GlaxoSmithKline PLC — Capital/Financing Update 2014

Nov 28, 2014

FINAL TERMS

28 November 2014

GlaxoSmithKline Capital plc Issue of EUR1,000,000,000 1.375 per cent. Notes due 2024 Guaranteed by GlaxoSmithKline plc under the £15,000,000,000 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 Conditions set forth in the Prospectus dated 4 August, 2014 and the supplement dated 27 October 2014 which together constitute a base prospectus for the purposes of the Prospectus Directive (the "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 Prospectus. Full information on the Issuer, the Guarantor and the offer of the Notes is only available on the basis of the combination of these Final Terms and the Prospectus. Copies of such Prospectus are available for viewing and may be obtained from the registered office of the Issuer at 980 Great West Road, Brentford, Middlesex TW8 9GS, U.K. and the Prospectus has been published on the following website: www.londonstockexchange.com/exchange/news/market-news/market-news-home.html.

The expression Prospectus Directive means Directive 2003/71/EC (and amendments thereto, including the 2010 PD Amending Directive, to the extent implemented in any Relevant Member State), and includes any relevant implementing measure in any Relevant Member State and the expression 2010 PD Amending Directive means Directive 2010/73/EU.

1.	(a)	Issuer:	GlaxoSmithKline Capital plc
	(b)	Guarantor:	GlaxoSmithKline plc
2.	(a)	Series Number:	17
	(b)	Tranche Number:	1
3.	Specified Currency or Currencies:		Euro ("EUR")
4.	Aggregate Nominal Amount:		EUR1,000,000,000
5.	Issue Price:		98.856 per cent. of the Aggregate Nominal Amount
6.	(a)	Specified Denominations:	EUR100,000 integral multiples and of EUR1,000 in excess thereof up to and including EUR199,000. No Notes in definitive form will issued with denomination be above a EUR199,000
	(b)	Calculation Amount:	EUR1,000
7.	(a)	Issue Date:	2 December 2014
	(b)	Interest Commencement Date:	Issue Date

$\mathbf{1}$

8.	Maturity Date:		2 December 2024
9.	Interest Basis:		1.375 per cent. Fixed Rate
10.	Redemption Basis:		Subject to any purchase and cancellation or early redemption, the Notes will be redeemed on the Maturity Date at 100 per cent. of their nominal amount.
11.	Change of Interest:		Not Applicable
12.	Put/Call Options		Not Applicable
13.	(a)	Status of the Notes	Senior
	(b)	Status of the Guarantee	Senior
14.	Notes relevant):	Date of Board approval for issuance of Guarantee and obtained (if	17 November 2014
PROVISIONS RELATING TO INTEREST (IF ANY) PAYABLE
15.	Fixed Rate Note Provisions		Applicable
	(a)	Rate(s) of Interest:	1.375 per cent. per annum payable in arrear on each Interest Payment Date.
	(b)	Interest Payment Date(s):	2 December in each year up to and including the Maturity Date.
	(c)	Fixed Coupon Amount(s):	EUR13.75 per Calculation Amount
	(d)	Broken Amount(s):	Not Applicable
	(e)	Day Count Fraction:	Actual/Actual (ICMA)
	(f)	Determination Date(s):	2 December in each year
	(g)	Other terms relating to the method of calculating interest for Fixed Rate Notes:	Not Applicable
16.	Floating Rate Note Provisions		Not Applicable
17.	Zero Coupon Note Provisions		Not Applicable
PROVISIONS RELATING TO REDEMPTION
18.	Issuer Call		Not Applicable
19.	Investor Put		Not Applicable
20.	Final Redemption Amount of each Note:		EUR1,000 per Calculation Amount
21.	Redemption Early Amount per Calculation Amount payable on redemption for taxation reasons or on		EUR1,000 per Calculation Amount

event of default:

GENERAL PROVISIONS APPLICABLE TO THE NOTES

1. Form of Notes:

2. New Global Note:

3. Additional Financial Centre(s):

Signed on behalf of the Issuer: By $au$

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

Yes

London

Signed on behalf of the Guarantor: eenereer By:

PART B - OTHER INFORMATION

LISTING AND ADMISSION TO TRADING 1.

Application has been made for the Notes to be admitted to trading on the London Stock Exchange's Regulated Market with effect from 2 December 2014.

2. RATINGS

Ratings:

The Notes to be issued have been rated $S & P: A+$ Moody's: $A2$

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

Save for any fees payable to the Managers, so far as the Issuer is aware, no person involved in the issue of the Notes has an interest material to the offer. The Managers 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 the Guarantor and their affiliates in the ordinary course of business.

$\overline{4}$ . ESTIMATED NET TOTAL EXPENSES

Estimated total expenses:

£4,600

1. YIELD (Fixed Rate Notes Only)

Indication of yield:

1.499 per cent. per annum

The yield is calculated at the Issue Date on the basis of the Issue Price. It is not an indication of future yield.

6. OPERATIONAL INFORMATION

• ISIN Code: $(i)$
• $(ii)$ Common Code:
• $(iii)$ Any clearing system(s) other than Euroclear Bank S.A./N.V. and Clearstream Banking, société relevant anonyme and the identification number(s):
• $(iv)$ Name(s) and address(es) of the initial paying agent(s):

XS1147605791

114760579

Not Applicable

Citibank, N.A., London Branch, Citigroup Centre, Canada Square, Canary Wharf, London E14 5LB

Banque Internationale à Luxembourg, 69, route d'Esch, L-2953 Luxembourg

$(v)$ Names and addresses of Not Applicable additional Paying Agent(s) (if any):

7. DISTRIBUTION

Whether TEFRA D or TEFRA C TEFRA D $(i)$ rules applicable or TEFRA rules not applicable:

$(ii)$ U.S. selling restrictions: Reg. S. Compliance Category 2