Prudential : Outcome of invitations by Prudential plc in respect of certain senior bonds

Hong Kong Exchanges and Clearing Limited, The Stock Exchange of Hong Kong Limited and the Singapore Exchange Securities Trading Limited take no responsibility for the contents of this announcement, make no representation as to its accuracy or completeness and expressly disclaim any liability whatsoever for any loss howsoever arising from or in reliance upon the whole or any part of the contents of this announcement.

(Incorporated and registered in England and Wales under the number 01397169)

(Stock code: 2378)

OVERSEAS REGULATORY ANNOUNCEMENT

NOTHING IN THIS ANNOUNCEMENT CONSTITUTES AN OFFER TO BUY OR THE

SOLICITATION OF AN OFFER TO SELL SECURITIES IN ANY JURISDICTION.

OUTCOME OF INVITATIONS BY PRUDENTIAL PLC

IN RESPECT OF CERTAIN SENIOR BONDS

On 25 July, 2018, Prudential plc (the "Company") extended invitations to the holders (the "Holders") of its £300,000,000 6 ⅞ per cent. Bonds due 2023 with ISIN XS0083544212 (the "2023 Bonds") and its £250,000,000 5 ⅞ per cent. Bonds due 2029 with ISIN XS0096874671 (the "2029 Bonds" and, together with the 2023 Bonds, the "Bonds" and each a "Series") to consider and, if thought fit, vote in respect of certain modifications to the terms and conditions of the Bonds (the "Proposal"). The full terms and conditions of the Proposal were contained in the consent solicitation memorandum prepared by the Company dated 25 July, 2018 (the "Memorandum"). Capitalised terms used in this announcement but not defined have the meanings given to them in the Memorandum.

Separate meetings of the holders of each Series (each a "Meeting") were held on 16 August, 2018 in connection with the Proposal and the Company accordingly hereby announces:

• (A) the results of each Meeting;

• (B) the outcome of the Proposal; and

• (C) the final Payment Date.

Results of each Meeting

The Extraordinary Resolution in respect of the 2023 Bonds was duly passed at the relevant Meeting.

The Extraordinary Resolution in respect of the 2029 Bonds was duly passed at the relevant Meeting.

The Extraordinary Resolution in respect of each Series was solely conditional upon the passing of the Extraordinary Resolution in respect of the other Series. As a result of the above, the Extraordinary Resolution in respect of each Series has become unconditional.

Outcome of the Proposal

The Company is pleased to announce that the Proposal was successful and that it has agreed with the Trustee to implement the Amendment on 17 August, 2018. Accordingly, the amendments to the terms and conditions applicable to the 2023 Bonds and to the terms and conditions applicable to the 2029 Bonds will become effective as of that date.

Final Payment Date

The final Payment Date will be 23 August, 2018. Due Amounts will be paid on the Payment Date in accordance with the terms of the Memorandum.

Barclays Bank PLC

5 The North Colonnade

Canary Wharf London E14 4BB

Telephone: [phone]

Attention: Liability Management Group

Email:[e-mail]

SOLICITATION AGENTS

Goldman Sachs International

Peterborough Court

133 Fleet Street London EC4A 2BB

Telephone: [phone]

Attention: Liability Management Group

Email:[e-mail]

NatWest Markets Plc

250 Bishopsgate London EC2M 4AATelephone: [phone]

Attention: Liability Management

Email:[e-mail]

TABULATION AGENT Lucid Issuer Services Limited

Tankerton Works

12 Argyle Walk London WC1H 8HA

Telephone: [phone]

Attention:

David Shilson / Alexander Yangaev

Email:[e-mail]

PRINCIPAL PAYING AGENT Citibank, N.A., London Branch

Citigroup Centre Canada Square Canary Wharf London E14 5LB

Prudential plc is not affiliated in any manner with Prudential Financial, Inc. a company whose principal place of business is in the United States of America.

Enquiries to:

Treasury Elisabeth Wenusch

Investors/ Analysts: Chantal Waight Annabel Nelson

[phone]

[phone]

[phone]

Media: Tom Willetts

[phone]

DISCLAIMER

Nothing in this announcement or the Memorandum constitutes an offer to buy or the solicitation of an offer to sell securities in any jurisdiction. The distribution of this announcement and of the Memorandum and the making of the Proposal by the Company in certain jurisdictions may be restricted by law. Persons into whose possession this announcement or the Memorandum come are required by the Company, the Solicitation Agents and the Tabulation Agent to inform themselves about and to observe any such restrictions.

16 August 2018, London

As at the date of this announcement, the Board of Directors of Prudential plc comprises:

Chairman

Paul Victor Falzon Sant Manduca

Executive Directors

Michael Andrew Wells (Group Chief Executive), Mark Thomas FitzPatrick CA, Stuart James Turner FCA, John William Foley, Nicolaos Andreas Nicandrou ACA and Barry Lee Stowe

Independent Non-executive Directors

Sir Howard John Davies, David John Alexander Law ACA, Kaikhushru Shiavax Nargolwala FCA, Anthony John Liddell Nightingale CMG SBS JP, The Hon. Philip John Remnant CBE FCA,

Alice Davey Schroeder, Jonathan Adair Lord Turner FRS and Thomas Ros Watjen

* For identification purposes