Blueprint
UNITED STATES
SECURITIES AND
EXCHANGE COMMISSION
Washington, DC 20549
FORM 6-K
REPORT OF FOREIGN PRIVATE ISSUER
PURSUANT TO RULE 13A-16 OR 15D-16
UNDER THE SECURITIES EXCHANGE ACT OF 1934
September 01,
2016
Barclays PLC
and
Barclays Bank PLC
(Names
of Registrants)
1 Churchill Place
London E14 5HP
England
(Address of
Principal Executive Offices)
Indicate by check
mark whether the registrant files or will file annual
reports
under
cover of Form 20-F or Form 40-F.
Form
20-F x
Form 40-F
Indicate by check
mark whether the registrant by furnishing the
information
contained in this
Form is also thereby furnishing the information to the
Commission
pursuant to Rule 12g3-2(b) under the Securities Exchange Act of
1934.
Yes
No x
If
"Yes" is marked, indicate below the file number assigned to the
registrant
in
connection with Rule 12g3-2(b):
This
Report is a joint Report on Form 6-K filed by Barclays PLC and
Barclays
Bank
PLC. All of the issued ordinary share capital of Barclays Bank PLC
is
owned
by Barclays PLC.
This
Report comprises:
Information given
to The London Stock Exchange and furnished pursuant to
General
Instruction B to the General Instructions to Form 6-K.
EXHIBIT
INDEX
Exhibit
No.1
|
Total
Voting Rights dated 01 September 2016
|
Exhibit
No.2
|
Invitation to
purchase Notes for cash dated 20 September 2016
|
Exhibit
No.3
|
Director/PDMR
Shareholding dated 21 September 2016
|
Exhibit
No.4
|
Director/PDMR
Shareholding dated 22 September 2016
|
Exhibit
No.5
|
Director/PDMR
Shareholding dated 26 September 2016
|
Exhibit
No.6
|
Director/PDMR
Shareholding dated 26 September 2016
|
Exhibit
No.7
|
Director/PDMR
Shareholding dated 26 September 2016
|
Exhibit
No.8
|
Purchase price for
Barclays Bank PLC Notes dated 27 September 2016
|
Exhibit
No.9
|
Publication of a
Prospectus dated 27 September 2016
|
Exhibit
No.10
|
Results of
invitation to purchase Notes for cash dated 28 September
2016
|
|
|
SIGNATURES
Pursuant to the
requirements of the Securities Exchange Act of 1934, each of
the registrants has duly caused this report to be signed on
its behalf by the undersigned, thereunto duly
authorized.
BARCLAYS
PLC
(Registrant)
Date: October
03, 2016
By:
/s/ Patrick Gonsalves
----------------------
Patrick
Gonsalves
Deputy Secretary
BARCLAYS BANK
PLC
(Registrant)
Date: October 03, 2016
By:
/s/ Patrick Gonsalves
----------------------
Patrick
Gonsalves
Joint
Secretary
Exhibit No.
1
1
September 2016
Barclays PLC -
Total Voting Rights and Capital
In
accordance with the Financial Conduct Authority's (FCA) Disclosure
Guidance and Transparency Rule 5.6.1R, Barclays PLC notifies the
market that as of 31 August 2016, Barclays PLC's issued share
capital consists of 16,917,183,163 Ordinary shares with voting
rights.
There
are no ordinary shares held in Treasury.
The
above figure (16,917,183,163) may be used by shareholders (and
others with notification obligations) as the denominator for the
calculation by which they will determine if they are required to
notify their interest in, or a change to their interest in,
Barclays PLC under the FCA's Disclosure Guidance and Transparency
Rules.
Exhibit
No. 2
BARCLAYS PLC ANNOUNCES AN INVITATION TO PURCHASE NOTES FOR
CASH
Barclays PLC (the
"Offeror") has today
launched invitations to holders of certain notes set out in the
table below (the "Notes")
issued by Barclays Bank PLC to tender such Notes for purchase by
the Offeror (the "Offers"),
subject to applicable offer and distribution
restrictions.
The
Offers are being made on the terms and subject to the conditions
and restrictions set out in a tender offer memorandum dated 20
September 2016 (the "Tender Offer
Memorandum") and the related notice of guaranteed delivery.
Capitalised terms used and not otherwise defined in this
announcement have the meanings given in the Tender Offer
Memorandum.
The Offers
Description of Notes
|
Issuer
|
CUSIP / ISIN
|
Aggregate Principal Amount Outstanding
|
Purchase Price(1) (%)
|
Subordinated
Floating Rate Notes due 2040 (the "2040 Notes")
|
Barclays Bank
PLC
|
XS0122679243
|
€100,000,000
|
67.50
per cent.
|
6.125
per cent. Undated Subordinated Notes (the "Undated Subordinated
Notes")
|
Barclays Bank
PLC
|
XS0145875513
|
£36,244,000
|
108.50
per cent.
|
6.86
per cent. Callable Perpetual Core Tier One Notes (the "Tier One Notes")
|
Barclays Bank
PLC
|
06738CAG4 /
XS0155141830/ US06738CAG42
|
US$182,133,000
|
117.00
per cent.
|
Junior
Undated Floating Rate Notes (the "Undated Floating Rate
Notes")
|
Barclays Bank
PLC
|
GB0000784164
|
US$202,985,000
|
70.00
per cent.
|
Undated Floating
Rate Primary Capital Notes (the "Series 1 Notes")
|
Barclays Bank
PLC
|
GB0000779529
|
US$335,430,000
|
70.00
per cent.
|
Undated Floating
Rate Primary Capital Notes Series 2 (the "Series 2 Notes")
|
Barclays Bank
PLC
|
GB0000777705
|
US$414,630,000
|
70.00
per cent.
|
Undated Floating
Rate Primary Capital Notes Series 3 (the "Series 3 Notes")
|
Barclays Bank
PLC
|
XS0015014615
|
£145,000,000
|
80.00
per cent.
|
Description of Notes
|
Issuer
|
CUSIP/ISIN
|
Aggregate Principal Amount Outstanding
|
Benchmark Security
|
Purchase Spread (Basis Points)
|
Bloomberg Reference Page
|
5.75
per cent. Fixed Rate Subordinated Notes due 2026 (the "2026 Notes")
|
Barclays Bank
PLC
|
XS0134886067
|
£455,408,000
|
1.5
per cent. UK Treasury Stock due 2026 (ISIN
GB00BYZW3G56)
|
220
|
DMO2
|
_____________
(1) The
Purchase Price does not include accrued and unpaid
interest.
The
Offeror reserves the right, in its sole and absolute discretion,
not to accept any Tender Instructions, not to purchase Notes or to
extend, re-open, withdraw or terminate the Offers and to amend or
waive any of the terms and conditions of the Offers in any manner,
subject to applicable laws and regulations.
Tenders of Notes
for purchase must be made to the Offeror in accordance with the
procedures set out in the Tender Offer Memorandum. The Offeror
intends to announce, inter
alia, its decision whether to accept valid tenders of Notes
for purchase pursuant to the Offers in an announcement following
the Expiration Deadline.
Notes
validly tendered may be revoked at any time prior to the Expiration
Deadline, but not thereafter.
Rationale for the Offers
The
Offers are made as part of the Group's ongoing liability
management, with the intention of supporting its ongoing transition
to a holding company capital and term funding model in line with
regulatory requirements.
Other Information
Independently of
the Offers, and as part of the Group's ongoing transition to a
holding company capital and term funding model, Barclays PLC
intends to continue issuing senior unsecured and subordinated
liabilities in all major currency markets. The Offers are not
conditional upon any future capital markets issuance.
