Centrica PLC — Capital/Financing Update 2014

Sep 11, 2014

FINAL TERMS

9 September, 2014

CENTRICA PLC Issue of EUR 100,000,000 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:	29
	(ii)	Tranche Number:	1
	(iii)	on which Date the will Notes be consolidated and form a single Series:	Not Applicable
3.		Specified Currency or Currencies:	Euro ("EUR")
4.		Aggregate Nominal Amount:
	(i)	Series:	EUR 100,000,000
	(ii)	Tranche:	EUR 100,000,000
5.	(i)	Issue Price:	100.00 per cent. of the Aggregate Nominal Amount
6.	(i)	Specified Denomination(s):	EUR 100,000 and integral multiples of EUR 1,000 in excess thereof up to (and including) EUR 199,000. No Notes in definitive form will be issued with a denomination above EUR 199,000
	(ii)	Calculation Amount:	EUR 1,000
7.	(i)	Issue Date and Interest Commencement Date:	12 September, 2014
	(ii)	Interest Commencement Date (if different from the Issue Date):	Not Applicable
8.	Maturity Date:		Interest Payment Date falling in or nearest to September, 2015
9.	Interest Basis:		3 month EURIBOR + 0.26 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 obtained:	Not Applicable
		PROVISIONS RELATING TO INTEREST (IF ANY) PAYABLE
13.		Fixed Rate Note Provisions	Not Applicable
14.		Floating Rate Note Provisions	Applicable

				2015, subject to adjustment in accordance with the Business Day Convention set out below
	Business Day Convention: (i)			Modified Following Business Day Convention
	(iii)		Additional Business Centre(s):	London and 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
	(v i )		Screen Rate Determination:
		1.	Reference Rate:	3 month EURIBOR
		2.	Interest Determination Date(s):	Second TARGET business day prior to the start of each Interest Period
		3.	Relevant Screen Page:	Reuters screen "EURIBOR01"
	(vii)		ISDA Determination:	Not Applicable
	(viii)	Margin(s):		+ 0.26 per cent. per annum
	(ix)		Linear Interpolation	Not Applicable
	(x)		Minimum Rate of Interest:	Not Applicable
	(xi)		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:	EUR 1,000 per Calculation Amount
21.	default:		Early Redemption Amount of each Note payable on redemption for taxation reasons or on event of	EUR 1,000 per Calculation Amount
			GENERAL PROVISIONS APPLICABLE TO THE NOTES
22.	Form of Notes:
	$\left( i\right)$	Form		Bearer Notes:
				Temporary Global Note exchangeable for a Permanent Global Note which is exchangeable for definitive Bearer Notes only upon an Exchange Event
	(i)		New Global Note:	Yes
23.	Additional Financial Centre(s):			London and New York

$(i)$

Specified Period(s)/Specified Interest

Payment Dates:

$\mathbf 2$

g and you

Quarterly in arrear on 12 December, 2014, 12

March, 2015, 12 June, 2015 and 12 September,

Signed on behalf of Centrica plc:

$By:$ . . . . . . . . . . . . . . Duly authorised

$\bar{z}$ $\overline{a}$

$\sim$ .

$\sim$

1 / T By: .........

Duly authorised

PART B - OTHER INFORMATION

LISTING AND ADMISSION TO TRADING $1.$

$(i)$ 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 the Issue Date.

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

$2.$ 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 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 $\overline{4}$ .

$\left( i\right)$	ISIN Code:	XS1108849404
(i)	Common Code:	110884940
(iii)	Any clearing system(s) other than Bank S.A./N.V. Euroclear and Clearstream, Luxembourg, société the relevant and anonyme identification number(s):	Not Applicable
(iv)	Names and addresses of additional Not Applicable Agents/ Paying Agent(s) (if any):
$\langle \vee \rangle$	Names of Managers:	Not Applicable
(vi)	Name of Dealer:	J.P. Morgan Securities plc
(vii)	U.S. Selling Restrictions:	Reg. S Compliance Category 2; TEFRA D