Lloyds Bank Corporate Markets PLC And Lloyds Bank International Ltd. Assigned 'A-/A-2' Ratings; Outlook Positive

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1 Research Update: Lloyds Bank Corporate Markets PLC And Lloyds Bank International Ltd. Assigned 'A-/A-2' Ratings; Outlook Positive Primary Credit Analyst: Giles Edwards, London (44) ; Secondary Contacts: Nigel J Greenwood, London (44) ; nigel.greenwood@spglobal.com Richard Barnes, London (44) ; richard.barnes@spglobal.com Table Of Contents Overview Rating Action Rationale Outlook Related Criteria Related Research Ratings List APRIL 24,

2 Research Update: Lloyds Bank Corporate Markets PLC And Lloyds Bank International Ltd. Assigned 'A-/A-2' Ratings; Outlook Positive Overview Lloyds Banking Group PLC (Lloyds, or the group) announced that it has received court approval to transfer selected wholesale business from Lloyds Bank and Bank of Scotland, Lloyds' principal ring-fenced subsidiaries. Lloyds plans to implement this transfer on May 28, Lloyds Bank Corporate Markets PLC (LBCM) owns Lloyds Bank International Ltd. (LBIL), Lloyds' existing Jersey-based bank. In anticipation of the completion of the transfer in late May, we are assigning our 'A-/A-2' ratings to LBCM and LBIL because we continue to consider that these entities will be highly strategic operating subsidiaries of Lloyds. The outlook is positive, mirroring the outlook on the core operating entities of Lloyds. Rating Action On April 24, 2018, S&P Global Ratings assigned its 'A-' long-term and 'A-2' short-term issuer credit ratings to Lloyds Bank Corporate Markets PLC (LBCM) and Lloyds Bank International Ltd. (LBIL)--bank subsidiaries that will sit outside the ring-fenced operations of Lloyds Banking Group (Lloyds), as mandated by the U.K. banking regulator as part of its ring-fencing requirements. The outlook on both entities is positive. Rationale This rating action follows our affirmation of the preliminary ratings on LBCM and LBIL on Feb. 6, 2018 (see "Lloyds Bank Non-Ring-Fenced Entities Preliminary 'A-/A-2' Ratings Affirmed; Outlook Positive, " published on RatingsDirect). Since then, Lloyds has continued to make progress with its ring-fencing plans. We note that on April 12, 2018, it received U.K. court approval under Part VII of the Financial Services and Markets Act 2000 to make the proposed business transfer to LBCM. Accordingly, our ratings on LBCM and LBIL reflect our expectation that Lloyds will implement this transfer on or around May 28, 2018, and so comply early with the U.K.'s ring-fencing requirements, which take effect on Jan. 1, APRIL 24,

3 Research Update: Lloyds Bank Corporate Markets PLC And Lloyds Bank International Ltd. Assigned 'A-/A-2' Ratings; Outlook Positive Since we first assigned preliminary ratings to LBCM and LBIL in July 2017, our views on the prospective creditworthiness of these two non-ring-fenced subsidiaries have not changed, aside from the positive outlook that we placed on our ratings on Lloyds' rated bank-licensed subsidiaries in November We anticipate that these entities will remain integral to Lloyds' provision of comprehensive banking services to U.K.-based corporates and financial institutions, inward-bound activity by overseas corporates, and offshore private banking clients. However, while the subgroup will provide a blend of banking products and services to commercial, retail, and wealth customers, we see it as less diversified than the ring-fenced parts of Lloyds. In addition, most of Lloyds' activity will sit inside the ringfence. In our view, ring-fencing allows regulators greater scope than previously to intervene in resource flows around the group in a stressed situation. We therefore consider that the LBCM-headed non-ring-fenced subgroup will face higher intrinsic business risk than Lloyds' ring-fenced subgroup, which principally comprises Lloyds Bank PLC and Bank of Scotland PLC (BOS). We reflect this slightly higher intrinsic risk in our assessment of LBCM's group status as highly strategic to Lloyds (we assess LBIL as core to LBCM.) By contrast, we expect that both entities will, like Lloyds Bank and BOS, benefit from additional loss-absorbing capacity (ALAC) downstreamed from Lloyds. Taking these elements together, our long-term ratings on LBCM and LBIL are one notch below those of Lloyds' ring-fenced subsidiaries--entities that we assess as being core to Lloyds. While it currently has no bearing on our issuer credit ratings on LBCM and LBIL, to aid investor insight we plan to make an assessment of the non-ring-fenced subgroup's intrinsic creditworthiness; that is, the stand-alone credit profile (SACP) of LBCM (on a consolidated basis) before any assumption of group support. We will conclude on this following the transfer of business and once we are able to finalize certain quantitative metrics for LBCM. We continue to expect that the SACP will be below the 'a-' unsupported group credit profile of Lloyds, at 'bbb' or 'bbb-'. Our finalization of the preliminary ratings on LBCM and LBIL is the third example among the major U.K. banks that are undertaking ringfencing. On March 13, we assigned ratings to Barclays Bank UK PLC, which will be the ringfenced bank of Barclays PLC. On April 11, we assigned ratings to Adam & Co. PLC, which will operate as a ringfenced bank of The Royal Bank of Scotland Group plc. On April 19, 2018, we published new criteria for assigning resolution counterparty ratings (RCRs) to certain financial institutions. We consider that there is an effective resolution regime in the U.K., and that an RCR may be relevant to LBCM under these criteria. In coming weeks, we will be reviewing our analysis of the resolution regime across 26 countries, including the U.K. This review will identify liability categories, if any, that are protected from default risk by structural or operational features of a given resolution framework. Upon completion of this review, we may assign RCRs under APRIL 24,