Purchase Price and Accrued Interest Payment
Subject to the
relevant Minimum Denomination in respect of each Series of Notes,
the price payable by the Offeror for any Notes of the relevant
Series validly tendered at or before the Expiration Deadline and
accepted by the Offeror will be as follows (the "Purchase Price"):
(a)
in respect of the 2040 Notes, 67.50
per cent. of the aggregate principal amount of such
Notes;
(b)
in respect of the Undated
Subordinated Notes, 108.50 per cent. of the aggregate principal
amount of such Notes;
(c)
in respect of the Tier One Notes,
117.00 per cent. of the aggregate principal amount of such
Notes;
(d)
in respect of the Undated Floating
Rate Notes, 70.00 per cent. of the aggregate principal amount of
such Notes;
(e)
in respect of the Series 1 Notes,
70.00 per cent. of the aggregate principal amount of such
Notes;
(f)
in respect of the Series 2 Notes,
70.00 per cent. of the aggregate principal amount of such
Notes;
(g)
in respect of the Series 3 Notes,
80.00 per cent. of the aggregate principal amount of such Notes;
and
(h)
in respect of the 2026 Notes, an
amount per £1,000 principal amount of the 2026 Notes,
determined at or around 10:00 a.m. (New York City time) (the
"Pricing
Time") on 27 September 2016
(the "Pricing
Date") by reference to the
annualised sum of (i) the Purchase Spread (specified in the table
above for such Notes) and (ii) the Benchmark Security Rate,
expressed as a percentage of the principal amount of the 2026 Notes
rounded to the third decimal place (with 0.0005 being rounded
upwards).
In
respect of any Notes accepted for purchase, the Offeror will also
pay an amount equal to any accrued and unpaid interest on the
relevant Notes from, and including, the interest payment date for
the Notes immediately preceding the Settlement Date up to, but
excluding, the Settlement Date, which is expected to be 30
September 2016.
Tender Offer Period
The
Offers commence on 20 September 2016 and will end at 5:00 p.m. (New
York City time) on 27 September 2016 (the "Expiration Deadline") unless extended
by the Offeror, in which case notification to that effect will be
given by or on behalf of the Offeror by way of (i) by publication
through RNS and/or (ii) by the delivery of notices to the Clearing
Systems for communication to Direct Participants. Such
announcements will also be made by the issue of a press release to
one or more Notifying News Service(s).
Noteholders
wishing to participate in the Offers must deliver, or arrange to
have delivered on their behalf, a valid Tender Instruction that is
received by the Tender Agent by the Expiration
Deadline.
Expected Timetable of Events
The
times and dates below are indicative only.
Date
|
Action
|
20
September 2016
|
Commencement of the Offers
Offers
announced. Tender Offer Memorandum available from the Dealer
Manager and the Tender Agent
|
27
September 2016
At or
around 10:00 a.m. (New York City time)
|
Pricing Time
Determination of
the Benchmark Security Rate in respect of the 2026 Notes and the
Purchase Price in respect of each Series of Notes.
|
27
September 2016
5:00
p.m. (New York City time)
|
Expiration Deadline/Withdrawal Deadline
Deadline for
receipt by the Tender Agent of all Tender Instructions in order for
Noteholders to be able to participate in the Offers and to be
eligible to receive the relevant Purchase Price and Accrued
Interest Payment on the Settlement Date.
|
As
soon as reasonably practicable after the Expiration
Deadline
|
Announcement of Result of Offers
The
Offeror will announce its decision whether to accept valid tenders
of Notes for purchase pursuant to any or all of the Offers
(including, if applicable, the Settlement Date for such Offers) and
the results of the Offers in accordance with the methods set out in
the Tender Offer Memorandum.
|
29
September
5:00
p.m. (New York City time)
|
Deadline for Delivery of Notes Tendered by Guaranteed Delivery
procedures
If any
Noteholder desires to tender their Notes and (i) such Notes
certificates are not immediately available or cannot be delivered
to the Tender Agent, (ii) such Noteholder cannot comply with the
procedure for book-entry transfer, or (iii) such Noteholder cannot
deliver the other required documents to the Tender Agent by the
Expiration Deadline, such Noteholder must tender their Notes
according to the guaranteed delivery procedure described in the
Tender Offer Memorandum and deliver their Notes by 5:00 p.m. (New
York City time) on 29 September 2016.
|
30
September 2016
|
Settlement
Expected
Settlement Date for the Offers. Payment of relevant Purchase Price
and Accrued Interest Payment in respect of the Offers.
|
Noteholders are advised to check with any bank, securities broker
or other intermediary through which they hold Notes when such
intermediary would require to receive instructions from a
Noteholder in order for that Noteholder to be able to participate
in, or revoke their instruction to participate in, the Offers
before the deadlines specified above. The deadlines set by
any such intermediary and each Clearing System for the submission
of Tender Instructions will be earlier than the relevant deadlines
specified above.
For Further Information
A
complete description of the terms and conditions of the Offers is
set out in the Tender Offer Memorandum and the related notice of
guaranteed delivery. Further details about the transaction can be
obtained from:
The Dealer Manager
Barclays Capital Inc.
745
Seventh Avenue
New
York, New York 10019
United
States
Tel:
+44 (0)20 3134 8515 or +1 (212) 528-7581
US
Toll Free Number: +1 (800) 438-3242
Email:
liability.management@barclays.com
Attention:
Liability Management
Group
The Tender Agent
Lucid Issuer Services Limited
Tankerton
Works
12
Argyle Walk
London
WC1H 8HA
United
Kingdom
Tel:
+44 20 7704 0880
Fax:
+44 20 7067 9098
Attention:
Thomas Choquet / Arlind Bytyqi
Email:
barclays@lucid-is.com
A copy
of the Tender Offer Memorandum and the notice of guaranteed
delivery is available to eligible persons upon request from the
Tender Agent and at http://www.lucid-is.com/barclays.
Analyst and Investor Information
Further
information for analysts and investors can be obtained from the
following contacts at Barclays:
Investor Relations
Lisa
Bartrip
Tel:
+44 (0)20 7773 0708
Barclays Treasury
Miray
Muminoglu
Tel:
+44 (0)20 7773 8199
Media Relations
Tom
Hoskin
Tel:
+44 (0)20 7116 6927
DISCLAIMER
This
announcement must be read in conjunction with the Tender Offer
Memorandum. No offer or invitation to acquire or exchange any
securities is being made pursuant to this announcement. This
announcement and the Tender Offer Memorandum contain important
information, which must be read carefully before any decision is
made with respect to the Offers. If any Noteholder is in any doubt
as to the action it should take, it is recommended to seek its own
legal, tax and financial advice, including as to any tax
consequences, from its stockbroker, bank manager, solicitor,
accountant or other independent financial adviser. Any individual
or company whose Notes are held on its behalf by a broker, dealer,
bank, custodian, trust company or other nominee must contact such
entity if it wishes to participate in the Offers. None of the
Offeror, the Dealer Manager or the Tender Agent, or any person who
controls, or is a director, officer, employee or agent of such
persons or any affiliate of such persons, makes any recommendation
as to whether Noteholders should participate in the
Offers.
United Kingdom
The
communication of this announcement, the Tender Offer Memorandum and
any other documents or materials relating to the Offers is not
being made, and such documents and/or materials have not been
approved, by an authorised person for the purposes of section 21 of
the Financial Services and Markets Act 2000, as amended.
Accordingly, such documents and/or materials are not being
distributed to, and must not be passed on to, the general public in
the United Kingdom. The communication of such documents and/or
materials as a financial promotion is only being made to those
persons in the United Kingdom falling within the definition of
investment professionals (as defined in Article 19(5) of the
Financial Services and Markets Act 2000 (Financial Promotion) Order
2005, as amended (the "Financial
Promotion Order")) or persons who are within Article 43(2)
of the Financial Promotion Order or any other persons to whom it
may otherwise lawfully be made under the Financial Promotion Order
(such persons together being the "Relevant Persons"). The Offers are only
available to Relevant Persons and the transactions contemplated in
the Tender Offer Memorandum will be available only to, or engaged
in only with, Relevant Persons, and this communication and any
other document and/or materials produced in connection with the
Offers must not be relied or acted upon by persons other than
Relevant Persons.
Belgium
Neither this
announcement nor any other documents or materials relating to the
Offers have been submitted to or will be submitted for approval or
recognition to the Financial
Services and Markets Authority and, accordingly, the Offers
are not being made in Belgium by way of a public offer, as defined
in Article 3 and 6 of the Belgian Law of 1 April 2007 on public
takeover bids. Consequently, neither this announcement nor any
other documents or materials relating to the Offers (including any
memorandum, information circular, brochure or any similar
documents) has been or shall be distributed or made available,
directly or indirectly, to any person in Belgium other than
"qualified investors" within the meaning of Article 10 of the
Belgian law of 16 June 2006 on the public offer of placement of
instruments and the admission to trading of placement instruments
on regulated markets, acting on their own account. The information
contained in this annoucement may not be used for any other purpose
than the Offers or disclosed to any other person in Belgium than
the above qualified investors.
