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Citigroup Announces Expiration And Final Tender Results Of Offers To Purchase Twelve Series Of Outstanding Notes

Stocks in this article: C

Citigroup Inc. (“ Citigroup”) announced today the expiration and final tender results of the previously announced cash tender offers (each, an “ Offer” and, collectively, the “ Offers”) by Citigroup with respect to each series of notes listed in the tables below (the “ Notes”).

Notes tendered and accepted pursuant to these Offers, totaling approximately $1.0 billion, reflect Citigroup’s continued robust liquidity position and are consistent with its recent liability management initiatives. Year-to-date, and excluding these Offers, Citigroup has decreased its outstanding long-term debt by approximately $13.9 billion through liability management initiatives, including the previously announced redemptions of trust preferred securities. Coupled with the ongoing natural maturing of long-term debt that requires no refinancing, these initiatives result in lower borrowing costs and reduce the overall level of Citigroup’s long-term debt outstanding. Citigroup will continue to consider opportunities to repurchase its long-term as well as short-term debt based on several factors, including without limitation the economic value, potential impact on Citigroup’s net interest margin and borrowing costs and the overall remaining tenor of its debt portfolio.

The Expiration Date (December 21, 2012) for Notes validly tendered pursuant to the Offers has now passed. Notes that were validly tendered pursuant to the Offers and accepted for purchase will be entitled to receive the applicable Total Consideration, which is inclusive of the Early Tender Premium, plus accrued and unpaid interest to, but not including, the Settlement Date for such Notes. The Settlement Date is expected to occur on December 27, 2012.

Because the aggregate principal amount of Notes of certain series validly tendered in an Offer exceeds the Maximum Series Tender Cap for such series, subject to the terms and conditions of the Offers, Citigroup has accepted tendered Notes of such series on a pro rata basis as described in the Offer to Purchase. The following table sets forth the Notes that are subject to the Offers, the aggregate principal amount of each series of Notes that was validly tendered and not validly withdrawn prior to the Expiration Date, the aggregate principal amount of each such series that was accepted for purchase and the approximate proration factor for each such series.

Fixed Spread Offers
Title of Security   CUSIP / ISIN  

Exchange Listing


Principal Amount Outstanding


Maximum Series Tender Cap


Aggregate Principal Amount Tendered Pursuant to the Offers


Aggregate Principal Amount Accepted Pursuant to the Offers (1)


Approximate proration factor

6.500% Senior Notes due 2013 172967EU1 / US172967EU16 Luxembourg Stock Exchange $2,612,299,000 $125,000,000 $411,980,000 $125,000,000 30.4%
6.000% Senior Notes due 2013 172967FE6 / US172967FE64 Luxembourg Stock Exchange $1,805,000,000 $100,000,000 $298,693,000 $100,000,000 33.6%
5.125% Senior Notes due 2014 172967CK5 / US172967CK51 Luxembourg Stock Exchange $1,565,000,000 $225,000,000 $230,119,000 $224,951,000 98.0%
5.500% Senior Notes due 2014 172967EZ0 / US172967EZ03 Luxembourg Stock Exchange $1,952,000,000 $25,000,000 $85,336,000 $24,996,000 29.7%
6.010% Senior Notes due 2015 172967FA4 / US172967FA43 Luxembourg Stock Exchange $1,718,491,000 $25,000,000 $230,045,000 $25,000,000 10.9%
4.750% Senior Notes due 2015 172967FD8 / US172967FD81 Luxembourg Stock Exchange $2,365,809,000 $180,000,000 $183,094,000 $180,000,000 98.4%
4.700% Senior Notes due 2015 172967CY5 / US172967CY55 Luxembourg Stock Exchange $724,000,000 $10,000,000 $42,883,000 $10,000,000 23.5%
4.587% Senior Notes due 2015 172967FH9/ US172967FH95 Luxembourg Stock Exchange $1,830,000,000 $25,000,000 $145,165,000 $25,000,000 17.3%
5.300% Senior Notes due 2016 172967DE8 / US172967DE82 Luxembourg Stock Exchange $961,376,000 $25,000,000 $107,892,000 $25,000,000 23.3%
Fixed Price Offer
Title of Security   CUSIP / ISIN  

Exchange Listing


Principal Amount Outstanding


Maximum Series Tender Cap


Aggregate Principal Amount Tendered Pursuant to the Offers


Aggregate Principal Amount Accepted Pursuant to the Offers (1)


Approximate proration factor

Floating Rate Senior Notes due 2013 172967FG1 / US172967FG13 Luxembourg Stock Exchange $1,392,685,000 $150,000,000 $79,944,000 $79,944,000 100.0%
Floating Rate Senior Notes due January 2014 172967FL0 / US172967FL08 Luxembourg Stock Exchange $979,913,000 $150,000,000 $38,941,000 $38,941,000 100.0%
Floating Rate Senior Notes due April 2014 172967FQ9 / US172967FQ94 Luxembourg Stock Exchange $530,000,000 $155,000,000 $164,550,000 $155,000,000 94.2%

(1) Reflects the results of rounding upon the terms and conditions described in the Offer to Purchase.

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