Become a Member
  • Track your favourite stocks
  • Create & monitor portfolios
  • Daily portfolio value
Sign Up
Quickpicks
Add shares to your
quickpicks to
display them here!

Publication of Final Terms

28th Jul 2025 10:33

RNS Number : 8082S
Barclays Bank PLC
28 July 2025
 

 

Publication of Notice to the Holders of Securities

BARCLAYS BANK PLC

 

Notice to holders of GBP 2,200,000 Securities due September 2031 pursuant to the Global Structured Securities Programme UK Base Prospectus dated 15 April 2025 (the "Base Prospectus")

Series: NX00487195 | ISIN: XS3062156396

under the Global Structured Securities Programme

This notice relates to the original final terms for ISIN XS3062156396 dated 10 July 2025 (the "Original Final Terms"), which are being replaced by the amended and restated final terms dated 25 July 2025 (the "Amended and Restated Final Terms").

 

The following elements in the Original Final Terms and accompanying summary have been amended in the Amended and Restated Final Terms:

 

1. In Part A, Paragraph 17 (d) (Fixed Interest Type), the definition "Per Month" has been deleted and replaced with "Per Annum"

2. In Part A, Paragraph 17 (e) (Fixed Interest Rate), the figure "0.4225 per cent." has been deleted and replaced with "5.43 per cent. per annum"

3. In Part A, a line item in Paragraph 17 (f) (Interest Commencement Date) has been inserted which has been defined as "3 September 2025"

4. In Part A, Paragraph 17 (h) (Day Count Fraction), the definition of "Actual/360" has been deleted and replaced with "Actual/365(Fixed)"

5. In Part A, Paragraph 19 (h) (Unleveraged Put), the definition of "Unleveraged Put" has been updated from "Not Applicable" to "Applicable"

6. In the Summary on page 3, under the heading "What are the main features of the Securities", in the sub-section titled "A-Interest", the definition of the "Fixed Interest" has been deleted and replaced with the following:

 

"Fixed Interest: The Interest Amount of each Security shall be equal to the Calculation Amount multiplied by the relevant Fixed Rate (being 5.43 per cent. per annum) and further multiplying the Day Count Fraction(being Actual/365(Fixed)."

 

7. In the Summary on page 4 under the heading "What are the main features of the Securities" in the sub-section titled "C - Final Settlement" the definition of the Final Settlement Amount has been deleted and replaced with the following:

 

"The Final Cash Settlement Amount is calculated as follows:

(i) if a Knock-in Trigger Event has not occurred, 100% multiplied by the Calculation Amount;

(ii) otherwise, an amount calculated by adding together (a) the Final Performance minus the Strike Price Percentage (being 100.00%) ("SPP") plus (b) 100.00% (such amount subject to minimum of zero) and multiplying the result by the Calculation Amount."

 

The above amendments do not affect the Conditions of the Securities in any respect. The rest of the Original Final Terms remains unchanged.

Capitalised terms used but not otherwise defined herein shall have the meanings given to them in the Amended and Restated Final Terms, as read in conjunction with the GSSP UK Base Prospectus dated 15 April 2025.

 

A copy of the Amended and Restated Final Terms is exhibited at the end of this Notice.

 

For further information, please contact

 

Barclays Bank PLC

Registered Office

1 Churchill Place

London E14 5HP

United Kingdom

 

The date of this notice is 25 July 2025.

 

 

 

DISCLAIMER - INTENDED ADDRESSEES

 

IMPORTANT: The following disclaimer applies to the Amended and Restated Final Terms, and you are therefore advised to read this disclaimer carefully before reading, accessing or making any other use of the Amended and Restated Final Terms, or the Base Prospectus which the Amended and Restated Final Terms must be read in conjunction with.

NEITHER THE AMENDED AND RESTATED FINAL TERMS OR BASE PROSPECTUS MAY BE FORWARDED OR DISTRIBUTED OTHER THAN AS PROVIDED BELOW AND MAY NOT BE REPRODUCED IN ANY MANNER WHATSOEVER. THE AMENDED AND RESTATED FINAL TERMS AND 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"). 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 OR IN THE AMENDED AND RESTATED FINAL TERMS AND BASE PROSPECTUS CONSTITUTES AN OFFER OF THE SECURITIES FOR SALE IN ANY JURISDICTION WHERE SUCH offers or solicitations are not permitted by law. THE SECURITIES HAVE NOT BEEN, AND WILL NOT BE, REGISTERED UNDER THE SECURITIES ACT OR THE SECURITIES LAWS OF ANY STATE OR OTHER JURISDICTION OF THE UNITED STATES.

Please note that the information contained in the Amended and Restated Final Terms and Base Prospectus may be addressed to and/or targeted at persons who are residents of particular countries (as specified in the Amended and Restated Final Terms and 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 Amended and Restated Final Terms and Base Prospectus is not addressed. Prior to relying on the information contained in the Amended and Restated Final Terms and Base Prospectus you must ascertain 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 Amended and Restated Final Terms and Base Prospectus or make an investment decision with respect to the Securities, you must be a person other than a U.S. person (within the meaning of Regulation S under the Securities Act) and by accessing the Amended and Restated Final Terms and Base Prospectus you shall be deemed to have represented that (i) you and any customers you represent are not U.S. persons (as defined in Regulation S to the Securities Act) and (ii) you consent to delivery of the Amended and Restated Final Terms and Base Prospectus and any amendments or supplements thereto via electronic transmission.

You are reminded that the Amended and Restated Final Terms and Base Prospectus have been made available to you on the basis that you are a person into whose possession the Amended and Restated Final Terms and 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 Amended and Restated Final Terms or Base Prospectus, electronically or otherwise, to any other person.

The Amended and Restated Final Terms and Base Prospectus have 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 Issuer, its 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 Amended and Restated Final Terms and Base Prospectus made available to you in electronic format and the hard copy versions available to you on request from the Issuer.

 

PROHIBITION OF SALES TO EEA RETAIL INVESTORS - The Securities 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. 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 Directive 2014/65/EU (as amended, the "EU MiFID II"); (ii) a customer within the meaning of Directive (EU) 2016/97, as amended, where that customer would not qualify as a professional client as defined in point (10) of Article 4(1) of the EU MiFID II; or (iii) not a qualified investor as defined in Regulation (EU) 2017/1129 (as amended, the "EU Prospectus Regulation"). Consequently no key information document required by Regulation (EU) No 1286/2014 (as amended, the "EU PRIIPs Regulation") for offering or selling the Securities or otherwise making them available to retail investors in the European Economic Area has been prepared and therefore offering or selling the Securities or otherwise making them available to any retail investor in the European Economic Area may be unlawful under the EU PRIIPs Regulation.

PROHIBITION OF SALES TO SWISS RETAIL INVESTORS - The Securities are not intended to be offered, sold or otherwise made available to and may not be offered, sold or otherwise made available to any retail investor in Switzerland. For these purposes a "retail investor" means a person who is not a professional or institutional client, as defined in article 4 para. 3, 4 and 5 and article 5 para. 1 and 2 of the Swiss Federal Act on Financial Services of 15 June 2018, as amended ("FinSA"). Consequently, no key information document required by FinSA for offering or selling the Securities or otherwise making them available to retail investors in Switzerland has been prepared and therefore, offering or selling the Securities or making them available to retail investors in Switzerland may be unlawful under FinSA.

