under cover Form 20-F or Form 40-F.
Form 20-F..X.. Form 40-F
Commission pursuant to Rule 12g3-2(b) under the
Securities Exchange Act of 1934.
Yes No ..X..
If "Yes" is marked, indicate below the
file number assigned to the registrant in connection with Rule
Pursuant to the requirements of the Securities
Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned, thereunto duly authorized.
Exhibit 99.1
Redemption
of 5.985% Senior Callable Fixed-to-Fixed Rate
Notes due 2027 and Redemption of Senior Callable Floating Rate Notes due 2027
Lloyds
Banking Group plc
$1,500,000,000
5.985% Senior Callable Fixed-to-Fixed Rate Notes due 2027 (CUSIP: 539439AY5*, ISIN: US539439AY57, Common
Code: 266328095)
$500,000,000
Senior Callable Floating Rate Notes due 2027 (CUSIP: 53944YAW3*, ISIN: US53944YAW30, Common Code: 266328044)
June
25, 2026. Lloyds Banking Group plc (the “Group”) announces that it has issued a notice of redemption for the entire
outstanding principal amount of its 5.985% Senior Callable Fixed-to-Fixed Rate Notes due 2027 and Senior Callable Floating Rate Notes
due 2027 (the “Notes”). A notice of redemption pursuant to the terms of the Senior Debt Securities Indenture dated
July 6, 2010 as amended and supplemented by the Seventeenth Supplemental Indenture dated August 7, 2023 governing the Notes (the “Indenture)
has been distributed to The Bank of New York Mellon, acting through its London Branch, as Trustee (the “Trustee”).
The
outstanding Notes will be redeemed on August 7, 2026 (the “Redemption Date”) at an amount equal to 100% of their principal
amount, together with any accrued but unpaid interest to, but excluding, the Redemption Date (the “Redemption Price”).
Accordingly, the listing of the Notes on the New York Stock Exchange will be cancelled on, or shortly after, August 7, 2026.
The
location where Holders may surrender the Notes and obtain payment of the Redemption Price is The Bank of New York Mellon, London Branch,
160 Queen Victoria Street, London EC4V 4LA, United Kingdom, Attn: Corporate Trust Administration, Email: corpsov4@bnymellon.com
On
the Redemption Date, the Redemption Price will become due and payable and interest on the Notes will cease to accrue. Before the Redemption
Date, the Group will irrevocably deposit with the Trustee or with a Paying Agent an amount of money sufficient to pay the total Redemption
Price of each of the Notes. When the Group makes such a deposit, all rights of holders of the Notes will cease, except the holders’
rights to receive the Redemption Price, but without interest, and the Notes will no longer be outstanding.
For
further information in relation to the redemption of the Notes, please contact:
Group
Corporate Treasury:
Kris
Middleton
Head of Term Issuance and Capital Structuring
Telephone: +44 (0)207 356 1122
Niamh
O’Connor
Head
of Debt Investor Relations
Telephone:
+44 (0)7350 418011
*This
CUSIP number has been assigned to this issue by a third-party, and is included solely for the convenience of the Holders of the Notes.
Neither Lloyds Banking Group plc nor the Trustee shall be responsible for the selection or use of this CUSIP number, nor is any representation
made as to its correctness on the Notes or as indicated in any redemption notice.
