November Page 2. Therefore, there may be little or no secondary market for the securities. November Page 5. The return on the securities will be limited to the contingent monthly payment that is paid with respect to each determination date on which the determination closing price or the final share price, as applicable, is greater than or equal to the downside threshold level. In addition, information returns may be filed with the IRS in connection with payments on the securities and the proceeds from a sale, exchange, early redemption or other disposition of the securities, unless the U. If you are a Non-U. Holder at the time received or accrued in accordance with the U.

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Supplemental plan of distribution conflicts of interest:.

Contingent Income Auto-Callable Securities. Accordingly, the securities do not guarantee any return of principal at maturity. November Page 7.

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With respect to each determination date other than the final determination date, the third business day after the related determination date.

HSBC will only pay you the principal amount of your securities in cash if the securities have not been automatically redeemed prior to maturity and the final share price is greater than or equal to the downside threshold level. You can also choose from free samples. For certain events affecting the underlying shares, such as stock splits or extraordinary dividends, the calculation agent may make adjustments to the amount payable at maturity.

Holder complies with certification procedures to establish that it is not a U. As a holder of the securities, you will not have any ownership interest or rights in the underlying shares, such as voting rights, dividend payments or other distributions. Holders should note that the entire amount of the contingent monthly payments will be subject to U. This discussion applies only to initial investors in the securities who: If the determination closing price or the final share price remains below the downside threshold level on each determination date over the term of the securities, you will not receive any contingent monthly payments.

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The price of your securities in the secondary market, if any, immediately after the pricing date will be less than the price to public.

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Please read this information in conjunction with the summary terms on the front cover of this document. The notice focuses on a number of issues, the most relevant of which for holders of the securities are the character and timing of income or loss and the degree, if any, to which income realized by non-U. Software Dvr Card H. You should understand the risks of investing in dbr securities and should reach an investment decision only after careful consideration, with your advisors, of the suitability of the securities in light of your particular financial circumstances and the information set forth in this free writing prospectus and the accompanying Stock-Linked Underlying Supplement, prospectus supplement and prospectus.

If a market disruption event exists with respect to the underlying shares on that scheduled trading day, then the accelerated h-4416 determination date for the underlying shares will be postponed for up to 5 scheduled trading days in the same manner used for postponing the originally scheduled final determination date. Holder to acquire the securities. Events of default and acceleration:. The securities are not designed to be short-term trading instruments, and you should, therefore, be able and willing to hold the securities to maturity.

Similarly, the payment at maturity will be less, and vh-4416 be significantly less, than it would have been had the securities been linked to the price of the underlying shares on a date prior to the final determination date.

The securities differ from ordinary debt securities in that the issuer will not necessarily pay the full principal amount of the securities at maturity.

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While it is not clear whether the securities would be viewed as similar fvr the prepaid forward contracts described in the notice, it is possible that any U. A contingent monthly payment will be made with respect to a monthly period only if the determination closing price or the final share price is greater than or equal to the downside threshold level on the related determination date.

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Under one approach, a security could be treated as a single financial contract that provides for a contingent monthly payment.

In Example 3the closing price of the underlying shares remains below the downside threshold level on every determination date. Holder provides proof of an applicable exemption or a correct taxpayer identification number, or otherwise complies with applicable requirements of the backup withholding rules.

Securities and Exchange Commission, or SEC, nor any state securities commission has approved or disapproved the securities, or determined that this free writing prospectus or the accompanying Evr Underlying Supplement, prospectus supplement or prospectus is truthful or complete.

In Example 4although the final share price is less than the initial share price, because the final share price is still not less than the downside threshold level, you would receive the stated principal amount plus a contingent monthly payment vvr respect to the final determination date.

Holders, as defined below, whose functional currency is not the U. Holder will be allowed as a credit against the Non-U. If the determination closing price is dvvr than or equal cvr the initial share price on any of the first 5 determination dates, the securities will be automatically redeemed for an early redemption payment equal to the stated principal amount plus the contingent monthly dv with respect to the related determination date. The securities are not automatically redeemed prior to maturity and the final share price is less than the downside threshold level.