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Lloyds TSB Bank PLC (38ZT)

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Wednesday 26 September, 2012

Lloyds TSB Bank PLC

REPLACEMENT - Tender Offer - CAD, CHF, EUR and GBP

RNS Number : 1949N
Lloyds TSB Bank PLC
26 September 2012
 



NOT FOR DISTRIBUTION IN OR INTO OR TO ANY PERSON LOCATED OR RESIDENT IN THE UNITED STATES, ITS TERRITORIES AND POSSESSIONS, ANY STATE OF THE UNITED STATES OR THE DISTRICT OF COLUMBIA (THE "UNITED STATES") OR TO ANY U.S. PERSON.

(SEE "OFFER AND DISTRIBUTION RESTRICTIONS" BELOW)

 

 

 

==========================================================================================

 

26 September 2012 - 10.45 a.m.

 

Bank of Scotland plc and Lloyds TSB Bank plc cash tender offers on certain Canadian dollar, euro, pounds sterling and Swiss franc securities: announcement of Purchase Prices, Clearing Spreads, indicative Total Acceptance Amount and indicative Series Acceptance Amounts

On 18 September 2012, on the terms of and subject to the conditions contained in a tender offer memorandum dated 18 September 2012 (the "Tender Offer Memorandum"):

(i) Bank of Scotland plc ("BOS") invited Holders of the BOS Notes listed below to tender their BOS Notes for purchase by BOS for cash (the "BOS Offers"); and

(ii) Lloyds TSB Bank plc ("LTSB" and, together with BOS, the "Offerors" and each an "Offeror") invited Holders of the LTSB Notes listed below to tender their LTSB Notes for purchase by LTSB for cash (the "LTSB Offers" and, together with the BOS Offers, the "Offers").

Capitalised terms not otherwise defined in this announcement have the same meaning as assigned to them in the Tender Offer Memorandum. The Tender Offer Memorandum is available from the Dealer Managers and the Tender Agents.

The Offers expired at 4.00 p.m. (London time) on 25 September 2012. Each of BOS and LTSB (as applicable) hereby informs Holders that (i) the Purchase Price in respect of the BOS Floating Rate Notes and each Series of LTSB CAD Notes; (ii) the Clearing Spread in respect of each Series of BOS Fixed Rate Notes and LTSB Non-CAD Notes; and (iii) the indicative Series Acceptance Amount in respect of each Series of Notes have been set pursuant to a modified Dutch auction procedure as specified in the tables below. The Offerors have elected to increase the Maximum Offer Amount in accordance with the conditions contained in the Tender Offer Memorandum to £2,173,038,298.

 

Title of BOS Floating Rate Notes

ISIN Number

Principal Amount Outstanding

Purchase Price[†]

Indicative Series Acceptance Amount

€1,250,000,000 Floating Rate Notes due October 2013

XS0272266049

€1,250,000,000

€1,001.10

€593,068,000

 

Title of BOS Fixed Rate Notes

ISIN Number

Principal Amount Outstanding

Reference Benchmark

Clearing Spread

Indicative Series Acceptance Amount

€1,500,000,000 5.625 per cent. Fixed Rate Notes due 23 May 2013

XS0365381473

€1,500,000,000

Applicable Interpolated Mid-Swap Rate

0 basis points

€363,634,000

CHF250,000,000 3.00 per cent. Notes due May 2016

CH0025368751

CHF250,000,000

Applicable Interpolated Mid-Swap Rate

57 basis points

CHF63,120,000

 

 

Title of LTSB CAD Notes

ISIN Number

Principal Amount Outstanding


Purchase Price[‡]

Indicative Series Acceptance Amount

CAD350,000,000 4.57 per cent. Notes due October 2015

CA539473AF59

CAD350,000,000

N/A

N/A

 

CAD500,000,000 5.28 per cent. Notes due April 2016

CA539473AN83

CAD500,000,000

N/A

N/A

 

 