France
The
Offers are not being made, directly or indirectly, to the public in
the Republic of France ("France"). Neither this announcement,
the Tender Offer Memorandum nor any other documents or materials
relating to the Offers have been or shall be distributed to the
public in France and only (i) providers of investment services
relating to portfolio management for the account of third parties
(personnes fournissant le service
d'investissement de gestion de portefeuille pour compte de
tiers) and/or (ii) qualified investors (investisseurs qualifiés) other
than individuals, in each case acting on their own account and all
as defined in, and in accordance with, Articles L.411-1, L.411-2
and D.411-1 of the French Code
Monétaire et Financier, are eligible to participate in
the Offers. This announcement, the Tender Offer Memorandum
and any other document or material relating to the Offers have not
been and will not be submitted for clearance to nor approved by the
Autorité des marchés
financiers.
Italy
None
of the Offers, this announcement, the Tender Offer Memorandum or
any other documents or materials relating to the Offers have been
or will be submitted to the clearance procedure of the Commissione
Nazionale per le Società e la Borsa ("CONSOB").
The
Offers are being carried out in the Republic of Italy as exempted
offers pursuant to article 101-bis, paragraph 3-bis of the
Legislative Decree No. 58 of 24 February 1998, as amended (the
"Financial Services Act")
and article 35-bis, paragraph 4 of CONSOB Regulation No. 11971 of
14 May 1999, as amended.
Noteholders, or
beneficial owners of the Notes, can tender some or all of their
Notes pursuant to the Offers through authorised persons (such as
investment firms, banks or financial intermediaries permitted to
conduct such activities in Italy in accordance with the Financial
Services Act, CONSOB Regulation No. 16190 of 29 October 2007, as
amended from time to time, and Legislative Decree No. 385 of
September 1, 1993, as amended) and in compliance with applicable
laws and regulations or with requirements imposed by CONSOB or any
other Italian authority.
Each
intermediary must comply with the applicable laws and regulations
concerning information duties vis-à-vis its clients in
connection with the Notes or the Offers.
Spain
Neither the Offers
nor this announcement constitute an offer of securities or the
solicitation of an offer of securities to the public in Spain under
the restated text of the Spanish Securities Market Law approved by
Legislative Royal Decree 4/2015, of 23 October (Real Decreto Legislativo 4/2015, de 23 de
octubre, que aprueba el texto refundido de la Ley del Mercado de
Valores), Royal Decree 1310/2005, of 4 November and Royal
Decree 1066/2007, of 27 July. Accordingly, this Tender Offer
Memorandum has not been submitted for approval and has not been
approved by the Spanish Securities Market Regulator (Comisión Nacional del Mercado de
Valores).
General
Neither this
announcement, the Tender Offer Memorandum nor the electronic
transmission thereof constitutes an offer to buy or the
solicitation of an offer to sell Notes (and tenders of Notes for
purchase pursuant to the Offers will not be accepted from
Noteholders) in any circumstances in which such offer or
solicitation is unlawful. In those jurisdictions where the
securities, blue sky or other laws require an Offer to be made by a
licensed broker or dealer and the Dealer Manager or any of its
affiliates is such a licensed broker or dealer in any such
jurisdiction, such Offer shall be deemed to be made by the Dealer
Manager or such affiliate, as the case may be, on behalf of the
Offeror in such jurisdiction.
In
addition, each Noteholder participating in an Offer will be deemed
to give certain representations in respect of the jurisdictions
referred to below and generally as set out in "Procedures for Participating in the
Offers" in the Tender Offer Memorandum. Any tender of
Notes for purchase pursuant to the Offers from a Noteholder that is
unable to make these representations will not be
accepted.
Each
of the Offeror, the Dealer Manager and the Tender Agent reserves
the right, in its sole and absolute discretion, to investigate, in
relation to any tender of Notes for purchase pursuant to an Offer,
whether any such representation given by a Noteholder is correct
and, if such investigation is undertaken and as a result the
Offeror determines (for any reason) that such representation is not
correct, such tender or submission may be rejected.
Exhibit
No. 3
21 September
2016
NOTIFICATION OF
TRANSACTIONS OF PERSONS DISCHARGING MANAGERIAL
RESPONSIBILITIES
The
attached individual notifications made on behalf of Persons
Discharging Managerial Responsibilities under article 19.1 of the
Market Abuse Regulation ('MAR') relate to the receipt of Barclays
PLC shares under the Barclays PLC Scrip Dividend Programme (the
'Programme') by certain Directors.
This
announcement is made in accordance with Article 19.3 of
MAR.
1
|
Details of the person discharging managerial responsibilities /
person closely associated
|
a)
|
Name
|
Diane
de Saint Victor
|
2
|
Reason for the notification
|
a)
|
Position/status
|
Non-executive
Director
|
b)
|
Initial notification /Amendment
|
Initial
notification
|
3
|
Details of the issuer, emission allowance market participant,
auction platform, auctioneer or auction monitor
|
a)
|
Name
|
Barclays
PLC
|
b)
|
LEI
|
213800LBQA1Y9L22JB70
|
4
|
Details of the transaction(s): section to be repeated for (i) each
type of instrument; (ii) each type of transaction; (iii) each date;
and (iv) each place where transactions have been
conducted
|
a)
|
Description of the financial instrument, type of
instrument
Identification
code
|
Ordinary shares in
Barclays PLC with a nominal value of 25p each
('Shares')
GB0031348658
|
b)
|
Nature of the transaction
|
By
participating in the Programme the receipt of Shares, credited as
fully paid, in place of a cash dividend for the interim dividend
for the year ending 31 December 2016
|
c)
|
Price(s) and volume(s)
|
Price(s)
|
Volume(s)
|
£1.6242
|
17
|
d)
|
Aggregated information
- Aggregated volume
- Price
|
Not applicable
|
e)
|
Date of the transaction
|
2016-09-20
|
f)
|
Place of the transaction
|
London
Stock Exchange (XLON)
|
1
|
Details of the person discharging managerial responsibilities /
person closely associated
|
a)
|
Name
|
James
Staley
|
2
|
Reason for the notification
|
a)
|
Position/status
|
Group
Chief Executive, Executive Director
|
b)
|
Initial notification /Amendment
|
Initial
notification
|
3
|
Details of the issuer, emission allowance market participant,
auction platform, auctioneer or auction monitor
|
a)
|
Name
|
Barclays
PLC
|
b)
|
LEI
|
213800LBQA1Y9L22JB70
|
4
|
Details of the transaction(s): section to be repeated for (i) each
type of instrument; (ii) each type of transaction; (iii) each date;
and (iv) each place where transactions have been
conducted
|
a)
|
Description of the financial instrument, type of
instrument
Identification
code
|
Ordinary shares in
Barclays PLC with a nominal value of 25p each
('Shares')
GB0031348658
|
b)
|
Nature of the transaction
|
By
participating in the Programme the receipt of Shares, credited as
fully paid, in place of a cash dividend for the interim dividend
for the year ending 31 December 2016
|
c)
|
Price(s) and volume(s)
|
Price(s)
|
Volume(s)
|
£1.6242
|
17,178
|
d)
|
Aggregated information
- Aggregated volume
- Price
|
Not applicable
|
e)
|
Date of the transaction
|
2016-09-19
|
f)
|
Place of the transaction
|
London
Stock Exchange (XLON)
|
Name of officer of issuer responsible for making notification: Ines
Watson, Assistant Secretary.
For further information please contact:
Investor Relations
|
Media Relations
|
Kathryn McLeland
|
Tom Hoskin
|
+44 (0)20 7116 4943
|
+44 (0)20 7116 4755
|
Exhibit No.
4
22 September
2016
NOTIFICATION OF
TRANSACTIONS OF PERSONS DISCHARGING MANAGERIAL
RESPONSIBILITIES
The
attached individual notification made on behalf of a Person
Discharging Managerial Responsibility under article 19.1 of the
Market Abuse Regulation ('MAR') relates to the receipt of Barclays
PLC shares under the Barclays PLC Scrip Dividend Programme (the
'Programme') by a Director.
This
announcement is made in accordance with Article 19.3 of
MAR.
