Margin"). The 2024 Fixed-to-Floating Floating Interest Rate
will be reset quarterly on each 2024 Fixed-to-Floating Rate
Interest Reset Date.
2024 Fixed Rate Interest Payment
During the 2024 Fixed Rate Period, interest on the 2024
Dates
fixed-to-floating rate notes will accrue at the 2024 Fixed
Interest Rate and will be payable semi-annually in arrear on
May 16 and November 16 in each year, from (and including)
November 16, 2018 up to (and including) the 2024
Fixed-to-Floating Rate Par Redemption Date; provided that if
any 2024 Fixed Rate Interest Payment Date would fall on a
day that is not a Business Day (as defined below), the 2024
Fixed Rate Interest Payment Date will be postponed to the
next succeeding Business Day, but interest on that payment
will not accrue during the period from and after the scheduled
2024 Fixed Rate Interest Payment Date.
2024 Fixed-to-Floating Floating Rate
During the 2024 Floating Rate Period, interest on the 2024
Interest Payment Dates
fixed-to-floating rate notes will accrue at the applicable 2024
Fixed-to-Floating Floating Interest Rate and will be payable
quarterly in arrear on August 16, 2023, November 16, 2023,
February 16, 2024 and the 2024 Fixed-to-Floating Rate
Maturity Date; provided that if any scheduled 2024
Fixed-to-Floating Floating Rate Interest Payment Date, other
than the 2024 Fixed-to-Floating Rate Maturity Date, would
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