2.2 Creditor claims and dividend prospects Unsubordinated creditors As creditors are aware from previous reports and prior to the Reporting Period: ? dividends totalling approximately £1,074.8m (100p in the £) had been paid on admitted, unsecured, unsubordinated claims; and ? further distributions of £354.1m had been paid in relation to admitted, unsecured, unsubordinated creditors' statutory interest entitlements. As a result of the Framework Agreement and the conclusion of the Priority Litigation, the Administrators were able to make further dividend payments to LBH’s unsubordinated creditors. In the Reporting Period, the Administrators paid their eighth and ninth interim dividends to unsubordinated creditors of £24.4m and £33.0m respectively, as set out below: ? Eighth interim distribution: On 28 November 2023, a dividend was paid to certain unsubordinated creditors being LBIE (£14.6m), Thayer (£6.0m) and ESH (£3.8m). Payments to LBIE and Thayer were final distributions with no further amounts being owed to those estates. In respect of ESH, further amounts (of up to £9m) may be due to it depending on the outcome of the Partial Discharge Issue. ? As part of the eighth interim distribution, PAMI/LBHI, LBL and MBAM agreed to defer receipt of their unsubordinated statutory interest on this occasion to allow LBH to pay (i) the other unsubordinated creditors and (ii) Tier X (in full) - see below. ? Ninth interim distribution: A dividend of £33.0m was paid to LBHI on 11 March 2024. ? As part of the ninth interim distribution, LBL and MBAM agreed to defer receipt of their unsubordinated statutory interest on this occasion to allow LBH to pay LBHI in respect of its unsubordinated post-administration statutory interest entitlement. Based on current information, the Administrators are of the view that there will ultimately be sufficient realisations to allow unsubordinated creditors’ remaining entitlements to post-administration statutory interest to be paid in full. Subordinated creditors and the Framework Agreement The claim from LBGP in respect of the PLC Sub-Notes has now been agreed and admitted at c.£187.2m. This is after discounting in accordance with IR16 and in line with the outcome of the Priority Litigation, as detailed in previous progress reports. The claim from LBHI (in respect of the PLC Sub-Debt) totals c.£1,059.0m. The Framework Agreement, which became effective on 8 October 2023, sets out a structure under which LBH will make payments to LBGP and LBHI of funds available for subordinated creditors. These payments are governed by a specific sharing formula, summarised below: Tier X - first available funds of £187.2m: In the Period, the first £187.2m of funds available for the subordinated creditors was paid, as set out below: ? On 24 November 2023, 92% of Tier X (being £172.2m) was paid to LBGP. ? On 29 December 2023, the remaining 8% of Tier X (being £15.0m) was paid to LBHI. As a consequence of the above, Tier X has been paid in full. Tier Y - next available funds of up to £225.0m: Distributions under Tier Y can only take place once: ? Tier X funds have been distributed in full (which is now the case); ? There has been a final adjudication or settlement of Priority Legal Issue 1; and ? The unsubordinated creditors’ remaining entitlement to post-administration statutory interest has been satisfied in full, if necessary adjusted for the resolution of the Partial Discharge Issue. 11 Administrators’ progress report from 15 September 2023 to 14 March 2024
If Priority Legal Issue 1 is resolved such that statutory interest payable on LBGP’s Sub-Notes claim falls to be paid in priority to the principal amount of LBHI’s Sub-Debt claim, the Tier Y funds will be distributed to LBGP and LBHI in the ratios 94% and 6% respectively. If Priority Legal Issue 1 is resolved such that the principal amount of LBHI’s Sub-Debt claim falls to be paid in priority to statutory interest payable on LBGP’s Sub-Notes claim, the entirety of any Tier Y funds will be distributed to LBHI. The Administrators do not expect payments under Tier Y to be made for some time given that (i) there remains outstanding post-administration statutory interest due to unsubordinated creditors and where the Partial Discharge Issue is not yet resolved and (ii) Priority Legal Issue 1 is subject to a potential appeal by LBHI and so not finally determined. Tier Z - remaining funds available: Subject first to the distributions of Tiers X and Y, further distributions to LBH’s subordinated creditors will be paid from any remaining funds available in the following proportions: ? If Priority Legal Issue 1 is resolved such that statutory interest payable on the LBGP’s Sub-Notes claim falls to be paid in priority to the principal amount of LBHI’s Sub-Debt claim, the Tier Z funds will be distributed to LBGP and LBHI in the ratios 42% and 58%, respectively. ? If Priority Legal Issue 1 is resolved such that principal amount of LBHI’s Sub-Debt claim falls to be paid in priority to statutory interest payable on LBGP’s Sub-Notes claim, the Tier Z funds will be distributed to LBGP and LBHI in the ratios 12% and 88%, respectively. Estimated outcome and future distributions In June 2023 the Administrators prepared an updated assessment of the potential economic outcomes for LBH’s creditors. It indicated a potential return to subordinated creditors of between £233m and £490m in Base and High cases respectively, subject to important notes and assumptions which are included within that update. The update can be accessed through the link below: https://www.pwc.co.uk/business-recovery/administrations/lehman/lbh-plc-update-june-2023.pdf LBH’s ability to pay additional distributions to both unsubordinated and subordinated creditors (and the timing of such distributions) is dependent on a number of matters, including: ? Various of LBIE’s unresolved issues which remain subject to litigation, creating uncertainty as to the final outcome and timing of receipt of any recoveries. LBIE reports that the most significant of its unresolved issues is the AGFP litigation, as referred to in Section 2.1 above; ? The resultant quantum of further payments to LBHI2 from LBIE, and the proportion of such payments retained by LBHI2 under the WW sharing agreement; ? The duration, future costs and priority expenses of the LBH, LBIE, LBHI2 and LBL administrations; and ? Under the terms of the Framework Agreement, further distributions to subordinated creditors, beyond that which have recently been paid as Tier X distributions, cannot be made until (i) Priority Legal Issue 1 has been finally adjudicated or otherwise settled, and (ii) the unsubordinated creditors have received their remaining, post-administration statutory interest entitlements, if necessary adjusted for the resolution of the Partial Discharge Issue. The Administrators will continue to provide further updates through the LBH website (or by other means as appropriate). 12 Administrators’ progress report from 15 September 2023 to 14 March 2024