Title of LTSB Non-CAD Notes

ISIN Number

Principal Amount Outstanding

Reference Benchmark

Clearing Spread

Indicative Series Acceptance Amount

CHF500,000,000 2.50 per cent. Notes due April 2014

CH0126325502

CHF500,000,000

Applicable Interpolated Mid-Swap Rate

20 basis points

CHF94,770,000

€982,549,000 6.25 per cent. Notes due April 2014

XS0422704238

€675,856,000

Applicable Interpolated Mid-Swap Rate

10 basis points

€175,342,000

£492,113,000 6.375 per cent. Notes due April 2014

XS0422703347

£492,113,000

5 per cent. UK Treasury Gilt due September 2014

130 basis points

£103,330,000

€1,500,000,000 4.50 per cent. Notes due September 2014

XS0604400001

€996,797,000

Applicable Interpolated Mid-Swap Rate

31 basis points

€132,035,000

CHF800,000,000 2.50 per cent. Notes due March 2015

CH0116767457

CHF800,000,000

Applicable Interpolated Mid-Swap Rate

50 basis points

CHF168,440,000

€600,000,000 3.375 per cent. Notes due April 2015

XS0550541691

€590,000,000

Applicable Interpolated Mid-Swap Rate

67 basis points

€60,411,000

€1,250,000,000 3.75 per cent. Notes due September 2015

XS0539845171

€1,003,578,000

Applicable Interpolated Mid-Swap Rate

72 basis points

€101,937,000

€2,000,000,000 6.375 per cent. Notes due June 2016

XS0435070288

€1,704,071,000

Applicable Interpolated Mid-Swap Rate

78 basis points

€200,220,000

€1,500,000,000 4.625 per cent. Notes due February 2017

XS0740795041

€1,500,000,000

Applicable Interpolated Mid-Swap Rate

85 basis points

€302,773,000

£400,000,000 6.75 per cent. Notes due October 2018

XS0395139354

£225,850,000

5 per cent. UK Treasury Gilt due March 2018

220 basis points

£39,098,000

€1,500,000,000 5.375 per cent. Notes due September 2019

XS0449361350

€1,230,741,000

Applicable Interpolated Mid-Swap Rate

114 basis points

€85,734,000

£708,885,000 7.50 per cent. Notes due April 2024

XS0422704071

£703,885,000

5 per cent. UK Treasury Gilt due March 2025

230 basis points

£97,929,000

£1,000,000,000 6.50 per cent. Notes due September 2040

XS0543369184

£988,000,000

4.75 per cent. UK Treasury Gilt due December 2038

225 basis points

£108,618,000

 

Indicative Total Acceptance Amount

The indicative aggregate principal amount of Notes to be accepted in the Offers across all Series of Notes combined, converted into pounds sterling in the case of (i) LTSB CAD Notes at the CAD FX Rate; (ii) Euro Notes at the Euro FX Rate; and (iii) CHF Notes at the CHF FX Rate, is £2,173,038,298.

Accrued Interest Payment

An amount equal to accrued and unpaid interest will also be paid as consideration in respect of all Notes validly tendered and accepted for purchase by the relevant Offeror pursuant to the Offers from, and including, the immediately preceding interest payment date for the relevant Series of Notes to, but excluding, the Settlement Date.

Pricing and Results

Pricing will take place at or around 2.00 p.m. (London time) today, 26 September 2012 (the "Price Determination Time"). As soon as reasonably practicable after the Price Determination Time, the relevant Offeror will announce its final decision as to whether it will accept any valid tenders in respect of each Series of Notes and, if so, (i) in respect of each Series of BOS Fixed Rate Notes and LTSB Non-CAD Notes, the applicable Reference Yield, Repurchase Yield and Purchase Price; and (ii) in respect of each Series of Notes, the pro-ration factor (if applicable), Accrued Interest and final Series Acceptance Amount. Settlement of the relevant Purchase Price and, where applicable, Accrued Interest Payment is expected to take place on 28 September 2012.

INDICATIVE TIMETABLE

The following table sets out the expected dates and times of the key events relating to the Offers. This is an indicative timetable and is subject to change.

 

Date and Time


Action


At or around 2.00 p.m. (London time) on 26 September 2012 (the "Price Determination Date")


Price Determination Time

Determination of the relevant Reference Yields, Repurchase Yields, Series Acceptance Amounts and Purchase Prices.


As soon as practicable after the Price Determination Time


Announcement by the Offerors of whether they will accept Offers in respect of a particular Series of Notes, and, if so (as applicable): the Reference Yield; the Repurchase Yield; the Purchase Price; Accrued Interest, if any; the pro-ration factor, if any; the Series Acceptance Amount (which may be zero in respect of any Series); and confirming in respect of Spread-based Notes, the relevant Clearing Spreads and in respect of Non Spread-based Notes, the relevant Purchase Prices.


