TIDMLLOY
RNS Number : 9506O
Lloyds Banking Group PLC
12 February 2016
12 February 2016
NOT FOR DISTRIBUTION IN OR INTO OR TO ANY PERSON LOCATED OR
RESIDENT IN THE UNITED STATES, ITS TERRITORIES AND POSSESSIONS
(INCLUDING PUERTO RICO, THE U.S. VIRGIN ISLANDS, GUAM, AMERICAN
SAMOA, WAKE ISLAND AND THE NORTHERN MARIANA ISLANDS), ANY STATE OF
THE UNITED STATES OR THE DISTRICT OF COLUMBIA (THE "UNITED STATES")
OR TO ANY U.S. PERSON.
(SEE "OFFER AND DISTRIBUTION RESTRICTIONS" BELOW)
LBG CAPITAL NO. 1 PLC AND LBG CAPITAL NO. 2 PLC ANNOUNCE RESULTS
OF THEIR CASH TENDER OFFERS ON CERTAIN EURO AND STERLING
SECURITIES
On 29 January 2016:
(i) LBG Capital No. 1 plc ("LBG 1") invited Holders of certain
of its euro denominated Enhanced Capital Notes (the "LBG 1 Existing
Notes") to tender any and all of their LBG 1 Existing Notes for
purchase by LBG 1 for cash (the "LBG 1 Offers"); and
(ii) LBG Capital No. 2 plc ("LBG 2" and, together with LBG 1,
the "Offerors" and each an "Offeror") invited Holders of certain of
its euro and sterling denominated Enhanced Capital Notes (the "LBG
2 Existing Notes" and together with the LBG 1 Existing Notes, the
"Existing Notes") to tender any and all of their LBG 2 Existing
Notes for purchase by LBG 2 for cash (the "LBG 2 Offers" and,
together with the LBG 1 Offers, the "Offers").
The Offers were made upon the terms and subject to the
conditions contained in the tender offer memorandum dated 29
January 2016 as amended by an announcement made on 9 February 2016
(the "Tender Offer Memorandum").
This announcement is made in accordance with the Tender Offer
Memorandum. Capitalised terms not otherwise defined in this
announcement have the same meaning as assigned to them in the
Tender Offer Memorandum.
The Offerors hereby announce that they will accept for purchase
all Notes validly tendered under the relevant Offers (c. 730m
Sterling equivalent). The below table sets out the results of the
Offers.
Accrued
Amount Interest
Outstanding Payment
Following per Make
Series Settlement thousand Whole Make
Title of Acceptance of the Principal Redemption Whole Purchase
Security Issuer ISIN Number Amount Offers Amount Price Premium Price
----------------- -------- --------------- ----------------- ----------------- ----------- ----------- -------- -------------
EUR486,527,000 EUR1,389.33
15.000 per per
cent. Enhanced EUR1,000
Capital in
Notes due aggregate
December LBG 136.933 principal
2019 2 XS0459089412 EUR165,321,000 EUR321,206,000 EUR10.30 % 2 % amount
EUR125,330,000
8.875 per
cent. Enhanced EUR1,020
Capital per EUR1,000
Notes due in aggregate
February LBG principal
2020 2 XS0459087986 EUR31,646,000 EUR93,684,000 EUR1.94 N/A N/A amount
EUR53,040,000
Floating EUR1,020
Rate Enhanced per EUR1,000
Capital in aggregate
Notes due LBG principal
March 2020 1 XS0459090931 EUR46,603,000 EUR6,437,000 EUR5.21 N/A N/A amount
EUR94,737,000
7.375 per EUR1,020
cent. Enhanced per EUR1,000
Capital in aggregate
Notes due LBG principal
March 2020 1 XS0459090774 EUR24,675,000 EUR70,062,000 EUR68.51 N/A N/A amount
EUR661,955,000
6.385 per EUR1,020
cent. Enhanced per EUR1,000
Capital in aggregate
Notes due LBG principal
May 2020 2 XS0459088794 EUR260,202,000 EUR353,911,000 EUR48.67 N/A N/A amount
EUR226,172,000
7.625 per
cent. Enhanced EUR1,020
Capital per EUR1,000
Notes due in aggregate
October LBG principal
2020 1 XS0459091236 EUR133,863,000 EUR92,309,000 EUR25.83 N/A N/A amount
GBP775,158,000
15.000 per
cent. Enhanced GBP1,342.90
Capital per GBP1,000
Notes due in aggregate
December LBG 132.290 principal
2019 2 XS0459089255 GBP185,877,000 GBP517,588,000 GBP10.30 % 2 % amount
GBP67,853,000
15.000 per
cent. Enhanced GBP1,753.38
Capital per GBP1,000
Notes due in aggregate
January LBG 173.338 principal
2029 2 XS0459089685 GBP48,061,000 GBP19,792,000 GBP10.30 % 2 % amount
Settlement Date
Settlement of the relevant Purchase Price and Accrued Interest
Payment in respect of the Existing Notes validly tendered in the
Offers and accepted for purchase is expected to be made on 15
February 2016. Following settlement of the Offers, the Offerors
intend to cancel any Existing Notes purchased pursuant to the
Offers.
