Title of Each Class of Securities Offered
|
Maximum Aggregate
Offering Price
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Amount of
Registration Fee (1)
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Notes
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$3,767,000.00
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$437.35
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Pricing Supplement No. 115
to Product Prospectus Supplement No. R-1 dated May 3, 2011
and Prospectus dated May 18, 2010
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Filed pursuant to Rule 424(b)(5)
Registration Statement Nos. 333-162219 and 333-162219-01
September 27, 2011
|
|
The Royal Bank of Scotland plc (Issuer)
The Royal Bank of Scotland Group plc (Guarantor)
|
|
$3,767,000
RBS Fixed-to-Floating Rate Notes
Linked to the 3-month U.S. Dollar LIBOR due September 30, 2016
|
n Interest will be payable quarterly on the 30th of each March, June, September and December, commencing on December 30, 2011.
n The initial interest rate will be 4.00% per annum from, and including, September 30, 2011 to, but excluding, September 30, 2012 (the first year of the term of the securities).
n Thereafter, the per annum interest rate for each quarter will be equal to the 3-month U.S. Dollar LIBOR plus 2.00%, subject to a minimum interest rate of 0.00% per annum.
n 100% repayment of principal plus any accrued and unpaid interest at maturity. All payments of interest and repayment of principal at maturity are subject to the creditworthiness of The Royal Bank of Scotland plc, as the issuer, and The Royal Bank of Scotland Group plc, as the guarantor of the issuer’s obligations under the securities.
n 5-year term.
n No listing on any securities exchange.
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$1,000 principal amount per RBS Fixed-to-Floating Rate Note
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Dates:
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Pricing Date:
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September 27, 2011
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Settlement Date:
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September 30, 2011
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Maturity Date:
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September 30, 2016
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CUSIP / ISIN No.: 78009PBV2 / US78009PBV22
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Per security
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Total
|
|
Original Offering Price (1)
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$1,000.00
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$3,767,000.00
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Underwriting discount
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$ 16.70
|
$ 62,908.90
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Proceeds, before expenses, to The Royal Bank of Scotland plc
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$ 983.30
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$3,704,091.10
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THE ROYAL BANK OF SCOTLAND PLC
RBS Fixed-to-Floating Rate Notes
Linked to the 3-month U.S. Dollar LIBOR due September 30, 2016
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Key Terms
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|
Issuer:
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The Royal Bank of Scotland plc (“RBS”)
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Guarantor:
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The Royal Bank of Scotland Group plc (“RBSG”)
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Original Offering Price:
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$1,000 per security
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Term:
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5 years
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Maturity Date:
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September 30, 2016. If the scheduled Maturity Date is not a business day, we will make the required payment on the next business day and no additional interest will accrue in respect of the payment made on the next business day.
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Payment at Maturity:
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On the Maturity Date, you will be entitled to receive the principal amount and any accrued and unpaid interest on the securities, subject to the credit risk of RBS, as issuer of the securities, and RBSG, as the guarantor of the issuer’s obligations under the securities.
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Interest Rates:
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Interest on the securities will accrue at the following rates:
· 4.00% per annum from, and including, September 30, 2011 to, but excluding, September 30, 2012 (the first year of the term of the securities); and
· Thereafter, the per annum interest rate with respect to each Interest Determination Period will be equal to the 3-month U.S. Dollar LIBOR plus a spread of 2.00%, subject to a minimum interest rate of 0.00% per annum.
Interest on the securities will be calculated on the basis of a 360-day year of twelve 30-day months and interest rates will be rounded to five decimal places.
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Interest Payment Dates:
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The 30th of each March, June, September and December, beginning on December 30, 2011. If any Interest Payment Date falls on a day that is not a business day, we will make the required payment on the next business day and no additional interest will accrue in respect of the payment made on the next business day.
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Fixed Rate Interest Determination Period:
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Each Interest Determination Period from, and including, the original date of issuance of the securities to, but excluding, September 30, 2012.
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Floating Rate Interest Determination Period:
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Each Interest Determination Period from, and including, September 30, 2012, to but excluding the Maturity Date.
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Interest Reset Dates:
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The first day of each Interest Determination Period, commencing on September 30, 2012. If any Interest Reset Date falls on a day that is not a business day, the Interest Reset Date will be postponed to the next succeeding business day; provided, however, that if the next business day is in the next calendar month, the interest reset date will be the immediately preceding business day.
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Interest Determination Periods:
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Quarterly. The first Interest Determination Period will commence on, and will include, the original date of issuance of the securities on September 30, 2011, and will end on, but will exclude, the first Interest Payment Date. Thereafter, each Interest Determination Period will commence on, and will include, an Interest Payment Date, and will extend to, but will exclude, the next succeeding Interest Payment Date or the Maturity Date, as applicable.