The Securities may not be publicly offered, directly or indirectly, in Switzerland within the meaning of the FinSA and no application has or will be made to admit the Securities to trading on any trading venue (exchange or multilateral trading facility) in Switzerland. Neither the Base Prospectus, the Final Terms nor any other offering or marketing material relating to the Securities constitute a prospectus pursuant to the FinSA, and neither the Base Prospectus, the Final Terms nor any other offering or marketing material relating to the Securities may be publicly distributed or otherwise made publicly available in Switzerland.

Neither the Base Prospectus nor these Final Terms or any other offering or marketing material relating to the Securities constitute a prospectus pursuant to the FinSA, and such documents may not be publicly distributed or otherwise made publicly available in Switzerland, unless the requirements of FinSA for such public distribution are complied with.

The Securities documented in this Final Terms are not being offered, sold or advertised, directly or indirectly, in Switzerland to retail clients (Privatkundinnen und -kunden) within the meaning of FinSA ("Retail Clients"). Neither these Final Terms nor any offering materials relating to the Securities may be available to Retail Clients in or from Switzerland. The offering of the Securities directly or indirectly, in Switzerland is only made by way of private placement by addressing the Securities (a) solely at investors classified as professional clients (professionelle Kunden) or institutional clients (institutionelle Kunden) within the meaning of FinSA ("Professional or Institutional Clients"), (b) at fewer than 500 Retail Clients, and/or (c) at investors acquiring securities to the value of at least CHF 100,000.

The Securities and, as applicable, the Entitlements, have not been and will not be, at any time, registered under the U.S. Securities Act of 1933, as amended (the "Securities Act"), or with any securities regulatory authority of any state or other jurisdiction of the United States. The Securities may not be offered or sold within the United States or to, or for the account or benefit of, U.S. persons (as defined in Regulation S under the Securities Act ("Regulation S")) ("U.S. persons"), except in certain transactions exempt from the registration requirements of the Securities Act and applicable state securities laws. The Securities are being offered and sold outside the United States to non-U.S. persons in reliance on Regulation S. Trading in the Securities and, as applicable, the Entitlements, has not been approved by the U.S. Commodity Futures Trading Commission under the U.S. Commodity Exchange Act of 1936, as amended (the "Commodity Exchange Act"), and the rules and regulations promulgated thereunder.

 

 

Amended and Restated Final Terms

BARCLAYS BANK PLC

(Incorporated with limited liability in England and Wales)

Legal Entity Identifier (LEI): G5GSEF7VJP5I7OUK5573

GBP 2,200,000 Securities due September 2031 pursuant to the Global Structured Securities Programme (the "Securities")

Issue Price: 100 per cent.

The Securities are not intended to qualify as eligible debt securities for purposes of the minimum requirement for own funds and eligible liabilities ("MREL") as set out under the Bank Recovery and Resolution Directive (EU) 2014/59), as implemented in the UK (or local equivalent, for example TLAC).

This document constitutes the amended and restated final terms of the Securities (the "Final Terms" or the "Amended and Restated Final Terms" ) described herein for the purposes of Article 8 of Regulation (EU) 2017/1129 as it forms part of UK domestic law by virtue of the European Union (Withdrawal) Act 2018 (as amended) and regulations made thereunder (as amended, the "UK Prospectus Regulation") and is prepared in connection with the Global Structured Securities Programme established by Barclays Bank PLC (the "Issuer"). These Amended and Restated Final Terms is supplemental to and should be read in conjunction with the GSSP UK Base Prospectus which constitutes a base prospectus drawn up as separate documents (including the Registration Document dated 20 March 2025 and the Securities Note relating to the GSSP UK Base Prospectus dated 15 April 2025) for the purposes of Article 8(6) of the UK Prospectus Regulation (the "Base Prospectus"). Full information on the Issuer and the offer of the Securities is only available on the basis of the combination of these Amended and Restated Final Terms and the Base Prospectus. A summary of the individual issue of the Securities is annexed to Amended and Restated these Final Terms.

The Base Prospectus, and any supplements thereto, are available for viewing at https://home.barclays/investor-relations/fixed-income-investors/prospectus-and-documents/structured-securities-prospectuses and during normal business hours at the registered office of the Issuer and the specified office of the Issue and Paying Agent for the time being in London, and copies may be obtained from such office.

The Registration Document and the supplements thereto are available for viewing at: https://home.barclays/investor-relations/fixed-income-investors/prospectus-and-documents/structured-securities-prospectuses/#registrationdocument and https://home.barclays/investor-relations/fixed-income-investors/prospectus-and-documents/structured-securities-prospectuses/#registrationdocumentsupplement.

These Final Terms will be published on the website http://www.barx-is.com (under "Document Repository"). Should the aforementioned website change, the Issuer will notify such change upon publication on the website.

These Notes are FinSA Exempt Securities as defined in the Base Prospectus.

Words and expressions defined in the Base Prospectus and not defined in the Amended and Restated Final Terms shall bear the same meanings when used herein.

BARCLAYS

Amended and Restated Final Terms dated 25 July 2025

(replacing the Final Terms dated 10 July 2025)

 

PART A - CONTRACTUAL TERMS

1.

(a)

Series number:

NX00487195

(b)

Tranche number:

1

2.

Currencies:

(a)

Issue Currency:

Pounds sterling ("GBP")

(b)

Settlement Currency:

GBP

3.

Exchange Rate:

Not Applicable

4.

Securities:

Notes

5.

Notes:

Applicable

(a)

Aggregate Nominal Amount as at the Issue Date:

(i) Tranche:

GBP 2,200,000

(ii) Series:

GBP 2,200,000

(b)

Specified Denomination:

GBP 1

(c)

Minimum Tradable Amount:

GBP 1 (and GBP 1 thereafter)

6.

Certificates:

Not Applicable

7.

Calculation Amount:

GBP 1 per Security

8.

Issue Price:

100 per cent. of the Specified Denomination

The Issue Price includes a commission element payable by the Issuer to the Authorised Offeror which will be no more than 1.00 per cent. of the Issue Price and relates solely to the initial design, arrangement, manufacture and custody of the Securities by the Authorised Offeror.

Investors in the Securities intending to invest through an intermediary (including by way of introducing broker) should request details of any such commission or fee payment from such intermediary before making any purchase hereof.

9.

Trade Date:

3 July 2025

10.

Issue Date:

3 September 2025

11.

Scheduled Settlement Date:

3 September 2031, subject to adjustment in accordance with the Business Day Convention

12.

Type of Security:

Index Linked Securities

13.

Relevant Annex(es) which apply to the Securities:

Equity Linked Annex

14.

Underlying Performance Type(Interest):

Single Asset

15. @

Underlying Performance Type(Autocall):

Single Asset

16.

Underlying Performance Type(Settlement):

Single Asset

 

Provisions relating to interest (if any) payable

17.

Interest Type:

In respect of each Interest Payment Date, Fixed

(a)

Interest Payment Date(s):

Each of the dates set out in Table 1 below in the column entitled 'Interest Payment Date(s)', subject to adjustment in accordance with the Business Day Convention

(b)

Interest Determination Date(s):

Each of the dates set out in Table 1 below in the column entitled 'Interest Determination Date(s)'.