1
|
Details of the person discharging managerial responsibilities /
person closely associated
|
a)
|
Name
|
James
Staley
|
2
|
Reason for the notification
|
a)
|
Position/status
|
Group
Chief Executive, Executive Director
|
b)
|
Initial notification /Amendment
|
Initial
notification
|
3
|
Details of the issuer, emission allowance market participant,
auction platform, auctioneer or auction monitor
|
a)
|
Name
|
Barclays
PLC
|
b)
|
LEI
|
213800LBQA1Y9L22JB70
|
4
|
Details of the transaction(s): section to be repeated for (i) each
type of instrument; (ii) each type of transaction; (iii) each date;
and (iv) each place where transactions have been
conducted
|
a)
|
Description of the financial instrument, type of
instrument
Identification
code
|
Barclays PLC
American Depository Receipts (ADRs).
Each
ADR represents four ordinary shares in Barclays PLC with a nominal
value of 25p each ('Shares')
US06738E2046
|
b)
|
Nature of the transaction
|
By
participating in the Programme the receipt of ADRs, credited as
fully paid, in place of a cash dividend for the interim dividend
for the year ending 31 December 2016
|
c)
|
Price(s) and volume(s)
|
Price(s)
|
Volume(s)
|
$8.66
|
885
(representing 3,540 Shares)
|
d)
|
Aggregated information
- Aggregated volume
- Price
|
Not applicable
|
e)
|
Date of the transaction
|
2016-09-20
|
f)
|
Place of the transaction
|
New
York Stock Exchange (XNYS)
|
Name of officer of issuer responsible for making notification: Ines
Watson, Assistant Secretary.
Date of notification: 2016.09.21
For further information please contact:
Investor Relations
|
Media Relations
|
Kathryn McLeland
|
Tom Hoskin
|
+44 (0)20 7116 4943
|
+44 (0)20 7116 4755
|
Exhibit No.
5
26
September 2016
NOTIFICATION OF
TRANSACTIONS OF PERSONS DISCHARGING MANAGERIAL
RESPONSIBILITIES
1
|
Details of the person discharging managerial responsibilities /
person closely associated
|
a)
|
Name
|
Amer
Sajed
|
2
|
Reason for the notification
|
a)
|
Position/status
|
Chief
Executive Officer Barclaycard
|
b)
|
Initial
notification /Amendment
|
Initial
notification
|
3
|
Details of the issuer, emission allowance market participant,
auction platform, auctioneer or auction monitor
|
a)
|
Name
|
Barclays
PLC
|
b)
|
LEI
|
213800LBQA1Y9L22JB70
|
4
|
Details of the transaction(s): section to be repeated for (i) each
type of instrument; (ii) each type of transaction; (iii) each date;
and (iv) each place where transactions have been
conducted
|
a)
|
Description of the
financial instrument, type of instrument
Identification
code
|
Barclays PLC
American Depository Receipts (ADRs)
Each
ADR represents four ordinary shares in Barclays PLC with a nominal
value of 25p each ('Shares')
ADR -
US06738E2046
Barclays PLC share
- GB0031348658
|
b)
|
Nature
of the transaction
|
Reinvestment of
the interim dividend for the year ending 31 December 2016 by the
trustee of the Barclays Group Global Sharepurchase
Plan.
|
c)
|
Price(s) and
volume(s)
|
Price(s)
|
Volume(s): Number
of ADRs received
|
$9.007
|
9
|
d)
|
Aggregated
information
-
Aggregated volume
-
Price
|
Not
applicable
|
e)
|
Date
of the transaction
|
2016-09-22
|
f)
|
Place
of the transaction
|
New
York Stock Exchange (XNYS)
|
Name
of officer of issuer responsible for making notification: Ines
Watson, Assistant Secretary.
For
further information please contact:
Investor
Relations
|
Media
Relations
|
Kathryn
McLeland
|
Tom
Hoskin
|
+44
(0)20 7116 4943
|
+44
(0)20 7116 4755
|
Exhibit No.
6
26
September 2016
NOTIFICATION OF
TRANSACTIONS OF PERSONS DISCHARGING MANAGERIAL
RESPONSIBILITIES
1
|
Details of the person discharging managerial responsibilities /
person closely associated
|
a)
|
Name
|
Jes
Staley
|
2
|
Reason for the notification
|
a)
|
Position/status
|
Group
Chief Executive
|
b)
|
Initial
notification /Amendment
|
Initial
notification
|
3
|
Details of the issuer, emission allowance market participant,
auction platform, auctioneer or auction monitor
|
a)
|
Name
|
Barclays
PLC
|
b)
|
LEI
|
213800LBQA1Y9L22JB70
|
4
|
Details of the transaction(s): section to be repeated for (i) each
type of instrument; (ii) each type of transaction; (iii) each date;
and (iv) each place where transactions have been
conducted
|
a)
|
Description of the
financial instrument, type of instrument
Identification
code
|
Ordinary shares in
Barclays PLC with a nominal value of 25p each
('Shares')
GB0031348658
|
b)
|
Nature
of the transaction
|
Reinvestment of an
interim dividend for the year ending 31 December 2016 by Barclays
Global Nominee Limited, an independent nominee.
|
c)
|
Price(s) and
volume(s)
|
Price(s)
|
Volume(s): Number
of Shares received
|
£1.745
|
2,784
|
d)
|
Aggregated
information
-
Aggregated volume
-
Price
|
Not
applicable
|
e)
|
Date
of the transaction
|
2016-09-22
|
f)
|
Place
of the transaction
|
London
Stock Exchange (XLON)
|
1
|
Details of the person discharging managerial responsibilities /
person closely associated
|
a)
|
Name
|
Bob
Hoyt
|
2
|
Reason for the notification
|
a)
|
Position/status
|
Group
General Counsel
|
b)
|
Initial
notification /Amendment
|
Initial
notification
|
3
|
Details of the issuer, emission allowance market participant,
auction platform, auctioneer or auction monitor
|
a)
|
Name
|
Barclays
PLC
|
b)
|
LEI
|
213800LBQA1Y9L22JB70
|
4
|
Details of the transaction(s): section to be repeated for (i) each
type of instrument; (ii) each type of transaction; (iii) each date;
and (iv) each place where transactions have been
conducted
|
a)
|
Description of the
financial instrument, type of instrument
Identification
code
|
Ordinary shares in
Barclays PLC with a nominal value of 25p each
('Shares')
GB0031348658
|
b)
|
Nature
of the transaction
|
Reinvestment of an
interim dividend for the year ending 31 December 2016 by Barclays
Global Nominee Limited, an independent nominee.
|
c)
|
Price(s) and
volume(s)
|
Price(s)
|
Volume(s): Number
of Shares received
|
£1.745
|
3,520
|
d)
|
Aggregated
information
-
Aggregated volume
-
Price
|
Not
applicable
|
e)
|
Date
of the transaction
|
2016-09-22
|
f)
|
Place
of the transaction
|
London
Stock Exchange (XLON)
|
1
|
Details of the person discharging managerial responsibilities /
person closely associated
|
a)
|
Name
|
Tushar
Morzaria
|
2
|
Reason for the notification
|
a)
|
Position/status
|
Group
Finance Director
|
b)
|
Initial
notification /Amendment
|
Initial
notification
|
3
|
Details of the issuer, emission allowance market participant,
auction platform, auctioneer or auction monitor
|
a)
|
Name
|
Barclays
PLC
|
b)
|
LEI
|
213800LBQA1Y9L22JB70
|
4
|
Details of the transaction(s): section to be repeated for (i) each
type of instrument; (ii) each type of transaction; (iii) each date;
and (iv) each place where transactions have been
conducted
|
a)
|
Description of the
financial instrument, type of instrument
Identification
code
|
Ordinary shares in
Barclays PLC with a nominal value of 25p each
('Shares')
GB0031348658
|
b)
|
Nature
of the transaction
|
Reinvestment of an
interim dividend for the year ending 31 December 2016 by Barclays
Global Nominee Limited, an independent nominee.
