Kingfisher PLC — Capital/Financing Update 2018

Jul 31, 2018

PROHIBITION OF SALES TO EEA RETAIL INVESTORS – The Notes are not intended to be offered, sold or otherwise made available to and should not be offered, sold or otherwise made available to any retail investor in the European Economic Area (EEA). For these purposes, a retail investor means a person who is one (or more) of: (i) a retail client as defined in point (11) of Article 4(1) of Directive 2014/65/EU (as amended, MiFID II); or (ii) a customer within the meaning of Directive 2002/92/EC (as amended, the Insurance Mediation Directive), where that customer would not qualify as a professional client as defined in point (10) of Article 4(1) of MiFID II. Consequently no key information document required by Regulation (EU) No 1286/2014 (as amended, the PRIIPs Regulation) for offering or selling the Notes or otherwise making them available to retail investors in the EEA has been prepared and therefore offering or selling the Notes or otherwise making them available to any retail investor in the EEA may be unlawful under the PRIIPs Regulation.

MIFID II product governance / Professional investors and ECPs only target market – Solely for the purposes of the 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 and professional clients only, each as defined in 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 manufacturer's 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 manufacturer's target market assessment) and determining appropriate distribution channels.

27 July 2018

Kingfisher plc

Legal entity identifier (LEI): 213800KBMEV7I92FY281

Issue of EUR 50,000,000 Floating Rate Notes under the €2,500,000,000 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 Offering Circular dated 30 May 2018, including all documents incorporated by reference, which constitutes a base prospectus for the purposes of the Prospectus Directive (the Offering Circular). 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 Offering Circular. 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 Offering Circular. The Offering Circular has been published on the website of the London Stock Exchange at http://www.londonstockexchange.com/exchange/news/market-news/market-news-home.html.

1.	Issuer:		Kingfisher plc
2.	(i)	Series Number:	41
	(ii)	Tranche Number:	1
	(iii)	Date on which the Notes will be consolidated and form a single Series:	Not Applicable
3.	Specified Currency		Euro (EUR)
4.		Aggregate Nominal Amount:	EUR 50,000,000
5.	Issue Price:		100 per cent. of the Aggregate Nominal Amount
6.	(i)	Specified Denominations:	EUR 100,000 and integral multiples of EUR 1,000 in excess thereof

	(ii)	Calculation Amount	EUR 1,000
7.	(i)	Issue Date:	31 July 2018
	(ii)	Interest Commencement Date:	31 October 2018
8.	Maturity Date:		31 July 2020
9. 10.	Interest Basis: Redemption Basis:		3 month EURIBOR + 0.45 per cent. Floating Rate Subject to any purchase and cancellation or early redemption, the Notes will be redeemed on the Maturity Date at par
11.		Change of Interest Basis:	Not Applicable
12.	Put/Call Options:		Not Applicable
13.		Date Board approval for issuance of Notes obtained:	19 July 2018
14.		PROVISIONS RELATING TO INTEREST (IF ANY) PAYABLE Fixed Rate Note Provisions	Not Applicable
15.		Floating Rate Note Provisions	Applicable
	(i)	Specified Period(s)/Specified Interest Payment Dates:	Quarterly in arrear, payable on 31 July, 31 October, 31 January and 30 April in each year, commencing on 31 October 2018, to and including the Maturity Date, all subject to the Business Day Convention set out in (ii) below
	(ii)	Business Day Convention:	Modified Following Business Day Convention, Adjusted
	(iii)	Additional Business Centre(s):	Not Applicable
	(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 Agent):	Not Applicable
	(vi)	Screen Rate Determination:	Applicable
		Reference Rate:	3 month EURIBOR
		Interest Determination Date(s):	The second TARGET 2 Business Day prior to the first day of each Specified Period
		Relevant Screen Page:	Reuters EURIBOR01
	(vii)	ISDA Determination:	Not Applicable
	(viii)	Linear Interpolation:	Not Applicable
	(ix)	Margin(s):	+ 0.45 per cent. per annum
	(x)	Minimum Rate of Interest:	Not Applicable
	(xi)	Maximum Rate of Interest:	Not Applicable

