Centrica PLC — Capital/Financing Update 2014

Apr 14, 2014

FINAL TERMS

10 April, 2014

CENTRICA PLC Issue of U.S.\$200,000,000 Floating Rate Notes due April, 2017 under the U.S.\$10,000,000,000 Euro Medium Term Note Programme

PART A - CONTRACTUAL TERMS

Terms used herein shall be deemed to be defined as such for the purposes of the Terms and Conditions set forth in the Base Prospectus dated 26 September, 2013 and the supplement to it dated 4 April, 2014 which together constitute a base prospectus for the purposes of the Prospectus Directive (the Base Prospectus). This document constitutes the Final Terms of the Notes described herein for the purposes of Article 5.4 of the Prospectus Directive and must be read in conjunction with the Base Prospectus. Full information on the Issuer and the offer of the Notes is only available on the basis of the combination of these Final Terms and the Base Prospectus. The Base Prospectus has been published via the regulatory news service maintained by the London Stock Exchange (www.londonstockexchange.com/ exchange/news/market-news/market-news-home.html).

Issuer:		Centrica plc
(i)	Series Number:	25
(ii)	Tranche Number:	1
(iii)	which Date the Notes will on be consolidated and form a single Series:	Not Applicable
		United States Dollars ("U.S.\$")
(i)	Series:	U.S.\$200,000,000
(ii)	Tranche:	U.S.\$200,000,000
(i)	Issue Price:	100.00 per cent. of the Aggregate Nominal Amount
(i)	Specified Denomination(s):	U.S.\$200,000 and integral multiples of U.S.\$1,000 in excess thereof up to (and including) U.S.\$399,000. No Notes in definitive form will be issued with a denomination above U.S.\$399,000
(ii)	Calculation Amount:	$U.S.$ \$1,000
(i)	Issue Date and Interest Commencement Date:	14 April, 2014
(ii)	Interest Commencement Date (if different	Not Applicable
		Interest Payment Date falling in or nearest to April, 2017
		3 month U.S.\$ LIBOR + 0.65 per cent. Floating Rate (further particulars specified below)
		Not Applicable
		Not Applicable
		Not Applicable
		Not Applicable
		Applicable
		Specified Currency or Currencies: Aggregate Nominal Amount: from the Issue Date): Maturity Date: Interest Basis: Change of Interest Basis: Put/Call Options: Date approval for issuance of Notes obtained: PROVISIONS RELATING TO INTEREST (IF ANY) PAYABLE Fixed Rate Note Provisions Floating Rate Note Provisions

A17976267

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	(i)		Specified Period(s)/Specified Interest Payment Dates:	Quarterly in arrear on 14 July, 14 October, 14 January and 14 April in each year from (and including) 14 July, 2014 to (and including) the Maturity Date, subject to adjustment in accordance with the Business Day Convention set out below
	(ii)		Business Day Convention:	Modified Following Business Day Convention
	(iii)	Additional Business Centre(s):		New York
	(iv)		Manner in which the Rate of Interest and Interest Amount is to be determined:	Screen Rate Determination
	(v)		Party responsible for calculating the Rate of Interest and Interest Amount (if not the Principal Paying Agent):	Not Applicable
	(vi)	Screen Rate Determination:
		1.	Reference Rate:	3 month U.S.\$ LIBOR
		2.	Interest Determination Date(s):	Second London business day prior to the start of each Interest Period
		3.	Relevant Screen Page:	Reuters screen "LIBOR01"
	(vii)		ISDA Determination:	Not Applicable
	(viii)	$Margin(s)$ :		+ 0.65 per cent. per annum
	(ix)	Linear Interpolation		Not Applicable
	(x)		Minimum Rate of Interest:	Not Applicable
	(x i )		Maximum Rate of Interest:	Not Applicable
	(xii)		Day Count Fraction:	Actual/360
15.			Zero Coupon Note Provisions	Not Applicable
			PROVISIONS RELATING TO REDEMPTION
16.			Notice periods for Condition 7(b):	Minimum period: 30 days Maximum period: 60 days
17.	Issuer Call:			Not Applicable
18.		General Investor Put:		Not Applicable
19.			Change of Control Investor Put:	Not Applicable
20.			Final Redemption Amount of each Note:	U.S.\$1,000 per Calculation Amount
21.	default:		Early Redemption Amount of each Note payable on redemption for taxation reasons or on event of	U.S.\$1,000 per Calculation Amount
			GENERAL PROVISIONS APPLICABLE TO THE NOTES
22.	Form of Notes:
	(i)	Form		Bearer Notes:
				Temporary Global Note exchangeable for a Permanent Global Note which is exchangeable for definitive Bearer Notes only upon an Exchange Event
	(ii)		New Global Note:	Yes
23.	Additional Financial Centre(s):			London and New York

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Signed on behalf of Centrica plc:

Janny By: .........

Duly authorised

By: $\overline{\ldots}$ Duly authorised

A17976267

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PART B - OTHER INFORMATION

$\mathbf{1}$ LISTING AND ADMISSION TO TRADING

$(i)$ Listing and Admission to trading

Application is expected to be made by the Issuer (or on its behalf) for the Notes to be admitted to trading on the London Stock Exchange's regulated market and listing on the Official List of the UK Listing Authority with effect from 14 April, 2014

$(ii)$ Estimate of total expenses related to £3,600 admission to trading:

$2.$ RATINGS

$\overline{4}$ .

Ratings:

Not Applicable

INTERESTS OF NATURAL AND LEGAL PERSONS INVOLVED IN THE ISSUE 3.

Save for any fees payable to the Dealer, so far as the Issuer is aware, no person involved in the issue of the Notes has an interest material to the offer. The Dealer and its affiliates have engaged, and may in the future engage, in investment banking and/or commercial banking transactions with, and may perform other services for, the Issuer and its affiliates in the ordinary course of business.

OPERATIONAL INFORMATION $(i)$ ISIN Code: XS1056459453 $(ii)$ Common Code: 105645945 $(iii)$ Any clearing system(s) other than Not Applicable Euroclear Bank S.A./N.V. and Clearstream, Luxembourg, société anonyme and the relevant identification number(s): $(iv)$ Names and addresses of additional Not Applicable Agents/ Paying Agent(s) (if any): $(v)$ Names of Managers: Not Applicable $(vi)$ Name of Dealer: J.P. Morgan Securities plc U.S. Selling Restrictions: Reg. S Compliance Category 2; TEFRA D $(vii)$