Citigroup Inc. (“Citigroup”) announced today the applicable
Reference Yield and Total Consideration for the previously announced
cash tender offers (each, an “Offer” and, collectively, the “Offers”)
with respect to each series of notes listed in the table below (the “Notes,”
and each a “series” of Notes).
The Offers are being made pursuant to the offer to purchase dated
October 28, 2015 (as it may be amended or supplemented from time to
time, the “Offer to Purchase”), the accompanying letter of
transmittal (as it may be amended or supplemented from time to time, the
“Letter of Transmittal”) and the accompanying notice of
guaranteed delivery (the “Notice of Guaranteed Delivery”), which
set forth in more detail the terms and conditions of the Offers.
Capitalized terms used but not otherwise defined in this announcement
shall have the meaning given to them in the Offer to Purchase.
The Total Consideration for each series of Notes was determined based on
the relevant Reference Yield as of 2:00 p.m., New York City time, on
November 3, 2015, in accordance with the terms set forth in the Offer to
Purchase by reference to the relevant Fixed Spread and the relevant
Reference Treasury Security as follows:
Title of Security
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CUSIP / ISIN
|
|
Principal Amount Outstanding
|
|
Reference Treasury Security
|
|
Bloomberg Reference page
|
|
Reference Yield
|
|
Fixed Spread (basis points)
|
|
Total Consideration
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4.450% Senior Notes due 2017
|
|
172967FW6 / US172967FW62
|
|
$2,378,500,000
|
|
0.625% UST due 9/30/2017
|
|
FIT1
|
|
0.770%
|
|
+20
|
|
$1,040.64
|
|
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|
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8.500% Senior Notes due 2019
|
|
172967EV9 / US172967EV98
|
|
$2,824,497,000
|
|
1.375% UST due 9/30/2020
|
|
FIT1
|
|
1.599%
|
|
+50
|
|
$1,217.53
|
|
|
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|
|
|
|
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|
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The expiration date for the Offers continues to be 5:00 p.m., New York
City time, on November 3, 2015, unless extended or earlier terminated
(the “Expiration Date”). Payment for Notes accepted for purchase
will be made on the settlement date, which is anticipated to be November
6, 2015.
The obligation of Citigroup to accept for purchase, and to pay for,
Notes validly tendered pursuant to the Offers is subject to, and
conditional upon, the satisfaction or, where applicable, waiver of a
number of conditions described in the Offer to Purchase.
Citigroup has retained its affiliate, Citigroup Global Markets Inc., to
serve as the sole dealer manager for the Offers. Global Bondholder
Services Corporation has been retained to serve as the depositary and
information agent in connection with the Offers.
For additional information regarding the terms of the Offers, please
contact Citigroup Global Markets Inc. at either (800) 558-3745 (toll
free) or (212) 723-6106. Requests for copies of the Offer to Purchase,
the Letter of Transmittal and the Notice of Guaranteed Delivery and
questions regarding the tender of Notes may be directed to Global
Bondholder Services Corporation at (866) 470-4300 (toll free) or (212)
430-3774 (collect) or accessed at the following link http://www.gbsc-usa.com/Citigroup/.
None of Citigroup, its board of directors, the dealer manager, the
depository or the information agent makes any recommendation as to
whether any Holder of the Notes subject to the Offers should tender or
refrain from tendering all or any portion of the principal amount of the
Notes.
This press release is neither an offer to purchase nor a solicitation to
buy any of these Notes nor is it a solicitation for acceptance of any of
the Offers. Citigroup is making the Offers only by, and pursuant to the
terms of, the Offer to Purchase, the Letter of Transmittal and the
Notice of Guaranteed Delivery. The Offers are not being made to (nor
will tenders of Notes be accepted from or on behalf of) holders of Notes
in any jurisdiction in which the making or acceptance thereof would not
be in compliance with the securities, blue sky or other laws of such
jurisdiction. This announcement must be read in conjunction with the
Offer to Purchase, the Letter of Transmittal and the Notice of
Guaranteed Delivery.
United Kingdom. The communication of the Offer to Purchase
and any other documents or materials relating to the Offers is not being
made and such documents and/or materials have not been approved by an
authorized person for the purposes of Section 21 of the Financial
Services and Markets Act 2000. Accordingly, such documents and/or
materials are not being distributed to, and must not be passed on to,
the general public in the United Kingdom. The communication of such
documents and/or materials as a financial promotion is only being made
to those persons in the United Kingdom falling within the definition of
investment professionals (as defined in Article 19(5) of the Financial
Services and Markets Act 2000 (Financial Promotion) Order 2005 (the “Order”)
or within Article 43(2) of the Order, or high net worth companies, and
other persons to whom it may lawfully be communicated in accordance with
Article 49(2)(a) to (d) of the Order.
Citigroup, the leading global bank, has approximately 200 million
customer accounts and does business in more than 160 countries and
jurisdictions. Citigroup provides consumers, corporations, governments
and institutions with a broad range of financial products and services,
including consumer banking and credit, corporate and investment banking,
securities brokerage, transaction services, and wealth management.
Additional information may be found at www.citigroup.com.
Certain statements in this release, including without limitation the
anticipated consummation and successful completion of the Offers
(including the satisfaction of the conditions described in the Offers to
Purchase), the possible further amendment, extension or abandonment of
one or more of the Offers, and Citigroup’s continued successful
execution of its liability management strategy, are “forward-looking
statements” within the meaning of the rules and regulations of the
U.S. Securities and Exchange Commission. These statements are based on
management’s current expectations and are subject to uncertainty and
changes in circumstances. Actual results may differ materially from
those included in these statements due to a variety of factors,
including without limitation (i) the level of participation in the
Offers and (ii) the precautionary statements included in this release
and those contained in Citigroup’s filings with the U.S. Securities and
Exchange Commission, including without limitation the “Risk Factors”
section of Citigroup’s 2014 Annual Report on Form 10-K.
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