HSBC USA INC. 18,000,000 SHARES OF FLOATING RATE NON-CUMULATIVE PREFERRED STOCK, SERIES F Underwriting Agreement March 30, 2005Underwriting Agreement • April 4th, 2005 • HSBC Usa Inc /Md/ • National commercial banks • New York
HSBC USA Inc., a Maryland corporation (the “Company”), proposes, subject to the terms and conditions stated herein, to issue and sell to the Underwriters named in Schedule I hereto (the “Underwriters”), for whom you are acting as Representative, an aggregate of 18,000,000 shares of Floating Rate Non-Cumulative Preferred Stock, Series F, with a stated value of $25 per share and a liquidation preference of $25 per share (the “Firm Preferred Shares”), of the Company. In addition to the purchase of Firm Preferred Shares, subject to the terms and conditions herein, the Company proposes to grant the Underwriters an option to purchase up to 2,700,000 additional shares of Floating Rate Non-Cumulative Preferred Stock, Series F Units (the “Optional Preferred Shares”). The Firm Preferred Shares and any Optional Preferred Shares purchased by the Underwriters are referred to herein as the “Preferred Shares.”
