| {"doc_id": "05e70cf92ae4707cbcb8b0c9fdff3586", "text": "6-K 1 a9170r.htm HSBC HOLDINGS PLC - SHARE BUY-BACK a9170r FORM 6-K SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Report of Foreign Private Issuer Pursuant to Rule 13a - 16 or 15d - 16 of the Securities Exchange Act of 1934 For the\nmonth of October HSBC Holdings plc 42nd\nFloor, 8 Canada Square, London E14 5HQ, England (Indicate\nby check mark whether the registrant files or will file annual\nreports under cover of Form 20-F or Form 40-F). Form\n20-F X Form 40-F 31 October 2023 HSBC HOLDINGS PLC SHARE BUY-BACK HSBC Holdings plc (\" HSBC \") announces that, as outlined in its announcement\non 30 October 2023, it will commence a share buy-back of\nHSBC's ordinary shares of US$0.50 each (\" Ordinary\nShares \") for up to a maximum\nconsideration of US$3,000,000,000 (the \" Buy-back \"). The purpose of the Buy-back is to reduce\nHSBC's outstanding Ordinary Shares. HSBC has entered into irrevocable, non-discretionary buy-back\nagreements with Morgan Stanley & Co. International plc\n(\" Morgan\nStanley \") to enable the\npurchase of Ordinary Shares by Morgan Stanley, acting as principal,\nduring the period running from 1 November 2023 and\nending no later than 16 February 2024 (subject to\nregulatory approval remaining in place), for an aggregate purchase\nprice of up to US$3,000,000,000 and the simultaneous on-sale of\nsuch Ordinary Shares by Morgan Stanley to\nHSBC. Morgan Stanley will make trading decisions in relation to the\nBuy-back independently of HSBC. Any purchases of Ordinary Shares\nwill be carried out on the London Stock Exchange, Aquis Exchange,\nCboe Europe Limited (through the BXE and CXE order books) and/or\nTurquoise (together, the \" UK Venues \") and/or The Stock Exchange of Hong Kong Limited\n(\" Hong Kong\nStock Exchange \"). The repurchases on the UK Venues will be implemented as \"on\nExchange\" transactions (as such term is defined in the rules of the\nLondon Stock Exchange) and will be \"market purchases\" for the\npurposes of the Companies Act 2006. The repurchases on the Hong\nKong Stock Exchange will be \"off-market\" for the purposes of the\nCompanies Act 2006 but will be transactions which occur \"on\nExchange\" for the purposes of the Rules Governing the Listing of\nSecurities on The Stock Exchange of Hong Kong Limited\n(\" Hong Kong\nListing Rules \") and which\nconstitute an \"on-market share buy-back\" for the purposes of the\nHong Kong Codes on Takeovers and Mergers and Share Buy-backs\n(\" Hong Kong\nBuy-back Code \"). The repurchases will take place in accordance with certain\npre-set parameters and in accordance with (and subject to limits\nprescribed by) HSBC's general authority to repurchase Ordinary\nShares granted by its shareholders at HSBC's annual general meeting\non 5 May 2023 (the \" 2023\nAuthority \"), Chapter 12 of the\nFinancial Conduct Authority's Listing Rules, Article 5(1) of the\nMarket Abuse Regulation (EU) No 596/2014 (as it forms part of\ndomestic law of the United Kingdom by virtue of the European Union\n(Withdrawal) Act 2018 (the \" Withdrawal\nAct \")), the Commission\nDelegated Regulation (EU) No 2016/1052 (as it forms part of\ndomestic law of the United Kingdom by virtue of the Withdrawal\nAct), the Hong Kong Listing Rules, the Hong Kong Buy-back Code and\napplicable US federal securities laws. Ordinary Shares purchased under the Buy-back will be\ncancelled. The maximum number of Ordinary Shares that may be repurchased under\nthe Buy-back is 1,480,428,184, being the number of Ordinary\nShares able to be repurchased under the 2023 Authority, as reduced\nby the number of Shares repurchased by the Company since the 2023\nAuthority was granted. Investor enquiries to: Richard\nO'Connor \n+44 (0) 20 7991\n6590 \ninvestorrelations@hsbc.com Media enquiries to: Gillian\nJames \n+44 (0) 20 7992\n0516 \ngillian.james@hsbcib.com Note to editors: HSBC Holdings plc HSBC Holdings plc, the parent company of the HSBC Group, is\nheadquartered in London. HSBC serves customers worldwide from\noffices in 62 countries and territories. With assets of US$3,021bn\nat 30 September 2023, HSBC is one of the world's largest banking\nand financial services organisations. ends/all SIGNATURE Pursuant\nto the requirements of the Securities Exchange Act of 1934, the\nregistrant has duly caused this report to be signed on its behalf\nby the undersigned, thereunto duly authorized. HSBC\nHoldings plc By: Name:\nAileen Taylor Title:\nGroup Company Secretary and Chief Governance Officer Date:\n31 October 2023", "source": "edgar", "stratum": "edgar", "fetch_date": "", "url": "https://www.sec.gov/Archives/edgar/data/1089113/000165495423013604/a9170r.htm"} |