|
c)
|
Price(s) and
volume(s)
|
Price(s)
|
Volume(s): Number
of Shares received
|
£1.745
|
5,013
|
d)
|
Aggregated
information
-
Aggregated volume
-
Price
|
Not
applicable
|
e)
|
Date
of the transaction
|
2016-09-22
|
f)
|
Place
of the transaction
|
London
Stock Exchange (XLON)
|
1
|
Details of the person discharging managerial responsibilities /
person closely associated
|
a)
|
Name
|
Tristram
Roberts
|
2
|
Reason for the notification
|
a)
|
Position/status
|
Group
HR Director
|
b)
|
Initial
notification /Amendment
|
Initial
notification
|
3
|
Details of the issuer, emission allowance market participant,
auction platform, auctioneer or auction monitor
|
a)
|
Name
|
Barclays
PLC
|
b)
|
LEI
|
213800LBQA1Y9L22JB70
|
4
|
Details of the transaction(s): section to be repeated for (i) each
type of instrument; (ii) each type of transaction; (iii) each date;
and (iv) each place where transactions have been
conducted
|
a)
|
Description of the
financial instrument, type of instrument
Identification
code
|
Ordinary shares in
Barclays PLC with a nominal value of 25p each
('Shares')
GB0031348658
|
b)
|
Nature
of the transaction
|
Reinvestment of an
interim dividend for the year ending 31 December 2016 by Barclays
Global Nominee Limited, an independent nominee.
|
c)
|
Price(s) and
volume(s)
|
Price(s)
|
Volume(s): Number
of Shares received
|
£1.745
|
861
|
d)
|
Aggregated
information
-
Aggregated volume
-
Price
|
Not
applicable
|
e)
|
Date
of the transaction
|
2016-09-22
|
f)
|
Place
of the transaction
|
London
Stock Exchange (XLON)
|
1
|
Details of the person discharging managerial responsibilities /
person closely associated
|
a)
|
Name
|
Mike
Roemer
|
2
|
Reason for the notification
|
a)
|
Position/status
|
Group
Chief Compliance Officer
|
b)
|
Initial
notification /Amendment
|
Initial
notification
|
3
|
Details of the issuer, emission allowance market participant,
auction platform, auctioneer or auction monitor
|
a)
|
Name
|
Barclays
PLC
|
b)
|
LEI
|
213800LBQA1Y9L22JB70
|
4
|
Details of the transaction(s): section to be repeated for (i) each
type of instrument; (ii) each type of transaction; (iii) each date;
and (iv) each place where transactions have been
conducted
|
a)
|
Description of the
financial instrument, type of instrument
Identification
code
|
Ordinary shares in
Barclays PLC with a nominal value of 25p each
('Shares')
GB0031348658
|
b)
|
Nature
of the transaction
|
Reinvestment of an
interim dividend for the year ending 31 December 2016 by Barclays
Global Nominee Limited, an independent nominee.
|
c)
|
Price(s) and
volume(s)
|
Price(s)
|
Volume(s): Number
of Shares received
|
£1.745
|
543
|
d)
|
Aggregated
information
-
Aggregated volume
-
Price
|
Not
applicable
|
e)
|
Date
of the transaction
|
2016-09-22
|
f)
|
Place
of the transaction
|
London
Stock Exchange (XLON)
|
1
|
Details of the person discharging managerial responsibilities /
person closely associated
|
a)
|
Name
|
Amer
Sajed
|
2
|
Reason for the notification
|
a)
|
Position/status
|
Chief
Executive Officer, Barclaycard
|
b)
|
Initial
notification /Amendment
|
Initial
notification
|
3
|
Details of the issuer, emission allowance market participant,
auction platform, auctioneer or auction monitor
|
a)
|
Name
|
Barclays
PLC
|
b)
|
LEI
|
213800LBQA1Y9L22JB70
|
4
|
Details of the transaction(s): section to be repeated for (i) each
type of instrument; (ii) each type of transaction; (iii) each date;
and (iv) each place where transactions have been
conducted
|
a)
|
Description of the
financial instrument, type of instrument
Identification
code
|
Ordinary shares in
Barclays PLC with a nominal value of 25p each
('Shares')
GB0031348658
|
b)
|
Nature
of the transaction
|
Reinvestment of an
interim dividend for the year ending 31 December 2016 by Barclays
Global Nominee Limited, an independent nominee.
|
c)
|
Price(s) and
volume(s)
|
Price(s)
|
Volume(s): Number
of Shares received
|
£1.745
|
1,279
|
d)
|
Aggregated
information
-
Aggregated volume
-
Price
|
Not
applicable
|
e)
|
Date
of the transaction
|
2016-09-22
|
f)
|
Place
of the transaction
|
London
Stock Exchange (XLON)
|
1
|
Details of the person discharging managerial responsibilities /
person closely associated
|
a)
|
Name
|
Ashok
Vaswani
|
2
|
Reason for the notification
|
a)
|
Position/status
|
Chief
Executive Officer, Barclays UK
|
b)
|
Initial
notification /Amendment
|
Initial
notification
|
3
|
Details of the issuer, emission allowance market participant,
auction platform, auctioneer or auction monitor
|
a)
|
Name
|
Barclays
PLC
|
b)
|
LEI
|
213800LBQA1Y9L22JB70
|
4
|
Details of the transaction(s): section to be repeated for (i) each
type of instrument; (ii) each type of transaction; (iii) each date;
and (iv) each place where transactions have been
conducted
|
a)
|
Description of the
financial instrument, type of instrument
Identification
code
|
Ordinary shares in
Barclays PLC with a nominal value of 25p each
('Shares')
GB0031348658
|
b)
|
Nature
of the transaction
|
Reinvestment of an
interim dividend for the year ending 31 December 2016 by Barclays
Global Nominee Limited, an independent nominee.
|
c)
|
Price(s) and
volume(s)
|
Price(s)
|
Volume(s): Number
of Shares received
|
£1.745
|
4,039
|
d)
|
Aggregated
information
-
Aggregated volume
-
Price
|
Not
applicable
|
e)
|
Date
of the transaction
|
2016-09-22
|
f)
|
Place
of the transaction
|
London
Stock Exchange (XLON)
|
Name
of officer of issuer responsible for making notification: Ines
Watson, Assistant Secretary.
For
further information please contact:
Investor
Relations
|
Media
Relations
|
Kathryn
McLeland
|
Tom
Hoskin
|
+44
(0)20 7116 4943
|
+44
(0)20 7116 4755
|
Exhibit No.
7
26
September 2016
NOTIFICATION OF
TRANSACTIONS OF PERSONS DISCHARGING MANAGERIAL
RESPONSIBILITIES
1
|
Details of the person discharging managerial responsibilities /
person closely associated
|
a)
|
Name
|
Amer
Sajed
|
2
|
Reason for the notification
|
a)
|
Position/status
|
Chief
Executive Officer, Barclaycard
|
b)
|
Initial
notification /Amendment
|
Initial
notification
|
3
|
Details of the issuer, emission allowance market participant,
auction platform, auctioneer or auction monitor
|
a)
|
Name
|
Barclays
PLC
|
b)
|
LEI
|
213800LBQA1Y9L22JB70
|
4
|
Details of the transaction(s): section to be repeated for (i) each
type of instrument; (ii) each type of transaction; (iii) each date;
and (iv) each place where transactions have been
conducted
|
a)
|
Description of the
financial instrument, type of instrument
Identification
code
|
Ordinary shares in
Barclays PLC with a nominal value of 25p each
("Shares")
GB0031348658
|
b)
|
Nature
of the transaction
|
Reinvestment of an
interim dividend for the year ending 31 December 2016 by the
trustee of the Barclays Group Share Incentive Plan.
|
c)
|
Price(s) and
volume(s)
|
Price(s)
|
Volume(s): Number
of Shares received
|
£1.686
|
2
|
d)
|
Aggregated
information
-
Aggregated volume
-
Price
|
Not
applicable
|
e)
|
Date
of the transaction
|
2016-09-23
|
f)
|
Place
of the transaction
|
London
Stock Exchange (XLON)
|
1
|
Details of the person discharging managerial responsibilities /
person closely associated
|
a)
|
Name
|
Ashok
Vaswani
|
2
|
Reason for the notification
|
a)
|
Position/status
|
Chief
Executive Officer, Barclays UK
|
b)
|
Initial
notification /Amendment
|
Initial
notification
|
3
|
Details of the issuer, emission allowance market participant,
auction platform, auctioneer or auction monitor
|
a)
|
Name
|
Barclays
PLC
|
b)
|
LEI
|
213800LBQA1Y9L22JB70
|
4
|
Details of the transaction(s): section to be repeated for (i) each
type of instrument; (ii) each type of transaction; (iii) each date;
and (iv) each place where transactions have been
conducted
|
a)
|
Description of the
financial instrument, type of instrument
Identification
code
|
Ordinary shares in
Barclays PLC with a nominal value of 25p each
("Shares")
GB0031348658
|
b)
|
Nature
of the transaction
|
Reinvestment of an
interim dividend for the year ending 31 December 2016 by the
trustee of the Barclays Group Share Incentive Plan.
|
c)
|
Price(s) and
volume(s)
|
Price(s)
|
Volume(s): Number
of Shares received
|
£1.686
|
34
|
d)
|
Aggregated
information
-
Aggregated volume
-
Price
|
Not
applicable
|
e)
|
Date
of the transaction
|
2016-09-23
|
f)
|
Place
of the transaction
|
London
Stock Exchange (XLON)
|
Name
of officer of issuer responsible for making notification: Ines
Watson, Assistant Secretary.
