Barclays in $2 Billion Offering

Cleary Gottlieb represented Barclays PLC (Barclays) in an SEC-registered offering of $2 billion additional Tier-1 notes.

The offering, a takedown from Barclays’ shelf registration statement, closed on March 20, 2019.

The offering consisted of a single tranche of fixed-rate resetting perpetual subordinated contingent convertible notes, callable on June 15, 2024, and every five years thereafter. The notes bear fixed interest at a rate of 8% until June 15, 2024, and, thereafter, floating interest based on the prevailing annual U.S. Treasury rate. The interest on the notes will reset every five years from, and including, June 15, 2024. The notes are subject to redemption at Barclays’ discretion upon the occurrence of certain regulatory and tax events and to automatic conversion into Barclays ordinary shares if the Barclays group fails to meet certain capital adequacy requirements.

The notes are listed on the International Securities Market of the London Stock Exchange.

Barclays is a British multinational investment bank and financial services company, headquartered in London.