Attached files
| file | filename |
|---|---|
| EX-8 - EX-8 - HSBC USA INC /MD/ | d884100dex8.htm |
| EX-5.2 - EX-5.2 - HSBC USA INC /MD/ | d884100dex52.htm |
| EX-5.1 - EX-5.1 - HSBC USA INC /MD/ | d884100dex51.htm |
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
Date of Report (Date of earliest event reported): March 5, 2015
Commission file number 1-7436
HSBC USA INC.
(Exact name of registrant as specified in its charter)
| Maryland | 13-2764867 | |
| (State of incorporation) | (IRS Employer Identification Number) | |
| 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
Not Applicable
(Former name or former address, if changed since last report)
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 9.01. | Financial Statements and Exhibits. |
Exhibits are filed herewith in connection with the issuance of $1,250,000,000 1.700% Senior Notes due March 5, 2018, $1,750,000,000 2.350% Senior Notes due March 5, 2020 and $300,000,000 Floating Rate Senior Notes due March 3, 2017 by HSBC USA Inc. (the “Company”) on March 5, 2015, pursuant to the Company’s automatic shelf registration statement on Form S-3 (File No. 333-180289) (the “Registration Statement”).
| (d) | Exhibits |
The following exhibits are incorporated by reference into the Registration Statement as exhibits thereto and are filed as part of this Current Report:
| Exhibit |
Description | |
| 5.1 | Opinion and consent of Cleary Gottlieb Steen & Hamilton LLP | |
| 5.2 | Opinion and consent of Wilmer Cutler Pickering Hale and Dorr LLP | |
| 8 | Opinion and consent of Cleary Gottlieb Steen & Hamilton LLP as to certain tax matters | |
| 23.1 | Consent of Cleary Gottlieb Steen & Hamilton LLP (included in Exhibits 5.1 and 8) | |
| 23.2 | Consent of Wilmer Cutler Pickering Hale and Dorr LLP (included in Exhibit 5.2) | |
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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/ Gregory Pierce | |
| Name: | Gregory Pierce | |
| Title: | Executive Vice President, Head of Balance Sheet Management, Americas and Treasurer | |
Dated: March 5, 2015
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Exhibit Index
| Exhibit |
Description | |
| 5.1 | Opinion and consent of Cleary Gottlieb Steen & Hamilton LLP | |
| 5.2 | Opinion and consent of Wilmer Cutler Pickering Hale and Dorr LLP | |
| 8 | Opinion and consent of Cleary Gottlieb Steen & Hamilton LLP as to certain tax matters | |
| 23.1 | Consent of Cleary Gottlieb Steen & Hamilton LLP (included in Exhibits 5.1 and 8) | |
| 23.2 | Consent of Wilmer Cutler Pickering Hale and Dorr LLP (included in Exhibit 5.2) | |
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