Lloyds
Banking Group plc
Redemption of the Outstanding $1,675,000,000 7.5 per cent.
Fixed Rate Reset Additional Tier 1 Perpetual Subordinated
Contingent Convertible Securities
(CUSIP: 539439AG4* / ISIN:
US539439AG42)
April 29, 2024. Lloyds Banking Group plc (the
"Group") announces that it
has issued a notice of redemption for the entire outstanding
principal amount of its $1,675,000,000 7.5 per cent. Fixed Rate
Reset Additional Tier 1 Perpetual Subordinated Contingent
Convertible Securities (the "Notes"). A notice of redemption
pursuant to Section 2.11 Notice of Redemption of the First
Supplemental Indenture dated April 7, 2014
governing the Securities
has been distributed to The Bank of New York
Mellon, acting through its London Branch, as trustee (the
"Trustee").
The outstanding Notes will be
redeemed on June 27, 2024 (the "Redemption Date") at an amount equal to
100% of their principal amount, together with any accrued but
unpaid interest to, but excluding, the Redemption Date (the
"Redemption Price").
Accordingly, the listing of the Notes on the Global Exchange Market of the Irish Stock Exchange
will be cancelled on, or shortly after, June 27,
2024.
The location where holders may
surrender the Notes and obtain payment of the Redemption Price is
The Bank of New York Mellon, 160 Queen Victoria Street, London EC4V
4LA, Attn: Corporate Trust Administration, Email:
corpsov4@bnymellon.com
On the Redemption Date, the
Redemption Price will become due and payable and interest on the
Notes will cease to accrue. Before the Redemption Date, the Group
will irrevocably deposit with the Trustee or with a paying agent an
amount of money sufficient to pay the total Redemption Price of
each of the Notes. When the Group makes such a deposit, all rights
of the holders of the Notes will cease, except the holders' rights
to receive the Redemption Price and the Notes will no longer be
outstanding.
Upon redemption of the Notes there
will be a loss to CET1 of approximately £0.3bn due to the change in
FX rates since the date of issuance of the Notes. This does not
change the Full Year 2024 capital generation guidance, nor any
other aspect of current guidance, as initially communicated to the
market on February 22, 2024 and provided within the 2023 Full Year
Results RNS.
For further information in relation
to the redemption of the Notes, please contact:
Group Corporate Treasury:
Liz Padley
Managing Director, Capital and Term
Funding
Telephone: +44 (0)7385 032858
Pascale Dorey
Director, Debt Investor
Relations
Telephone: +44 (0)7384
240296
*
This CUSIP number has been assigned to this issue by a third party,
and is included solely for the convenience of the holders of the
Notes. Neither the Group nor the Trustee shall be responsible for
the selection or use of this CUSIP number, nor is any
representation made as to its correctness on the Notes or as
indicated in any redemption notice.
