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Lloyds Banking Group PLC — Capital/Financing Update 2017
Sep 18, 2017
4691_rns_2017-09-18_6e23af18-4216-4665-a0f3-97f945cb40d1.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 8 September 2017
Lloyds Banking Group plc
Issue of €750,000,000 1.500 per cent. Notes due 2027 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 Prospectuses dated 27 April 2017 and 27 July 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 Prospectuses 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 | Issuer: | Lloyds Banking Group plc (the "Company") | |
|---|---|---|---|
| 2 | (i) Series Number: |
LBG0002 | |
| (ii) Tranche Number: |
1 | ||
| 3 | Specified Currency: | Euro ("€") | |
| 4 | Aggregate Nominal Amount: | ||
| (i) Series: |
€750,000,000 | ||
| (ii) Tranche: |
€750,000,000 | ||
| 5 | Issue Price: | 99.274 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: |
12 September 2017 |
| (ii) Interest Commencement Date: |
Issue Date | |
| 8 | Maturity Date: | 12 September 2027 |
| 9 | Interest Basis: | 1.500 per cent. Fixed 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 | Applicable | |
|---|---|---|---|
| (i) Rate of Interest: |
1.500 per cent. per annum payable annually in arrear | ||
| (ii) Interest Payment Date(s): |
12 September in each year from and including 12 September 2018 |
||
| (iii) Fixed Coupon Amount: |
€15.00 per Calculation Amount | ||
| (iv) Broken Amount(s): |
Not Applicable | ||
| (v) Day Count Fraction: |
Actual/Actual ICMA | ||
| (vi) Determination Dates: |
12 September in each year | ||
| (vii) Business Day Convention: | Not Applicable | ||
| 18 | Fixed Rate Reset Note Provisions | Not Applicable | |
| 19 | Floating Rate Note Provisions | Not Applicable | |
| 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: |
$E1,000$ 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 |
No | |
| dates on which such Talons mature): | |||
| DISTRIBUTION |
Signed on behalf of the Company:
$\ddagger$ O
By: PETER GREEN
Duly authorised
PART B – OTHER INFORMATION
| 1 | LISTING | ||
|---|---|---|---|
| (i) Listing: |
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 12 September 2017. |
||
| (iii) Estimate of total expenses related to admission to trading: |
£4,380 | ||
| 2 | RATINGS | ||
| Ratings: | The Notes to be issued have been rated: | ||
| S & P: BBB+ | |||
| Moody's: Baa1 | |||
| Fitch: A+ | |||
| 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.
| 4 | Fixed Rate Notes only — YIELD | |
|---|---|---|
| Indication of yield: | 1.579 per cent. per annum | |
| 5 | OPERATIONAL INFORMATION | |
| ISIN Code: | XS1681050610 | |
| Common Code: | 168105061 | |
| 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 |