4 Research Update: Lloyds Bank Corporate Markets PLC And Lloyds Bank International Ltd. Assigned 'A-/A-2' Ratings; Outlook Positive our new criteria to banks located in the U.K., including LBCM. Outlook The positive outlook on LBCM and LBIL matches the positive outlook on Lloyds' ring-fenced subsidiaries, Lloyds Bank and BOS. Upside scenario We could raise the ratings on LBCM, LBIL, and other Lloyds banking subsidiaries if Lloyds builds its ALAC buffer sustainably beyond 8%. However, before doing so, we would compare Lloyds with its highly rated peers in Europe and beyond to ensure its core operating subsidiaries merit an 'A+' rating. Although it is a remote possibility at this time, we could raise the ratings on LBCM and LBIL if we were to see them as a core subgroup of Lloyds, instead of highly strategic. This would be consistent with a view that these non-ring-fenced subsidiaries face a risk of divestment and default equal to that of the ring-fenced entities. Downside scenario We would most likely revise the outlooks on LBCM and LBIL to stable if Lloyds' risk appetite substantially increased, or if its performance appeared likely to significantly undershoot our current expectations, for example, due to a significant weakening of asset quality. Although much less likely, a revision could also be prompted by concerns about the sustainability of Lloyds' ALAC ramp-up. Related Criteria General: Methodology For Assigning Financial Institution Resolution Counterparty Ratings, April 19, 2018 General: Risk-Adjusted Capital Framework Methodology, July 20, 2017 General Criteria: Methodology For Linking Long-Term And Short-Term Ratings, April 7, 2017 Banks: Bank Rating Methodology And Assumptions: Additional Loss-Absorbing Capacity, April 27, 2015 Banks: Bank Hybrid Capital And Nondeferrable Subordinated Debt Methodology And Assumptions, Jan. 29, 2015 General Criteria: Group Rating Methodology, Nov. 19, 2013 Banks: Quantitative Metrics For Rating Banks Globally: Methodology And Assumptions, July 17, 2013 Banks: Banks: Rating Methodology And Assumptions, Nov. 9, 2011 Banks: Banking Industry Country Risk Assessment Methodology And APRIL 24,

5 Research Update: Lloyds Bank Corporate Markets PLC And Lloyds Bank International Ltd. Assigned 'A-/A-2' Ratings; Outlook Positive Assumptions, Nov. 9, 2011 General Criteria: Use Of CreditWatch And Outlooks, Sept. 14, 2009 Related Research Adam & Co. PLC Assigned 'BBB+/A-2' Ratings; Outlook Positive, April 11, 2018 Barclays Bank UK PLC Assigned 'A/A-1' Ratings; Outlook Stable, March 13, 2018 Lloyds Bank Non-Ring-Fenced Entities Preliminary 'A-/A-2' Ratings Affirmed; Outlook Positive, Feb. 6, 2018 U.K. Banks: What's On The Cards For 2018, Jan. 9, 2018 Outlooks On Lloyds Banking Group Entities Revised On Reducing Economic Risks And Improving Bail-In Buffer, Nov. 15, 2017 Reflecting Ring-Fencing In U.K. Bank Ratings: An Update, Oct. 19, 2017 Prospective Lloyds Bank Non-Ring-Fenced Entities Assigned Preliminary 'A-/A-2' Ratings; Outlook Negative, July 17, 2017 Ratings List New Rating; Outlook Action Lloyds Bank Corporate Markets PLC Lloyds Bank International Ltd. Counterparty Credit Rating A-/Positive/A-2 Certain terms used in this report, particularly certain adjectives used to express our view on rating relevant factors, have specific meanings ascribed to them in our criteria, and should therefore be read in conjunction with such criteria. Please see Ratings Criteria at for further information. Complete ratings information is available to subscribers of RatingsDirect at All ratings affected by this rating action can be found on the S&P Global Ratings' public website at Use the Ratings search box located in the left column. Alternatively, call one of the following S&P Global Ratings numbers: Client Support Europe (44) ; London Press Office (44) ; Paris (33) ; Frankfurt (49) ; Stockholm (46) ; or Moscow 7 (495) APRIL 24,

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