FORWARD-LOOKING
STATEMENTS
This
document contains certain forward-looking statements within the meaning of Section 21E of the US Securities Exchange Act of 1934, as
amended, and section 27A of the US Securities Act of 1933, as amended, with respect to the business, strategy, plans and/or results
of Lloyds Banking Group plc together with its subsidiaries (the Group) and its current goals and expectations. Statements that are
not historical or current facts, including statements about the Group’s or its directors’ and/or management’s
beliefs and expectations, are forward-looking statements. Words such as, without limitation, ‘believes’,
‘achieves’, ‘anticipates’, ‘estimates’, ‘expects’, ‘targets’,
‘should’, ‘intends’, ‘aims’, ‘projects’, ‘plans’,
‘potential’, ‘will’, ‘would’, ‘could’, ‘considered’,
‘likely’, ‘may’, ‘seek’, ‘estimate’, ‘probability’, ‘goal’,
‘objective’, ‘deliver’, ‘endeavour’, ‘prospects’, ‘optimistic’ and
similar expressions or variations on these expressions are intended to identify forward-looking statements. These statements concern
or may affect future matters, including but not limited to: projections or expectations of the Group’s future financial
position, including profit attributable to shareholders, provisions, economic profit, dividends, capital structure, portfolios, net
interest margin, capital ratios, liquidity, risk-weighted assets (RWAs), expenditures or any other financial items or ratios;
litigation, regulatory and governmental investigations; the Group’s future financial performance; the level and extent of
future impairments and write-downs; the Group’s ESG targets and/or commitments; statements of plans, objectives or goals of
the Group or its management and other statements that are not historical fact and statements of assumptions underlying such
statements. By their nature, forward-looking statements involve risk and uncertainty because they relate to events and depend upon
circumstances that will or may occur in the future. Factors that could cause actual business, strategy, targets, plans and/or
results (including but not limited to the payment of dividends) to differ materially from forward-looking statements include, but
are not limited to: general economic and business conditions in the UK and internationally (including in relation to tariffs);
imposed and threatened tariffs and changes to global trade policies; acts of hostility or terrorism and responses to those acts, or
other such events; geopolitical unpredictability; the war between Russia and Ukraine; the escalation of conflicts in the Middle
East; the tensions between China and Taiwan; political instability including as a result of any UK general election; market related
risks, trends and developments; changes in client and consumer behaviour and demand; exposure to counterparty risk; the ability to
access sufficient sources of capital, liquidity and funding when required; changes to the Group’s credit ratings; fluctuations
in interest rates, inflation, exchange rates, stock markets and currencies; volatility in credit markets; volatility in the price of
the Group’s securities; natural pandemic and other disasters; risks concerning borrower and counterparty credit quality; risks
affecting insurance business and defined benefit pension schemes; changes in laws, regulations, practices and accounting standards
or taxation; changes to regulatory capital or liquidity requirements and similar contingencies; the policies and actions of
governmental or regulatory authorities or courts together with any resulting impact on the future structure of the Group; risks
associated with the Group’s compliance with a wide range of laws and regulations; assessment related to resolution planning
requirements; risks related to regulatory actions which may be taken in the event of a bank or Group failure; exposure to legal,
regulatory or competition proceedings, investigations or complaints; failure to comply with anti-money laundering, counter terrorist
financing, anti-bribery and sanctions regulations; failure to prevent or detect any illegal or improper activities; operational
risks including risks as a result of the failure of third party suppliers; conduct risk; risks related to new and emerging
technologies, including artificial intelligence; technological changes and risks to the security of IT and operational
infrastructure, systems, data and information resulting from increased threat of cyber and other attacks; technological failure;
inadequate or failed internal or external processes or systems; risks relating to ESG matters, such as climate change (and achieving
climate change ambitions) and decarbonisation, including the Group’s ability along with the government and other stakeholders
to measure, manage and mitigate the impacts of climate change effectively, and human rights issues; the impact of competitive
conditions; failure to attract, retain and develop high calibre talent; the ability to achieve strategic objectives; the ability to
derive cost savings and other benefits including, but without limitation, as a result of any acquisitions, disposals and other
strategic transactions; inability to capture accurately the expected value from acquisitions; assumptions and estimates that form
the basis of the Group’s financial statements; and potential changes in dividend policy. A number of these influences and
factors are beyond the Group’s control. Please refer to the latest Annual Report on Form 20-F filed by Lloyds Banking Group
plc with the US Securities and Exchange Commission (the SEC), which is available on the SEC’s website at www.sec.gov, for a
discussion of certain factors and risks. Lloyds Banking Group plc may also make or disclose written and/or oral forward-looking
statements in other written materials and in oral statements made by the directors, officers or employees of Lloyds Banking Group
plc to third parties, including financial analysts. Except as required by any applicable law or regulation, the forward-looking
statements contained in this document are made as of today’s date, and the Group expressly disclaims any obligation or
undertaking to release publicly any updates or revisions to any forward-looking statements contained in this document whether as a
result of new information, future events or otherwise. The information, statements and opinions contained in this document do not
constitute a public offer under any applicable law or an offer to sell any securities or financial instruments or any advice or
recommendation with respect to such securities or financial instruments.