Table 1

Interest Determination Date(s):

Interest Payment Date(s)

19 September 2025

03 October 2025

20 October 2025

03 November 2025

19 November 2025

03 December 2025

19 December 2025

07 January 2026

19 January 2026

02 February 2026

19 February 2026

05 March 2026

19 March 2026

02 April 2026

20 April 2026

05 May 2026

19 May 2026

03 June 2026

19 June 2026

03 July 2026

20 July 2026

03 August 2026

19 August 2026

03 September 2026

21 September 2026

05 October 2026

19 October 2026

02 November 2026

19 November 2026

03 December 2026

21 December 2026

07 January 2027

19 January 2027

02 February 2027

19 February 2027

05 March 2027

19 March 2027

06 April 2027

19 April 2027

04 May 2027

19 May 2027

03 June 2027

21 June 2027

05 July 2027

19 July 2027

02 August 2027

19 August 2027

03 September 2027

20 September 2027

04 October 2027

19 October 2027

02 November 2027

19 November 2027

03 December 2027

20 December 2027

06 January 2028

19 January 2028

02 February 2028

21 February 2028

06 March 2028

20 March 2028

03 April 2028

19 April 2028

04 May 2028

19 May 2028

05 June 2028

19 June 2028

03 July 2028

19 July 2028

02 August 2028

21 August 2028

05 September 2028

19 September 2028

03 October 2028

19 October 2028

02 November 2028

20 November 2028

04 December 2028

19 December 2028

05 January 2029

19 January 2029

02 February 2029

19 February 2029

05 March 2029

19 March 2029

04 April 2029

19 April 2029

03 May 2029

21 May 2029

05 June 2029

19 June 2029

03 July 2029

19 July 2029

02 August 2029

20 August 2029

04 September 2029

19 September 2029

03 October 2029

19 October 2029

02 November 2029

19 November 2029

03 December 2029

19 December 2029

07 January 2030

21 January 2030

04 February 2030

19 February 2030

05 March 2030

19 March 2030

02 April 2030

23 April 2030

08 May 2030

20 May 2030

04 June 2030

19 June 2030

03 July 2030

19 July 2030

02 August 2030

19 August 2030

03 September 2030

19 September 2030

03 October 2030

21 October 2030

04 November 2030

19 November 2030

03 December 2030

19 December 2030

07 January 2031

20 January 2031

03 February 2031

19 February 2031

05 March 2031

19 March 2031

02 April 2031

21 April 2031

06 May 2031

19 May 2031

03 June 2031

19 June 2031

03 July 2031

21 July 2031

04 August 2031

19 August 2031

03 September 2031

(c)

Information relating to the Fixed Rate:

Applicable

(d)

Fixed Interest Type:

Per Annum

(e)

Fixed Interest Rate:

5.43 per cent. per annum

(f)

Interest Commencement Date:

3 September 2025

(g)

Information relating to the Floating Rate:

Not Applicable

(h)

Day Count Fraction:

Actual/365(Fixed)

(i)

Range Accrual Factor:

Not Applicable

 

Provisions relating to Automatic Settlement (Autocall)

18.

Automatic Settlement (Autocall), Automatic Settlement (Autocall) (bearish) or Automatic Settlement (Autocall) (range):

Not Applicable

 

Provisions relating to Final Settlement

19.

(a)

Final Settlement Type:

Capped

(b)

Settlement Method:

Cash

(c)

Trigger Event Type:

European (Final)

(d)

Strike Price Percentage:

100.00 per cent.

(e)

Knock-in Barrier Type:

European

(f)

Knock-in Barrier Percentage:

65.00 per cent.

(g)

Trigger Event Observation Date:

19 August 2031

(h)

Unleveraged Put:

Applicable

 

Provisions relating to the Underlying Asset(s)

20.

Underlying Asset:

(a)

Index:

FTSE 100 Index

(i) Exchange:

London Stock Exchange

(ii) Related Exchange:

All Exchanges

(iii) Underlying Asset Currencies:

GBP

(iv) Bloomberg Screen:

UKX

(v) Refinitiv Screen Page:

Not Applicable

(vi) Index Sponsor:

FTSE International Limited

(vii) Pre-nominated Index:

Not Applicable

(viii) Initial Valuation Date:

19 August 2025

(c)

Inflation Index:

Not Applicable

(d)

Fund:

Not Applicable

21.

Initial Price

Relevant Price: Closing Price

(a)

Averaging-in:

Not Applicable

(b)

Min Lookback-in:

Not Applicable

(c)

Max Lookback-in:

Not Applicable

22.

Final Valuation Price:

In respect of an Underlying Asset and the Final Valuation Date, the Valuation Price of such Underlying Asset in respect of the Final Valuation Date.

(a)

Averaging-out:

Not Applicable

(b)

Min Lookback-out:

Not Applicable

(c)

Max Lookback-out:

Not Applicable

(d)

Final Valuation Date:

19 August 2031

 

Provisions relating to disruption events and taxes and expenses

23.

Additional Disruption Event:

(a)

Change in Law:

Applicable as per General Condition 39.1 (Definitions): limb (b) of the definition of "Change in Law": Not Applicable

(b)

Currency Disruption Event:

Applicable as per General Condition 39.1 (Definitions)

(c)

Issuer Tax Event:

Applicable as per General Condition 39.1 (Definitions)

(d)

Extraordinary Market Disruption:

Applicable as per General Condition 39.1 (Definitions)

(e)

Hedging Disruption:

Applicable as per General Condition 39.1 (Definitions)

(f)

Increased Cost of Hedging:

Not Applicable

(g)

Affected Jurisdiction Hedging Disruption:

Not Applicable

(h)

Affected Jurisdiction Increased Cost of Hedging:

Not Applicable

(i)

Increased Cost of Stock Borrow:

Not Applicable

(j)

Loss of Stock Borrow:

Not Applicable

(k)

Foreign Ownership Event:

Not Applicable

(l)

Fund Disruption Event:

Not Applicable

24.

Unlawfulness and Impracticability:

Limb (b) of Condition 28 of the General Conditions: Applicable

25.

Early Cash Settlement Amount:

Market Value

26.

Early Settlement Notice Period Number:

As set out in General Condition 39.1 (Definitions)

27.

Unwind Costs:

Applicable

28.

Settlement Expenses:

Not Applicable

29.

FX Disruption Event:

Not Applicable

30.

Local Jurisdiction Taxes and Expenses:

Not Applicable

 

General provisions

31.

Form of Securities:

Global Bearer Securities: Permanent Global Security

CDIs: Not Applicable

32.

Taxation Gross Up:

Applicable

33.

871(m) Securities:

The Issuer has determined that the Securities (without regard to any other transactions) should not be subject to U.S. withholding tax under Section 871(m) of the U.S. Internal Revenue Code of 1986, as amended, and regulations promulgated thereunder.

34.

(i) Prohibition of Sales to UK Retail Investors:

Not Applicable

(ii) Prohibition of Sales to EEA Retail Investors:

Applicable - see the cover page of these Final Terms

(iii) Prohibition of Sales to Swiss Retail Investors:

Applicable - see the cover page of these Final Terms

35.

Business Day:

As defined in General Condition 39.1 (Definitions)

36.

Business Day Convention:

With regard to all payment dates, unless otherwise specified: Modified Following

37.

Determination Agent:

Barclays Bank PLC

38.

Registrar:

Not Applicable

39.

CREST Agent:

Not Applicable

40.

Transfer Agent:

Not Applicable

41.

(a)

Names of Manager:

Barclays Bank PLC

(b)

Date of underwriting agreement:

Not Applicable

(c)

Names and addresses of secondary trading intermediaries and main terms of commitment:

Not Applicable

42.

Governing law:

English law

43.

Relevant Benchmark:

Amounts payable under the Securities may be calculated by reference to FTSE 100 Index, which is provided by FTSE International Limited (the "Administrator"). As at the date of this Final Terms, the Administrator appears on the register of administrators and benchmarks established and maintained by the Financial Conduct Authority ("FCA") pursuant to Article 36 of the Benchmarks Regulation (Regulation (EU) 2016/1011) as it forms part of UK domestic law by virtue of the European (Withdrawal) Act 2018 (as amended) (as amended, the "UK Benchmarks Regulation").