For
further information please contact:
Investor
Relations
|
Media
Relations
|
Kathryn
McLeland
|
Tom
Hoskin
|
+44
(0)20 7116 4943
|
+44
(0)20 7116 4755
|
Exhibit No.
8
27
September 2016
BARCLAYS PLC
INVITATION TO PURCHASE NOTES FOR CASH: ANNOUNCEMENT OF PURCHASE
PRICES OF NOTES
On 20
September 2016, Barclays PLC (the "Offeror") launched invitations to
holders of certain notes set out in the table below (the
"Notes") issued by Barclays
Bank PLC to tender such Notes for purchase by the Offeror (the
"Offers"), subject to
applicable offer and distribution restrictions.
Further to such
invitations, the Offeror hereby informs the Noteholders that the
Benchmark Security Rate in respect of the 2026 Notes and the
Purchase Price in respect of each Series of Notes have been
calculated in the manner described in the tender offer memorandum
dated 20 September 2016 (the "Tender Offer Memorandum") and is set
out in the table below:
Description of
Notes
|
Issuer
|
CUSIP
/ ISIN
|
Aggregate
Principal Amount Outstanding
|
Purchase
Price(1)(%)
|
Subordinated
Floating Rate Notes due 2040 (the "2040 Notes")
|
Barclays Bank
PLC
|
XS0122679243
|
€100,000,000
|
67.50
per cent.
|
6.125
per cent. Undated Subordinated Notes (the "Undated Subordinated
Notes")
|
Barclays Bank
PLC
|
XS0145875513
|
£36,244,000
|
108.50
per cent.
|
6.86
per cent. Callable Perpetual Core Tier One Notes (the "Tier One
Notes")
|
Barclays Bank
PLC
|
06738CAG4/
XS0155141830/ US06738CAG42
|
US$182,133,000
|
117.00
per cent.
|
Junior
Undated Floating Rate Notes (the "Undated Floating Rate
Notes")
|
Barclays Bank
PLC
|
GB0000784164
|
US$202,985,000
|
70.00
per cent.
|
Undated Floating
Rate Primary Capital Notes (the "Series 1 Notes")
|
Barclays Bank
PLC
|
GB0000779529
|
US$335,430,000
|
70.00
per cent.
|
Undated Floating
Rate Primary Capital Notes Series 2 (the "Series 2
Notes")
|
Barclays Bank
PLC
|
GB0000777705
|
US$414,630,000
|
70.00
per cent.
|
Undated Floating
Rate Primary Capital Notes Series 3 (the "Series 3
Notes")
|
Barclays Bank
PLC
|
XS0015014615
|
£145,000,000
|
80.00
per cent.
|
Description of
Notes
|
Issuer
|
CUSIP/ISIN
|
Aggregate
Principal Amount Outstanding
|
BenchmarkSecurity
|
Benchmark Security
Rate
|
Purchase Spread
(Basis Points)
|
Purchase Price
(2)
(%)
|
5.75
per cent. Fixed Rate Subordinated Notes due 2026 (the "2026
Notes")
|
Barclays Bank
PLC
|
XS0134886067
|
£455,408,000
|
1.5
per cent. UK Treasury Stock due 2026
(ISIN
GB00BYZW3G56)
|
0.670
per cent.
|
220
|
124.432 per
cent.
|
_______________
(1) The Purchase
Price does not include accrued and unpaid interest
(2) The Purchase
Price does not include accrued and unpaid interest
The
Purchase Prices of the Notes were calculated in the manner
described in the Tender Offer Memorandum at the Pricing Time (10:00
a.m. (New York City time) today, 27 September 2016) and do not
include any Accrued Interest Payment.
The
Offers remain open and are scheduled to expire at 5:00 p.m. (New
York City time) today, 27 September 2016, unless extended,
re-opened or earlier terminated.
The
Offers remain subject to the conditions and restrictions set out in
the Tender Offer Memorandum and the related notice of guaranteed
delivery. Capitalised terms used and not otherwise defined in this
announcement have the meanings given in the Tender Offer
Memorandum.
For Further Information
A
complete description of the terms and conditions of the Offers is
set out in the Tender Offer Memorandum and the related notice of
guaranteed delivery. Further details about the transaction can be
obtained from:
The Dealer Manager
Barclays Capital Inc.
745
Seventh Avenue
New
York, New York 10019
United
States
Telephone: +44
(0)20 3134 8515 or +1 (212) 528-7581
US
Toll Free Number: +1 (800) 438-3242
Attention:
Liability Management Group
Email:
liability.management@barclays.com
The Tender Agent
Lucid Issuer Services Limited
Tankerton
Works
12
Argyle Walk
London
WC1H 8HA
United
Kingdom
Telephone: +44 20
7704 0880
Toll
Free Number: +1 (800) 495 5148
Attention: Thomas
Choquet / Arlind Bytyqi
Email:
barclays@lucid-is.com
A copy
of the Tender Offer Memorandum and the notice of guaranteed
delivery is available to eligible persons upon request from the
Tender Agent and at http://www.lucid-is.com/barclays.
Analyst and Investor Information
Further
information for analysts and investors can be obtained from the
following contacts at Barclays:
Investor Relations
Lisa
Bartrip
Tel:
+44 (0) 20 7773 0708
Barclays Treasury
Miray
Muminoglu
Tel:
+44 (0) 20 7773 8199
Media Relations
Tom
Hoskin
Tel:
+44 (0)20 7116 6927
DISCLAIMER
This
announcement must be read in conjunction with the Tender Offer
Memorandum. No offer or invitation to acquire or exchange any
securities is being made pursuant to this announcement. This
announcement and the Tender Offer Memorandum contain important
information, which must be read carefully before any decision is
made with respect to the Offers. If any Noteholder is in any doubt
as to the action it should take, it is recommended to seek its own
legal, tax and financial advice, including as to any tax
consequences, from its stockbroker, bank manager, solicitor,
accountant or other independent financial adviser. Any individual
or company whose Notes are held on its behalf by a broker, dealer,
bank, custodian, trust company or other nominee must contact such
entity if it wishes to participate in the Offers. None of the
Offeror, the Dealer Manager or the Tender Agent, or any person who
controls, or is a director, officer, employee or agent of such
persons or any affiliate of such persons, makes any recommendation
as to whether Noteholders should participate in the
Offers.
United Kingdom
The
communication of this announcement, the Tender Offer Memorandum and
any other documents or materials relating to the Offers is not
being made, and such documents and/or materials have not been
approved, by an authorised person for the purposes of section 21 of
the Financial Services and Markets Act 2000, as amended.
Accordingly, such documents and/or materials are not being
distributed to, and must not be passed on to, the general public in
the United Kingdom. The communication of such documents and/or
materials as a financial promotion is only being made to those
persons in the United Kingdom falling within the definition of
investment professionals (as defined in Article 19(5) of the
Financial Services and Markets Act 2000 (Financial Promotion) Order
2005, as amended (the "
Financial Promotion Order")) or persons
who are within Article 43(2) of the Financial Promotion Order or
any other persons to whom it may otherwise lawfully be made under
the Financial Promotion Order (such persons together being the "
Relevant Persons"). The Offers are only available to Relevant
Persons and the transactions contemplated in the Tender Offer
Memorandum will be available only to, or engaged in only with,
Relevant Persons, and this communication and any other document
and/or materials produced in connection with the Offers must not be
relied or acted upon by persons other than Relevant
Persons.
