Lloyds Banking Group plc

Type	Public LSE: LLOY NYSE: LYG 43.4% Owned by United Kingdom Government
Founded	2009 (Lloyds Bank: 1677) (Bank of Scotland: 1695) (Trustee Savings Bank: 1810) (Halifax: 1853)
Headquarters	London, England, UK
Key people	Sir Win Bischoff (Chairman) Eric Daniels (CEO)
Industry	Banking
Products	Retail banking Commercial banking Private Banking General insurance Life insurance Pensions
Revenue	£17,569 million (2008)
Operating income	£3,819 million (2008)
Profit	£84 million (2008)
Total assets	£1,256 billion (2008)
Employees	146,000 (2006) (Cumulative figure for HBOS and Lloyds TSB subsidiaries from 2006).
Subsidiaries	Lloyds TSB Bank plc, Lloyds TSB Scotland plc, Bank of Scotland plc
Website	LloydsBankingGroup.com

Lloyds Banking Group plc is a British-based financial institution, formed through the acquisition of HBOS by Lloyds TSB in 2009. As at 3 November 2009, HM Treasury continued to hold a 43.4% shareholding through UK Financial Investments Limited (see 'Government stake' below). The Group headquarters are located at 25 Gresham Street in London, with its registered office at Henry Duncan House, 120 George Street Edinburgh. Lloyds Banking Group's activities are organised into four business divisions: Retail Banking (incl. Mortgages), Wholesale, Insurance, and Wealth & International. Lloyds' extensive operations span the globe including the US, Europe, Middle East and Asia.

Lloyds TSB was formed in 1995 by the merger of Lloyds Bank and the Trustee Savings Bank.^[1] The company operated in England and Wales as Lloyds TSB and in Scotland as Lloyds TSB Scotland plc. Its other subsidiaries included the mortgage bank Cheltenham and Gloucester, life assurance company Scottish Widows, finance house Black Horse and private equity investor Lloyds Development Capital.

Following the approval of both the Lloyds TSB and HBOS shareholders, the takeover was completed on 19 January 2009. The HBOS name ceased to be used publicly, although it will still exist as an employing entity. The Bank of Scotland brand will remain in Scotland while the Halifax and Lloyds TSB brands will be retained in England & Wales and will each offer different products and pricing.

The Group has announced it will sell Lloyds TSB branches in Scotland, the Cheltenham & Gloucester business and Intelligent Finance as a consequence of the UK Government taking a 43% share in the Group.^[2]

Contents 1 History 1.1 Formation 1.2 UK expansion 1.3 Acquisition of HBOS 1.4 2008/9 Government stake 1.5 2009 Capital raising and EU-mandated sell-offs 1.6 Share price history 2 Operations 3 Controversy 3.1 Links to the arms trade 3.2 Cutting off aid to Gaza 3.3 Tax avoidance 3.4 HBOS bad loans 4 Awards and recognition 5 Sponsorships 6 See also 7 References 8 External links

[edit] History

[edit] Formation

Lloyds TSB was created in 1995, when the Lloyds Bank and the Trustee Savings Bank ("TSB") agreed to merge,^[1] creating at that time the second-largest bank in the UK by market capitalisation after HSBC Holdings; and the largest by market share. The first chairman of the merged bank was Sir Robin Ibbs.

Lloyds Bank was one of the oldest banks in the UK, tracing its establishment to Taylors and Lloyds founded in 1765 in Birmingham by John Taylor and Sampson Lloyd.^[3] Through a series of mergers, Lloyds emerged to become one of the Big Four banks in the UK.

The TSB can trace its roots back to the first savings bank founded by Henry Duncan in Ruthwell, Dumfriesshire in 1810. The TSB itself was created in 1985, by an Act of Parliament that merged together all the remaining savings banks in England & Wales under TSB Bank plc and in Scotland as TSB Scotland plc (excepting Airdrie Savings Bank which remains the only independent savings bank in the U.K.) .^[4]

[edit] UK expansion

The creation of Lloyds TSB was the beginning of a large-scale 'consolidation' (or monopolisation) in the UK banking market. In 1995, the merger between TSB and Lloyds Bank formed Lloyds TSB Group plc, one of the largest forces in domestic banking.^[1]

In June 1999, TSB and Lloyds Bank branches in England and Wales were re-branded Lloyds TSB. Branches in Scotland came under the new brand of Lloyds TSB Scotland, which now has branches stretching from the Northern Isles to the Mull of Galloway.

