Citigroup Announces Reference Yields and Total Consideration for Note Tender Offers

NEW YORK--()--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 and Consent Solicitation Statement dated October 28, 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 November 12, 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     CUSIP / ISIN    

Principal

Amount

Outstanding

   

Reference

Treasury

Security

   

Bloomberg

Reference

page

   

Reference

Yield

   

Fixed

Spread

(basis

points)

   

Total

Consideration

6.950% Notes due 2018

issued by Associates

First Capital Corporation

(formerly known as

Associates Corporation

of North America)

(“AFCC”)

046003JU4 /

US046003JU47

$950,000,000

0.875%

Treasury

due October 15,

2018

FIT1 1.214% +75 bps $1,142.61

5.375% Notes due 2020

issued by Citigroup

172967FF3 /

US172967FF30

$1,660,000,000

1.375%

Treasury due

September 30,

2020

FIT1 1.730% +90 bps $1,121.31
 

The expiration date for the Offers continues to be 11:59 p.m., New York City time, on November 25, 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 November 10, 2015 (the “Early Tender Date”) will be made on the final settlement date, which is anticipated to be December 1, 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 AFCC 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.

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