France
The
Offers are not being made, directly or indirectly, to the public in
the Republic of France ("France"). Neither this announcement, the
Tender Offer Memorandum nor any other documents or materials
relating to the Offers have been or shall be distributed to the
public in France and only (i) providers of investment services
relating to portfolio management for the account of third parties
(personnes fournissant le service d'investissement de gestion de
portefeuille pour compte de tiers ) and/or (ii) qualified investors
(investisseurs qualifies ) other than individuals, in each case
acting on their own account and all as defined in, and in
accordance with, Articles L.411-1, L.411-2 and D.411-1 of the
French Code Monétaire et Financier, are eligible to
participate in the Offers. This announcement, the Tender Offer
Memorandum and any other document or material relating to the
Offers have not been and will not be submitted for clearance to nor
approved by the Autorité des marchés
financiers.
Italy
None
of the Offers, this announcement, the Tender Offer Memorandum or
any other documents or materials relating to the Offers have been
or will be submitted to the clearance procedure of the Commissione
Nazionale per le Società e la Borsa ("CONSOB ").
The
Offers are being carried out in the Republic of Italy as exempted
offers pursuant to article 101-bis, paragraph 3-bis of the
Legislative Decree No. 58 of 24 February 1998, as amended (the
"Financial Services Act") and article 35-bis, paragraph 4 of CONSOB
Regulation No. 11971 of 14 May 1999, as amended.
Noteholders, or
beneficial owners of the Notes, can tender some or all of their
Notes pursuant to the Offers through authorised persons (such as
investment firms, banks or financial intermediaries permitted to
conduct such activities in Italy in accordance with the Financial
Services Act, CONSOB Regulation No. 16190 of 29 October 2007, as
amended from time to time, and Legislative Decree No. 385 of
September 1, 1993, as amended) and in compliance with applicable
laws and regulations or with requirements imposed by CONSOB or any
other Italian authority.
Each
intermediary must comply with the applicable laws and regulations
concerning information duties vis-à-vis its clients in
connection with the Notes or the Offers.
Spain
Neither the Offers
nor this announcement constitute an offer of securities or the
solicitation of an offer of securities to the public in Spain under
the restated text of the Spanish Securities Market Law approved by
Legislative Royal Decree 4/2015, of 23 October (Real Decreto
Legislativo 4/2015, de 23 de octubre, que aprueba el texto
refundido de la Ley del Mercado de Valores ), Royal Decree
1310/2005, of 4 November and Royal Decree 1066/2007, of 27 July.
Accordingly, this Tender Offer Memorandum has not been submitted
for approval and has not been approved by the Spanish Securities
Market Regulator ( Comisión Nacional del Mercado de
Valores).
General
Neither this
announcement, the Tender Offer Memorandum nor the electronic
transmission thereof constitutes an offer to buy or the
solicitation of an offer to sell Notes (and tenders of Notes for
purchase pursuant to the Offers will not be accepted from
Noteholders) in any circumstances in which such offer or
solicitation is unlawful. In those jurisdictions where the
securities, blue sky or other laws require an Offer to be made by a
licensed broker or dealer and the Dealer Manager or any of its
affiliates is such a licensed broker or dealer in any such
jurisdiction, such Offer shall be deemed to be made by the Dealer
Manager or such affiliate, as the case may be, on behalf of the
Offeror in such jurisdiction.
In
addition, each Noteholder participating in an Offer will be deemed
to give certain representations in respect of the jurisdictions
referred to below and generally as set out in " Procedures for
Participating in the Offers " in the Tender Offer Memorandum. Any
tender of Notes for purchase pursuant to the Offers from a
Noteholder that is unable to make these representations will not be
accepted.
Each
of the Offeror, the Dealer Manager and the Tender Agent reserves
the right, in its sole and absolute discretion, to investigate, in
relation to any tender of Notes for purchase pursuant to an Offer,
whether any such representation given by a Noteholder is correct
and, if such investigation is undertaken and as a result the
Offeror determines (for any reason) that such representation is not
correct, such tender or submission may be rejected.
Exhibit No.
9
BARCLAYS BANK
PLC
Publication of
Prospectus
27
September 2016
The
following base prospectus (the "Base Prospectus") has been approved by
the UK Listing Authority and is available for viewing:
Base
Prospectus dated 27 September 2016 for the Barclays Bank PLC
€35,000,000,000 Global Covered Bond Programme unconditionally
and irrevocably guaranteed as to payments by Barclays Covered Bonds
LLP (the "Programme").
To
view the full document, please click on or paste the following URL
into the address bar of your browser.
http://www.rns-pdf.londonstockexchange.com/rns/9936K_-2016-9-27.pdf
A copy
of the above Base Prospectus has been submitted to the National
Storage Mechanism and will shortly be available for inspection at:
http://www.morningstar.co.uk/uk/NSM
The Base Prospectus can also be
viewed via: http://www.barclays.com/prospectuses-and-documentation/secured-funding-documentation/covered-bonds.html
The
following transaction documents, in relation to the Programme, were
also amended and restated on 27 September 2016:
·
the Trust Deed;
·
the Agency Agreement;
·
the Master Definitions Schedule; and
·
the Programme Agreement,
each
as defined and further described in the Base Prospectus (the
"Amended Transaction
Documents").
The
Amended Transaction Documents are available for inspection at the
following addresses:
Barclays
Treasury
1
Churchill Place
Canary
Wharf
London
E14 5HP
and
Citigroup
Centre
Canada
Square
London
E14 5LB
(the
"Specified Office of the Paying
Agent").
For
further information, please contact
Barclays
Treasury
1
Churchill Place
Canary
Wharf
London
E14 5HP
DISCLAIMER - INTENDED ADDRESSEES
IMPORTANT: You must read the following
before continuing: The following applies to the Base Prospectus
available by clicking on the link above, and you are therefore
advised to read this carefully before reading, accessing or making
any other use of the Base Prospectus. In accessing the Base
Prospectus, you agree to be bound by the following terms and
conditions, including any modifications to them, any time you
receive any information from us as a result of such
access.
THE
BASE PROSPECTUS MAY NOT BE FORWARDED OR DISTRIBUTED OTHER THAN AS
PROVIDED BELOW AND MAY NOT BE REPRODUCED IN ANY MANNER WHATSOEVER.
THE BASE PROSPECTUS MAY ONLY BE DISTRIBUTED OUTSIDE THE UNITED
STATES TO PERSONS THAT ARE NOT U.S. PERSONS AS DEFINED IN, AND IN
RELIANCE ON, REGULATION S UNDER THE U.S. SECURITIES ACT OF 1933, AS
AMENDED (THE "SECURITIES
ACT") OR WITHIN THE UNITED STATES TO QIBs (AS DEFINED BELOW)
IN ACCORDANCE WITH RULE 144A UNDER THE SECURITIES ACT
("RULE 144A"). ANY
FORWARDING, DISTRIBUTION OR REPRODUCTION OF THE BASE PROSPECTUS IN
WHOLE OR IN PART IS PROHIBITED. FAILURE TO COMPLY WITH THIS NOTICE
MAY RESULT IN A VIOLATION OF THE SECURITIES ACT OR THE APPLICABLE
LAWS OF OTHER JURISDICTIONS.
NOTHING IN THIS
ELECTRONIC PUBLICATION CONSTITUTES AN OFFER OF SECURITIES FOR SALE
IN ANY JURISDICTION WHERE IT IS UNLAWFUL TO DO SO. ANY COVERED
BONDS ISSUED OR TO BE ISSUED PURSUANT TO THE BASE PROSPECTUS HAVE
NOT BEEN, AND WILL NOT BE, REGISTERED UNDER THE SECURITIES ACT OR
THE SECURITIES LAWS OF ANY STATE OF THE UNITED STATES OR OTHER
JURISDICTION. ANY COVERED BONDS ISSUED OR TO BE ISSUED PURSUANT TO
THE BASE PROSPECTUS MAY NOT BE OFFERED, SOLD, PLEDGED OR OTHERWISE
TRANSFERRED EXCEPT (1) IN ACCORDANCE WITH RULE 144A UNDER THE
SECURITIES ACT TO PERSONS REASONABLY BELIEVED TO BE QUALIFIED
INSTITUTIONAL BUYERS (EACH A "QIB") WITHIN THE MEANING OF RULE 144A
OR (2) IN AN OFFSHORE TRANSACTION TO A PERSON THAT IS NOT A U.S.
PERSON IN ACCORDANCE WITH RULE 903 OR RULE 904 OF REGULATION S
UNDER THE SECURITIES ACT.