 

PART B - OTHER INFORMATION

 

1.

LISTING AND ADMISSION TO TRADING

(a) Listing and Admission to Trading:

Application will be made by the Issuer (or on its behalf) for the Securities to be listed on the official list and admitted to trading on the Regulated Market of the London Stock Exchange with effect from the Issue Date.

(b) Estimate of total expenses related to admission to trading:

GBP 350

2.

RATINGS

Ratings:

The Securities have not been individually rated.

3.

INTERESTS OF NATURAL AND LEGAL PERSONS INVOLVED IN THE OFFER

Save for any fees payable to the Manager and save as discussed in risk factor 6 (RISKS ASSOCIATED WITH CONFLICTS OF INTEREST AND DISCRETIONARY POWERS OF THE ISSUER AND THE DETERMINATION AGENT), so far as the Issuer is aware, no person involved in the offer of the Securities has an interest material to the offer.

4.

REASONS FOR THE OFFER, ESTIMATED NET PROCEEDS AND TOTAL EXPENSES

(a) Reasons for the offer:

General funding

(b) Use of proceeds:

Not Applicable

(c) Estimated net proceeds:

GBP 2,200,000

(d) Estimated total expenses: 

Not Applicable

5.

YIELD

 

Not Applicable

 

6.

PERFORMANCE OF UNDERLYING ASSET, AND OTHER INFORMATION CONCERNING THE UNDERLYING ASSET

Bloomberg Screen in respect of FTSE 100 Index: UKX

Index Disclaimer: FTSE® 100 Index. See the Annex hereto

7.

POST-ISSUANCE INFORMATION

 

The Issuer will not provide any post-issuance information with respect to the Underlying Asset, unless required to do so by applicable law or regulation.

 

8.

OPERATIONAL INFORMATION

(a) ISIN:

XS3062156396

(b) Common Code:

306215639

(c) Relevant Clearing System(s) and the relevant identification number(s):

Euroclear, Clearstream

(f) Delivery:

Delivery free of payment.

(g) Name and address of additional Paying Agent(s):

Not Applicable

9.

TERMS AND CONDITIONS OF THE OFFER

Authorised Offer(s)

 

(a) Public Offer:

An offer of the Securities may be made, subject to the conditions set out below by the Authorised Offeror(s) (specified in (b) immediately below) other than pursuant to section 86 of the FSMA during the Offer Period (specified in (d) immediately below) subject to the conditions set out in the Base Prospectus and in (e) immediately below.

(b) Name(s) and address(es), to the extent known to the Issuer, of the placers in the various countries where the offer takes place (together the "Authorised Offeror(s)"):

Each financial intermediary specified in (i) and (ii) below:

(i) Specific consent: Meteor Asset Management Limited, 24/25 The Shard, 32 London Bridge Street, London SE1 9SG, United Kingdom, LEI: 2138008UN4KBVG2LGA27 (the "Initial Authorised Offeror(s)") and each financial intermediary expressly named as an Authorised Offeror on the Issuer's website (https://home.barclays/investor-relations/fixed-income-investors/prospectus-and-documents/structured-securities-final-terms); and

(ii) General consent: Not Applicable

(c) Offer period for which use of the Base Prospectus is authorised by the Authorised Offeror(s) (the "Offer Period)"):

From (and including) 10 July 2025 to (and including) 19 August 2025, can be closed earlier or extended at discretion of the Issuer due to market circumstances.

Other terms and conditions of the offer

(a) Offer Price:

The Issue Price

(b) Total amount of offer:

GBP 2,200,000

(c) Conditions to which the offer is subject:

In the event that during the Offer Period, the requests exceed the amount of the offer to prospective investors, the Issuer will proceed to early terminate the Offer Period and will immediately suspend the acceptances of further requests.

The Issuer reserves the right to withdraw the offer for Securities at any time prior to the end of the Offer Period.

Following withdrawal of the offer, if any application has been made by any potential investor, each such potential investor shall not be entitled to subscribe or otherwise acquire the Securities and any applications will be automatically cancelled and any purchase money will be refunded to the applicant by the Authorised Offeror in accordance with the Authorised Offeror's usual procedures.

(d) Description of the application process:

An offer of the Securities may be made by the Manager or the Authorised Offeror other than pursuant to section 86 of the FSMA in the United Kingdom (the "Public Offer Jurisdiction") during the Offer Period.

Applications for the Securities can be made in the Public Offer Jurisdiction through the Authorised Offeror during the Offer Period. The Securities will be placed into the Public Offer Jurisdiction by the Authorised Offeror. Distribution will be in accordance with the Authorised Offeror's usual procedures, notified to investors by the Authorised Offeror.

(e) Details of the minimum and/or maximum amount of application:

The minimum and maximum amount of application from the Authorised Offeror will be notified to investors by the Authorised Offeror.

(f) Description of possibility to reduce subscriptions and manner for refunding excess amount paid by applicants:

Not Applicable

(g) Details of method and time limits for paying up and delivering the Securities:

Investors will be notified by the Authorised Offeror of their allocations of Securities and the settlement arrangements in respect thereof.

(h) Manner in and date on which results of the offer are to be made public:

Investors will be notified by the Authorised Offeror of their allocations of Securities and the settlement arrangements in respect thereof.

(i) Procedure for exercise of any right of pre-emption, negotiability of subscription rights and treatment of subscription rights not exercised:

Not Applicable

(j) Whether tranche(s) have been reserved for certain countries:

Not Applicable

(k) Process for notification to applicants of the amount allotted and indication whether dealing may begin before notification is made:

Applicants will be notified directly by the Authorised Offeror of the success of their application. No dealings in the Securities may take place prior to the Issue Date.

(l) Amount of any expenses and taxes specifically charged to the subscriber or purchaser:

Prior to making any investment decision, investors should seek independent professional advice as they deem necessary.

 

 

ANNEX - INDEX DISCLAIMERS

 

FTSE 100 (the "Index")

The Securities are not in any way sponsored, endorsed, sold or promoted by FTSE International Limited ("FTSE") or the London Stock Exchange Group companies ("LSEG") (together the "Licensor Parties") and none of the Licensor Parties make any claim, prediction, warranty or representation whatsoever, expressly or impliedly, either as to (i) the results to be obtained from the use of the FTSE 100 INDEX (the "Index") (upon which the Securities based), (ii) the figure at which the Index is said to stand at any particular time on any particular day or otherwise, or (iii) the suitability of the Index for the purpose to which it is being put in connection with the Securities.

None of the Licensor Parties have provided or will provide any financial or investment advice or recommendation in relation to the Index to Barclays Bank PLC or to its clients. The Index is calculated by FTSE or its agent. None of the Licensor Parties shall be (a) liable (whether in negligence or otherwise) to any person for any error in the Index or (b) under any obligation to advise any person of any error therein. All rights in the Index vest in FTSE. "FTSE®" is a trademark of LSEG and is used by FTSE under licence.

 

 

SUMMARY

INTRODUCTION AND WARNINGS

The Summary should be read as an introduction to the Prospectus. Any decision to invest in the Securities should be based on consideration of the Prospectus as a whole by the investor. The Securities are not capital protected and there is no minimum redemption amount. Accordingly, the investor could lose all or part of the invested capital. Civil liability attaches only to those persons who have tabled the Summary, but only where the Summary is misleading, inaccurate or inconsistent when read together with the other parts of the Prospectus or it does not provide, when read together with the other parts of the Prospectus, key information in order to aid investors when considering whether to invest in the Securities.

