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Lloyds Banking Group PLC — Capital/Financing Update 2017
Jun 21, 2017
4691_rns_2017-06-21_5cf614d7-a638-41aa-b5cb-d35c6c051ac6.pdf
Capital/Financing Update
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PROHIBITION OF SALES TO EEA RETAIL INVESTORS: The Notes are not intended, from 1 January 2018, to be offered, sold or otherwise made available to and, with effect from such date. should not be offered, sold or otherwise made available to any retail investor in the European Economic Area ("EEA"). For these purposes, a retail investor means a person who is one (or more) of: (i) a retail client as defined in point (11) of Article 4(1) of Directive 2014/65/EU ("MiFID II"); or (ii) a customer within the meaning of Directive 2002/92/EC ("IMD"), where that customer would not qualify as a professional client as defined in point (10) of Article 4(1) of MiFID II. Consequently, no key information document required by Regulation (EU) No 1286/2014 (the "PRIIPs Regulation") for offering or selling the Notes or otherwise making them available to retail investors in the EEA has been prepared and therefore offering or selling the Notes or otherwise making them available to any retail investor in the EEA may be unlawful under the PRIIPS Regulation.
Final Terms dated 19 June 2017
Lloyds Banking Group plc
Issue of €1,000,000,000 Floating Rate Notes due 2024 under the £25,000,000,000 Euro Medium Term Note Programme
PART A - CONTRACTUAL TERMS
Terms used herein shall be deemed to be defined as such for the purposes of the Conditions (the "Conditions") contained in the Trust Deed dated 30 March 2017 and set forth in the Prospectus dated 30 March 2017 and the supplemental Prospectus dated 27 April 2017 which together constitute a base prospectus for the purposes of the Prospectus Directive (Directive 2003/71/EC) and amendments thereto, to the extent that such amendments have been implemented in the relevant Member State of the European Economic Area (the "Prospectus Directive"). This document constitutes the Final Terms of the Notes described herein for the purposes of Article 5.4 of the Prospectus Directive and must be read in conjunction with such Prospectus as so supplemented. Full information on the Company and the offer of the Notes is only available on the basis of the combination of these Final Terms and the Prospectus. The Prospectus and the supplemental Prospectus are available for viewing at www.londonstockexchange.com/exchange/news/market-news/market-news-home.html and copies may be obtained from Lloyds Banking Group plc, The Mound, Edinburgh EH1 1YZ.
| 1 | lssuer: | Lloyds Banking Group plc (the "Company") | |
|---|---|---|---|
| 2 | (i) | Series Number: | LBG0001 |
| (ii) | Tranche Number: | ||
| 3 | Specified Currency: | Euro ("€") | |
| $\overline{4}$ | Aggregate Nominal Amount: | €1,000,000,000 | |
| 5 | Issue Price: | 100.000 per cent. of the Aggregate Nominal Amount | |
| 6 | (i) | Specified Denominations: | €100,000 and integral multiples of $€1,000$ in excess thereof up to and including €199,000. No Notes in definitive form will be issued with a denomination above €199,000 |
| (ii) | Calculation Amount: | €1,000 | |
|---|---|---|---|
| 7 | (i) | Issue Date: | 21 June 2017 |
| (ii) | Interest Commencement Date: |
Issue Date | |
| 8 | Maturity Date: | Interest Payment Date falling on or nearest to 21 June 2024 |
|
| 9 | Interest Basis: | 3 month EURIBOR + 0.78 per cent. Floating Rate | |
| 10 | Redemption Basis: | Redemption at par | |
| 11 | Change of Interest or Redemption/Payment Basis: |
Not Applicable | |
| 12 | Alternative Currency Equivalent: | Not Applicable | |
| 13 | Put/Call Options: | Not Applicable | |
| 14 | Status of the Notes: | Senior | |
| 15 | Senior Notes Waiver of Set-off: | Applicable | |
| 16 | Restricted Events of Default: | Applicable | |
| PROVISIONS RELATING TO INTEREST (IF ANY) PAYABLE | |||
| 17 | Fixed Rate Note Provisions | Not Applicable | |
| 18 | Fixed Rate Reset Note Provisions |
Not Applicable | |
| 19 | Floating Rate Note Provisions | Applicable | |
| (i) | Interest Period(s): | As set out in the Conditions | |
| (ii) | Specified Interest Payment Dates: |