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3-month U.S. Dollar LIBOR:
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3-month U.S. Dollar LIBOR (the “Reference Rate”) is the arithmetic mean of the offered rates for deposits in U.S. dollars having a 3-month maturity, commencing on the relevant Interest Reset Date, that appear on the display on Reuters or any successor service, page LIBOR01, or any page as may replace that page on that service, for the purpose of displaying the London interbank rates of major banks for the U.S. dollar, as described more fully in the heading “The Reference Rate” in this pricing supplement. The interest rate applicable to each Floating Rate Interest Determination Period will be determined by the calculation agent by reference to 3-month U.S. Dollar LIBOR at approximately 11:00 a.m., London time, on the second London Banking Day (the “reference rate determination date”) prior to the relevant Interest Reset Date.
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Calculation Agent:
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RBS Securities Inc., an affiliate of RBS
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THE ROYAL BANK OF SCOTLAND PLC
RBS Fixed-to-Floating Rate Notes
Linked to the 3-month U.S. Dollar LIBOR due September 30, 2016
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Hypothetical interest rate for the Interest Determination Period
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= 8.00000% x (90 / 360)
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= 2.00000%
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Hypothetical interest payment on the Interest Payment Date
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= $1,000 x 2.00000% |
= $20.00 per security |
Hypothetical interest rate for the Interest Determination Period
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= 2.25000% x (90 / 360) |
= 0.56250% |
Hypothetical interest payment on the Interest Payment Date | = $1,000 x 0.56250% |
= $5.63 per security |
THE ROYAL BANK OF SCOTLAND PLC
RBS Fixed-to-Floating Rate Notes
Linked to the 3-month U.S. Dollar LIBOR due September 30, 2016
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·
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It is possible that you may receive below-market interest in respect of one or more Fixed Rate Interest Determination Periods.
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·
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It is possible that you may receive no interest, or only a limited amount of interest, in respect of one or more Floating Rate Interest Determination Periods.
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·
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Your yield may be less than the yield on a conventional debt security of comparable maturity.
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·
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The credit risk of The Royal Bank of Scotland plc and The Royal Bank of Scotland Group plc, and their credit ratings and credit spreads may adversely affect the value of the securities.
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·
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Because the securities accrue interest at a floating rate during the Floating Rate Interest Determination Periods, you may receive a lesser amount of interest in the future.
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·
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The securities may not be a suitable investment for you.
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·
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Although we are a bank, the securities are not bank deposits and are not insured or guaranteed by the Federal Deposit Insurance Corporation, the Deposit Insurance Fund or any other government agency.
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·
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The securities will not be listed on any securities exchange, and there may be little or no secondary market for the securities.
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·
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The value of the securities prior to maturity will be influenced by many unpredictable factors, and may be less than the Original Offering Price.
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·
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The value of your securities on the pricing date is less than the Original Offering Price due to the underwriting discount and our cost of hedging, both of which can be expected to be reflected in secondary market prices.
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·
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In the event that we or RBSG, as guarantor, exercise our option to redeem the securities, as described in the section of the product supplement entitled “Description of the Securities—Optional Tax Redemption,” the cash you will receive upon redemption of the securities is uncertain.
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·
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Hedging and trading activities by us or our affiliates may adversely affect your return on the securities and the value of the fixed-to-floating rate securities.
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·
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There may be potential conflicts of interest between security holders and the calculation agent or other of our affiliates.
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·
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RBSSI and its affiliates may publish reports, express opinions or provide recommendations that are inconsistent with investing in or holding the securities. Any such reports, opinions or recommendations could affect the level of the Reference Rate and therefore the value of the securities.
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THE ROYAL BANK OF SCOTLAND PLC
RBS Fixed-to-Floating Rate Notes
Linked to the 3-month U.S. Dollar LIBOR due September 30, 2016
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·
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You seek an investment linked to the 3-month U.S. Dollar LIBOR.
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·
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You anticipate that, after the first year of the term of the securities, the 3-month U.S. Dollar LIBOR on each reference rate determination date will be sufficient to provide you with your desired return.
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·
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With respect to the Fixed Rate Interest Determination Periods (during the first year of the term of the securities), you are willing to assume the risk that market interest rates may be greater than the applicable interest rate on your securities.
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·
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With respect to the Floating Rate Interest Determination Periods (after the first year of the term of the securities), you are willing to have interest accrue based on the 3-month U.S. Dollar LIBOR, and you accept that the securities may pay no interest, or may pay interest at a very low rate.
