Filed pursuant to Rule 433
Dated January 13, 2011
Registration Statement Nos. 333-167844
333-167844-01
Free Writing Prospectus
(To Preliminary Prospectus Supplement dated January 13, 2011 and Prospectus dated December 22, 2010)
TERM SHEETS
Lloyds TSB Bank plc
$2,250,000,000 4.875% Notes due 2016
$2,500,000,000 6.375% Notes due 2021
Fully and unconditionally guaranteed by
Lloyds Banking Group plc
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$2,250,000,000 4.875% Notes due 2016:
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Issuer:
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Lloyds TSB Bank plc
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Guarantor:
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Lloyds Banking Group plc
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Format/Ranking:
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SEC Registered Global Notes – Fixed Rate Senior Unsecured
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Principal Amount:
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$2,250,000,000
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Pricing Date:
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January 13, 2011
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Expected Settlement Date:
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January 21, 2011 (T+5)
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Maturity Date:
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January 21, 2016
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Coupon:
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4.875%
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Interest Payment Dates:
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Semi-annually on January 21 and July 21, commencing July 21, 2011
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Day Count Fraction:
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30 / 360 unadjusted
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Price to Public:
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99.921%
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Benchmark Treasury:
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2.125% due December 31, 2015
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Benchmark Treasury Price/ Yield:
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101-03 / 1.893%
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Spread to Benchmark Treasury:
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+ 300bps
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Yield to Maturity:
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4.893%
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Underwriting Commissions:
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0.35% ($3.50) per Senior Note
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Net Proceeds:
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$2,240,347,500
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CUSIP / ISIN:
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539473 AG3 / US539473AG31
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Expected Listing:
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New York Stock Exchange
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Denomination:
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$1,000 x $1,000
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Expected Ratings*:
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Aa3 (stable) by Moody’s Investors Service, Inc.
A+ (stable) by Standard & Poor’s Ratings Services
AA- (stable) by Fitch Ratings
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Joint Book Runners and Joint Lead
Managers:
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Barclays Capital Inc.
Goldman, Sachs & Co.
Merrill Lynch, Pierce, Fenner & Smith Incorporated
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Joint Lead Manager:
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Lloyds TSB Bank plc
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$2,500,000,000 6.375% Notes due 2021:
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Issuer:
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Lloyds TSB Bank plc
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Guarantor:
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Lloyds Banking Group plc
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Format/Ranking:
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SEC Registered Global Notes – Fixed Rate Senior Unsecured
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Principal Amount:
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$2,500,000,000
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Pricing Date:
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January 13, 2011
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Expected Settlement Date:
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January 21, 2011 (T+5)
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Maturity Date:
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January 21, 2021
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Coupon:
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6.375%
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Interest Payment Dates:
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Semi-annually on January 21 and July 21, commencing July 21, 2011
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Day Count Fraction:
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30 / 360 unadjusted
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Price to Public:
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99.701%
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Benchmark Treasury:
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2.625% due November 15, 2020
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Benchmark Treasury Price/ Yield:
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94-14 / 3.291%
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Spread to Benchmark Treasury:
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+ 312.5bps
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Yield to Maturity:
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6.416%
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Underwriting Commissions:
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0.45% ($4.50) per Senior Note
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Net Proceeds:
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$2,481,275,000
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CUSIP / ISIN:
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539473 AH1/ US539473AH14
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Expected Listing:
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New York Stock Exchange
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Denomination:
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$1,000 x $1,000
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Expected Ratings*:
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Aa3 (stable) by Moody’s Investors Service, Inc.
A+ (stable) by Standard & Poor’s Ratings Services
AA- (stable) by Fitch Ratings
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Joint Book Runners and Joint Lead
Managers:
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Barclays Capital Inc.
Goldman, Sachs & Co.
Merrill Lynch, Pierce, Fenner & Smith Incorporated
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Joint Lead Manager:
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Lloyds TSB Bank plc
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* Note: A securities rating is not a recommendation to buy, sell or hold securities. Ratings may be subject to revision or withdrawal at any time, and each rating should be evaluated independently of any other rating.
Lloyds Banking Group plc and Lloyds TSB Bank plc have filed a registration statement (including a prospectus) with the SEC for the offering to which this communication relates. Before you invest, you should read the prospectus in that registration statement and other documents Lloyds Banking Group plc and Lloyds TSB Bank plc have filed with the SEC for more complete information about Lloyds Banking Group plc and Lloyds TSB Bank plc and this offering. You may get these documents for free by visiting EDGAR on the SEC Web site at www.sec.gov. Alternatively, Lloyds Banking Group plc and Lloyds TSB Bank plc, any underwriter or any dealer participating in the offering will arrange to send you the prospectus if you request it by calling Barclays Capital toll-free at (888) 603-5847, Goldman, Sachs & Co. toll-free at (866) 471-2526 or Merrill Lynch, Pierce, Fenner & Smith Incorporated toll-free at (800) 294-1322.
Any legends, disclaimers or other notices that may appear below are not applicable to this communication and should be disregarded. Such legends, disclaimers or other notices have been automatically generated as a result of this communication having been sent via Bloomberg or another system.