In 2000, the group acquired Scottish Widows, a mutual life-assurance company based in Edinburgh in a deal worth £7 billion.^[5] This made the group the second-largest provider of life assurance and pensions in the UK after the Prudential. In September the same year, Lloyds TSB purchased Chartered Trust from the Standard Chartered Bank for £627m to form Lloyds TSB Asset Finance Division which provides motor, retail and personal finance in the United Kingdom under the trading name Black Horse.^[6]

Lloyds TSB continued to take part in the consolidation, making a takeover bid for the Abbey National in 2001, although this was later rejected by the Competition Commission.^[7]

In October 2003, Lloyds TSB Group agreed the sale of its subsidiary, NBNZ Holdings Limited comprising the Group's New Zealand banking and insurance operations to Australia and New Zealand Banking Group Limited.^[8]

In July 2004, Lloyds TSB Group announced the sale of its business in Argentina to Banco Patagonia Sudameris S.A.^[9] and its business in Colombia to Primer Banco del Istmo, S.A.

On 20 December 2005, Lloyds TSB announced that it had reached an agreement to sell, for cash, the credit-card business of Goldfish to Morgan Stanley Bank International Limited for a premium of £175m.^[10]

In 2007, Lloyds TSB announced that it has sold its Abbey Life insurance division to Deutsche Bank for £977m.^[11]

Lloyds TSB also became the first mainstream bank to launch a sharia-compliant business account, with the Islamic Business and Corporate account being the latest financial product to be run in line with sharia principles,^[12] which has also resulted in some controversy^[13].

[edit] Acquisition of HBOS

On 17 September 2008, the BBC reported that HBOS was in takeover talks with Lloyds TSB, in response to a precipitous drop in HBOS's share price.^[14] The takeover talks concluded successfully that evening, with a proposal to create a banking giant which would hold a third of the UK mortgage market.^[15]. An announcement was made at 0700 on 18 September 2008.

On 19 November 2008, the new acquisition (and government preference share purchase) was agreed by the Lloyds TSB shareholders.^[16] A similar vote of HBOS shareholders on on 12 December 2008 resulted in overwhelming approval of the takeover.^[17]

Lloyds TSB changed its name to Lloyds Banking Group upon completion of the takeover of HBOS on 19 January 2009^[18]

On 12 February 2009 the CEO of Lloyds group, Eric Daniels, was questioned about the banking crisis during a session of the Treasury Select Committee of the House of Commons. One of the key issues concerned Lloyds' takeover of HBOS in 2008, and the amount of due diligence carried out before the acquisition. He said that a company would always like to do more due diligence on another company, but there are limits on how much is possible prior to an actual acquisition. Losses were a little higher than the £10 billion originally identified by the due dilligence owing to write-offs of property loans due to falling property prices and the lack of demand. Chairman of Lloyds, Sir Victor Blank confirmed in an August 2009 interview with the BBC's Robert Peston ^[19] that losses had been "at the worst end of expectations", but what had surprised the Lloyds board was the speed at which the losses happened, due to the unexpectedly sharp contraction of the world economy in the last quarter of 2008 and the early part of 2009.

[edit] 2008/9 Government stake

On 13 October, 2008, PM Gordon Brown announced a government plan where the Treasury would invest £37 billion ($64 billion, €47 billion) of new capital into several major UK banks to avert a collapse of the financial sector. The banks included Royal Bank of Scotland Group plc, Lloyds TSB and HBOS Plc.^[20][21] (Barclays only avoided taking a capital investment from the UK Government by taking money from an Arab government instead.)^[22]

Lloyds TSB would have been required by the FSA to take more additional capital from the government if it had not taken-over HBOS.^[23]

After the recapitalisations of HBOS and Lloyds TSB and Lloyds TSB's January 2009 acquisition of HBOS, the Government was holding a 43.4% stake in Lloyds Banking Group ordinary (voting) shares and £4bn of preference (non-voting) shares.