Please
note that the information contained in the Base Prospectus may be
addressed to and/or targeted at persons who are residents of
particular countries (specified in the Base Prospectus) only and is
not intended for use and should not be relied upon by any person
outside these countries and/or to whom the offer contained in the
Base Prospectus is not addressed. Prior to relying on the
information contained in the Base Prospectus you must ascertain
from the Base Prospectus whether or not you are part of the
intended addressees of the information contained
therein.
Confirmation of
your Representation: In order
to be eligible to view the Base Prospectus or make an investment
decision with respect to any Covered Bonds issued or to be issued
pursuant to the Base Prospectus, you must be (i) a person other
than a U.S. person (within the meaning of Regulation S under the
Securities Act); or (ii) a QIB that is acquiring the securities for
its own account or for the account of another QIB. By accessing the
Base Prospectus, you shall be deemed to have represented that you
and any customers you represent are not a U.S. person (as defined
in Regulation S to the Securities Act) or that you are a QIB, and
that you consent to delivery of the Base Prospectus and any
supplements thereto via electronic publication.
You
are reminded that the Base Prospectus has been made available to
you on the basis that you are a person into whose possession the
Base Prospectus may be lawfully delivered in accordance with the
laws of the jurisdiction in which you are located and you may not,
nor are you authorised to, deliver the Base Prospectus to any other
person.
The
Base Prospectus does not constitute, and may not be used in
connection with, an offer or solicitation in any place where offers
or solicitations are not permitted by law. If a jurisdiction
requires that the offering be made by a licensed broker or dealer
and the underwriters or any affiliate of the underwriters is a
licensed broker or dealer in that jurisdiction, the offering shall
be deemed to be made by the underwriters or such affiliate on
behalf of the issuers in such jurisdiction. Under no circumstances
shall the Base Prospectus constitute an offer to sell, or the
solicitation of an offer to buy, nor shall there be any sale of any
Covered Bonds issued or to be issued pursuant to the Base
Prospectus, in any jurisdiction in which such offer, solicitation
or sale would be unlawful.
The
Base Prospectus has been made available to you in an electronic
form. You are reminded that documents transmitted via this medium
may be altered or changed during the process of electronic
transmission and consequently none of the issuers, their advisers
nor any person who controls any of them nor any director, officer,
employee nor agent of it or affiliate of any such person accepts
any liability or responsibility whatsoever in respect of any
difference between the Base Prospectus made available to you in
electronic format and the hard copy version available to you on
request from the issuers.
Exhibit
No. 10
28
September 2016
BARCLAYS PLC INVITATION TO PURCHASE NOTES FOR CASH: ANNOUNCEMENT OF
RESULTS
On 20
September 2016, Barclays PLC (the "Offeror") launched invitations to
holders of certain notes set out in the table below the (the
"Notes") issued by Barclays
Bank PLC to tender such Notes for purchase by the Offeror (the
"Offers"), subject to
applicable offer and distribution restrictions.
Further to such
invitations, the Offeror hereby informs the Noteholders that, as of
the Expiration Deadline for the Offers (being 5:00 p.m. (New York
City time) on 27 September 2016), the aggregate principal amount of
each Series of Notes validly tendered and to be accepted for
purchase, and the Purchase Price of each Series of Notes is as set
out in the table below, and each such Noteholder is entitled to
receive on the Settlement Date, being 30 September 2016, the
applicable Purchase Price plus any Accrued Interest
Payment.
Description of
Notes
|
Issuer
|
CUSIP
/ ISIN
|
Aggregate
Principal Amount Outstanding
|
Aggregate
Principal Amount Accepted for Purchase
|
Purchase
Price(1)
(%)
|
Accrued
Interestper Minimum Denomination
|
Subordinated
Floating Rate Notes due 2040 (the "2040 Notes")
|
Barclays Bank
PLC
|
XS0122679243
|
€100,000,000
|
€32,000,000
|
67.50
per cent.
|
€4.83
|
6.125
per cent. Undated Subordinated Notes (the "Undated Subordinated
Notes")
|
Barclays Bank
PLC
|
XS0145875513
|
£36,244,000
|
£2,325,000
|
108.50
per cent.
|
£27.52
|
6.86
per cent. Callable Perpetual Core Tier One Notes (the "Tier One
Notes")
|
Barclays Bank
PLC
|
06738CAG4/
XS0155141830/ US06738CAG42
|
US$182,133,000
|
US$3,503,000
|
117.00
per cent.
|
US$20.01
|
Junior
Undated Floating Rate Notes (the "Undated Floating Rate
Notes")
|
Barclays Bank
PLC
|
GB0000784164
|
US$202,985,000
|
US$71,055,000
|
70.00
per cent.
|
US$21.94
|
Undated Floating
Rate Primary Capital Notes (the "Series 1 Notes")
|
Barclays Bank
PLC
|
GB0000779529
|
US$335,430,000
|
US$168,790,000
|
70.00
per cent.
|
US$24.31
|
Undated Floating
Rate Primary Capital Notes Series 2 (the "Series 2
Notes")
|
Barclays Bank
PLC
|
GB0000777705
|
US$414,630,000
|
US$119,430,000
|
70.00
per cent.
|
US$12.50
|
Undated Floating
Rate Primary Capital Notes Series 3 (the "Series 3
Notes")
|
Barclays Bank
PLC
|
XS0015014615
|
£145,000,000
|
£124,500,000
|
80.00
per cent.
|
£645.49
|
_______________
(1) The Purchase
Price does not include accrued and unpaid interest
Description of
Notes
|
Issuer
|
CUSIP/ISIN
|
Aggregate
Principal Amount Outstanding
|
Aggregate
Principal Amount Accepted for Purchase
|
Purchase
Price(2)
(%)
|
Accrued Interest
per
Minimum
Denomination
|
5.75
per cent. Fixed Rate Subordinated Notes due 2026 (the "2026
Notes")
|
Barclays Bank
PLC
|
XS0134886067
|
£455,408,000
|
£181,679,000
|
124.432 per
cent.
|
£2.52
|
_______________
(2) The Purchase
Price does not include accrued and unpaid interest
The
Offers remain subject to the conditions and restrictions set out in
a tender offer memorandum dated 20 September 2016 (the
"Tender Offer Memorandum")
and the related notice of guaranteed delivery. Capitalised terms
used and not otherwise defined in this announcement have the
meanings given in the Tender Offer Memorandum.
The
Issuer intends to accept all Notes validly offered for purchase,
subject, inter alia, to the Noteholders having offered for purchase
the relevant Minimum Denomination and the Authorised Denominations
of the Notes in accordance with the Tender Offer
Memorandum.
The
Offers have now expired and no further Notes can be tendered for
purchase.
For Further Information
A
complete description of the terms and conditions of the Offers is
set out in the Tender Offer Memorandum and the related notice of
guaranteed delivery. Further details about the transaction can be
obtained from:
The Dealer Manager
Barclays Capital Inc.
745
Seventh Avenue
New
York, New York 10019
United
States
Tel:
+44 (0)20 3134 8515 or +1 (212) 528-7581
US
Toll Free Number: +1 (800) 438-3242
Email:
liability.management@barclays.com
Attention:
Liability Management Group
The Tender Agent
Lucid Issuer Services Limited
Tankerton
Works
12
Argyle Walk
London
WC1H 8HA
United
Kingdom
Tel:
+44 20 7704 0880
Fax:
+44 20 3004 1590
Attention: Thomas
Choquet / Arlind Bytyqi
Email:
barclays@lucid-is.com
A copy
of the Tender Offer Memorandum and the notice of guaranteed
delivery is available to eligible persons upon request from the
Tender Agent and at http://www.lucid-is.com/barclays.
Analyst and Investor Information
Further
information for analysts and investors can be obtained from the
following contacts at Barclays:
Investor Relations
Lisa
Bartrip
Tel:
+44 (0)20 7773 0708
Barclays Treasury
Miray
Muminoglu
Tel:
+44 (0)20 7773 8199
Media Relations
Tom
Hoskin
Tel:
+44 (0)20 7116 6927
DISCLAIMER
The
Dealer Manager does not take any responsibility for the contents of
this announcement. This announcement must be read in conjunction
with the Tender Offer Memorandum. No offer to acquire any Notes is
being made pursuant to this announcement.
The
distribution of this announcement and the Tender Offer Memorandum
in certain jurisdictions may be restricted by law. Persons into
whose possession this announcement and/or the Tender Offer
Memorandum comes are required by each of the Offeror, the Dealer
Manager and the Tender Agent to inform themselves about and to
observe any such restrictions.