Completion of Placing and Com
60/09 8 June 2009
NOT FOR RELEASE, PUBLICATION OR DISTRIBUTION, IN WHOLE OR IN PART, DIRECTLY OR INDIRECTLY, IN OR INTO OR FROM THE UNITED STATES, CANADA, HONG KONG, JAPAN, MALAYSIA, THAILAND OR ANY OTHER JURISDICTION WHERE TO DO SO WOULD CONSTITUTE A VIOLATION OF THE RELEVANT LAWS OF SUCH JURISDICTION.
LLOYDS BANKING GROUP ANNOUNCES THE SUCCESSFUL COMPLETION OF THE PLACING AND COMPENSATORY OPEN OFFER AND PLACEMENT OF ALL NON ACCEPTED SHARES
Unless otherwise defined in this announcement, capitalised definitions shall have the same meaning as in the prospectus ("the Prospectus") published on 20 May 2009 by Lloyds Banking Group plc (the "Company" or "Lloyds Banking Group") in connection with the Placing and Compensatory Open Offer.
Lloyds Banking Group plc today announces that Citigroup Global Markets U.K. Equity Limited, J.P. Morgan Cazenove Limited and UBS Limited (the "Joint Bookrunners") have today procured placees for all of the 1,365,380,615 Open Offer Shares (representing approximately 13 per cent of the total number of Open Offer Shares) for which valid acceptances were not received under the Compensatory Open Offer (the "Rump"), at a price of 60 pence per Open Offer Share, a premium of 21.57 pence to the Issue Price of 38.43 pence per share.
As set out in the Prospectus, the net proceeds from the placing of such Open Offer Shares (other than the fractional Open Offer Entitlements) in excess of the Issue Price (plus associated expenses) will be remitted on a pro rata basis to those Registered Shareholders who did not (or were deemed not to) take up, or were otherwise treated as not having taken up, their Open Offer Entitlements, save that amounts of less than £3.00 per holding will not be so paid but will be aggregated and donated to charity (the British Heart Foundation). The fractional Open Offer Entitlements were aggregated and placed for the benefit of the Company.
Eric Daniels, Group Chief Executive, Lloyds Banking Group, said: "We would like to thank our investors for their support for our successful Placing and Compensatory Open Offer. We believe our shareholders will welcome the removal of the dividend blocker and the £480 million annual saving now we are redeeming the HMT preference shares. The focus of our management team continues to be on ensuring a successful integration and delivering significant benefits for our shareholders in the medium to longer term."
Each of the Lloyds Banking Group Directors has taken up his or her Open Offer Entitlement in full.
Due to the take up under the Compensatory Open Offer by Lloyds Banking Group Qualifying Shareholders and following the placing of the Rump by the Joint Bookrunners, HM Treasury's holding in Lloyds Banking Group as a result of the Placing and Compensatory Open Offer remains unchanged at approximately 43.4 per cent of the enlarged issued ordinary share capital of the Company. For further information:
Investor Relations
Michael Oliver +44 (0) 20 7356 2167
Director of Investor Relations
Email: michael.oliver@ltsb-finance.co.uk
Douglas Radcliffe +44 (0) 20 7356 1571
Senior Manager, Investor Relations
Email: douglas.radcliffe@ltsb-finance.co.uk
Media Relations
Shane O'Riordain +44 (0) 20 7356 1849
Group Communications Director
Email: shane.o'riordain@lloydsbanking.com
This announcement does not constitute a prospectus or prospectus equivalent document. This announcement does not constitute or form part of any offer or invitation to purchase, otherwise acquire, subscribe for, sell, otherwise dispose of or issue, or any solicitation of any offer to sell, otherwise dispose of, issue, purchase, otherwise acquire or subscribe for, any security.
This announcement does not constitute an offer to sell, or a solicitation of an offer to subscribe for, the securities being issued in any jurisdiction in which such offer or solicitation is unlawful.
The Prospectus is available on the website of Lloyds Banking Group (www.lloydsbankinggroup.com) and in hard copy from Lloyds Banking Group's registered office. Copies of the Prospectus are also available for viewing at the Document Viewing Facility of the FSA (25 The North Colonnade, London E14 5HS) and is available for inspection at Lloyds Banking Group's registered office (Henry Duncan House, 120 George Street, Edinburgh EH2 4LH) as well as at the offices of Linklaters LLP (One Silk Street, London EC2Y 8HQ) during normal business hours on any weekday (Saturdays, Sundays and public holidays excepted) until Admission.
This announcement is not for distribution, directly or indirectly, in or into the United States, Canada, Hong Kong, Japan, Malaysia, Thailand or any other state or jurisdiction in which it would be unlawful to do so. This announcement does not constitute or form a part of any offer or solicitation to purchase or subscribe for securities in the United States. The securities mentioned herein (the "Securities") have not been, and will not be, registered under the United States Securities Act of 1933 (the "Securities Act"). The Securities may not be offered or sold in the United States absent registration or an applicable exemption from the registration requirements of the Securities Act. There will be no public offer of the Securities in the United States.
The Lloyds Banking Group Directors accept responsibility for the information contained in this announcement. To the best of the knowledge and belief of the Lloyds Banking Group Directors (who have taken all reasonable care to ensure that such is the case) the information contained in this announcement is in accordance with the facts and does not omit anything likely to affect the import of such information.
Citi and J.P. Morgan Cazenove Limited are each authorised and regulated by the Financial Services Authority in the United Kingdom and are acting for Lloyds Banking Group in connection with the Placing and Compensatory Open Offer and no-one else and will not be responsible to anyone other than Lloyds Banking Group for providing the protections afforded to their respective clients nor for providing advice in relation to the Placing and Compensatory Open Offer and/or any other matter referred to in this announcement.
UBS Limited ("UBS") is acting for Lloyds Banking Group in connection with the Placing and Compensatory Open Offer and no-one else and will not be responsible to anyone other than Lloyds Banking Group for providing the protections afforded to its clients nor for providing advice in relation to the Placing and Compensatory Open Offer and/or any other matter referred to in this announcement.
This information is provided by RNS
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