Centrica PLC — Capital/Financing Update 2014

Sep 10, 2014

FINAL TERMS

8 September 2014

CENTRICA PLC Issue of GBP51,000,000 Floating Rate Notes due September 2015 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 supplements to it dated 4 April, 2014 and 2 September, 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).

1.	Issuer:		Centrica plc
2.	(i)	Series Number:	28
	(ii)	Tranche Number:	1
	(iii)	Date on which the Notes will be consolidated and form a single Series:	Not Applicable
3.	Specified Currency or Currencies:		Sterling ("GBP")
4.		Aggregate Nominal Amount:
	(i)	Series:	GBP51,000,000
	(ii)	Tranche:	GBP51,000,000
5.	(i)	Issue Price:	100 per cent. of the Aggregate Nominal Amount
6.	(i)	Specified Denomination(s):	GBP100,000
	(ii)	Calculation Amount:	GBP100,000
7.	(i)	Issue Date and Interest Commencement Date:	11 September, 2014
	(ii)	Interest Commencement Date (if different from the Issue Date):	Issue Date
8.	Maturity Date:		Interest Payment Date falling in or nearest to September 2015
9.	Interest Basis:		3 month GBP LIBOR + 0.43 per cent. Floating Rate
			(further particulars specified below)
10.	Change of Interest Basis:		Not Applicable
11.	Put/Call Options:		Not Applicable
12.	Date approval for issuance of Notes ∩hfained'		Not Applicable

PROVISIONS RELATING TO INTEREST (IF ANY) PAYABLE

14. Applicable Floating Rate Note Provisions (i) Specified Period(s)/Specified 11 December, 2014, 11 March, 2015, 11 Interest Payment Dates: June, 2015 and 11 September, 2015, subject to the Business Day Convention set out below. Modified Following Business Day (ii) Business Day Convention: Convention Additional Business Centre(s): London (iii) (iv) Manner in which the Rate of Screen Rate Determination Interest and Interest Amount is to be determined: Not Applicable $(v)$ . Party responsible for calculating the Rate of Interest and Interest Amount (if not the Principal Paying Agent): (v i ) Screen Rate Determination: 3 month GBP LIBOR Reference Rate: Interest Determination First London Business Day of each Interest Period $Date(s)$ : Reuters screen "LIBOR01" Relevant Screen Page: ISDA Determination: Not Applicable (vii) (viii) Margin(s): + 0.43 per cent. per annum Linear Interpolation: Not Applicable (ix) Minimum Rate of Interest: Not Applicable (x) Maximum Rate of Interest: Not Applicable (xi) Day Count Fraction: Actual/365 (Fixed) (xii) $\mathcal{L}_1 \subset \mathcal{L}(\mathcal{L})$ Not Applicable Zero Coupon Note Provisions 15. PROVISIONS RELATING TO REDEMPTION Minimum period: 30 days Notice periods for Condition 7(b): 16. Maximum period: 60 days Issuer Call: Not Applicable 17. Not Applicable General Investor Put: 18. Not Applicable Change of Control Investor Put: 19. GBP100,000 per Calculation Amount Final Redemption Amount of each Note: 20. GBP100,000 per Calculation Amount Early Redemption Amount of each Note 21. payable on redemption for taxation reasons or on event of default:	13.		Fixed Rate Note Provisions	Not Applicable

GENERAL PROVISIONS APPLICABLE TO THE NOTES

• 1. Form of Notes:
• $($ i) Form

$(ii)$ New Global Note:

23.

Additional Financial Centre(s):

THIRD PARTY INFORMATION

Signed on behalf of Centrica plc:

$Bv$ Duly authorised

Bearer Notes:

Temporary Global Note exchangeable for a Permanent Global Note which is exchangeable for definitive Bearer Notes only upon an Exchange Event

Remis

Yes

London

LISTING AND ADMISSION TO TRADING

$(1)$ Listing and Admission to trading

Application has been 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 the 11 September, 2014.

$(ii)$ Estimate of total expenses $10$ related admission to trading:

GBP2.700

$\overline{2}$ . RATINGS

Ratings:

The Notes to be issued are expected to be rated A3 by Moody's Investors Service Ltd and A- by Standard & Poor's Credit Market Services Europe Limited

INTERESTS OF NATURAL AND LEGAL PERSONS INVOLVED IN THE ISSUE $\overline{\mathbf{3}}$ .

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 their 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 $\overline{4}$ .

$(i)$ ISIN Code:

$(i)$ Common Code: 110879474

$(iii)$ Any clearing system(s) other Euroclear than Bank S.A./N.V. and Clearstream. Luxembourg, société anonyme and the relevant identification number(s):

Names and addresses of $(iv)$ additional Agents/ Paying Agent(s) (if any):

Not Applicable

XS1108794741

Not Applicable

$(v)$ Names of Managers:

Not Applicable

$(vi)$ Name of Dealer: Lloyds Bank plc

U.S. Selling Restrictions: (vii)

Reg. S Compliance Category 2; TEFRA D