RNS Number : 2443I
Lloyds Bank PLC
31 March 2020
March 31, 2020
LLOYDS BANK PLC COMMENCES A CASH TENDER OFFER FOR ANY AND ALL OF ITS 12.00% Fixed-to-Floating Rate Perpetual Capital Securities
The Offeror has today launched a tender offer (the "Offer") to purchase for cash any and all of certain series of its U.S. dollar denominated notes set out in the table below (the "Notes").
The Offer is being made on the terms and subject to the conditions set out in the Offer to Purchase dated March 31, 2020 (the "Offer to Purchase") and the related Notice of Guaranteed Delivery (together, the "Offer Documents"). Capitalized terms not otherwise defined in this announcement have the same meaning as in the Offer to Purchase.
Purpose of the Offer
The Offeror is making the Offer in order to provide the holders of the Notes with an opportunity to have their Notes repurchased while maintaining a prudent approach to the management of the LBG Group's capital position. The LBG Group will continue to meet all of its capital requirements irrespective of the outcome of the Offer.
Terms of the Offer
The Offeror is offering to purchase for cash, on the terms and conditions described in the Offer to Purchase, any and all of its 12.00% Fixed-to-Floating Rate Perpetual Capital Securities issued by Lloyds Bank plc (ISIN XS0474660676 and US539473AE82).
The Offer will expire at 5:00 p.m., New York City time, on April 6, 2020, unless extended (such date and time, as the same may be extended, the "Expiration Deadline") or earlier terminated.
Purchase Price; Accrued Interest
The Purchase Price for each $1,000 principal amount of Notes validly tendered and not validly withdrawn at or prior to the Expiration Deadline and accepted for purchase by the Offeror will be $1,090.
In addition to the Purchase Price, holders of Notes accepted for purchase pursuant to the Offer, will also receive accrued and unpaid interest on each $1,000 principal amount of such Notes (rounded to the nearest $0.01) from the last interest payment date up to, but not including, the Settlement Date (as defined below) (the "Accrued Interest"). Accrued Interest for each $1,000 principal amount of Notes validly tendered and accepted for purchase will be rounded to the nearest $0.01, with $0.005 being rounded upwards.
Unless the Offer is extended, reopened or earlier terminated, payment of the Purchase Price, plus any Accrued Interest, to holders of Notes that are validly tendered and not withdrawn and accepted for purchase is expected
to be made on April 9, 2020 (the "Settlement Date").
The Offer is not conditional upon any minimum amount of Notes being tendered. However, the Offer is conditional upon the satisfaction or waiver of certain conditions described in the Offer to Purchase.
Notes tendered pursuant to the Offer may be withdrawn at any time before the earlier of (i) the Withdrawal Deadline and (ii) if the Offer is extended, the 10th Business Day after the commencement of the Offer. Notes tendered pursuant to the Offer may also be withdrawn at any time after the 60th Business Day after commencement of the Offer if, for any reason, the Offer has not been consummated within 60 Business Days of commencement.
The relevant deadline set by the relevant Clearing System or any intermediary for the submission of Tender Instructions may be earlier than the deadlines set out herein.
The following table sets out the expected dates and times of the key events relating to the Offer. This is an indicative timetable and is subject to change.
Events Dates and Times ------------------------------------------- --------------------------------------- Commencement Date Offer announced. Offer to Purchase March 31, 2020 made available to holders of Notes. Withdrawal Deadline The deadline for holders to validly 5:00 p.m., New York City time, withdraw Notes tendered before this on April 6, 2020, unless otherwise date and time, unless otherwise extended. extended Expiration Deadline The deadline for holders to tender 5:00 p.m., New York City time, Notes pursuant to the Offer in order on April 6, 2020, unless otherwise to qualify for payment of the Purchase extended Price plus any Accrued Interest. Guaranteed Delivery Date Close of business on the second The deadline for holders using the Business Day following the Expiration guaranteed delivery procedures to Deadline deliver their Notes. Settlement Date Payment of the Purchase Price, plus Expected on April 9, 2020. any Accrued Interest, for all Notes validly tendered and not validly withdrawn and accepted for purchase pursuant to the Offer.
The times and dates above are subject, where applicable, to the right of the Offeror to extend, re-open, amend, limit, terminate or withdraw the Offer, subject to applicable law. Accordingly, the actual timetable may differ significantly from the expected timetable set out above.
Holders should confirm with the bank, securities broker or any other intermediary through which they hold their Notes whether such intermediary needs to receive instructions from a holder before the deadlines specified above in order for that holder to be able to participate in, or withdraw their instruction to participate in, the Offer.
Copies of the Offer Documents are available at the following web address: www.lucid-is.com/lloydsbankplc
Requests for additional copies of the Offer Documents and information in relation to the
procedures for tendering should be directed to:
Lucid Issuer Services Limited Email: firstname.lastname@example.org
Arlind Bytyqi Telephone: + 44 (0) 20 7704 0080
Douglas Radcliffe Email: email@example.com
Group Investor Relations Director Telephone: +44 (0) 20 7356 1571
Joint Dealer Managers
Goldman Sachs International Telephone: +44 20 7552 6157
Attn: Liability Management Group
Lloyds Securities Inc. Telephone: +1 (212) 284-0411
Attn: Liability Management Group
This announcement and the Offer to Purchase (including the documents incorporated by reference therein) contain important information which should be read carefully before any decision is made with respect to the Offer. If you are in any doubt as to the contents of this announcement or the Offer to Purchase or the action you should take, you are recommended to seek your own financial and legal advice, including as to any tax consequences, immediately from your stockbroker, bank manager, solicitor, accountant or other independent financial or legal adviser. Any individual or company whose Notes are held on its behalf by a broker, dealer, bank, custodian, trust company or other nominee or intermediary must contact such entity if it wishes to participate in the Offer. None of the Offeror, the Joint Dealer Managers, the Tender Agent or the trustee with respect to the Notes (or any of their respective directors, employees or affiliates) make any
recommendation as to whether holders should tender Notes pursuant to the Offer.
The communication of this announcement, the Offer to Purchase and any other documents or materials relating to the Offer is not being made, and such documents and/or materials have not been approved, by an authorized person for the purposes of Section 21 of the Financial Services and Markets Act 2000. Accordingly, this announcement, such related documents and/or materials are not being distributed to, and must not be passed on to, the general public in the United Kingdom, and are only for circulation to persons to whom they can lawfully be circulated outside the United Kingdom or to persons within the United Kingdom falling within the definition of investment professionals (as defined in Article 19(5) of the Financial Services and Markets Act 2000 (Financial Promotion) Order 2005 (the "Order")), or within Article 43(2) of the Order, or to other persons to whom they may lawfully be communicated in accordance with the Order (such persons together being the "Relevant Persons"). The announcement and any such related documents and/or materials are only available to Relevant Persons and the transactions contemplated therein will be available only to, and engaged in only with, Relevant Persons, and the announcement and any related documents and/or materials must not be relied or acted upon by persons other than Relevant Persons.
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March 31, 2020 07:53 ET (11:53 GMT)Copyright (c) 2020 Dow Jones & Company, Inc.