Dist. of cash amount on ords of GlaxoSmithKline

Company Announcement

SGA Société Générale Acceptance N.V.

(incorporated as a limited liability company in Curaçao)

Pietermaai 15, Willemstad, Curaçao(the "Issuer")

16 February 2012

Re: Distribution of cash amount on ordinary shares of GlaxoSmithKline Plc

Call Warrants on Shares of GlaxoSmithKline Plc (Series C) with ISIN Code CWN8138E7065 and SEDOL Code B62MNS4 issued under the SGA Société Générale Acceptance N.V. Securitised Derivatives Programme as set forth in the Base Prospectus dated 27 April 2010 (the "2010 Base Prospectus") as supplemented by Final Terms dated 4 April 2011 (the "4 April 2011 Final Terms");

Put Warrants on Shares of GlaxoSmithKline Plc (Series B) with ISIN Code CWN8138G6933 and SEDOL Code B43YCV1 and Call Warrants on Shares of GlaxoSmithKline Plc (Series C) with ISIN Code CWN8138G7014 and SEDOL Code B43G079 issued under the SGA Société Générale Acceptance N.V. Securitised Derivatives Programme as set forth in the Base Prospectus dated 28 April 2011 (the "2011 Base Prospectus", and the 2010 Base Prospectus and the 2011 Base Prospectus together, the "Base Prospectus") as supplemented by Final Terms dated 16 May 2011 (the "16 May 2011 Final Terms"); and

Call Warrants on Shares of GlaxoSmithKline Plc with ISIN Code CWN8138K2985 and SEDOL Code B51SVZ9 issued under the SGA Société Générale Acceptance N.V. Securitised Derivatives Programme as set forth in the 2011 Base Prospectus as supplemented by Final Terms dated 24 August 2011 (the "24 August 2011 Final Terms", the 4 April 2011 Final Terms and the 16 May 2011 Final Terms together, the "Final Terms").

The Issuer wishes to announce that following the decision by the Executive Board of GlaxoSmithKline Plc on 7 February 2012 to pay a dividend of 75 British pence per ordinary share of GlaxoSmithKline Plc whereby, according to the GlaxoSmithKline Plc's announcement, 5 British pence are to be regarded as supplemental dividend, the Issuer, pursuant to Condition 22.2(c) (Distribution of cash amount or the amortisation of capital) of the Base Prospectus, redefined and calculated a new Exercise Price of (i) GBP 15.9436 per SD for the purposes of paragraph 31.2 of the 4 April 2011 Final Terms, (ii) GBP 11.9577 per SD for the purposes of paragraph 33.2 and in respect of Series B only of the 16 May 2011 Final Terms, (iii) GBP 17.9366 per SD for the purposes of paragraph 33.2 and in respect of Series C only of the 16 May 2011 Final Terms and (iv) GBP 13.9507 per SD for the purposes of paragraph 33.2 of the 24 August 2011 Final Terms.

Therefore, (i) for the purposes of paragraph 20 (Cash Settlement Amount) of the 4 April 2011 Final Terms, the Exercise Price shall be determined by taking into account such new Exercise Price of GBP 15.9436 per SD, (ii) for the purposes of paragraph 21 (Cash Settlement Amount) of the 16 May 2011 Final Terms and in respect of Series B only, the Exercise Price shall be determined by taking into account such new Exercise Price of GBP 11.9577 per SD, (iii) for the purposes of paragraph 21 (Cash Settlement Amount) of the 16 May 2011 Final Terms and in respect of Series C only, the Exercise Price shall be determined by taking into account such new Exercise Price of GBP 17.9366 per SD and (iv) for the purposes of paragraph 21 (Cash Settlement Amount) of the 24 August 2011 Final Terms, the Exercise Price shall be determined by taking into account such new Exercise Price of GBP 13.9507 per SD.

Capitalised terms used but not defined herein shall have the meaning given to them in the applicable Base Prospectus as supplemented by the relevant Final Terms.

For further information, please contact:

SGA Société Générale Acceptance N.V.

c/o Computershare Investor Services PLC

The Pavilions

Bridgwater Road

Bristol

BS13 8AE

Telephone: +44 (0) 870 702 0003

Fax: +44 (0) 870 703 6218

To view the full text of the relevant Final Terms, please paste the following URL into the address bar of your browser.

http://www.rns-pdf.londonstockexchange.com/rns/5577X_-2012-2-16.pdf

http://www.rns-pdf.londonstockexchange.com/rns/5577X_1-2012-2-16.pdf

http://www.rns-pdf.londonstockexchange.com/rns/5577X_2-2012-2-16.pdf 

DISCLAIMER - INTENDED ADDRESSEES

Please note that the information contained in the applicable Base Prospectus and the relevant Final Terms described above may be addressed to and/or targeted at persons who are residents of particular countries (specified in the applicable Base Prospectus and/or the relevant Final Terms) only and is not intended for use and should not be relied upon by any person outside these countries and/or to whom the offer contained in the applicable Base Prospectus and/or the relevant Final Terms is not addressed. Prior to relying on the information contained in the applicable Base Prospectus and/or the relevant Final Terms you must ascertain from the applicable Base Prospectus and/or the relevant Final Terms whether or not you are part of the intended addressees of the information contained therein.

Your right to access this service is conditional upon complying with the above requirement.