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·
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You are willing to accept that a trading market is not expected to develop for the securities, and you understand that secondary market prices for the securities, if any, will be affected by various factors, including the actual and perceived creditworthiness of RBS, as the issuer of the securities, and RBSG, as the guarantor of the issuer’s obligations under the securities.
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·
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You are able to and willing to hold the securities until maturity.
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·
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You are willing to make an investment, the payments on which depend on the creditworthiness of RBS, as the issuer of the securities, and RBSG, as the guarantor of the issuer’s obligations under the securities.
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·
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You do not seek an investment linked to the level of the 3-month U.S. Dollar LIBOR.
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·
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You anticipate that, after the first year of the term of the securities, the 3-month U.S. Dollar LIBOR on each reference rate determination date will not be sufficient to provide you with your desired return.
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·
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You are unwilling to forgo guaranteed market rates of interest for the term of the securities.
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·
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You are unable to accept the risk that the securities may pay no interest, or may pay interest at a very low rate, in respect of any Floating Rate Interest Determination Period.
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·
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You seek assurances that there will be a liquid market if and when you want to sell the securities prior to maturity.
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·
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You are unwilling or are unable to assume the credit risk associated with RBS, as the issuer of the securities, and RBSG, as the guarantor of the issuer’s obligations under the securities.
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THE ROYAL BANK OF SCOTLAND PLC
RBS Fixed-to-Floating Rate Notes
Linked to the 3-month U.S. Dollar LIBOR due September 30, 2016
|
2006
|
2007
|
2008
|
2009
|
2010
|
2011
|
|
January
|
5.36000%
|
3.11188%
|
1.18438%
|
0.24906%
|
0.30438%
|
|
February
|
5.34813%
|
3.05750%
|
1.26438%
|
0.25169%
|
0.30950%
|
|
March
|
5.35000%
|
2.68813%
|
1.19188%
|
0.29150%
|
0.30300%
|
|
April
|
5.35500%
|
2.85000%
|
1.01625%
|
0.34656%
|
0.27300%
|
|
May
|
5.36000%
|
2.68063%
|
0.65625%
|
0.53625%
|
0.25288%
|
|
June
|
5.36000%
|
2.78313%
|
0.59500%
|
0.53394%
|
0.24575%
|
|
July
|
5.35866%
|
2.79125%
|
0.47938%
|
0.45375%
|
0.25550%
|
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August
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5.62125%
|
2.81063%
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0.34750%
|
0.29563%
|
0.32722%
|
|
September
|
5.37000%
|
5.22875%
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4.05250%
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0.28688%
|
0.29000%
|
0.36522%*
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October
|
5.37063%
|
4.89375%
|
3.02625%
|
0.28063%
|
0.28594%
|
|
November
|
5.37000%
|
5.13125%
|
2.21688%
|
0.25656%
|
0.30031%
|
|
December
|
5.36000%
|
4.70250%
|
1.42500%
|
0.25063%
|
0.30281%
|
THE ROYAL BANK OF SCOTLAND PLC
RBS Fixed-to-Floating Rate Notes
Linked to the 3-month U.S. Dollar LIBOR due September 30, 2016
|
THE ROYAL BANK OF SCOTLAND PLC
RBS Fixed-to-Floating Rate Notes
Linked to the 3-month U.S. Dollar LIBOR due September 30, 2016
|
THE ROYAL BANK OF SCOTLAND PLC
RBS Fixed-to-Floating Rate Notes
Linked to the 3-month U.S. Dollar LIBOR due September 30, 2016
|
THE ROYAL BANK OF SCOTLAND PLC
RBS Fixed-to-Floating Rate Notes
Linked to the 3-month U.S. Dollar LIBOR due September 30, 2016
|
·
|
Product Prospectus Supplement No. R-1 dated May 3, 2011:
|
·
|
Prospectus dated May 18, 2010:
|
THE ROYAL BANK OF SCOTLAND PLC
RBS Fixed-to-Floating Rate Notes
Linked to the 3-month U.S. Dollar LIBOR due September 30, 2016
|
RBS Investor Products is the brand name for RBS’s securities offerings that provide market-driven investment solutions across different asset classes and investor risk profiles to help meet your portfolio needs. RBS Investor Products are divided into four broad categories depending on the level of risk to your principal invested at maturity: Protection, Fixed Buffer, Contingent Buffer and Full Exposure. These broad categories are intended to help you to first understand the degree of your principal at risk at maturity, before you consider the upside potential of RBS Investor Products. The following description is only an overview of the four categories of RBS Investor Products, and does not represent any particular security nor guarantee performance. All payments due on RBS Investor Products are subject to the credit risk of RBS, as the issuer, and RBSG, as the guarantor of the issuer’s obligations under the securities.
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