Then in February 2009, after it became apparent that the recession would be deeper than originally anticipated, the FSA was instructed to stress test the banks against a severe economic downturn. The FSA has stated that the assumptions underlying the FSA Stress Test were not intended to be a forecast of what was likely to happen, but were designed to be a severe economic scenario. These assumptions included:

• A peak-to-trough fall in UK GDP of over 6 per cent, with growth not returning until 2011 and only returning to trend-rate growth in 2012;
• A rise in UK unemployment to just over 12 per cent;
• A 50 per cent peak-to-trough fall in UK house prices;
• A 60 per cent peak-to-trough fall in UK commercial property prices.^[24]

The conclusion from this exercise was that Lloyds would need additional capital to enable it to absorb the future impairments anticipated if such a severe scenario came to pass. As the wholesale funding markets were at that stage effectively closed, Lloyds made a deal with the UK government in March 2009 consisting of two elements:

• Redemption of Preference Shares. The £4bn of preference (non-voting) shares were repaid on 8 June 2009 following the issue of new ordinary shares - this will avoid the payment of £480m annual interest to the Treasury and allow Lloyds to resume the payment of dividends when profits allow. These new ordinary shares were initially available to existing shareholders through an Open Offer at 38.43p that closed on 5 June 2009 - 87% were taken-up. The remaining 13% were all placed in the market on 8 June 2009 at 60p. This Open Offer and Placing was underwritten by the Treasury - if none of these new ordinary shares had been taken-up by existing shareholders or the open market, the government (as underwriters of the deal) would have bought them and their shareholding would have increased to a maximum of 65%. This did not happen, the government holding remained at 43.4% and Lloyds became the first European bank to repay government 'credit-crunch' investment.^[25]

(Following the government's 43.4% participation in June's Open Offer, the average buying price of the government's total shareholding was 122.6p)^[26]

• Asset Protection Scheme. Lloyds agreed in principle to enter the government's Asset Protection Scheme to insure it against potential future losses on previous loans (primarily on the old HBOS portfolio). The fee for this would have been paid for by the issue to the government of new 'B' (non-voting) shares, which could have increased the government holding to a maximum of c.62%.

However, with Lloyds impairments having peaked in the first half of 2009, by the summer of 2009 the Asset Protection Scheme increasingly looked like a poor deal for Lloyds. Following negotiations, the government confirmed on 3 November 2009 that Lloyds would not enter the scheme. Instead, Lloyds will raise capital from existing shareholders - as an existing shareholder, the government chose to take part in this and thus maintain its shareholding at 43.4%.^[27][28]

[edit] 2009 Capital raising and EU-mandated sell-offs

On 3 November 2009, a series of announcements were made.^[31]

Avoidance of Government Asset Protection Scheme (GAPS) through at least £21 billion additional core capital generation:

• £13.5 billion rights issue (HMT/UKFI has decided to fully subscribe in order to avoid current holding being diluted)
• £7.5+ billion exchange of existing debt notes into a 'contingent' form that will convert to equity if Lloyds' core tier 1 ratio drops below 5%

Core tier 1 ratio thus increased to equivalent of 8.6% as at June 2009.

Payment to HMT of £2.5bn GAPS 'exit fee' to cover the effective protection provided by the scheme since it was proposed earlier in the year.

Creation and sell-off of a retail banking business with at least 600 branches, a 4.6% personal current account market share and approximately 19% of the Group’s mortgage book, to include:

• C&G savings accounts and all C&G branch-based mortgages, all C&G branches but not the C&G brand
• Lloyds TSB Scotland, including all branch-based customers, but not the Lloyds TSB brand
• c.250 Lloyds TSB branches in England and Wales, including customers based at those branches
• The TSB brand (usable across the UK)
• Intelligent Finance (the business and customers)

The EU Commission has required that the sell-off be completed within four years.

