GlaxoSmithKline PLC — Capital/Financing Update 2019

Sep 23, 2019

FINAL TERMS

MiFID II product governance / Professional investors and ECPs only target market - Solely for the purposes of each manufacturer's product approval process, the target market assessment in respect of the Notes has led to the conclusion that: (i) the target market for the Notes is eligible counterparties, professional clients only, each as defined in Directive 2014/65/EU (as amended, "MiFID II"); and (ii) all channels for distribution of the Notes to eligible counterparties and professional clients are appropriate. Any person subsequently offering, selling or recommending the Notes (a "distributor") should take into consideration the manufacturers' target market assessment; however, a distributor subject to MiFID II is responsible for undertaking its own target market assessment in respect of the Notes (by either adopting or refining the manufacturers' target market assessment) and determining approp1iate distribution channels.

19 September 2019

GlaxoSmithKline Capital pie

(Legal Entity Identifier: 549300UOLV41VX7LEP38)

Issue ofEURI,500,000,000 Floating Rate Notes due 23 September 2021

Guaranteed by GlaxoSmithKline pie

under the £20,000,000,000 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 2 August, 2019 which constitutes a base prospectus for the purposes of the Prospectus Regulation (the "Prospectus"). This document constitutes the Final Terms of the Notes described herein for the purposes of Article 8.5 of the Prospectus Regulation and must be read in conjunction with the Prospectus in order to obtain all the relevant information. 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 Regulation" means Regulation (EU) 2017 /1129.

I.	(a) Issuer:		GlaxoSmithKline Capital plc
	(b)	Guarantor:	GlaxoSmithKline plc
2.	(a)	Series Number:	24
	(b)	Tranche Number:
	(c)	Date on which the Notes shall be consolidated and form a single series:	Not Applicable
3.	Specified Cunency or CmTencies:		Euro (EUR)
4.	Aggregate Nominal Amount:		EURl,500,000,000

5.	Issue Price:		100.650 per cent. of the Aggregate Nominal Amount
6.	(a)	Specified Denominations:	EURl 00,000 and integral multiples of EURl ,000 in excess thereof up to and including EUR199,000. No Notes in definitive form will be issued with a denomination above EUR199,000 .
	(b)	Calculation Amount (in relation to calculation of interest in global form, see Conditions):	EUR 1,000
7.	(a)	Issue Date:	23 September 2019
	(b)	Interest Commencement Date:	Issue Date
8.	Maturity Date:		Specified Interest Payment Date falling on or nearest to 23 September 2021
9.	Interest Basis:		3-month EURIBOR + 0.60 per cent. Floating 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 ofinterest:		Not Applicable
12.	Put/Call Options		Not Applicable
13 .	(a)	Status of the Notes	Senior
	(b)	Status of the Guarantee	Senior
14.	Date of Board approval for issuance of Notes and Guarantee obtained:		13 September 2019

PROVISIONS RELATING TO INTEREST (IF ANY) PAYABLE

15.		Fixed Rate Note Provisions	Not Applicable
16.		Floating Rate Note Provisions	Applicable
	(a)	Specified Period(s):	Not Applicable
	(b)	Specified Interest Payment Dates:	Quarterly on 23 December, 23 March, 23 June and 23 September in each year, subject to adjustment in accordance with Business Day Convention set out in (d) below.
	(c)	First Interest Payment Date:	23 December 2019
	(d)	Business Day Convention:	Modified Following Business Day Convention.
	(e)	Additional Business Centre(s):	London and TARGET 2 System

	(f)	Mam1er in which the Rate of Interest and Interest Amount is to be determined: Party responsible for calculating of Interest the Rate and/or Interest Amount (if not the Agent):		Screen Rate Determination
	(g)			Not Applicable
	(h)	Screen Rate Dete1mination:		Applicable
		•	Reference Rate:	3-month EURIBOR
		•	Relevant Financial Centre:	Bmssels
		•	Interest Determination Date(s):	The second day on which the TARGET 2 System is open prior to the start of each Interest Period.
		•	Relevant Screen Page:	Reuters EURIBOROl
	(i)	ISDA Determination: Margin(s):		Not Applicable
	U)			+0.60 per cent. per annum
	(k)		Minimum Rate of Interest:	0.00 per cent. per annum
	(I)		Maximum Rate oflnterest:	Not Applicable
	(m)		Day Count Fraction:	Actual/360
17.	Zero Coupon Note Provisions			Not Applicable

