Under the Euro Medium Term Note Programme described in this Base Prospectus (the “Programme”), Investec plc (the “Issuer”), subject to compliance with all relevant laws, regulations and directives, may from time to time issue Euro Medium Term Notes (the “Notes”). The aggregate nominal amount of Notes outstanding will not at any time exceed £2,000,000,000 (or the equivalent in other currencies at the date of issue).
This Base Prospectus has been approved by the United Kingdom Financial Conduct Authority (the “FCA”) as competent authority under Regulation (EU) 2017/1129 as it forms part of domestic law of the United Kingdom by virtue of the European Union (Withdrawal) Act 2018 (the “UK Prospectus Regulation”).
The FCA only approves this Base Prospectus as meeting the standards of completeness, comprehensibility and consistency imposed by the UK Prospectus Regulation. Such approval should not be considered as an endorsement of the Issuer nor as an endorsement of the quality of any Notes that are the subject of this Base Prospectus. Investors should make their own assessment as to the suitability of investing in such Notes.
This Base Prospectus is valid for a period of twelve months from the date of approval.
An investment in Notes issued under the Programme involves certain risks. For a discussion of these, see “Risk Factors” below.
The Issuer has been assigned a long-term credit ratings of Baa1 Senior Unsecured and Baa1 Subordinated by Moody’s Investors Service Limited (“Moody’s”). Moody’s is a credit rating agency established in the United Kingdom (the “UK”) and registered under Regulation (EU) No 1060/2009 on credit rating agencies as it forms part of domestic law of the United Kingdom by virtue of the European Union (Withdrawal) Act 2018 (the “UK CRA Regulation”). The rating Moody’s has given to the Notes to be issued under the Programme is endorsed by Moody’s Deutschland GmbH, which is established in the European Economic Area (“EEA”) and registered under Regulation (EU) No 1060/2009 on credit rating agencies (the “EU CRA Regulation”). Tranches of Notes will be rated or unrated. Where a Tranche of Notes is to be rated, such rating will be specified in the relevant Final Terms.
The distribution of this Base Prospectus and the offering or sale of the Notes in certain jurisdictions may be restricted by law. The Notes have not been and will not be registered under the United States 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, and the Notes may include Notes in bearer form for U.S. tax purposes that are subject to U.S. tax law requirements. Subject to certain exceptions, the Notes may not be offered or sold or, in the case of Notes that are in bearer form for U.S. tax purposes, delivered 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”)).
Arranger and Dealer
Investec Bank plc
15 July 2022