[edit] Share price history

Lloyds' Share Price	Date	Events
550	03/07/07	Credit Crunch (reduced inter-bank lending) starts, driven by US sub-prime mortgage losses as US interests increase.
520	13/09/07	Northern Rock bank run.
395	15/02/08	One week before Northern Rock nationalisation.
457	22/02/08	Northern Rock nationalised.
397	17/03/08	Bear Stearns (US) takeover proposed.
278	11/07/08	IndyMac Bank (US) failed. Crude Oil peaked at $US147.
310	07/09/08	Fannie Mae and Freddie Mac rescued by US Government. Nationwide Building Society announced takeover of Derbyshire & Cheshire building societies.
273	15/09/08	Lehman Brothers (4th largest US investment bank) bankruptcy. Merrill Lynch's acquisition by Bank of America announced.
280	17/09/08	LTSB / HBOS take-over proposed.
251	26/09/08	Washington Mutual Bank (US) failed.
217	29/09/08	Bradford & Bingley rescued by UK government. Glitnir rescued by Iceland government. The United States Congress rejected proposed $700bn 'bail-out' plan.
290	03/10/08	US government £394m rescue plan for financial services industry.
225	07/10/08	Landsbanki (parent of Icesave) rescued by Iceland government.
189	10/10/08	Inter-bank lending largely frozen by risk concerns.
162	13/10/08	UK Government-proposed re-capitalisation of RBS, HBOS & LTSB announced. UK CPI peaked at 5.2% due to high energy & food costs. Takeover of troubled US bank Wachovia by Wells Fargo is approved by regulators.
188	06/11/08	UK base rate cut by 1.5% to 3%.
162	04/12/08	UK base rate cut by 1% to 2%, although LIBOR remained high.
134	19/12/08	Global recession gaining pace. Ratings agency Standard and Poor's downgrades its investment rating of a number of so-called monoline insurers, which specialise in insuring bonds. They guarantee to repay the loans if the issuer goes bust. There is concern that insurers will not be able to pay out, forcing banks to announce another big round of losses.<bt /> (1 week earlier Sanderson State Bank (US) failed - 25th US bank to fail in 2008.)
103	15/01/08	Bank share price falls - Barclays 25% fall. Further US government support package announced. Further UK government support proposed to encourage more lending, but lack of details lead to greater market uncertainty.
65	19/01/09	LTSB / HBOS take-over & government re-capitalisation completes - government stake of 43.4%. Royal Bank of Scotland £28bn losses for 2008 announced. General principles of Government Asset Protection Scheme (GAPS) announced.
45	21/01/09	Intraday low of 24.59.
101	28/01/09	Positive market analyst views (e.g. UBS & Citi).
61	13/02/09	Lloyds confirmation of £11bn loss at HBOS in 2008 (c.£1.6bn more than expected from due diligence).
43	09/03/09	Terms for proposed Lloyds participation in GAPS announced.
66	05/06/09	Lloyds £4bn Open Offer (to redeem government preference shares) completed - government stake remained at 43.4%.
93	05/08/09	Lloyds Interim Results. Eric Daniels (CEO) stated that losses on bad loans for the whole Group had peaked in the first half of 2009, due to heavy write-downs made on HBOS corporate property loans. (Losses on retail loans expected to increase in-line with unemployment , but those losses expected to be much less than the corporate property ones.)
111	28/08/09	Continuing media speculation about Lloyds rights issue and reduced GAPS participation.
109	23/09/09	Lloyds raises £4bn from wholesale markets without UK government guarantees through first European issue of Residential Mortgage Backed Securities (RMBS) in over a year.[32]
93	16/10/09	Lloyds sells Halifax Estate Agents.
87	03/11/09	Confirmation of Rights Issue, exit from Government Asset Protection Scheme, EU Competition-required sell-offs.

[edit] Operations

The Group is organised as follows:

• UK Retail Banking - Helen Weir, Group Executive Director^[34] (formerly of LTSB)
  • Provides a full range of banking and financial services to some 30 million personal customers through over 3,000 branches across the UK, as well as telephone and internet banking services. Cheltenham & Gloucester sells its products through branches of C&G and Lloyds TSB as well as over the phone and internet and through mortgage intermediaries. Following the HBOS merger, the Group is the largest mortgage lender in the UK. Profit before tax from UK Retail Banking in 2006 was €1,802 (£1,549) million.
    • Lloyds TSB Bank - England and Wales
    • Lloyds TSB Scotland - Scotland
    • Bank of Scotland - Scotland
    • Halifax - England, Wales and Northern Ireland
    • Cheltenham and Gloucester- mortgage and savings bank
    • Birmingham Midshires - mortgage and savings brand
    • Intelligent Finance
    • Scottish Widows Bank - direct banking arm of Scottish Widows

• Wholesale Banking - G Truett Tate, Group Executive Director (formerly of LTSB)
  • Provides banking and related services for major UK and multinational corporates and financial institutions, as well as small- and medium-sized UK businesses. It also provides asset finance and manages Lloyds TSB Group's activities in financial markets through its treasury function. Also provides banking and financial services in North America (US and Canada). Profit before tax from Wholesale and International Banking in 2006 was €1,908 (£1,640) million.
    • Lloyds TSB Corporate Markets
    • Lloyds TSB Commercial Finance
    • Bank Of Scotland Corporate
    • Lloyds TSB Commercial
    • Bank of Scotland Commercial
    • Blackhorse
    • Offshore Banking

