REG - Lloyds Banking Group - TSB IPO Price Range <Origin Href="QuoteRef">LLOY.L</Origin>

Lloyds BankingAnnouncement

06/09/2014 02:01

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RNS Number : 1312J
Lloyds Banking Group PLC
09 June 2014 
 
NOT FOR RELEASE, PUBLICATION OR DISTRIBUTION, IN WHOLE OR IN PART, DIRECTLY OR
INDIRECTLY, IN OR INTO AUSTRALIA, CANADA, JAPAN, SOUTH AFRICA, THE UNITED
STATES OR ANY OTHER JURISDICTION WHERE IT IS UNLAWFUL TO DISTRIBUTE THIS
ANNOUNCEMENT 
 
This announcement is an advertisement for the purposes of the Prospectus Rules
of the UK Financial Conduct Authority (the "FCA") and not a prospectus and not
an offer to sell, or a solicitation of an offer to subscribe for or to
acquire, securities in the United States or in any other jurisdiction,
including in or into Australia, Canada, Japan or South Africa. Investors
should not purchase or subscribe for any ordinary shares referred to in this
announcement except on the basis of information in the prospectus (the
"Prospectus") in its final form expected to be published by TSB Banking Group
plc ("TSB" or the "Company") in due course in connection with the proposed
offer (the "Offer" or the "IPO") and the proposed admission of its ordinary
shares (the "Ordinary Shares") to the premium listing segment of the Official
List of the Financial Conduct Authority (the "Official List") and to trading
on the London Stock Exchange plc's (the "London Stock Exchange") main market
for listed securities (together, "Admission"). Copies of the Prospectus will,
following publication, be available from the Company's registered office at 20
Gresham Street, London EC2V 7JE and online at tsbshareoffer.equiniti.com. 
 
9 June 2014 
 
TSB Banking Group plc IPO: Announcement of Price Range 
 
Following its announcement of 27 May 2014 of its intention to float TSB,
Lloyds Banking Group plc ("Lloyds") today announces the price range for the
IPO and the intention for TSB to publish, later today, the Prospectus for the
Offer. 
 
·     The price range for the Offer has been set at between 220 pence to 290
pence per Ordinary Share 
 
·     The expected offering size is 125 million Ordinary Shares (prior to any
exercise of the 10% over-allotment option), representing 25% of TSB's existing
Ordinary Shares in issue 
 
·     At the mid-point of the price range, TSB's market capitalisation would
be approximately £1,275 million 
 
·     Final pricing is expected to be announced on or around 20 June 2014,
with conditional dealings in TSB shares beginning on the London Stock Exchange
on the same day 
 
Enquiries 
 
TSB Banking Group
Martin Adams
Head of Investor Relations
Phone: +44 (0)20 700 39419
Email: martin.adams@tsb.co.uk 
 
Charlotte Sjoberg
Head of Media Relations
Phone: +44 (0) 207 003 9281
Email: charlotte.sjoberg@tsb.co.uk 
 
Clinton Manning
Partner
Bell Pottinger (Financial PR advisor to TSB)
Phone: +44 (0)207 861 1605
Email: Cmanning@bell-pottinger.com 
 
Lloyds Banking Group
Charles King
Investor Relations Director
Phone: +44 (0)20 7356 3537
Email: charles.king@finance.lloydsbanking.com 
 
Matthew Young
Group Corporate Affairs Director
Phone: +44 (0)20 7356 2231
Email: matt.young@lloydsbanking.com 
 
Joint Global Co-ordinator, Joint Sponsor and Joint Bookrunner
Citigroup
John Sandhu
Robert Redshaw
Phone: +44 (0)20 7986 4000 
 
Joint Global Co-ordinator, Joint Sponsor and Joint Bookrunner 
 
J.P. Morgan Cazenove
Piers Davison
Simon Pilkington
Virginia Khoo
Charles Pretzlik
Phone: +44 (0)20 7742 4000 
 
Joint Bookrunner and Joint-lead Manager
UBS Limited
Christopher Smith
Rahul Luthra
Phone: +44 (0)20 7567 8000 
 
Joint-lead-Manager
Investec Bank plc
Christopher Baird
Joe Thompson
Phone: +44 (0)20 7597 4000 
 
Joint-lead-Manager
Numis Securities
Alex Ham
Andrew Holloway
Phone: +44 (0)20 7260 1000 
 
Joint-lead-Manager
RBC Capital Markets
Darrell Uden
Duncan Smith
James Eves
Oliver Hearsey
Phone: +44 (0)20 7653 4000 
 
Financial adviser to the Board of TSB in connection with the Offer
Rothschild
Stephen Fox
Adam Young
Phone: +44 (0)20 7280 5000 
 
Intermediaries Offer enquiries
Charles Pretzlik (J.P. Morgan Cazenove)
Phone: 44 (0)20 7742 4000 
 
Jeremy Wiseman (Scott Harris)
Phone: +44 (0)20 7653 0030 
 
DISCLAIMERS 
 
The contents of this announcement, which have been prepared and issued by, and
are the sole responsibility of, Lloyds, have been approved by Citigroup Global
Markets Limited ("Citigroup") and J.P. Morgan Securities plc ("J.P. Morgan
Cazenove") solely for the purposes of section 21(2)(b) of the Financial
Services and Markets Act 2000, as amended. 
 
