QBE Insurance : Results of HSBC tender offer

c11fed6e-7aa8-46df-a798-89da7799c271.pdf QBE

QBE Insurance Group Limited ABN 28 008 485 014 Level 27, 8 Chifley Square, SYDNEY NSW 2000 Australia GPO Box 82, Sydney NSW 2001

telephone + 612 9375 4444 • facsimile + 612 9231 6104 www.qbe.com

9 June 2016

The Manager

Market Announcements Office ASX Limited

Level 4

Exchange Centre 20 Bridge Street

SYDNEY NSW 2000

Dear Sir/Madam

QBE ANNOUNCES RESULTS OF TENDER OFFER BY HSBC TO HOLDERS OF OUTSTANDING U.S.$1,000,000,000 FIXED RATE RESET GUARANTEED EXCHANGEABLE SUBORDINATED CALLABLE NOTES DUE 2041 ISSUED BY QBE CAPITAL FUNDING Ill LIMITED ("NOTES"}

Please find attached an announcement for release to the market.

Carolyn Scobie

Company Secretary

Attachment.

MARKET RELEASE

9 June 2016

QBE ANNOUNCES RESULTS OF TENDER OFFER BY HSBC TO HOLDERS OF OUTSTANDING U.S.$1,000,000,000 FIXED RATE RESET GUARANTEED EXCHANGEABLE SUBORDINATED CALLABLE NOTES DUE 2041 ISSUED BY QBE CAPITAL FUNDING III LIMITED ("NOTES")

QBE refers to its announcement of 26 May 2016 relating to the invitation by The Hongkong and Shanghai Banking Corporation Limited ("HSBC") to holders of Notes to tender their Notes for purchase by HSBC in exchange for cash ("Offer") up to a maximum amount of US$600,000,000.

QBE notes that U.S.$456,192,000 aggregate nominal amount of the Notes have been tendered and accepted for purchase by HSBC.

For further information, please contact: Debt Relations Deputy Global Treasurer - Markets Ernest Claassen Tel: +61 2 9375 4079 Cell: +61 (0) 434 751 073 ernest.claassen@qbe.com

QBE Insurance Group Limited ABN 28 008 485 014 Level 27, 8 Chifley Square SYDNEY NSW 2000 Australia www.qbe.com

Media Enquiries

David Symons

Cell: +61 (0) 410 559 184

Email: david.symons@qbe.com

QBE Insurance Group Limited is listed on the Australian Securities Exchange and is recognised as one of the top 20 global insurance and reinsurance companies as measured by net earned premium and has operations in 37 countries.

DISCLAIMER

This market release does not constitute an offer to sell or a solicitation of an offer to buy, any securities in the United States. The securities referenced herein have not been and will not be registered under the U.S. Securities Act of 1933 (the "Securities Act") or the securities laws of any state or other jurisdiction of the United States absent registration except in a transaction exempt from, or not subject to, the registration requirements of the Securities Act and any other applicable U.S. state securities laws.