You are about to purchase a product that is not simple and may be difficult to understand.

Securities: GBP 2,200,000 Securities due September 2031 pursuant to the Global Structured Securities Programme (ISIN: XS3062156396) (the "Securities").

The Issuer: The Issuer is Barclays Bank PLC. For further details of the Issuer, see item titled "Domicile and legal form of the Issuer" below.

The Authorised Offeror: The Authorised Offeror is Meteor Asset Management Limited with its address at 24/25 The Shard, 32 London Bridge Street, London SE1 9SG, United Kingdom (telephone number: +44 (0)20 7904 1010) and its LEI is 2138008UN4KBVG2LGA27.

Competent authority: The Base Prospectus was approved on 15 April 2025 by the United Kingdom Financial Conduct Authority of 12 Endeavour Square, London, E20 1JN, United Kingdom (telephone number: +44 (0)20 7066 1000).

KEY INFORMATION ON THE ISSUER

Who is the Issuer of the Securities?

Domicile and legal form of the Issuer: Barclays Bank PLC (the "Issuer") is a public limited company registered in England and Wales under number 1026167. The liability of the members of the Issuer is limited. It has its registered and head office at 1 Churchill Place, London, E14 5HP, United Kingdom (telephone number +44 (0)20 7116 1000). The Legal Entity Identifier (LEI) of the Issuer is G5GSEF7VJP5I7OUK5573.

Principal activities of the Issuer: Barclays is a diversified bank with five operating divisions comprising: Barclays UK, Barclays UK Corporate Bank, Barclays Private Bank and Wealth Management, Barclays Investment Bank and Barclays US Consumer Bank supported by Barclays Execution Services Limited, the Group-wide service company providing technology, operations and functional services to businesses across the Group.

The Issuer is the non-ring-fenced bank within the Group and its principal activity is to offer products and services designed for larger corporate, private bank and wealth management, wholesale and international banking clients. The Barclays Bank Group contains the Barclays UK Corporate Bank (UKCB), Barclays Private Bank and Wealth Management (PBWM), Barclays Investment Bank (IB) and Barclays US Consumer Bank (USCB) businesses. The Issuer offers customers and clients a range of products and services spanning consumer and wholesale banking.

The term the "Group" mean Barclays PLC together with its subsidiaries and the term "Barclays Bank Group" means Barclays Bank PLC together with its subsidiaries.

Major shareholders of the Issuer: The whole of the issued ordinary share capital of the Issuer is beneficially owned by Barclays PLC. Barclays PLC is the ultimate holding company of the Group.

Identity of the key managing directors of the Issuer: The key managing directors of the Issuer are C.S. Venkatakrishnan (Chief Executive and Executive Director) and Anna Cross (Executive Director).

Identity of the statutory auditors of the Issuer: The statutory auditors of the Issuer are KPMG LLP ("KPMG"), chartered accountants and registered auditors (a member of the Institute of Chartered Accountants in England and Wales), of 15 Canada Square, London E14 5GL, United Kingdom.

What is the key financial information regarding the Issuer?

The Issuer has derived the selected consolidated financial information included in the table below for the years ended 31 December 2024 and 31 December 2023 from the annual consolidated financial statements of the Issuer for the years ended 31 December 2024 and 2023 (the "Financial Statements"), which have each been audited with an unmodified opinion provided by KPMG.

 

Consolidated Income Statement

As at 31 December

2024

2023

 

(£m)

Net interest income..............................................................................................................

6,745

6,653

Net fee and commission income..........................................................................................

6,271

5,461

Credit impairment charges / (releases).................................................................................

(1,617)

(1,578)

Net trading income...............................................................................................................

5,900

5,980

Profit before tax...................................................................................................................

4,747

4,223

Profit after tax......................................................................................................................

3,748

3,561

 

 

Consolidated Balance Sheet

As at 31 December

2024

2023

 

(£m)

Total assets..........................................................................................................................

1,218,524

1,185,166

Debt securities in issue........................................................................................................

35,803

45,653

Subordinated liabilities........................................................................................................

41,875

35,903

Loans and advances, debt securities at amortised cost.........................................................

195,054

185,247

Deposits at amortised cost...................................................................................................

319,376

301,798

Total equity.........................................................................................................................

59,220

60,504

 

 

Certain Ratios from the Financial Statements

As at 31 December

2024

2023

 

(%)

Common Equity Tier 1 capital ............................................................................................

12.1

12.1

Total regulatory capital .......................................................................................................

18.1

19.2

UK leverage ratio (BBPLC sub-consolidated)1,2...................................................................

 

5.8

6.0

1 Fully loaded UK leverage ratio was 5.8%, with £54.6bn of T1 capital and £946.7bn of leverage exposure. Fully loaded average UK leverage ratio was 5.2% with £54.5bn of T1 capital and £1,050bn of leverage exposure. Fully loaded UK leverage ratios are calculated without applying the transitional arrangements under Regulation (EU) No 575/2013, as amended, as it forms part of UK law by virtue of the European Union (Withdrawal) Act 2018, as amended.

2 Although the leverage ratio is expressed in terms of T1 capital, the countercyclical leverage ratio buffer (CCLB) and 75% of the minimum requirement must be covered solely with CET1 capital. The CET1 capital held against the 0.2% countercyclical leverage ratio buffer was £1.9bn.

 

 

What are the key risks that are specific to the Issuer?

The Barclays Bank Group has identified a broad range of risks to which its businesses are exposed. Material risks are those to which senior management pay particular attention and which could cause the delivery of the Barclays Bank Group's strategy, results of operations, financial condition and/or prospects to differ materially from expectations. Emerging risks are those which have unknown components, the impact of which could crystallise over a longer time period. The factors set out below should not be regarded as a complete and comprehensive statement of all the potential risks and uncertainties which the Barclays Bank Group faces. For example, certain other factors beyond the Barclays Bank Group's control, including escalation of global conflicts, acts of terrorism, natural disasters, pandemics and similar events, although not detailed below, could have a similar impact on the Barclays Bank Group.

 

Material existing and emerging risks potentially impacting more than one principal risk: In addition to material and emerging risks impacting the principal risks set out below, there are also material existing and emerging risks that potentially impact more than one of these principal risks. These risks are: (i) potentially unfavourable global and local economic and market conditions, as well as geopolitical developments; (ii) the impact of interest rate changes on the Barclays Bank Group's profitability; (iii) the competitive environments of the banking and financial services industry; (iv) the regulatory change agenda and impact on business model; (v) change delivery and execution risks and (vi) card partnerships.

 

Climate risk: Climate risk is the risk of financial losses arising from climate change, through physical risks and risks associated with transitioning to a lower carbon economy.

 

Credit and Market risks: Credit risk is the risk of loss to the Barclays Bank Group from the failure of clients, customers or counterparties, to fully honour their obligations to members of the Barclays Bank Group. The Barclays Bank Group is subject to risks arising from changes in credit quality and recovery rates for loans and advances due from borrowers and counterparties. Market risk is the risk of loss arising from potential adverse changes in the value of the Barclays Bank Group's assets and liabilities from fluctuation in market variables.