Neither this announcement nor any copy of it may be taken or transmitted,
directly or indirectly, into the United States, Australia, Canada, Japan or
South Africa or to any persons in any of those jurisdictions or any other
jurisdictions where to do so would constitute a violation of the relevant
securities laws of such jurisdiction. The distribution of this announcement in
other jurisdictions may be restricted by law and persons into whose possession
this announcement comes should inform themselves about, and observe, any such
restrictions. 
 
This announcement is an advertisement for the purposes of the Prospectus Rules
of the FCA and not a prospectus and investors should not purchase or subscribe
for any securities referred to in this announcement except on the basis of
information in the Prospectus in its final form which is expected to be
published by the Company in due course in connection with Admission. Copies of
the Prospectus will, following publication, be available from the Company's
registered office at 20 Gresham Street, London EC2V 7JE and online at
tsbshareoffer.equiniti.com. 
 
This announcement does not constitute or form part of any offer or invitation
to sell or issue, or any solicitation of any offer to purchase or subscribe
for any Ordinary Shares or other securities to any person in Australia,
Canada, Japan, South Africa, the United States or in any other jurisdiction to
whom or in which such offer or solicitation is unlawful nor shall it (or any
part of it) or the fact of its distribution, form the basis of, or be relied
on in connection with, or act as an inducement to enter into any contract or
commitment whatsoever. The Offer and the distribution of this announcement and
other information in connection with the Offer and Admission in certain
jurisdictions may be restricted by law and persons into whose possession this
announcement, any document or other information referred to herein comes
should inform themselves about and observe any such restriction. Any failure
to comply with these restrictions may constitute a violation of the securities
laws of any such jurisdiction. 
 
The securities referred to herein have not been and will not be registered
under the Securities Act of 1933, as amended (the "Securities Act") or under
any securities laws of any state of the United States and may not be offered
or sold in the United States except pursuant to an exemption from, or in a
transaction not subject to, the registration requirements of the Securities
Act and applicable state laws. There will be no public offering of securities
in the United States. 
 
The information contained in this announcement is for background purposes only
and does not purport to be full or complete. No reliance may or should be
placed by any person for any purpose whatsoever on the information contained
in this announcement or on its completeness, accuracy or fairness. The
information in this announcement is subject to change and does not purport to
be full or complete. None of Lloyds, Lloyds Bank plc (the "Selling
Shareholder"), the Company, the underwriters (being Citigroup, J.P. Morgan
Cazenove, UBS Limited, Investec Bank plc, Numis Securities Limited and RBC
Europe Limited (together, the "Underwriters")), or N M Rothschild & Sons
Limited ("Rothschild") undertake to provide the recipient of this announcement
with any additional information, or to update this announcement or to correct
any inaccuracies, and the distribution of this announcement shall not be
deemed to be any form of commitment on the part of Lloyds or the Selling
Shareholder to proceed with the Offer or any transaction or arrangement
referred to herein. This announcement has not been approved by any competent
regulatory authority. 
 
This announcement may include statements that are, or may be deemed to be,
"forward-looking statements". These forward-looking statements may be
identified by the use of forward-looking terminology, including the terms
"believes", "estimates, "plans", "projects", "anticipates", "expects",
"intends", "may", "will" or "should" or, in each case, their negative or other
variations or comparable terminology, or by discussions of strategy, plans,
objectives, goals, future events or intentions. Forward-looking statements
reflect the Company's current view with respect to future events and are
subject to risks relating to future events and other risks, uncertainties and
assumptions relating to the Company's business, results of operations,
financial position, liquidity, prospects, growth and strategies.
Forward-looking statements speak only as of the date they are made and cannot
be relied upon as a guide to future performance. Save as required by law or
regulation, the Company does not undertake to release publicly the results of
any revisions to any forward-looking statements in this announcement that may
occur due to any change in its expectations or to reflect events or
circumstances after the date of the announcement. 
 
The Company expressly disclaims any obligation or undertaking to update,
review or revise any forward-looking statement contained in this announcement
whether as a result of new information future developments or otherwise. 
 
