0001104659-12-031467.txt : 20120501 0001104659-12-031467.hdr.sgml : 20120501 20120501172920 ACCESSION NUMBER: 0001104659-12-031467 CONFORMED SUBMISSION TYPE: 8-K PUBLIC DOCUMENT COUNT: 2 CONFORMED PERIOD OF REPORT: 20120501 ITEM INFORMATION: Other Events ITEM INFORMATION: Financial Statements and Exhibits FILED AS OF DATE: 20120501 DATE AS OF CHANGE: 20120501 FILER: COMPANY DATA: COMPANY CONFORMED NAME: HSBC USA INC /MD/ CENTRAL INDEX KEY: 0000083246 STANDARD INDUSTRIAL CLASSIFICATION: NATIONAL COMMERCIAL BANKS [6021] IRS NUMBER: 132764867 STATE OF INCORPORATION: MD FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 8-K SEC ACT: 1934 Act SEC FILE NUMBER: 001-07436 FILM NUMBER: 12801898 BUSINESS ADDRESS: STREET 1: 452 FIFTH AVE CITY: NEW YORK STATE: NY ZIP: 10018 BUSINESS PHONE: 2125253735 MAIL ADDRESS: STREET 1: 452 FIFTH AVENUE CITY: NEW YORK STATE: NY ZIP: 10018 8-K 1 a12-10953_18k.htm 8-K

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): May 1, 2012

Commission file number 1-7436

HSBC USA INC.

(Exact name of registrant as specified in its charter)

Maryland
(State of incorporation)

13-2764867
(IRS Employer Identification Number)

452 Fifth Avenue

New York, New York

(Address of principal executive offices)

10018
(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:

o Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

o Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)

o Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))

o Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

Item 8.01. Other Items.

On May 1, 2012, HSBC Holdings plc (“HSBC”) issued a press release announcing that, through its indirect, wholly owned subsidiaries, HSBC Finance Corporation, HSBC USA Inc., HSBC Technology and Services (USA) Inc. and other wholly owned subsidiaries, HSBC completed the previously-announced sale and transfer of certain of the assets and liabilities of its card and retail services business in the United States to Capital One Financial Corporation. A copy of the press release issued by HSBC is attached as Exhibit 99.1 hereto and is incorporated herein by reference.

Item 9.01. Financial Statements and Exhibits.

	(d)	Exhibits

	99.1	Press Release dated May 1, 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
		Mick Forde
		Senior Vice President and Deputy General Counsel


Dated: May 1, 2012

Exhibit Index

Exhibit No.		Description

99.1		Press Release dated May 1, 2012

EX-99.1 2 a12-10953_1ex99d1.htm EX-99.1

Exhibit 99.1

News Release

1 May 2012

SALE OF CARD AND RETAIL SERVICES BUSINESS TO CAPITAL ONE

On 10 August 2011 HSBC Holdings plc (‘HSBC’) announced that, through its wholly owned subsidiaries, HSBC Finance Corporation, HSBC USA Inc., HSBC Technology and Services (USA) Inc. (‘HTSU’) and other wholly owned subsidiaries, it had agreed to sell and transfer certain of the assets and liabilities of its card and retail services business in the United States (the ‘Business’) to Capital One Financial Corporation.

The transaction, which was subject to various conditions including, among others, the receipt of applicable governmental and regulatory approvals, closed on 1 May 2012.

Under the terms of the transaction, HSBC received a cash consideration of US$31.3bn, including US$2.5bn based on a premium of 8.75% over the gross customer loan balances at 31 March 2012. The consideration and premium are subject to an adjustment based on final closing balances.

In connection with the transaction, HTSU entered into a Purchaser Transition Services Agreement with Capital One Services, LLC (“Capital One Services”), a wholly owned indirect subsidiary of Capital One Financial Corporation, pursuant to which HTSU and its subsidiaries will provide certain services to Capital One Services and its subsidiaries related to the operation of the Business for a period of up to two years. Capital One Services may extend these services for an additional year in certain circumstances.

HSBC Bank USA continues to offer credit cards to its customers. The Business sold excludes HSBC Bank USA’s credit card programme of US$1.2bn at 31 March 2012, of which US$0.4 billion is scheduled to be sold to First Niagara Bank, N.A. in the second quarter of 2012.

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This news release is issued by	Registered Office and Group Head Office:
HSBC Holdings plc	8 Canada Square, London E14 5HQ, United Kingdom
	Web: www.hsbc.com
	Incorporated in England with limited liability. Registered number 617987

Media enquiries to:

New York
Neal McGarity		+1 212 525 3422		neal.e.mcgarity@us.hsbc.com

Investor Relations enquiries to:

London
Guy Lewis	+44 (0)20 7992 1938	guylewis@hsbc.com
Robert Quinlan	+44 (0)20 7991 3643	robert.quinlan@hsbc.com
Hong Kong
Hugh Pye	+852 2822 4398	hugh.pye@hsbc.com

Notes to editors:

HSBC Holdings plc

HSBC Holdings plc, the parent company of the HSBC Group, is headquartered in London. The Group serves customers worldwide from around 7,200 offices in over 80 countries and territories in Europe, the Asia-Pacific region, North and Latin America, the Middle East and Africa. With assets of US$2,556bn at 31 December 2011, the HSBC Group is one of the world’s largest banking and financial services organisations.

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