 

Treasury and capital risk and the risk that the Issuer and the Barclays Bank Group are subject to substantial resolution powers: There are three primary types of treasury and capital risk faced by the Barclays Bank Group which are (1) liquidity risk - the risk that the Barclays Bank Group is unable to meet its contractual or contingent obligations or that it does not have the appropriate amount of stable funding and liquidity to support its assets, which may also be impacted by credit rating changes; (2) capital risk - the risk that the Barclays Bank Group has an insufficient level or composition of capital to support its normal business activities and to meet its regulatory capital requirements under normal operating environments and stressed conditions; and (3) interest rate risk in the banking book - the risk that the Barclays Bank Group is exposed to capital or income volatility because of a mismatch between the interest rate exposures of its (non-traded) assets and liabilities. Under the Banking Act 2009, substantial powers are granted to the Bank of England (or, in certain circumstances, HM Treasury), in consultation with the United Kingdom Prudential Regulation Authority, the UK Financial Conduct Authority and HM Treasury, as appropriate as part of a special resolution regime. These powers enable the Bank of England (or any successor or replacement thereto and/or such other authority in the United Kingdom with the ability to exercise the UK Bail-in Power) (the "Resolution Authority") to implement various resolution measures and stabilisation options (including, but not limited to, the bail-in tool) with respect to a UK bank or investment firm and certain of its affiliates (as at the date of the Registration Document, including the Issuer) in circumstances in which the Resolution Authority is satisfied that the relevant resolution conditions are met.

 

Operational and model risks: Operational risk is the risk of loss to the Barclays Bank Group from inadequate or failed processes or systems, human factors or due to external events where the root cause is not due to credit or market risks. Model risk is the potential for adverse consequences from decisions based on incorrect or misused model outputs and reports.

 

Compliance, reputation, legal risks and legal, competition and regulatory matters and financial crime risk: Compliance risk is the risk of poor outcomes for, or harm to, customers, clients and markets, arising from the delivery of the Barclays Bank Group's products and services (Compliance Risk) and the risk to the Barclays Bank Group, its clients, customers or markets from a failure to comply with the laws, rules and regulations applicable to the firm (LRR risk). Reputation risk is the risk that an action, transaction, investment, event, decision or business relationship will reduce trust in the Barclays Bank Group's integrity and/or competence. The Barclays Bank Group conducts diverse activities in a highly regulated global market which exposes it and its employees to legal risk arising from (i) the multitude of laws, rules and regulations that apply to the activities it undertakes, which are highly dynamic, may vary between jurisdictions and/or conflict, and may be unclear in their application to particular circumstances especially in new and emerging areas; and (ii) the diversified and evolving nature of the Barclays Bank Group's businesses and business practices. In each case, this exposes the Barclays Bank Group and its employees to the risk of loss or the imposition of penalties, damages or fines from the failure of members of the Barclays Bank Group to meet applicable laws, rules, regulations or contractual requirements or to assert or defend their intellectual property rights. Legal risk may arise in relation to any number of the material existing and emerging risks summarised above. Financial crime risk is the risk that the Barclays Bank Group and its associated persons (employees or third parties) commit or facilitate financial crime, and/or the Barclays Bank Group's products and services are used to facilitate financial crime.

KEY INFORMATION ON THE SECURITIES

What are the main features of the Securities?

Type and class of Securities being offered and admitted to trading, including security identification numbers

The Securities will be in the form of notes and will be uniquely identified by: Series number: NX00487195; Tranche number: 1; ISIN: XS3062156396; Common Code: 306215639.

The Securities will be cleared and settled through Euroclear Bank S.A./N.V. and/or Clearstream Banking société anonyme.

Currency, specified denomination, issue size and term of the Securities

The Securities will be issued in Pounds sterling ("GBP") (the "Issue Currency") and settled in the same currency (the "Settlement Currency"). The Securities are tradable in nominal and the specified denomination per Security is GBP 1. The issue size is GBP 2,200,000 (the "Aggregate Nominal Amount"). The issue price is 100% of the Specified Denomination.

The issue date is 3 September 2025 (the "Issue Date"). Subject to early termination, the Securities are scheduled to redeem on 3 September 2031 (the "Scheduled Settlement Date").

Rights attached to the Securities

Potential return: The Securities will give each holder of Securities the right to receive potential return on the Securities, together with certain ancillary rights such as the right to receive notice of certain determinations and events and the right to vote on some (but not all) amendments to the terms and conditions of the Securities. The potential return will be in the forms of: (i) one or more Interest Amounts, and/or (ii) a Final Cash Settlement Amount, provided that if the Securities are early terminated, the potential return may be in the form of an Early Cash Settlement Amount instead.

Taxation: All payments in respect of the Securities shall be made without withholding or deduction for or on account of any UK taxes unless such withholding or deduction is required by law. In the event that any such withholding or deduction is required by law, the Issuer will, save in limited circumstances, be required to pay additional amounts to cover the amounts so withheld or deducted.

Events of default: If the Issuer fails to make any payment due under the Securities or breaches any other term and condition of the Securities in a way that is materially prejudicial to the interests of the holders (and such failure is not remedied within 30 calendar days, or, any interest, has not been paid within 14 calendar days of the due date), or the Issuer is subject to a winding-up order, then (subject, in the case of interest, to the Issuer being prevented from payment for a mandatory provision of law) the Securities will become immediately due and payable, upon notice being given by the holder.

Limitations on rights

Early settlement following certain disruption events or due to unlawfulness or impracticability: The Issuer may redeem the Securities prior to their Scheduled Settlement Date following the occurrence of certain disruption events or extraordinary events concerning the Issuer, its hedging arrangements, the Underlying Asset(s), taxation or the relevant currency of the Securities, or if it determines an unlawfulness or impracticability event has occurred. In such case, investors will receive an "Early Cash Settlement Amount" equal to the fair market value of the Securities prior to their redemption.

Certain additional limitations:

· Notwithstanding that the Securities are linked to the performance of the Underlying Asset(s), holders do not have any rights in respect of the Underlying Asset(s).

· The terms and conditions of the Securities permit the Issuer and the Determination Agent (as the case may be), on the occurrence of certain events and in certain circumstances, without the holders' consent, to make adjustments to the terms and conditions of the Securities, to redeem the Securities prior to maturity, to postpone or obtain alternative valuation of the Underlying Asset(s) or to postpone scheduled payments under the Securities, to change the currency in which the Securities are denominated, to substitute the Underlying Asset(s), to substitute the Issuer with another permitted entity subject to certain conditions, and to take certain other actions with regard to the Securities and the Underlying Asset(s).

· The Securities contain provisions for calling meetings of holders to consider matters affecting their interests generally and these provisions permit defined majorities to bind all holders, including holders who did not attend and vote at the relevant meeting and holders who voted in a manner contrary to the majority.

Governing law

The Securities will be governed by English law and the rights thereunder will be construed accordingly.

Description of the calculation of potential return on the Securities

Underlying Assets: The return on, and value of, Securities is dependent on the performance of the following Underlying Asset:

Underlying Asset

Type

Initial Price(Interest) / Initial Price(Settlement)

Initial Valuation Date

FTSE 100 Index

Index

The official closing level determined in respect of the Initial Valuation Date

19 August 2025

 

Calculation Amount: Calculations in respect of amounts payable under the Securities are made by reference to the "Calculation Amount", being GBP 1 per Security. Where the Calculation Amount is different from the specified denomination of the Securities, the amount payable will be scaled accordingly.

Determination Agent: Barclays Bank PLC will be appointed to make calculations and determinations with respect to the Securities.

__________________

A - Interest

During the term of the Securities, the Securities pay fixed interest.

Fixed Interest: The Interest Amount of each Security shall be equal to the Calculation Amount multiplied by the relevant Fixed Rate (being 5.43 per cent. per annum) and further multiplying the Day Count Fraction (being Actual/365(Fixed)).