Citigroup, J.P. Morgan Cazenove, UBS Limited, Investec Bank plc, RBC Europe
Limited and Rothschild, each of which is authorised by the Prudential
Regulation Authority and regulated by both the Prudential Regulation Authority
and the Financial Conduct Authority, and Numis Securities Limited, which is
authorised and regulated by the Financial Conduct Authority in the UK, are
acting exclusively for Lloyds, the Selling Shareholder and the Company and no
one else in connection with the Offer. They will not regard any other person
as a client in relation to the Offer and will not be responsible to anyone
other than Lloyds, the Selling Shareholder and the Company for providing the
protections afforded to their respective clients or for giving advice in
relation to the Offer or the contents of this announcement or any transaction,
arrangement or other matter referred to herein. Rothschild is acting
exclusively for the Board of TSB and no one else in connection with the Offer
and will not regard any other person as a client in relation to the Offer and
will not be responsible to anyone other than the Board of TSB for providing
the protections afforded to its clients nor for giving advice in relation to
the Offer or any transaction or arrangement referred to in this announcement. 
 
In connection with the Offer, each of the Underwriters and Rothschild or any
of their respective affiliates, acting as investors for their own accounts,
may subscribe for or purchase Ordinary Shares and in that capacity may retain,
purchase, sell, offer to sell or otherwise deal for their own accounts in such
Ordinary Shares and other securities of the Company or related investments in
connection with the Offer or otherwise. Accordingly, references in the
Prospectus, once published, to the Ordinary Shares being issued, offered,
subscribed, acquired, placed or otherwise dealt in should be read as including
any issue or offer to, or subscription, acquisition, placing or dealing by,
the Underwriters, Rothschild or any of their respective affiliates acting as
investors for their own accounts. In addition, certain of the Underwriters,
Rothschild or their affiliates may enter into financing arrangements and swaps
in connection with which they or their affiliates may from time to time
acquire, hold or dispose of Ordinary Shares. The Underwriters and Rothschild
or any of their respective affiliates do not intend to disclose the extent of
any such investment or transactions otherwise than in accordance with any
legal or regulatory obligations to do so. 
 
None of the Underwriters, Rothschild or any of their respective subsidiary
undertakings, affiliates or any of their respective directors, officers,
employees, advisers, agents or any other person accepts any responsibility or
liability whatsoever for, or makes any representation, warranty or undertaking
, express or implied, as to the truth, accuracy, completeness or fairness of
the information or opinions in this announcement (or whether any information
has been omitted from the announcement) or any other information relating to
the Company, its subsidiaries or associated companies, whether written, oral
or in a visual or electronic form, and howsoever transmitted or made available
or for any loss howsoever arising from any use of this announcement or its
contents or otherwise arising in connection therewith. 
 
The Offer timetable, including the date of Admission, may be influenced by a
range of factors such as market conditions. There is no guarantee that the
Offer and Admission will occur and you should not base your financial
decisions on Lloyds' intentions in relation to the Offer and Admission at this
stage. Acquiring investments to which this announcement relates may expose an
investor to a significant risk of losing all of the amount invested. The value
of Ordinary Shares can go down as well as up. Potential investors should
consult a professional advisor as to the suitability of the Offer for the
person concerned. Past performance cannot be relied upon as a guide to future
performance. 
 
In connection with the Offer, a stabilising manager, or any of its agents, may
(but will be under no obligation to), to the extent permitted by applicable
law, over-allot Ordinary Shares or effect other transactions with a view to
supporting the market price of the Ordinary Shares at a higher level than that
which might otherwise prevail in the open market. The stabilising manager may,
for stabilisation purposes, over-allot Ordinary Shares up to a maximum of 10
per cent. of the total number of Ordinary Shares comprised in the Offer. The
stabilising manager will not be required to enter into such transactions and
such transactions may be effected on any securities, market, over-the-counter
market, stock exchange or otherwise and may be undertaken at any time during
the period commencing on the date of the commencement of conditional dealings
of the Ordinary Shares on the London Stock Exchange and ending no later than
30 calendar days thereafter. However, there will be no obligation on the
stabilising manager or any of its agents to effect stabilising transactions
and there is no assurance that stabilising transactions will be undertaken.
Such stabilising measures, if commenced, may be discontinued at any time
without prior notice. In no event will measures be taken to stabilise the
market price of the Ordinary Shares above the offer price. Save as required by
law or regulation, neither the stabilising manager nor any of its agents
intends to disclose the extent of any over-allotments made and/or
stabilisation transactions conducted in relation to the Offer. 
 
This information is provided by RNS
The company news service from the London Stock Exchange