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March 26, 2013 - Paris, France



Rexel announces today the placement of an additional EUR150 millionprincipalamount of its 5.125% senior notes due 2020 at a price of 101% yielding4.955%.On March 20, 2013, Rexel had placed EUR500 million of its 5.125% seniornotes due2020 and USD500 million of its 5.250% senior notes due 2020. Theadditionalnotes will have identical terms and conditions as the EUR500 million notesplacedon March 20, 2013 and will form a single series and be fully fungible withsuchnotes.

The delivery and settlement of the additional notes is expected to takeplacesimultaneously with the delivery and settlement of the original notes, inearlyApril 2013.

Rexel, a global leader in the distribution of sustainable andinnovativeproducts and services for automation, technical supply and energymanagement,addresses three main markets - industrial, commercial and residential. TheGroupsupports customers around the globe, wherever they are, to create valueand runtheir business better. With a network of some 2,300 branches in 37countries,and over 31,000 employees, Rexel's sales were EUR13.4 billion in 2012.Its majorshareholder is an investor group led by Clayton, Dubilier & Rice,Eurazeo andBAML Capital Partners.

Rexel is listed on the Eurolist market of Euronext Paris (compartment A,tickerRXL, ISIN code FR0010451203). It is included in the following indices: SBF120,CAC Mid 100, CAC AllTrade, CAC AllShares, FTSE EuroMid, FTSE4Good,STOXX600,STOXX Europe Sustainability and ASPI Eurozone.

This announcement does not constitute an offer to sell, or asolicitation ofoffers to purchase or subscribe for securities in the United States.Thesecurities referred to herein have not been and will not be registeredunder theU.S. Securities Act of 1933, as amended (the "Securities Act") and maynot beoffered or sold in the United States or to or for the account or benefit ofU.S.persons (as defined in Regulation S under the Securities Act)absentregistration or an applicable exemption from the registration requirementsunderthe Securities Act. This notice is issued pursuant to Rule 135cunder theSecurities Act.



No communication and no information in respect of the offering by Rexel ofNotes(the "Notes") may be distributed to the public in any jurisdictionwhere aregistration or approval is required. No steps have been or will betaken inany jurisdiction where such steps would be required. Theoffering orsubscription of the Notes may be subject to specific legal orregulatoryrestrictions in certain jurisdictions. Rexel takes no responsibilityfor anyviolation of any such restrictions by any person.

This announcement is not a prospectus within the meaning ofDirective2003/71/EC of the European Parliament ant the Council of November 4th,2003, asamended and as implemented respectively in each member State of theEuropeanEconomic Area (the "Prospectus Directive").

This announcement does not, and shall not, in any circumstancesconstitute apublic offering nor an invitation to the public in connection with anyoffer inany jurisdiction.

The offer and sale of the Notes in France was carried out in accordancewitharticle L. 411-2 of the French Monetary and Financial Code and theotherapplicable laws and regulations relating to qualified investors. Therewill beno public offering in France.

With respect to the member States of the European Economic Area, otherthanFrance, which have implemented the Prospectus Directive (each, a"relevantmember State"), no action has been undertaken or will be undertaken tomake anoffer to the public of the Notes requiring a publication of a prospectusin anyrelevant member State. As a result, the Notes may only be offered inrelevantmember States:(a) to qualified investors (as defined in the Prospectus Directive,including asamended by directive 2010/73/EU, to the extent that this amendment hasbeenimplemented by the relevant member State); or(b) in any other circumstances, not requiring the issuer to publish aprospectusas provided under article 3(2) of the Prospectus Directive.

The distribution of this press release is not made, and has not beenapproved,by an "authorised person" within the meaning of Article 21(1) of theFinancialServices and Markets Act 2000. As a consequence, this press release isdirectedonly at persons who (i) are located outside the United Kingdom, (ii)haveprofessional experience in matters relating to investments and fallwithinArticle 19(5) ("investment professionals") of the Financial Services andMarketsAct 2000 (Financial Promotions) Order 2005 (as amended), (iii) arepersonsfalling within Article 49(2)(a) to (d) (high net worth companies,unincorporatedassociations, etc.) of the Financial Services and Markets Act 2000(FinancialPromotion) Order 2005 (as amended) or (iv) are persons to whom thispressrelease may otherwise lawfully be communicated (all such persons togetherbeingreferred to as "Relevant Persons"). The Notes are directed only atRelevantPersons and no invitation, offer or agreements to subscribe,purchase orotherwise acquire Notes may be proposed or made other than withRelevantPersons. Any person other than a Relevant Person may not act or rely onthisdocument or any provision thereof. This press release is not a prospectuswhichhas been approved by the Financial Services Authority or any otherUnitedKingdom regulatory authority for the purposes of Section 85 of theFinancialServices and Markets Act 2000.


The Notes are being offered in reliance on the accredited investorexemption inCanada. The Notes have not been and will not be qualified under thesecuritieslaws of Canada and may not be offered or sold in Canada without aprospectus oran applicable exemption from the prospectus requirements of Canadiansecuritieslegislation. This press release does not constitute an offer to sellnor thesolicitation of an offer to buy, and any sale of any Notes in anyjurisdictionin Canada in which such an offer, solicitation or sale would be unlawfulpriorto qualification under the securities laws of any suchjurisdiction isprohibited.

This press release does not constitute or form a part of anyoffer orsolicitation to purchase or subscribe for securities in the United States.TheNotes have not been and will not be registered under the U.S. SecuritiesAct of1933, as amended (the "Securities Act"), and may not be offered orsold,directly or indirectly, within the United States or to, or for theaccount orbenefit of, U.S. persons (as such term is defined by Regulation Sunder theSecurities Act), except in reliance on the exemption from registrationprovidedby Rule 144A under the Securities Act. Rexel does not intend toregister anyportion of the proposed offering in the United States nor to conduct apublicoffering of securities in the United States. This notice is issuedpursuant toRule 135c under the Securities Act.

The distribution of this document in certain countries may constitute abreachof applicable law. The information contained in this documentdoes notconstitute an offer of securities for sale in the United States,Australia orJapan.

This press release may not be published, forwarded or distributed,directly orindirectly, in Australia or Japan.

Additional issuance of notes in an amount of EUR150 million:

This announcement is distributed by Thomson Reuters on behalf ofThomson Reuters clients. The owner of this announcement warrants that:

(i) the releases contained herein are protected by copyright and other applicable laws; and(ii) they are solely responsible for the content, accuracy and originality of the information contained therein.

Source: REXEL via Thomson Reuters ONE[HUG#1688429]

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