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REXEL : REXEL : SUCCESSFUL PLACEMENT OF THE €500 MILLION AND USD500 MILLION NOTES OFFERING



 REXEL : REXEL : SUCCESSFUL PLACEMENT OF THE €500 MILLION AND USD500 MILLION
                                NOTES OFFERING

     NOT FOR DISTRIBUTION, DIRECTLY OR INDIRECTLY, IN THE UNITED STATES,

                              AUSTRALIA OR JAPAN

                 SUCCESSFUL PLACEMENT OF THE €500 MILLION AND
                        USD500 MILLION NOTES OFFERING

Rexel,  global  leader  in  the  distribution  of  electrical  supplies,   has 
successfully placed  €500 million  of its  5.125% senior  notes due  2020  and 
USD500 million of its 5.250% senior notes due 2020 (the "Notes").

The delivery and  settlement and  the listing  of the  notes on  the Euro  MTF 
market of the Luxembourg Stock Exchange are expected to occur by early  April, 
2013.

The Notes will mature on June 15,  2020 and will be non-callable for 3  years. 
 They will rank pari  passu with Rexel's €1.1  billion senior credit  facility 
and other senior unsecured  notes.  The Notes' ratings  are expected to be  in 
line with the  current rating  of Rexel's other  outstanding senior  unsecured 
notes, Ba3 by Moody's (while Rexel's  corporate rating is Ba2 with a  negative 
outlook), BB  by S&P  (in line  with Rexel's  corporate rating  with a  stable 
outlook) and BB by Fitch (in line with Rexel's corporate rating with a  stable 
outlook).

Proceeds of the issuance of the Notes will be used to refinance Rexel's  8.25% 
senior notes due 2016 and for  general corporate purposes.  Rexel will  redeem 
its 8.25%  notes  at  their applicable  make-whole  redemption  premium,  plus 
accrued and unpaid interest. Redemption is expected to take place on or  about 
April 17, 2013.

This issuance, together  with the  refinancing of its  previous senior  credit 
facility with  a new  € 1.1bn  senior credit  facility,  will allow  Rexel  to 
enhance its financial flexibility by  extending its debt maturity profile  and 
reducing its cost of financing.

BNP Paribas  and  J.P.  Morgan  acted as  Joint  Global  Coordinators  on  the 
euro-denominated notes  and  dollar-denominated notes,  respectively,  and  as 
Joint Lead Bookrunners for the Notes offering. Crédit Agricole CIB, HSBC, ING,
Natixis and Société  Générale acted  as Joint Lead  Bookrunners. BofA  Merrill 
Lynch, Barclays and CM-CIC acted as Joint Bookrunners. BB Securities, BayernLB
and Mediobanca acted as Co-Lead Managers.

Michel FAVRE, Group CFO, said:

"The success of this seven-year note placement confirms investor confidence in
Rexel's strategy and outlook. This operation  allows us to refinance the  bond 
issued in  2009  at a  significantly  lower  cost and  to  increase  available 
financing for the Group's general purposes.

Combined  with  the  recent  refinancing  of  the  five-year  Senior  Facility 
Agreement, it also contributes to significantly extending the Group's  overall 
debt maturity profile and enhancing its financial flexibility."

This press  release  does not  constitute  or form  a  part of  any  offer  or 
solicitation to purchase or subscribe for  securities in the United States  or 
any other jurisdiction.  Securities may not  be offered or sold in the  United 
States unless they are registered or  exempt from registration under the  U.S. 
Securities Act of  1933, as amended.   Rexel does not  intend to register  any 
portion of the proposed offering in the United States nor to conduct a  public 
offering of securities in the United States.

     NOT FOR DISTRIBUTION, DIRECTLY OR INDIRECTLY, IN THE UNITED STATES,

                              AUSTRALIA OR JAPAN

For further information, please contact:

Financial Analysts / Investors Press
Marc Maillet                   Pénélope Linage
+33 1 42 85 76 12              +33 1 42 85 76 28
mmaillet@rexel.com             plinage@rexel.com
Florence Meilhac               Brunswick
+33 1 42 85 57 61              Thomas Kamm
fmeilhac@rexel.com             +33 1 53 96 83 92
                               tkamm@brunswickgroup.com

Rexel, a  global leader  in  the distribution  of sustainable  and  innovative 
products and services for automation, technical supply and energy  management, 
addresses three main  markets -  industrial, commercial  and residential.  The 
Group supports customers around the globe, wherever they are, to create  value 
and run their business  better. With a  network of some  2,300 branches in  37 
countries, and  over 31,000  employees, Rexel's  sales were  €13.4 billion  in 
2012. Its major shareholders are an investor group led by Clayton, Dubilier  & 
Rice, Eurazeo and BAML Capital Partners.