Regulatory Call Right
The Offerors further announced on 29 January 2016 that they had
released call notices in respect of certain of their euro, sterling
and U.S. dollar denominated Enhanced Capital Notes exercising their
right to redeem those ECNs (a "Regulatory Call Right") following a
Capital Disqualification Event (as defined in the terms and
conditions of the ECNs) ("CDE"). The redemption of these securities
occurred on 9 February 2016.
The Offerors hereby confirm that, following settlement of the
Offers, they will redeem all the Existing Notes which remain
outstanding, as set out in the table above in the column entitled
"Amount Outstanding Following Settlement of the Offers". The
redemption of such Existing Notes is expected to occur on 29
February 2016 or, in the case of the EUR53,040,000 Floating Rate
Enhanced Capital Notes due March 2020 (ISIN: XS0459090931), on the
next scheduled interest payment date, being 14 March 2016.
February 12, 2016 07:29 ET (12:29 GMT)
Lloyds Banking Group plc has been notified that the Supreme
Court has granted the ECN trustee leave to appeal the unanimous
judgement of the Court of Appeal of 10 December 2015 that a CDE had
occurred. The Group continues to seek to balance the interests of
all stakeholders in this matter and has previously confirmed that,
if the Supreme Court were to determine that a CDE had not occurred
in relation to the ECNs, it would compensate fairly the holders of
the ECNs whose securities are redeemed by LBG Capital No. 1 plc and
LBG Capital No. 2 plc by reason of a CDE for losses suffered as a
result of such early redemption.
FURTHER INFORMATION
Lucid Issuer Services Limited has been appointed by the Offerors
as tender agent (the "Tender Agent") in connection with the
Offers.
BNP Paribas, Deutsche Bank AG, London Branch, Goldman Sachs
International, Lloyds Bank plc, Merrill Lynch International and UBS
Limited were appointed by the Offerors as Dealer Managers (the
"Dealer Managers") for the purposes of the Offers.
For further information please contact:
Investor Relations
Douglas Radcliffe +44 (0) 20 7356 1571
Group Investor Relations Director
Email: douglas.radcliffe@finance.lloydsbanking.com
Corporate Affairs
Matt Smith +44 (0) 20 7356 3522
Head of Corporate Media
Email: matt.smith@lloydsbanking.com
Requests for information in relation to the Offers should be
directed to:
DEALER MANAGERS
BNP Paribas Deutsche Bank AG, London Goldman Sachs International
10 Harewood Avenue Branch Peterborough Court
London NW1 6AA Winchester House 133 Fleet Street
United Kingdom 1 Great Winchester Street London EC4A 2BB
London EC2N 2DB United Kingdom
United Kingdom
Telephone: +44 20 7595 Telephone: +44 20 7774
8668 Telephone: +44 20 7545 9862
Attention: Liability Management 8011 Attention: Liability
Group Attention: Liability Management Group
email: liability.management@bnpparibas.com Management Group email:
email: liabilitymanagement.eu@gs.com
liability.management@db.com
Lloyds Bank plc Merrill Lynch International UBS Limited
10 Gresham Street 2 King Edward Street 1 Finsbury Avenue
London EC2V 7AE London EC1A 1HQ London EC2M 2PP
United Kingdom United Kingdom United Kingdom
Telephone: +44 20 7158 Telephone: +44 20 7996 Telephone: +44 20 7568
2720 5698 2133
Attention: Liability Management Attention: Liability Attention: Liability
Group Management Group Management Group
email: liability.management@lloydsbanking.com email: email:
DG.LM_EMEA@baml.com ol-liabilitymanagement-eu@ubs.com
Requests for information in relation to, and for any documents
or materials relating to, the Tender Offer should be directed
to:
TENDER AGENT
Lucid Issuer Services Limited
Tankerton Works
12 Argyle Walk
London WC1H 8HA
United Kingdom
Tel: +44 20 7704 0880
Attention: Sunjeeve Patel / Paul Kamminga
Email: lbg@lucid-is.com
DISCLAIMER
This announcement must be read in conjunction with the Tender
Offer Memorandum. This announcement and the Tender Offer Memorandum
contain important information which must be read carefully. If any
Holder is in any doubt as to the action it should take, it is
recommended to seek its own legal, tax, accounting and financial
advice, including as to any tax consequences, from its stockbroker,
bank manager, solicitor, accountant or other independent financial
adviser. None of the Offerors, the Dealer Managers, the Tender
Agent and any person who controls, or is a director, officer,
employee or agent of such persons, or any affiliate of such
persons, has made any recommendation in connection with the
Offers.
This announcement and the Tender Offer Memorandum do not
constitute an offer or an invitation to participate in the Offers
in the United States or in any other jurisdiction in which, or to
any person to or from whom, it is unlawful to make such offer or
invitation or for there to be such participation under applicable
laws. The distribution of this announcement and the Tender Offer
Memorandum in certain jurisdictions may be restricted by law.
Persons into whose possession this announcement and/or the Tender
Offer Memorandum comes are required by each of the Offerors, the
Dealer Managers and the Tender Agent to inform themselves about and
to observe any such restrictions.
The Dealer Managers and the Tender Agent (and their respective
directors, employees or affiliates (other than the Offerors in
their capacity as such)) make no representations or recommendations
whatsoever regarding this announcement, the Tender Offer Memorandum
or the Offers. The Tender Agent is the agent of the Offerors and
owes no duty to any Holder.
This information is provided by RNS
The company news service from the London Stock Exchange
END
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February 12, 2016 07:29 ET (12:29 GMT)
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