DEFINITIONS
The definitions used in the Original Offer Document, save as varied herein, also apply in this document and the accompanying Form of Acceptance, together with the following_additional definitions, unless the context requires otherwise:
"new HSBC Holdings shares"
"new HSBC Holdings bonds" or "bonds”
"Final Offer"
"Cash Election"
"Supplementary Listing
Particulars"
"Original Offer"
"Original Offer Document"
“Listing Particulars”
"Midland shares"
"Form of Acceptance"
the new ordinary shares of 75p each in the capital of HSBC Holdings to be issued, credited as fully paid, pursuant to the Final Offer
HSBC Holdings subordinated bonds due 2002 to be issued pursuant to the Final Offer, further details of which are set out in Part III of the Supplementary Listing Particulars
the offer by Schroders, on behalf of HSBC Holdings, contained herein, to acquire all or any of the Midland shares not already owned by the HSBC Holdings group
the arrangements set out herein whereby Midland shareholders who validly accept the Final Offer may elect to receive cash instead of new HSBC Holdings bonds
the Supplementary Listing Particulars dated 11 June 1992 relating to the issue of new HSBC Holdings shares and new HSBC Holdings bonds pursuant to the Final Offer
the offer by Schroders on behalf of HSBC Holdings, contained in the Original Offer Document, to acquire all or any of the Midland shares not already owned by the HSBC Holdings group
the document dated 8 May 1992 issued by Schroders on behalf of HSBC Holdings containing the Original Offer
the listing particulars dated 8 May 1992 relating to the issue of new HSBC Holdings shares and new HSBC Holdings bonds pursuant to the Original Offer
the existing unconditionally allotted or issued ordinary shares of £1 each in Midland, all of which are fully paid or credited as fully paid, and any further such shares which may be unconditionally allotted or issued while the Final Offer remains open for acceptance (or by such earlier date as HSBC Holdings may decide), including any which are so unconditionally allotted or issued pursuant to the exercise of options granted under the Midland share option schemes
the blue form of acceptance, authority and election relating to the Final Offer
In this document, all references to time are references to London time.
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