	(xii) Day Count Fraction:	Actual/360
16.	Zero Coupon Note Provisions	Not Applicable
	PROVISIONS RELATING TO REDEMPTION
17.	Notice periods for Condition 6(b):	Minimum period: 30 days Maximum period: 60 days
18.	Issuer Call:	Not Applicable
19.	Issuer Par Call:	Not Applicable
20.	Make-whole Redemption by the Issuer:	Not Applicable
21.	Investor Put:	Not Applicable
22.	Put Event:	Not Applicable
23.	Final Redemption Amount	EUR 1,000 per Calculation Amount
24.	Early Redemption Amount(s) payable on redemption for taxation reasons or on event of default:	EUR 1,000 per Calculation Amount
	GENERAL PROVISIONS APPLICABLE TO THE NOTES
25.	Form of Notes:
	(i) Form:	Bearer:

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

• (ii) New Global Note: Yes
• 1. Additional Business Centre(s): Not Applicable
• 1. Talons for future Coupons to be attached to Definitive Notes: No

THIRD PARTY INFORMATION

This information has been extracted from the Termsheet. The Issuer confirms that such information has been accurately reproduced and that, so far as it is aware and is able to ascertain from information published by NatWest Markets Plc, no facts have been omitted which would render the reproduced information inaccurate or misleading.

Signed on behalf of Kingfisher plc:

By: PAUL MOORE GAYLENE KENDALL Duly authorised

PART B - OTHER INFORMATION

1. LISTING AND ADMISSION TO TRADING

Listing:	London
Admission to trading:	Application has been made by the Issuer (or on its behalf) for the Notes to be admitted to trading on the Regulated Market of the London Stock Exchange and listing on the Official List of the UK Listing Authority with effect from the Issue Date
Estimate of total expenses related to admission to trading:	GBP 5,000

2. RATINGS

The Notes to be issued are expected to be rated:

BBB by Standard & Poor's Credit Market Services Europe Limited (S&P), and BBB by Fitch Ratings Limited (Fitch)

S&P and Fitch are established in the European Union and are registered under Regulation (EC) No. 1060/2009 (as amended)

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

Save for the fees of EUR 60,000 payable to NatWest Markets Plc (the Dealers), 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

4. YIELD

Indication of yield: Not Applicable

5. OPERATIONAL INFORMATION

(i)	ISIN:	XS1861335286
(ii)	Common Code:	186133528
(iii)	CFI:	DTVXFB
(iv)	FISN:	KINGFISHER PLC/VAR MTN 20200731
(v)	Any clearing system(s) other than Euroclear and Clearstream, Luxembourg and the relevant identification number(s):	Not Applicable
(vi)	Delivery:	Delivery against payment
(vii)	Names and addresses of additional Paying Agent(s) (if any):	Not Applicable
(viii)	Intended to be held in a manner which would allow Eurosystem eligibility:	Yes. Note that the designation "yes" simply means that the Notes are intended upon issue to be deposited with one of the ICSDs as common safekeeper and does not necessarily mean that the Notes will be recognised as eligible collateral for Eurosystem monetary policy and intra day credit operations by the

Eurosystem either upon issue or at any or all times

during their life. Such recognition will depend upon the ECB being satisfied that Eurosystem eligibility criteria have been met.

6. DISTRIBUTION

(i)	Stabilisation Manager(s) (if any):	Not Applicable
(ii)	U.S. Selling Restrictions:	Reg. S Compliance Category 2; TEFRA D
(iii)	Prohibition of Sales to EEA Retail Investors:	Applicable
(iv)	Prohibition of Sales to Belgian Consumers	Not Applicable