Interest will be payable on the corresponding Interest Payment Date set out in the table below. The relevant Interest Payment Date may be postponed following the postponement of an Interest Determination Date due to a disruption event. Each Interest Valuation Date and Interest Barrier is as follows:

Interest Determination Date

Interest Payment Date

 

Interest Determination Date

Interest Payment Date

19 September 2025

03 October 2025

19 September 2028

03 October 2028

20 October 2025

03 November 2025

19 October 2028

02 November 2028

19 November 2025

03 December 2025

20 November 2028

04 December 2028

19 December 2025

07 January 2026

19 December 2028

05 January 2029

19 January 2026

02 February 2026

19 January 2029

02 February 2029

19 February 2026

05 March 2026

19 February 2029

05 March 2029

19 March 2026

02 April 2026

19 March 2029

04 April 2029

20 April 2026

05 May 2026

19 April 2029

03 May 2029

19 May 2026

03 June 2026

21 May 2029

05 June 2029

19 June 2026

03 July 2026

19 June 2029

03 July 2029

20 July 2026

03 August 2026

19 July 2029

02 August 2029

19 August 2026

03 September 2026

20 August 2029

04 September 2029

21 September 2026

05 October 2026

19 September 2029

03 October 2029

19 October 2026

02 November 2026

19 October 2029

02 November 2029

19 November 2026

03 December 2026

19 November 2029

03 December 2029

21 December 2026

07 January 2027

19 December 2029

07 January 2030

19 January 2027

02 February 2027

21 January 2030

04 February 2030

19 February 2027

05 March 2027

19 February 2030

05 March 2030

19 March 2027

06 April 2027

19 March 2030

02 April 2030

19 April 2027

04 May 2027

23 April 2030

08 May 2030

19 May 2027

03 June 2027

20 May 2030

04 June 2030

21 June 2027

05 July 2027

19 June 2030

03 July 2030

19 July 2027

02 August 2027

19 July 2030

02 August 2030

19 August 2027

03 September 2027

19 August 2030

03 September 2030

20 September 2027

04 October 2027

19 September 2030

03 October 2030

19 October 2027

02 November 2027

21 October 2030

04 November 2030

19 November 2027

03 December 2027

19 November 2030

03 December 2030

20 December 2027

06 January 2028

19 December 2030

07 January 2031

19 January 2028

02 February 2028

20 January 2031

03 February 2031

21 February 2028

06 March 2028

19 February 2031

05 March 2031

20 March 2028

03 April 2028

19 March 2031

02 April 2031

19 April 2028

04 May 2028

21 April 2031

06 May 2031

19 May 2028

05 June 2028

19 May 2031

03 June 2031

19 June 2028

03 July 2028

19 June 2031

03 July 2031

19 July 2028

02 August 2028

21 July 2031

04 August 2031

21 August 2028

05 September 2028

19 August 2031

03 September 2031

 

_____________________

C - Final Settlement

If the Securities have not redeemed early they will redeem on the Scheduled Settlement Date by payment of the Final Settlement Amount.

The Scheduled Settlement Date may be postponed following the postponement of the Final Valuation Date due to a disruption event.

The Final Cash Settlement Amount is calculated as follows:

(iii) if a Knock-in Trigger Event has not occurred, 100% multiplied by the Calculation Amount;

(iv) otherwise, an amount calculated by adding together (a) the Final Performance minus the Strike Price Percentage (being 100.00%) ("SPP") plus (b) 100.00% (such amount subject to minimum of zero) and multiplying the result by the Calculation Amount.

 

"Knock-in Trigger Event" shall be deemed to have occurred if the closing level of the Underlying Asset in respect of the Trigger Event Observation Date (being 19 August 2031) is below the Knock-in Barrier Price (Initial Price(Settlement) multiplied by the Knock-in Barrier Percentage (being 65.00%)).

"Final Performance" means the Final Valuation Price divided by the Initial Price(Settlement) as calculated in respect of the Final Valuation Date.

"Final Valuation Date" means 19 August 2031, subject to adjustment.

"Final Valuation Price" means, in respect of the Underlying Asset, the closing level in respect of the Underlying Asset on the Final Valuation Date.

Status of the Securities

The Securities are direct, unsubordinated and unsecured obligations of the Issuer and rank equally among themselves.

Description of restrictions on free transferability of the Securities

The Securities are offered and sold outside the United States to non-U.S. persons in reliance on Regulation S under the Securities Act and must comply with transfer restrictions with respect to the United States. Securities held in a clearing system will be transferred in accordance with the rules, procedures and regulations of that clearing system. Subject to the foregoing, the Securities will be freely transferable.

Where will the Securities be traded?

Application is expected to be made by the Issuer (or on its behalf) for the Securities to be admitted to trading on the regulated market of the London Stock Exchange.

What are the key risks that are specific to the Securities?

The Securities are subject to the following key risks:

· You may lose some or all of your investment in the Securities: Investors are exposed to the credit risk of Barclays Bank PLC. As the Securities do not constitute a deposit and are not insured or guaranteed by any government or agency or under the UK Government credit guarantee scheme, all payments or deliveries to be made by Barclays Bank PLC as Issuer under the Securities are subject to its financial position and its ability to meet its obligations. The Securities constitute unsubordinated and unsecured obligations of the Issuer and rank pari passu with each and all other current and future unsubordinated and unsecured obligations of the Issuer. The terms of the Securities do not provide for a scheduled minimum payment at maturity and as such, depending on the performance of the Underlying Asset(s), you may lose some or all of your investment. You may also lose some or all of your investment if: (a) you sell your Securities before their scheduled maturity; (b) your Securities are early redeemed in certain extraordinary circumstances; or (c) the terms and conditions of your Securities are adjusted such that the amount payable or property deliverable to you is less than your initial investment.

· There are risks associated with the valuation, liquidity and offering of the Securities: The market value of your Securities may be significantly lower than the issue price since the issue price may take into account the Issuer's and/or distributor's profit margin and costs in addition to the fair market value of the Securities. The market value of your Securities may be affected by the volatility, level, value or price of the Underlying Asset(s) at the relevant time, changes in interest rates, the Issuer's financial condition and credit ratings, the supply of and demand for the Securities, the time remaining until the maturity of the Securities and other factors. The price, if any, at which you will be able to sell your Securities prior to maturity may be substantially less than the amount you originally invested. Your Securities may not have an active trading market and the Issuer may not be under any obligation to make a market or repurchase the Securities prior to redemption. The Issuer may withdraw the public offer at any time. In such case, where you have already paid or delivered subscription monies for the relevant Securities, you will be entitled to reimbursement of such amounts, but will not receive any remuneration that may have accrued in the period between their payment or delivery of subscription monies and the reimbursement of the Securities.

· You are subject to risks associated with the determination of amounts payable under the Securities:

The Final Cash Settlement Amount is based on the performance of the Underlying Asset(s) as at the final valuation date only (rather than in respect of multiple periods throughout the term of the Securities). This means you may not benefit from any movement in level of the Underlying Asset(s) during the term of the Securities that is not maintained in the final performance as at the final valuation date.

The calculation of amount payable depends on the level, value or price of the Underlying Asset(s) reaching or crossing a 'barrier' during a specified period or specified dates during the term of the Securities. This means you may receive less (or, in certain cases, more) if the level, value or price of the Underlying Asset(s) crosses or reaches (as applicable) a barrier, than if it comes close to the barrier but does not reach or cross it (as applicable), and in certain cases you might receive no interest payments and/or could lose some or all of your investment.

