HSBC Holdings plc has announced the anticipated launch of four separate offers to purchase for cash any and all of the outstanding series of notes. The launch of the Offers is expected to be at or around on May 8, 2024 (Launch Date). The Offer Documents will be available from on the Launch Date.

As of the date of the Offer to Purchase, the aggregate outstanding principal amount of Notes subject to the Offers is $10,000,000,000. 3.900% Senior Unsecured Notes due 2026 (May 2026 Notes): Maturity Date - May 25, 2026, Principal Amount Outstanding - $2,500,000,000, Reference Security - UST4.875% due April 30, 2026 and Fixed Spread - +20 basis points ('bps'). 4.300% Senior Unsecured Notes due 2026 (March 2026 Notes): Maturity Date - March 8, 2026, Principal Amount Outstanding - $3,000,000,000, Reference Security - UST4.875% due April 30, 2026 and Fixed Spread - +20 bps.

1.589% Fixed Rate/Floating Rate Senior Unsecured Notes due 2027 (the 'May 2027 Notes'): Maturity Date - May 24, 2027, First Optional Redemption Date - May 24, 2026, Principal Amount Outstanding - $2,000,000,000, Reference Security - UST4.875% due April 30, 2026 and Fixed Spread - +45 bps. 2.251% Fixed Rate/Floating Rate Senior Unsecured Notes due 2027 (the 'November 2027 Notes'): Maturity Date - November 22, 2027, First Optional Redemption Date - November 22, 2026, Principal Amount Outstanding - $2,500,000,000, Reference Security - UST4.875% due April 30, 2026 and Fixed Spread - +45 bps. Each Offer will expire on May 14, 2024, unless extended or earlier terminated by the Company in its sole discretion (such date and time with respect to an Offer, as the same may be extended, the 'Expiration Time').

Notes tendered for purchase may be validly withdrawn at any time at or prior to May 14, 2024 (such date and time with respect to an Offer, as the same may be extended, the 'Withdrawal Date'), but not thereafter, unless extended or earlier terminated with respect to an Offer by the Company in its sole discretion. The company expects the Settlement Date to occur on May 17, 2024, unless extended or earlier terminated in respect of an Offer by the Company in its sole discretion (such date and time with respect to an Offer, as the same may be extended, the 'Settlement Date'). Upon the terms and subject to the conditions set forth in the Offer Documents, holders who (i) validly tender Notes at or prior to the Expiration Time or (ii) validly tender Notes at or prior to May 16, 2024 (such date and time with respect to an Offer, as the same may be extended, the 'Guaranteed Delivery Date') pursuant to the Guaranteed Delivery Procedures and whose Notes are accepted for purchase by us, will receive consideration for each $1,000 principal amount of each series of Notes, which will be payable in cash on the Settlement Date (Consideration).

The Consideration applicable to each series of Notes validly tendered and accepted pursuant to the Offers will be calculated at or around on May 14, 2024 (such date and time with respect to an Offer, as the same may be extended by the Company in its sole discretion, the 'Price Determination Date'), in accordance with the formula set forth in the Offer to Purchase and with standard market practice, using the applicable 'Offer Yield', which will be equal to the sum of: the applicable 'Reference Yield', as determined by the Dealer Manager, that corresponds to the bid-side yield of the Reference Security specified in the table above for such series of Notes appearing on the Price Determination Date, such yield being directly quoted on the Bloomberg Reference Page and being rounded to the nearest 0.001%. (with 0.0005% being rounded up), plus; the Fixed Spread specified in the table above for such series of Notes. Accordingly, the Consideration payable by the company for each $1,000 principal amount of each series of Notes accepted by the company will equal: the present value on the Settlement Date of $1,000 principal amount of such Notes due on, in the case of the May 2026 Notes and the March 2026 Notes, the maturity date of such Notes and in the case of the May 2027 Notes and the November 2027 Notes, the First Optional Redemption Date of such Notes, and all scheduled interest payments on such $1,000 principal amount of such Notes to be made from (but excluding) the Settlement Date up to and including such maturity date or First Optional Redemption Date, as the case may be, discounted to the Settlement Date at a discount rate equal to the applicable Offer Yield, minus; the Accrued Interest per $1,000 principal amount of such Notes; such total amount being rounded to the nearest cent per $1,000 principal amount of such Notes, and the above calculation being made in accordance with standard market practice by the formula set forth in the Offer to Purchase.

The Company has retained HSBC Bank plc as Dealer Manager for the Offers (Dealer Manager).