28 September 2012


Settlement Date

Expected Settlement Date for Notes validly tendered and accepted by the Offerors. Payment of the relevant Purchase Price and any Accrued Interest Payment in respect of any such Notes.


 



FURTHER INFORMATION 

Lucid Issuer Services Limited has been appointed by the Offerors as lead tender agent (the "Lead Tender Agent") in connection with the Offers and Citibank, N.A., London Branch as Canadian tender agent (the "Canadian Tender Agent" and, together with the Lead Tender Agent, the "Tender Agents") in connection with the Offers in respect of the LTSB CAD Notes.

Deutsche Bank AG, London Branch, Lloyds TSB Bank plc and UBS Limited have been appointed by the Offerors as Dealer Managers (the "Dealer Managers") for the purposes of the Offers.

 

For further information please contact:

 

For analysts:

 

Frederik Verpoest
Director of Investor Relations
Lloyds Banking Group
[email protected]
+44 207 356 2385

 

For press:

 

Nicole Sharp

Media Relations

[email protected]

+44 207 356 2120



Requests for information in relation to the Offers should be directed to:

 

DEALER MANAGERS

 

Deutsche Bank AG, London Branch
Winchester House
1 Great Winchester Street
London EC2N 2DB
United Kingdom

In Europe
Tel: +44 20 7545 8011
Attention: Liability Management Group
email: [email protected]

 

In Canada
Tel: + 1 416 682 8740
Attention: Scott Lampard
email: [email protected]

Lloyds TSB Bank plc
Lloyds Bank
10 Gresham Street
London EC2V 7AE
United Kingdom

In Europe
Tel: +44 20 7158 3981
Attention: Liability Management Group
email: [email protected]

 

UBS Limited
1 Finsbury Avenue
London EC2M 2PP
United Kingdom


In Europe

Tel: +44 207 567 0525
Attention: Liability Management Group
email: [email protected]

Requests for information in relation to the procedures for tendering Notes in, and for any documents or materials relating to, the Tender Offer should be directed to:

LEAD TENDER AGENT

 

Lucid Issuer Services Limited
Leroy House
436 Essex Road
London N1 3QP
United Kingdom
Tel: +44 20 7704 0880
Attention: Sunjeeve Patel / David Shilson / Thomas Choquet / Paul Kamminga
Email:
[email protected]

 

CANADIAN TENDER AGENT

 

Citibank, N.A., London Branch
13th Floor
Canada Square
Citigroup Centre
London E14 5LB

Tel: (UK) +44 207 508 3867
Tel: (CAN) +1 905 212 8906
Fax: +44 203 320 2405
Attention: Exchange Team - Agency + Trust
email: [email protected]

 



DISCLAIMER

This announcement must be read in conjunction with the Tender Offer Memorandum.

This announcement and the Tender Offer Memorandum do not constitute an offer or an invitation to participate in the Offers in the United States or in any other jurisdiction in which, or to any person to or from whom, it is unlawful to make such offer or invitation or for there to be such participation under applicable laws. The distribution of this announcement and the Tender Offer Memorandum in certain jurisdictions may be restricted by law. Persons into whose possession this announcement and/or the Tender Offer Memorandum comes are required by each of the Offerors, the Dealer Managers and the Tender Agents to inform themselves about and to observe any such restrictions.

GENERAL

The Dealer Managers and the Tender Agents (and their respective directors, employees or affiliates) make no representations or recommendations whatsoever regarding this announcement, the Tender Offer Memorandum or the Offers. The Lead Tender Agent is the agent of the Offerors and the Canadian Tender Agent is the agent of LTSB and each owes no duty to any Holder. None of the Offerors, the Dealer Managers or the Tender Agents (or any of their respective directors, employees or affiliates) makes any recommendation as to whether or not Holders should participate in the Offers.

The Offers do not constitute an offer to buy or the solicitation of an offer to sell Notes in any circumstances in which such offer or solicitation is unlawful. In those jurisdictions where the securities or other laws require the Offers to be made by a licensed broker or dealer and the Dealer Managers or, where the context so requires, any of their respective affiliates is such a licensed broker or dealer in that jurisdiction, the Offers shall be deemed to be made on behalf of the relevant Offeror by such Dealer Manager or affiliate (as the case may be) in such jurisdiction.

 



[†]                       Per €1,000 principal amount. 

[‡]                       Per CAD1,000 principal amount. 


This information is provided by RNS
The company news service from the London Stock Exchange
 
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