• Insurance and Investments - Archie G Kane, Group Executive Director^[36] (formerly of LTSB)
  • Scottish Widows is the Group's specialist provider of life assurance, pensions and investment products, distributed through the Lloyds TSB branch network, through independent financial advisers and directly via the telephone and the internet. Insurance and Investments also includes general insurance underwriting and broking (home, creditor, motor, travel, pet). Profit before tax from Insurance and Investments in 2006 was €1,110 (£950) million.
    • Scottish Widows
    • Clerical Medical - The Clerical Medical brand will be phased out with the sales team merging with that of Scottish Widows.^[37]
    • Lloyds TSB Insurance Services Limited
    • Halifax Insurance

• Wealth and International - Jo Dawson, Group Executive Director (formerly of HBOS)
  • UK Private Banking
  • International Private Banking
  • International Retail Banking - includes Channel Islands and Isle of Man)
  • International Banking - includes Bank of Scotland (Ireland) and HBOS Australia
  • Scottish Widows Investment Partnership (SWIP)

• Other Group Directors
  • Tim Tookey - Group Finance Director (formerly of LTSB)
  • Carol Sargeant - Chief Risk Officer (formerly of LTSB)
  • Angie Risley - Group Human Resources Director (formerly of LTSB)
  • Mark Fisher - Group Operations and Integration Director (externally recruited to Lloyds Banking Group from RBS)

[edit] Controversy

[edit] Links to the arms trade

In December 2008 the British anti-poverty charity War on Want released a report documenting the extent to which Lloyds and other UK commercial banks invest in, provide banking services for and make loans to arms companies. The charity writes in its report that Lloyds holds shares in the UK arms sector totally £717.5 million, and serves as principal banker for BAE Systems, the UK's largest arms company. The report also details Lloyds's dealings with known producers of cluster munitions and depleted uranium.^[38]

[edit] Cutting off aid to Gaza

Lloyds TSB stands accused of "cutting off aid to Gaza". In November 2008 the bank delivered a notification to the Islamic Bank of Britain (IBB) to cease all dealings with British charity Interpal - a British non-political and non-profit making charity set up to help Palestinians, and one of the few sources of humanitarian assistance in occupied Gaza. The notification was delivered without warning or prior consultation. The following day, the UN announced that it had run out of food supplies and essentials in the Gaza Strip.^[39]

[edit] Tax avoidance

In 2009, a case was brought against Lloyds by a department of the UK Treasury (HM Revenue & Customs) on grounds of tax avoidance. Lloyds are accused of pouring hundreds of millions of pounds into transatlantic tax avoidance schemes in the form of loans to American financial institutions.^[40]

[edit] HBOS bad loans

On Friday, 13 February 2009, Lloyds Banking Group revealed that the losses at HBOS were greater than had been anticipated at around £10billion. The share price of Lloyds Banking Group plunged 32% on the London Stock Exchange, carrying other bank shares with it.^[41] The acquisition was carried out rapidly in 2008, however due diligence undertaken by Lloyds indicated an anticipated £8.5bn HBOS loss. The Lloyds management cited a deterioration in the economy subsequent to the due diligence for the HBOS losses increasing from the anticipated £8.5bn to the actual £10bn.

[edit] Awards and recognition

In July 2007, Euromoney announced Lloyds TSB as the winners of its Awards for Excellence.^[42]

In June 2008, Lloyds TSB came top in the Race for Opportunity’s (RfO) annual survey.^[43]

In May 2009, Lloyds TSB Corporate Markets was recognised as ‘Bank of the Year’ for the fifth year running at Real FD/ CBI FDs' Excellence Awards.^[44]

[edit] Sponsorships

Lloyds TSB was appointed the first Official Partner for the London Olympics 2012.^[45]

Lloyds TSB is also currently the official sponsor for the Asian Jewel Awards. The awards recognise the contribution made by the Asian community in Britain today. An example of this support is the bank's sponsorship of Peter Santamaria-Woods in motor racing.^[46]

[edit] See also

Lloyds TSB

[edit] References

[edit] External links

• Lloyds Banking Group
• Lloyds TSB
• Bank of Scotland
• Halifax

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