Lloyds takes in tenders for $3.3 billion notes in any-and-all offer

By Susanna Moon

Chicago, Nov. 4 – Lloyds Banking Group plc said investors had tendered $3,296,365,000 of five series of its notes in the any-and-all tender offer that ended at 5 p.m. ET on Nov. 3.

Lloyds began the tender for any and all of five series of notes on Oct. 27, along with a separate maximum tender offer for up to $2 billion of eight other series of its notes and two exchange offers for eight series of its notes.

The maximum tender offer will end at 11:59 p.m. ET on Nov. 25. The exchange offers expired at 11 a.m. ET on Nov. 4.

In the any-and-all offer, holders also had tendered $18,907,000 principal amount of the notes using the guaranteed delivery procedures.

The breakdown for the tendered notes is as follows, according to a company announcement, with a purchase price per $1,000 principal amount:

• $682.82 million of the $1 billion 1.75% notes due 2018 (Cusip: 53944VAC3) with a purchase price of $1,004.38, set using the 0.75% U.S. Treasury note due Sept. 30, 2018 plus 60 basis points. $2,825,000 was tendered under guaranteed delivery;

• $812,018,000 of the $1.25 billion 1.75% notes due 2018 (Cusip: 53944VAG4) with a purchase price of $1,004.90, set using the 0.75% U.S. Treasury note due Sept. 30, 2018 plus 60 bps. $320,000 was tendered under guaranteed delivery;

• $533,848,000 of the $1 billion 2.35% notes due 2019 with a purchase price of $1,018.82, set using the 1% U.S. Treasury note due Oct. 15, 2019 plus 70 bps;

• $532,901,000 of the $1 billion 2.4% notes due 2020 with a purchase price of $1,020.21, set using the 1.125% U.S. Treasury note due Sept. 30, 2021 plus 50 bps. $200,000 was tendered under guaranteed delivery; and

• $734,778,000 of the $1.25 billion 3.5% notes due 2025 with a purchase price of $1,067.41, set using the 1.5% U.S. Treasury note due Aug. 15, 2026 plus 80 bps. $15,562,000 was tendered under guaranteed delivery.

Pricing was set at 11 a.m. ET on Nov. 3 using a fixed spread above a U.S. Treasury note.

Lloyds will also pay accrued interest to but excluding settlement on Nov. 8.

The offers are not conditioned on any minimum amount of notes being tendered but are subject to some other conditions.

Lloyds previously said it was tendering for the notes “in order to provide the holders of the notes with an opportunity to have their notes repurchased while maintaining a prudent approach to funding and liquidity as part of the group's ongoing liability management.”

The tender and exchange agent is Lucid Issuer Services Ltd. (attn: David Shilson/Arlind Bytyqi, +44 20 7704 0880 or lloydsbank@lucid-is.com).

The global coordinator is Lloyds Bank (855 400-6511, 212 827-3105, +44 20 7158 2720 or liability.management@lloydsbanking.com).

The joint dealer managers of the tender offers are BNP Paribas (888 210-4358, 212 841-3059, +44 20 7595 8668 or liability.management@bnpparibas.com), Deutsche Bank Securities Inc. (866 627-0391, 212 250-2955, +44 20 7545 8011 or liability.management@db.com) and UBS Ltd. (888 719-4210, 203 719-4210, +44 20 7568 2133 or ol-liabilitymanagement-eu@ubs.com).

The banking and financial services company is based in London.

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