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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