Citigroup Announces Expiration and Final Tender Results of Offers to Purchase Two Series of Outstanding Notes

NEW YORK--()--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       CUSIP / ISIN       Exchange
Listing
      Principal Amount Outstanding       Aggregate Principal Amount Tendered Pursuant to the Offers*
4.450% Senior Notes due 2017 172967FW6 / US172967FW62 Luxembourg Stock Exchange $2,378,500,000 $1,664,596,000
 
8.500% Senior Notes due 2019 172967EV9 / US172967EV98 Luxembourg Stock Exchange $2,824,497,000 $1,609,466,000

*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.

Contacts

Citigroup Inc.
Media:
Mark Costiglio, 212-559-4114
or
Investors:
Susan Kendall, 212-559-2718
or
Fixed Income Investors:
Peter Kapp, 212-559-5091

Contacts

Citigroup Inc.
Media:
Mark Costiglio, 212-559-4114
or
Investors:
Susan Kendall, 212-559-2718
or
Fixed Income Investors:
Peter Kapp, 212-559-5091