[6-K] Lloyds Banking Group plc Current Report (Foreign Issuer)

Rhea-AI Filing Summary

Lloyds Banking Group has acquired the remaining 49.9% of Schroders Personal Wealth (SPW) on 9 October 2025 by transferring its 19.1% stake in Cazenove Capital, with no cash changing hands. SPW will be rebranded as Lloyds Wealth and supports about £17 billion in assets under administration for roughly 60,000 clients, delivering operating profit of about £45 million in H1 2025. The deal is intended to deepen relationships with mass‑affluent customers and create an integrated advice‑led banking and investment proposition across Lloyds, Halifax, Bank of Scotland and Scottish Widows.

The group says the transaction is not expected to be material to Group capital and should not change full‑year guidance, except that Group operating costs are now expected to modestly exceed the prior guidance of around £9.7 billion in 2025. From the acquisition date, SPW results will be fully consolidated rather than reported as the Group's share of JV profit within other operating income.

Positive

• Full ownership enables integrated banking and advice proposition across Lloyds brands
• Scale: acquisition adds £17 billion AUA and ~60,000 clients
• Profitability: SPW delivered ~£45 million operating profit in H1 2025
• No cash consideration—transaction executed via share exchange, preserving cash

Negative

• Operating costs expected to modestly exceed prior guidance of c.£9.7 billion in 2025
• Accounting change from JV share to full consolidation will increase reported operating costs and may affect comparability
• Integration risk: successful cross‑sell and retention depend on operational integration and client/staff transition

Insights

M&A Strategist

Deal strengthens Lloyds' wealth distribution and client access.

The acquisition converts a near‑50% JV into full ownership, giving Lloyds direct control over a wealth business with £17 billion AUA and ~60,000 clients. Taking full ownership removes joint‑venture constraints and supports a unified brand and customer journey across retail banking and advice channels.

Key dependencies include the multi‑year asset management agreement with Schroders for ongoing asset management and the continued partnership with Cazenove Capital for high net worth services. Integration timing and retention of advice staff and clients will determine the pace at which cross‑sell and revenue benefits materialise over the next 12–36 months.

Accounting & Financial Reporting Analyst

Accounting move shifts income recognition and slightly raises reported costs.

Under the JV, Lloyds recognised its share of SPW profit in other operating income; from 9 October 2025 SPW will be fully consolidated, so revenue and expenses from the business will flow through Group lines in full. That will boost top‑line operating income but also increase operating costs and volatility tied to the acquired business.

The group expects the acquisition to be immaterial for capital but now sees Group operating costs modestly exceeding the c.£9.7 billion guidance for 2025. Investors should monitor the next reported quarterly/annual accounts for the consolidation impact on operating profit, margins and any one‑off integration costs in the near term.

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C.20549

FORM 6-K

Report of Foreign Private Issuer

Pursuant to Rule 13a-16 or 15d-16a

of the Securities Exchange Act of 1934

09 October 2025

LLOYDS BANKING GROUP plc

(Translation of registrant's name into English)

5th Floor

25 Gresham Street

London

EC2V 7HN

United Kingdom

(Address of principal executive offices)

Indicate by check mark whether the registrant files or will file annual reports

under cover Form 20-F or Form 40-F.

Form 20-F..X..     Form 40-F 

Index to Exhibits

Item

 No. 1 Regulatory News Service Announcement, 09 October 2025

           re: Schroders Personal Wealth Acquisition

9 October 2025

ACQUISITION OF SCHRODERS PERSONAL WEALTH

Lloyds Banking Group is today announcing the full acquisition of Schroders Personal Wealth (SPW), the wealth management and advice business previously operated as a Joint Venture with Schroders Group. Lloyds Banking Group has acquired the remaining 49.9% of share capital from Schroders in exchange for its 19.1% stake in Cazenove Capital. The transaction involved no cash consideration.

SPW, which will in due course be rebranded as Lloyds Wealth, offers a personalised advice led proposition, backed by strong investment expertise. The acquired business supports c.£17 billion in assets under administration, on behalf of c.60,000 clients (both Lloyds and non-Lloyds customers) and delivered operating profit of c.£45 million in the first half of 2025. The acquisition accelerates delivery of the Group's wealth strategy to deepen relationships in a high value segment whilst creating a differentiated, more integrated, banking and investment proposition combining expert face to face advice with powerful digital tools. It also supports the Group's ambition to deliver an end to end wealth offering, including; execution only share dealing, self-select digital investment and pension propositions, and full financial planning with advice. Full ownership will allow the Group to more effectively manage the existing business, whilst facilitating a seamless customer journey for existing and new customers. Going forward, we will continue to transform and grow the wealth business with this full advice proposition, available to more than 3 million mass affluent banking customers across Lloyds, Halifax and Bank of Scotland as well as Scottish Widows and new to bank customers.

After this transaction Schroders will continue to manage SPW's customer assets and the existing Scottish Widows mandate as part of a multi-year agreement. In addition, Lloyds Banking Group will continue to partner with Cazenove Capital to offer services to its high net worth customers.

The acquisition is not expected to have a material financial impact on the Group, or to impact full year guidance, with the exception that, given the associated costs of the acquired business, we now expect Group operating costs to modestly exceed the guidance of c.£9.7 billion in 2025. The capital impact is immaterial to the Group. From an accounting perspective the Group currently recognises its share of the JV profit after tax within other operating income. From the date of the acquisition, 9 October, SPW will be a fully owned subsidiary of the Group and its results will therefore be fully consolidated.

-END-

For further information:

Investor Relations

Douglas Radcliffe                                                                      +44 (0)20 7356 1571

Group Investor Relations Director

douglas.radcliffe@lloydsbanking.com

Corporate Affairs

Matt Smith                                                                                 +44 (0)77 8835 2487

Head of Media Relations

matt.smith@lloydsbanking.com

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; 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.

Signatures

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.

LLOYDS BANKING GROUP plc

 (Registrant)

By: Douglas Radcliffe

Name: Douglas Radcliffe

Title: Group Investor Relations Director

Date: 09 October 2025

FAQ

What did Lloyds (LLDTF) acquire from Schroders on 9 October 2025?

Lloyds acquired the remaining 49.9% of Schroders Personal Wealth in exchange for its 19.1% stake in Cazenove Capital, with no cash consideration.

How large is the acquired business in assets and clients?

The business manages approximately £17 billion in assets under administration for about 60,000 clients.

What was SPW's profitability before the acquisition?

SPW delivered operating profit of about £45 million in the first half of 2025.

Will this deal change Lloyds' capital or earnings guidance for 2025?

The group states the capital impact is immaterial and does not expect to change full‑year guidance, but now expects Group operating costs to modestly exceed the prior c.£9.7 billion guidance for 2025.

How will reporting change after the acquisition?

From 9 October 2025, SPW will be a fully owned subsidiary and its results will be fully consolidated rather than the Group recognising its share of JV profit within other operating income.