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.

(MORE TO FOLLOW) Dow Jones Newswires

February 12, 2016 07:44 ET (12:44 GMT)

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