News & Events

The Firm recently represented Banc of America Securities LLC and UBS Securities LLC, as dealer managers, in connection with a private exchange offer by LBG Capital No. 2 plc, a subsidiary of Lloyds Banking Group plc. In the exchange offer, LBG Capital No. 2 offered to exchange up to 750,000,000 ordinary shares of Lloyds Banking Group for four series of Primary Capital Notes issued by subsidiaries of Lloyds Banking Group. The securities targeted in the exchange offer had an aggregate principal amount of $1.8 billion at the time that the exchange offer was commenced.

The conversion price offered in the exchange offer was determined based on product of (A) the volume-weighted average price for the Lloyds Banking Group ordinary shares over the 10 business days ending on the expiration date for the exchange offer and (B) a pounds sterling exchange rate. The structure of the exchange offer was the subject of a no action letter issued by the staff of the Securities and Exchange Commission in connection with the transaction.

Lloyds Banking Group, headquartered in London, has over 30 million customers and is the UK's leading provider of current accounts, savings, personal loans, credit cards and mortgages..

The Simpson Thacher team included John Lobrano, Greg Conway and Fernando Szterling (Corporate); Jonathan Cantor and Jen Klein (Tax); and Andrew Pagliughi (Blue Sky).