UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 8-K
CURRENT REPORT
Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934
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Date of Report (Date of earliest event reported): August 8, 2012
Commission file number 1-7436
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| HSBC USA INC. | ||
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(Exact name of registrant as specified in its charter)
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| Maryland | 13-2764867 | |
| (State of incorporation) | (IRS Employer Identification Number) | |
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452 Fifth Avenue, New York, New York |
10018 | |
| (Address of principal executive offices) | (Zip Code) | |
| Registrant’s telephone number, including area code: (212) 525-5000 | ||
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Not Applicable (Former name or former address, if changed since last report)
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Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:
¨ Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
¨ Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
¨ Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
¨ Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))
Item 8.01. Other Events.
HSBC USA Inc. (the “Registrant”) has filed a Registration Statement on Form S-3 (File No. 333-180289) (the “Registration Statement”) under the Securities Act of 1933 registering, among other securities, its senior, unsecured debt securities titled “Notes, Series 1” (the “Notes”) that may be offered from time to time. Sidley Austin LLP withdrew their consents included in their legal opinion as to the legality of certain Notes filed as Exhibit 5.3, and their tax opinion as to certain matters filed as Exhibit 8, to the Registration Statement, effective August 8, 2012.
SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.
| HSBC USA Inc. (Registrant) | ||
| By: | /s/ Mick Forde | |
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Name: Mick Forde Title: Senior Vice President, Deputy General Counsel – Corporate and Assistant Secretary | ||
Dated: August 20, 2012