21 March, 21 June, 21 September and 21 December in each year, commencing 21 September 2017 up to, and including, the Maturity Date, subject in each case to adjustment in accordance with the Business Day Convention set out in (iv) below |
|
| (iii) | Interest Period Date: | Each Specified Interest Payment Date | |
| (iv) | Business Day Convention: | Modified Following Business Day Convention | |
| (v) | Business Centre(s): | London and TARGET |
$\ddot{\phantom{0}}$
| (vi) | Manner in which the Rate(s) of Interest is/are to be determined: |
Screen Rate Determination | ||
|---|---|---|---|---|
| (vii) | Party responsible for calculating the Rate(s) of Interest and Interest Amount(s) (if not the Issuing and Paying Agent): |
Citibank, N.A., London Branch | ||
| (viii) | Screen Rate Determination: |
Applicable | ||
| Reference Rate: | 3 month EURIBOR | |||
| Interest Determination $Date(s)$ : |
Two TARGET Business Days prior to the first day in each Interest Accrual Period |
|||
| Relevant Screen Page: | Reuters EURIBOR01 | |||
| Relevant Time: | 11.00 a.m. (Brussels time) | |||
| (ix) | ISDA Determination: | Not Applicable | ||
| (x) | Linear Interpolation: | Not Applicable | ||
| (xi) | Margin(s): | + 0.78 per cent. per annum | ||
| (xii) | Minimum Rate of Interest: | Not Applicable | ||
| (xiii) | Maximum Rate of Interest: | Not Applicable | ||
| (xiv) | Day Count Fraction: | Actual/360 | ||
| 20 | Zero Coupon Note Provisions | Not Applicable | ||
| PROVISIONS RELATING TO REDEMPTION | ||||
| 21 | Call Option | Not Applicable | ||
| 22 | Put Option | Not Applicable | ||
| 23 | Capital Disqualification Event Call |
Not Applicable | ||
| 24 | Loss Absorption Disqualification Event Call |
Applicable |
| Loss Absorption Disqualification Event - Partial Exclusion: |
Applicable | |||
|---|---|---|---|---|
| 25 | Final Redemption Amount | €1,000 per Calculation Amount | ||
| 26 | Early Redemption Amount | |||
| Early Redemption Amount(s) payable on redemption for taxation reasons, following a Capital Disqualification Event or on event of default or other early redemption: |
€1,000 per Calculation Amount | |||
| 27 | Capital Disqualification Event Substitution and Variation |
Not Applicable | ||
| GENERAL PROVISIONS APPLICABLE TO THE NOTES | ||||
| 28 | Form of Notes: | Bearer Notes: | ||
| Temporary Global Note exchangeable for a Permanent Global Note which is exchangeable for Definitive Notes in the limited circumstances specified in the Permanent Global Note |
||||
| 29 | New Global Note: | Yes | ||
| 30 | Additional Financial Centre(s) or other special provisions relating to payment dates: |
London and TARGET | ||
| 31 | Talons for future Coupons to be attached to Definitive Notes (and dates on which such Talons mature): |
Yes | ||
| DISTRIBUTION | ||||
| 32 | U.S. Selling Restrictions: | Reg S Category 2; TEFRA D | ||
| Signed on behalf of the Company: | ||||
| dos |
By: Duly authorised
PART B - OTHER INFORMATION
$\overline{1}$ LISTING
$\overline{2}$
Listing: $(i)$ London (ii) Admission to trading: Application is expected to be made for the Notes to be admitted to trading on the London Stock Exchange's Regulated Market with effect from 21 June 2017 (iii) Estimate of total expenses £4.380 related to admission to trading: RATINGS Ratings: The Notes to be issued have been rated:
S&P: BBB+ Moody's: Baa1 Fitch: A+
$\overline{3}$ INTERESTS OF NATURAL AND LEGAL PERSONS INVOLVED IN THE ISSUE
Save as discussed in "Subscription and Sale", so far as the Company is aware, no person involved in the issue of the Notes has an interest material to the issue.
$\overline{4}$ HISTORIC INTEREST RATES
Details of historic EURIBOR rates can be obtained from Reuters.
5 OPERATIONAL INFORMATION
| ISIN Code: | XS1633845158 |
|---|---|
| Common Code: | 163384515 |
| Any clearing system(s) other than Euroclear Bank SA/NV and Clearstream Banking, S.A. and the relevant identification number(s): |
Not Applicable |
| Delivery: | Delivery against payment |
| Names and addresses of additional Paying Agent(s) (if any): |
Not Applicable |
| Name and address of Calculation Agent: |
Citibank, N.A., London Branch Canada Square Canary Wharf London E14 5LB |