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 tables below (the “Notes,”
and each a “series” of Notes).
The Offers are being made pursuant to the Offer to Purchase and Consent
Solicitation Statement dated November 17, 2015 (as it may be amended or
supplemented from time to time, the “Offer to Purchase”) and the
accompanying letter of transmittal (as it may be amended or supplemented
from time to time, the “Letter of Transmittal”), 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
December 8, 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:
Any and All Notes
Title of Security
|
|
CUSIP
|
|
Principal Amount Outstanding
|
|
Reference U.S.
Treasury
Security
|
|
Bloomberg
Reference
Page
|
|
Reference Yield
|
|
Fixed Spread (basis points)
|
|
Total Consideration
|
7.875% Notes due 2025 issued by CCC
|
|
201615CY5
|
|
$143,300,000
|
|
2.25% Treasury due November 15, 2025
|
|
FIT1
|
|
2.223%
|
|
+105 bps
|
|
$1,361.00
|
Maximum Tender Notes
Title of Security
|
|
CUSIP
|
|
Principal Amount Outstanding
|
|
Maximum Series Tender Cap
|
|
Reference U.S.
Treasury
Security
|
|
Bloomberg
Reference
Page
|
|
Reference
Yield
|
|
Fixed Spread (basis points)
|
|
Total Consideration
|
5.500% Notes due 2017 issued by Citigroup
|
|
172967DY4
|
|
$1,018,593,000
|
|
$615,000,000
|
|
0.750% Treasury due October 31, 2017
|
|
FIT1
|
|
0.963%
|
|
+30 bps
|
|
$1,049.47
|
6.000% Notes due 2017 issued by Citigroup
|
|
172967EH0
|
|
$1,524,520,000
|
|
$958,493,000
|
|
0.750% Treasury due October 31, 2017
|
|
FIT1
|
|
0.963%
|
|
+30 bps
|
|
$1,078.50
|
6.125% Notes due 2017 issued by Citigroup
|
|
172967EM9
|
|
$3,374,259,000
|
|
$2,092,761,000
|
|
0.750% Treasury due October 31, 2017
|
|
FIT1
|
|
0.963%
|
|
+45 bps
|
|
$1,090.18
|
6.125% Notes due 2018 issued by Citigroup
|
|
172967ES6
|
|
$2,268,894,000
|
|
$1,365,000,000
|
|
1.250% Treasury due November 15, 2018
|
|
FIT1
|
|
1.228%
|
|
+40 bps
|
|
$1,106.73
|
3.375% Notes due 2023 issued by Citigroup
|
|
172967GL9
|
|
$737,482,000
|
|
$272,864,000
|
|
2.250% Treasury due November 15, 2025
|
|
FIT1
|
|
2.223%
|
|
+105 bps
|
|
$1,006.48
|
3.875% Notes due 2023 issued by Citigroup
|
|
172967HD6
|
|
$2,000,000,000
|
|
$567,486,000
|
|
2.250% Treasury due November 15, 2025
|
|
FIT1
|
|
2.223%
|
|
+110 bps
|
|
$1,037.94
|
5.850% Notes due 2034 issued by Citigroup
|
|
172967CT6
|
|
$189,750,000
|
|
$29,132,000
|
|
2.875% Treasury due August 15, 2045
|
|
FIT1
|
|
2.966%
|
|
+160 bps
|
|
$1,161.96
|
8.125% Notes due 2039 issued by Citigroup
|
|
172967EW7
|
|
$2,436,000,000
|
|
$500,000,000
|
|
2.875% Treasury due August 15, 2045
|
|
FIT1
|
|
2.966%
|
|
+170 bps
|
|
$1,491.60
|
4.950% Notes due 2043 issued by Citigroup
|
|
172967HE4
|
|
$478,858,000
|
|
$50,000,000
|
|
2.875% Treasury due August 15, 2045
|
|
FIT1
|
|
2.966%
|
|
+155 bps
|
|
$1,068.43
|
The expiration date for the Offers continues to be 11:59 p.m., New York
City time, on December 21, 2015, unless extended or earlier terminated
(the “Expiration Date”). Payment for Notes accepted for purchase
after 5:00 p.m., New York City time, on December 7, 2015 (the “Early
Tender Date”) will be made on the final settlement date, which is
anticipated to be December 28, 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 and Solicitation Agent in connection
with 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
and Letter of Transmittal and questions regarding the tender of Notes
may be directed to Global Bondholder Services Corporation at (866) 807-
2200 (toll free) or (212) 430-3774 (collect).
None of Citigroup or CCC or their respective boards of directors, the
dealer manager and solicitation agent, the depositary or the information
agent makes any recommendation as to whether any holder of the Notes
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 and the Letter of Transmittal. 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 and
the Letter of Transmittal.
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 Offer
(including the satisfaction of the conditions described in the Offer to
Purchase), the possible amendment, extension or abandonment of the
Offer, and Citigroup’s 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 Offer and Solicitation, 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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