· Your Securities are subject to adjustments and early redemption: Pursuant to the terms and conditions of the Securities, following the occurrence of certain disruption events or extraordinary events concerning the Issuer, its hedging arrangements, the Underlying Asset(s), taxation or the relevant currency of the Securities, the Determination Agent or the Issuer may take a number of remedial actions, including estimating the level of the Underlying Asset, substituting the Underlying Asset, and making adjustments to the terms and conditions of the Securities. Any of such remedial action may change the economic characteristics of the Securities and have a material adverse effect on the value of and return on the Securities. If no remedial action can be taken, or it is determined that an unlawfulness or impracticability event has occurred, the Issuer may early redeem the Securities by payment of an Early Cash Settlement Amount. If early redemption occurs, you may lose some or all of your investment because the Early Cash Settlement Amount may be lower than the price at which you purchase the Securities, or may even be zero. You will also lose the opportunity to participate in any subsequent positive performance of the Underlying Asset(s) and be unable to realise any potential gains in the value of the Securities. You may not be able to reinvest the proceeds from an investment at a comparable return and/or with a comparable interest rate for a similar level of risk.

· Risks relating to Securities linked to the Underlying Asset: The return payable on the Securities is linked to the change in value of the Underlying Asset over the life of the Securities. Any information about the past performance of any Underlying Asset should not be taken as an indication of how prices will change in the future. You will not have any rights of ownership, including, without limitation, any voting rights or rights to receive dividends, in respect of any Underlying Asset.

· Risks relating to Underlying Asset(s) that are equity indices: Equity indices are composed of a synthetic portfolio of shares and provide investment diversification opportunities, but will be subject to the risk of fluctuations in both equity prices and the value and volatility of the relevant equity index. The Securities are linked to equity indices, and as such may not participate in dividends or any other distributions paid on the shares which make up such indices. Accordingly, you may receive a lower return on the Securities than you would have received if you had invested directly in those shares. The index sponsor can add, delete or substitute the components of an equity index at its discretion, and may also alter the methodology used to calculate the level of such index. These events may have a detrimental impact on the level of that index, which in turn could have a negative impact on the value of and return on the Securities.

· Taxation risks: The levels and basis of taxation on the Securities and any reliefs for such taxation will depend on your individual circumstances and could change at any time over the life of the Securities. This could have adverse consequences for you and you should therefore consult your own tax advisers as to the tax consequences to you of transactions involving the Securities.

Key information on the offer of securities to the public and/or the admission to trading on a regulated market

Under which conditions and timetable can I invest in these Securities?

Terms and conditions of the offer

The terms and conditions of any offer of Securities to the public may be determined by agreement between the Issuer and the Authorised Offeror at the time of each issue.

The Securities are offered for subscription in the United Kingdom and Channel Islands during the period from (and including) 10 July 2025 to (and including) 19 August 2025 (the "Offer Period") and such offer is subject to the following conditions:

· Offer Price: The Issue Price

· Conditions to which the offer is subject: In the event that during the Offer Period, the requests exceed the amount of the offer to prospective investors, the Issuer will proceed to early terminate the Offer Period and will immediately suspend the acceptances of further requests.

The Issuer reserves the right to withdraw the offer for Securities at any time prior to the end of the Offer Period. Following withdrawal of the offer, if any application has been made by any potential investor, each such potential investor shall not be entitled to subscribe or otherwise acquire the Securities and any applications will be automatically cancelled and any purchase money will be refunded to the applicant by the Authorised Offeror in accordance with the Authorised Offeror's usual procedures.

The effectiveness of the offer is subject to the adoption of the resolution of admission to trading of the Securities on London Stock Exchange on or around the Issue Date. As such, the Issuer undertakes to file the application for the Securities to be admitted to trading on the London Stock Exchange in time for the adoption of such resolution.

· Description of the application process: An offer of the Securities other than pursuant to section 86 of the FSMA may be made by Barclays Bank PLC (the "Manager") or the Authorised Offeror in the United Kingdom and the Channel Islands (the "Public Offer Jurisdiction") during the Offer Period.

Applications for the Securities can be made in the Public Offer Jurisdiction through the Authorised Offeror during the Offer Period. The Securities will be placed into the Public Offer Jurisdiction by the Authorised Offeror. Distribution will be in accordance with the Authorised Offeror's usual procedures, notified to investors by the Authorised Offeror.

· Details of the minimum and/or maximum amount of application: The minimum and maximum amount of application from the Authorised Offeror will be notified to investors by the Authorised Offeror

· Description of possibility to reduce subscriptions and manner for refunding excess amount paid by applicants: Not Applicable.

· Details of the method and time limits for paying up and delivering the Securities: Investors will be notified by the Authorised Offeror of their allocations of Securities and the settlement arrangements in respect thereof.

· Manner in and date on which results of the offer are to be made public: Investors will be notified by the Authorised Offeror of their allocations of Securities and the settlement arrangements in respect thereof

· Procedure for exercise of any right of pre-emption, negotiability of subscription rights and treatment of subscription rights not exercised: Not Applicable

· Categories of holders to which the Securities are offered and whether Tranche(s) have been reserved for certain countries: Offers may be made through the Authorised Offeror in the Public Offer Jurisdiction to any person. 

· Process for notification to applicants of the amount allotted and indication whether dealing may begin before notification is made: Applicants will be notified directly by the Authorised Offeror of the success of their application. No dealings in the Securities may take place prior to the Issue Date.

· Name(s) and address(es), to the extent known to the Issuer, of the placers in the various countries where the offer takes place: the Authorised Offeror

Estimated total expenses of the issue and/or offer including expenses charged to investor by Issuer/Offeror

The estimated total expenses of the issue and/or offer are GBP 350.

Not Applicable: no expenses will be charged to the holder by the Issuer or the offeror.

Who is the offeror and/or the person asking for admission to trading?

See the item entitled "The Authorised Offeror(s)" above.

The Authorised Offeror is the entity offering the Securities. The Issuer is the entity requesting for admission to trading of the Securities.

Why is the Prospectus being produced?

Use and estimated net amount of proceeds

The net proceeds from each issue of Securities will be applied by the Issuer for its general corporate purposes, which include making a profit and/or hedging certain risks.

Underwriting agreement on a firm commitment basis

The offer of the Securities is not subject to an underwriting agreement on a firm commitment basis.

Description of any interest material to the issue/offer, including conflicting interests

The Authorised Offeror may be paid fees in relation to the offer of Securities. Potential conflicts of interest may exist between the Issuer, Determination Agent, Authorised Offeror or their affiliates (who may have interests in transactions in derivatives related to the Underlying Asset which may, but are not intended to, adversely affect the market price, liquidity or value of the Securities) and holders.

The Authorised Offeror will be paid aggregate commissions equal to no more than 1.00% of the Issue Price. Any Authorised Offeror and its affiliates may engage, and may in the future engage, in hedging transactions with respect to the Underlying Asset.

 

 

This information is provided by RNS, the news service of the London Stock Exchange. RNS is approved by the Financial Conduct Authority to act as a Primary Information Provider in the United Kingdom. Terms and conditions relating to the use and distribution of this information may apply. For further information, please contact [email protected] or visit www.rns.com.RNS may use your IP address to confirm compliance with the terms and conditions, to analyse how you engage with the information contained in this communication, and to share such analysis on an anonymised basis with others as part of our commercial services. For further information about how RNS and the London Stock Exchange use the personal data you provide us, please see our Privacy Policy.
 
END
 
 
PFTSEUSUAEISEEW

Related Shares:

Barclays Nts45
FTSE 100 Latest
Value9,142.73
Change14.43