Forward
Looking Statements
This document contains certain
forward-looking statements within the meaning of Section 21E of the
US Securities Exchange Act of 1934, as amended, and section 27A of
the US Securities Act of 1933, as amended, with respect to the
business, strategy, plans and/or results of Lloyds Banking Group
plc together with its subsidiaries (the Group) and its current
goals and expectations. Statements that are not historical or
current facts, including statements about the Group's or its
directors' and/or management's beliefs and expectations, are
forward-looking statements. Words such as, without limitation,
'believes', 'achieves', 'anticipates', 'estimates', 'expects',
'targets', 'should', 'intends', 'aims', 'projects', 'plans',
'potential', 'will', 'would', 'could', 'considered', 'likely',
'may', 'seek', 'estimate', 'probability', 'goal', 'objective',
'deliver', 'endeavour', 'prospects', 'optimistic' and similar
expressions or variations on these expressions are intended to
identify forward-looking statements. These statements concern or
may affect future matters, including but not limited to:
projections or expectations of the Group's future financial
position, including profit attributable to shareholders,
provisions, economic profit, dividends, capital structure,
portfolios, net interest margin, capital ratios, liquidity,
risk-weighted assets (RWAs), expenditures or any other financial
items or ratios; litigation, regulatory and governmental
investigations; the Group's future financial performance; the level
and extent of future impairments and write-downs; the Group's ESG
targets and/or commitments; statements of plans, objectives or
goals of the Group or its management and other statements that are
not historical fact and statements of assumptions underlying such
statements. By their nature, forward-looking statements involve
risk and uncertainty because they relate to events and depend upon
circumstances that will or may occur in the future. Factors that
could cause actual business, strategy, targets, plans and/or
results (including but not limited to the payment of dividends) to
differ materially from forward-looking statements include, but are
not limited to: general economic and business conditions in the UK
and internationally; acts of hostility or terrorism and responses
to those acts, or other such events; geopolitical unpredictability;
the war between Russia and Ukraine; the conflicts in the Middle
East; the tensions between China and Taiwan; political instability
including as a result of any UK general election; market related
risks, trends and developments; changes in client and consumer
behaviour and demand; exposure to counterparty risk; the ability to
access sufficient sources of capital, liquidity and funding when
required; changes to the Group's credit ratings; fluctuations in
interest rates, inflation, exchange rates, stock markets and
currencies; volatility in credit markets; volatility in the price
of the Group's securities; tightening of monetary policy in
jurisdictions in which the Group operates; natural pandemic and
other disasters; risks concerning borrower and counterparty credit
quality; risks affecting insurance business and defined benefit
pension schemes; changes in laws, regulations, practices and
accounting standards or taxation; changes to regulatory capital or
liquidity requirements and similar contingencies; the policies and
actions of governmental or regulatory authorities or courts
together with any resulting impact on the future structure of the
Group; risks associated with the Group's compliance with a wide
range of laws and regulations; assessment related to resolution
planning requirements; risks related to regulatory actions which
may be taken in the event of a bank or Group failure; exposure to
legal, regulatory or competition proceedings, investigations or
complaints; failure to comply with anti-money laundering, counter
terrorist financing, anti-bribery and sanctions regulations;
failure to prevent or detect any illegal or improper activities;
operational risks including risks as a result of the failure of
third party suppliers; conduct risk; technological changes and
risks to the security of IT and operational infrastructure,
systems, data and information resulting from increased threat of
cyber and other attacks; technological failure; inadequate or
failed internal or external processes or systems; risks relating to
ESG matters, such as climate change (and achieving climate change
ambitions) and decarbonisation, including the Group's ability along
with the government and other stakeholders to measure, manage and
mitigate the impacts of climate change effectively, and human
rights issues; the impact of competitive conditions; failure to
attract, retain and develop high calibre talent; the ability to
achieve strategic objectives; the ability to derive cost savings
and other benefits including, but without limitation, as a result
of any acquisitions, disposals and other strategic transactions;
inability to capture accurately the expected value from
acquisitions; assumptions and estimates that form the basis of the
Group's financial statements; and potential changes in dividend
policy. A number of these influences and factors are beyond the
Group's control. Please refer to the latest Annual Report on Form
20-F filed by Lloyds Banking Group plc with the US Securities and
Exchange Commission (the SEC), which is available on the SEC's
website at www.sec.gov, for a discussion of certain factors and
risks. Lloyds Banking Group plc may also make or disclose written
and/or oral forward-looking statements in other written materials
and in oral statements made by the directors, officers or employees
of Lloyds Banking Group plc to third parties, including financial
analysts. Except as required by any applicable law or regulation,
the forward-looking statements contained in this document are made
as of today's date, and the Group expressly disclaims any
obligation or undertaking to release publicly any updates or
revisions to any forward-looking statements contained in this
document whether as a result of new information, future events or
otherwise. The information, statements and opinions contained in
this document do not constitute a public offer under any applicable
law or an offer to sell any securities or financial instruments or
any advice or recommendation with respect to such securities or
financial instruments.