Rexel is  listed on  the Eurolist  market of  Euronext Paris  (compartment  A, 
ticker RXL, ISIN code FR0010451203). It is included in the following  indices: 
SBF 120, CAC Mid  100, CAC AllTrade, CAC  AllShares, FTSE EuroMid,  FTSE4Good, 
STOXX600, STOXX Europe Sustainability and ASPI Eurozone.

                                  DISCLAIMER

No communication and  no information in  respect of the  offering by Rexel  of 
Notes (the "Notes") may be distributed to the public in any jurisdiction where
a registration or approval is required.  No  steps have been or will be  taken 
in any  jurisdiction where  such steps  would be  required.  The  offering  or 
subscription of  the Notes  may be  subject to  specific legal  or  regulatory 
restrictions in certain jurisdictions.  Rexel takes no responsibility for  any 
violation of any such restrictions by any person.

This announcement  is  not  a  prospectus  within  the  meaning  of  Directive 
2003/71/EC of the European Parliament ant  the Council of November 4th,  2003, 
as amended  and  as implemented  respectively  in  each member  State  of  the 
European Economic Area  (the "Prospectus Directive").  This announcement  does 
not, and shall not, in any  circumstances constitute a public offering nor  an 
invitation to the public in connection with any offer in any jurisdiction. The
offer and sale  of the  Notes in  France was  carried out  in accordance  with 
article L.  411-2 of  the French  Monetary and  Financial Code  and the  other 
applicable laws and regulations relating  to qualified investors.  There  will 
be no public offering in France.

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

     NOT FOR DISTRIBUTION, DIRECTLY OR INDIRECTLY, IN THE UNITED STATES,

                              AUSTRALIA OR JAPAN

The distribution of this press release is not made, and has not been approved,
by an "authorised person" within the meaning of Article 21(1) of the Financial
Services and  Markets Act  2000.   As a  consequence,  this press  release  is 
directed only at persons who (i) are located outside the United Kingdom,  (ii) 
have professional  experience  in matters  relating  to investments  and  fall 
within Article 19(5)  ("investment professionals") of  the Financial  Services 
and Markets Act 2000 (Financial Promotions) Order 2005 (as amended), (iii) are
persons falling  within Article  49(2)(a) to  (d) (high  net worth  companies, 
unincorporated associations, etc.) of the  Financial Services and Markets  Act 
2000 (Financial Promotion) Order 2005 (as amended) or (iv) are persons to whom
this press release may  otherwise lawfully be  communicated (all such  persons 
together being referred  to as  "Relevant Persons").  The  Notes are  directed 
only at Relevant Persons and no invitation, offer or agreements to  subscribe, 
purchase or otherwise acquire  Notes may be proposed  or made other than  with 
Relevant Persons.  Any person other than a Relevant Person may not act or rely
on this  document or  any provision  thereof.   This press  release is  not  a 
prospectus which has been approved by the Financial Services Authority or  any 
other United Kingdom regulatory  authority for the purposes  of Section 85  of 
the Financial Services and Markets Act 2000.

The Notes are being offered in  reliance on the accredited investor  exemption 
in Canada.  The Notes  have  not been  and will  not  be qualified  under  the 
securities laws of Canada and may not  be offered or sold in Canada without  a 
prospectus or  an applicable  exemption from  the prospectus  requirements  of 
Canadian securities legislation.  This press  release does  not constitute  an 
offer to sell nor  the solicitation of an  offer to buy, and  any sale of  any 
Notes in any jurisdiction  in Canada in which  such an offer, solicitation  or 
sale would be unlawful prior to qualification under the securities laws of any
such jurisdiction is prohibited.

This press  release  does not  constitute  or form  a  part of  any  offer  or 
solicitation to purchase  or subscribe  for securities in  the United  States. 
 The Notes have not been and will not be registered under the U.S.  Securities 
Act of 1933,  as amended (the  "Securities Act"),  and may not  be offered  or 
sold, directly  or indirectly,  within the  United States  or to,  or for  the 
account or benefit of, U.S. persons (as  such term is defined by Regulation  S 
under  the  Securities  Act),  except  in  reliance  on  the  exemption   from 
registration provided by Rule 144A under  the Securities Act.  Rexel does  not 
intend to register any portion of  the proposed offering in the United  States 
nor to conduct a public offering of securities in the United States.

The distribution of this document in certain countries may constitute a breach
of applicable  law.   The information  contained  in this  document  does  not 
constitute an  offer of  securities for  sale in  the United  States,  Canada, 
Australia or Japan.  This press  release may  not be  published, forwarded  or 
distributed, directly or indirectly, in the United States, Australia or Japan.

Successful placement of the €500 Mio and USD500 Mio notes offering

------------------------------------------------------------------------------

This announcement is distributed by Thomson Reuters on behalf of Thomson
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#1686948
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