Centrica plc Announces Clarification In Relation To Cash Tender Offers For Any And All Of Its 4.000% Senior Notes Due 2023 And Up To US$250,000,000 In Aggregate Principal Amount Of Its 5.375% Senior Notes Due 2043

LONDON, Feb. 23, 2018 /PRNewswire/ -- Centrica plc (the "Company") today announces clarifications to the offers to purchase for cash any and all of its 4.000% senior notes due 2023 (the "Any and All Notes") and up to US$250,000,000 in aggregate principal amount of its 5.375% senior notes due 2043 (the "Maximum Tender Notes" and together with the Any and All Notes, the "Securities"), made in an offer to purchase dated 22 February 2018 (as it may be amended or supplemented from time to time, the "Offer to Purchase"). The offer to purchase the Any and All Notes is referred to herein as the "Any and All Tender Offer" and the offer to purchase the Maximum Tender Notes is referred to herein as the "Maximum Tender Offer." The Any and All Tender Offer and the Maximum Tender Offer are referred to together herein as the "Tender Offers".

Capitalised terms used in this announcement but not otherwise defined have the meanings given to them in the Offer to Purchase, except as set out in "Summary of the Clarifications" below. Copies of the Offer to Purchase are available, subject to the offer and distribution restrictions contained therein, from the Information and Tender Agent at www.lucid-is.com/centrica.

Summary of the Clarifications
The "Total Consideration" payable for each series of Securities will reflect a yield to the "Call Date" (as defined below) rather than the maturity date of such series of Securities. Therefore, all references in the Offer to Purchase (and any other materials relating to the Tender Offers) to "applicable maturity date" shall be changed to "applicable Call Date". "Call Date" means, (i) in the case of the Any and All Notes, 16 July 2023, and (ii) in the case of the Maximum Tender Notes, 16 April 2043.

All references in the Offer to Purchase (and any other materials relating to the Tender Offers) to "yield to maturity" shall be changed to "yield to the applicable Call Date".

All references in the Offer to Purchase (and any other materials relating to the Tender Offers) to "remaining payments of principal and interest on such series of Securities to maturity" shall be changed to "remaining payments of principal and interest on such series of Securities to the applicable Call Date."

The terms "Maximum Tender Withdrawal Deadline", "Early Tender Date", "Maximum Tender Price Determination Time", "Maximum Tender Early Results Announcement Date", "Maximum Tender Early Settlement Date", "Maximum Tender Expiration Time" and "Maximum Tender Final Settlement Date" shall have the meanings set out under "Expected Timetable of Key Events" below.

Expected Timetable of Key Events
The indicative timetable in respect of the Any and All Tender Offer contained in the Offer to Purchase will not be amended as a result of the abovementioned clarification of the terms of the Tender Offers.

You should take note of the following revised indicative dates in connection with the Maximum Tender Offer:

For Further information
A complete description of the terms and conditions of the Tender Offers is set out in the Offer to Purchase (including as clarified by this announcement). Further details about the Tender Offers can be obtained from:

The Company

Centrica plc
Millstream
Maidenhead Road
Windsor
Berkshire SL4 5GD

Investors and Analysts
Tel: +44 (0)1753 494900
Email: [email protected]
Media
Tel: +44 (0)1784 843000
Email: [email protected]
Treasury
Tel: 01753494165
Email: [email protected]

The Joint Dealer Managers

Barclays Capital Inc.
745 Seventh Avenue, 5th Floor
New York, NY 10019
United States
Attention: Liability Management Group
Collect: 212-528-7581
Toll Free: 800-438-3242
Europe: +44 20 3134 8515
Email: [email protected]

Citigroup Global Markets Limited
Citigroup Centre
Canada Square, Canary Wharf
London E14 5LB
Attn: Liability Management Group
London: +44 20 7986 8969
U.S. Toll-Free: +1 800 558 3745
U.S.: +1 212 723 6106
Email: [email protected]

RBS Securities Inc.
600 Washington Boulevard
Stamford, CT 06901
United States
U.S.: +1 203-897 2963
Toll Free; +1 866 884 2071
International: +44 20 7678 5282
Attention: Liability Management
Email: [email protected]

Société Générale
Tours Société Générale
17, Cours Valmy
92987 Paris La Défense Cedex
France
U.S. Toll Free: +1 855 881 2108
U.S.: +1 212 278 6957
Europe: +33 142 13 32 40
Attention: Liability Management
Email: [email protected]

The Information and Tender Agent

Lucid Issuer Services Limited
Tankerton Works
12 Argyle Walk
London WC1H 8HA
United Kingdom
Tel: +44 20 7704 0880
Fax: +44 20 3004 1590
Attention: Thomas Choquet
Email: [email protected]

If a Holder has questions about any of the Tender Offers or the procedures for tendering Securities, the Holder should contact the Tender and Information Agent, the Joint Dealer Managers or the Company at their respective telephone numbers. Documents relating to the Tender Offers are also available at www.lucid-is.com/centrica.

NOT FOR DISTRIBUTION IN OR INTO OR TO ANY PERSON LOCATED OR RESIDENT IN ANY JURISDICTION WHERE IT IS UNLAWFUL TO DISTRIBUTE THIS ANNOUNCEMENT.

This announcement contains inside information which is disclosed in accordance with the Market Abuse Regulation.

Centrica plc is listed on the London Stock Exchange (CNA)
Registered Office: Millstream, Maidenhead Road, Windsor, Berkshire SL4 5GD
Registered in England & Wales number: 3033654
Legal Entity Identifier number: E26EDV109X6EEPBKVH76
ISIN number: GB00B033F229

SOURCE Centrica plc