PROVISIONS RELATING TO REDEMPTION

18.	Issuer Call	Not Applicable
19.	Issuer Residual Call	Not Applicable
20.	Make-Whole Redemption by the Issuer	Not Applicable
21 .	Issuer Maturity Call	Not Applicable
22.	Investor Put	Not Applicable
23.	Final Redemption Amount of each Note:	EURI,000 per Calculation Amount
24.	Early Redemption Amount per Calculation Amount payable on redemption for taxation reasons or on event of default:	EURI ,000 per Calculation Amount

GENERAL PROVISIONS APPLICABLE TO THE NOTES

25.	Form of Notes:	Temporary Global Note exchangeable for a Permanent Global Note which is exchangeable for Definitive Notes only upon an Exchange Event
26.	New Global Note:	Yes
27.	Intended be held in a manner which to would allow Eurosystem eligibility:	Yes. Note that the designation "yes" simply means that the be deposited with one of Notes are intended upon issue to the JCSDs as common safekeeper and does not necessarily mean that the Notes will be recognized as eligible collateral Eurosystem monetmy policy and intra day credit for operations by the Eurosystem either upon issue or at any or Such recognition will depend upon all times during their lif e. the ECB being satisfied that Eurosystem e li gibility criteria have been met.
28.	Additional Financial Centre(s):	London

Signed on behalf of the Issuer: Signed

on behalf of the Guarantor:

By: By: 3a ~ l,t -J Cl I'll H ,tU, iQ..ou P -r -.,,/l.k.fi...

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PART B- OTHER INFORMATION

1. LISTING AND ADMISSION TO TRADING

Application has been made for the Notes to be admitted to trading on the London Stock Exchange's Regulated Market with effect from 23 September 2019.

2. RATINGS

Ratings:

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

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

Save for any fees payable to the Boohunners, so far as the Issuer is aware, no person involved in the issue of the Notes has an interest material to the offer. The Boohunners 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.

4. ESTIMATED NET TOT AL EXPENSES

Estimated total expenses: £4,790

5. ESTIMATED NET AMOUNT OF PROCEEDS

Estimated net Amount of Proceeds: EURI,507,875,000

6. OPERATIONAL INFORMATION

(i)	ISIN Code:	XS2054626358
(ii)	Common Code:	205462635
(iii)	CFI:	See the website of the Association of National Numbering Agencies (ANNA) or alternatively, sourced from the responsible National Numbering Agency that assigned the !SIN
(iv)	FISN:	See the website of the Association of National Numbering Agencies (ANNA) or alternatively, sourced from the responsible National Numbering Agency that assigned the ISIN
(v)	Any clearing system(s) other than Euroclear Bank SA/NV and Clearstream Banking S.A. and the relevant identification number(s):	Not Applicable
(vi)	Name(s) and address(es) of the initial paying agent(s):	Citibank, N.A., London Branch, Citigroup Centre, Canada Square, Canmy Wha1f, London El4 5LB

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

7. DISTRIBUTION

• (i) Method of distribution: Syndicated
• (ii) If syndicated:

	(A) Names of Managers:	BNP Paribas Credit Suisse Securities (Europe) Limited Deutsche Bank AG, London Branch Morgan Stanley & Co. International pie Barclays Bank PLC Citigroup Global Markets Limited Goldman Sachs International HSBC Bank pie J.P. Morgan Securities pie Merrill Lynch International Mizuho International pie Standard Chartered Bank
	(B) Stabilisation Manager(s) (if any):	Deutsche Bank AG, London Branch
(iii)	If non-syndicated, name of Not Applicable Dealer:
(iv)	Whether TEFRA D or TEFRA C mies applicable or TEFRA mies not applicable:	TEFRA D
(v)	US Selling Restrictions:	Reg. S. Compliance Categmy 2
(vi)	Prohibition of Sales to EEA Retail Investors:	Not Applicable