Citigroup Inc. (“Citigroup”) announced today the expiration and
final tender results of its 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).
These Offers, in which Notes totaling approximately $3.27 billion have
been tendered, are consistent with Citigroup’s liability management
strategy, and reflect its ongoing efforts to enhance the efficiency of
its funding and capital structure. Since 2013, Citigroup redeemed or
retired $29.3 billion of securities, excluding exchanged securities, of
which $7.2 billion was redeemed or retired in 2015, reducing Citigroup’s
overall funding costs. Citigroup will continue to consider opportunities
to redeem or repurchase securities based on several factors, including,
without limitation, economic value, potential impact on Citigroup's net
interest margin and borrowing costs, overall remaining tenor of
Citigroup's debt portfolio, capital impact, and overall market
conditions.
As the Expiration Date for the Offers was November 3, 2015, the deadline
for tendering Notes pursuant to the Offers has now passed. The
settlement date (the “Settlement Date”) is expected to occur on
November 6, 2015, for both series of Notes, including for Notes properly
delivered in accordance with guaranteed delivery procedures.
The following table sets forth the aggregate principal amount of each
series of Notes that were validly tendered on or prior to the Expiration
Date, which amounts include $4,271,000 aggregate principal amount of the
4.450% Senior Notes due 2017 and $684,000 aggregate principal amount of
the 8.500% Senior Notes due 2019 that remain subject to guaranteed
delivery procedures. All Notes validly tendered pursuant to the Offers
are likely to be accepted for purchase, including Notes properly
delivered in accordance with guaranteed delivery procedures.
Title of Security
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CUSIP / ISIN
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Exchange Listing
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Principal Amount Outstanding
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Aggregate Principal Amount Tendered Pursuant to the Offers*
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4.450% Senior Notes due 2017
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172967FW6 / US172967FW62
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Luxembourg Stock Exchange
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$2,378,500,000
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$1,664,596,000
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8.500% Senior Notes due 2019
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172967EV9 / US172967EV98
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Luxembourg Stock Exchange
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$2,824,497,000
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$1,609,466,000
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*These amounts include the amounts of Notes tendered in accordance with
guaranteed delivery procedures.
The Offers were made pursuant to the offer to purchase dated October 28,
2015 (as amended or supplemented from time to time, the “Offer to
Purchase”), the accompanying letter of transmittal (as 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.
Citigroup retained its affiliate, Citigroup Global Markets Inc., to
serve as the sole dealer manager for the Offers. Global Bondholder
Services Corporation was retained to serve as the depositary and
information agent in connection with these Offers. 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/.
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 made 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 have not been made to (nor have tenders
of Notes been 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 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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