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Citigroup Inc. (NYSE: C)
August 30, 2004
Citigroup Extends Early Participation Deadline of Its Exchange Offer
New York, NY — Citigroup Inc. (NYSE: C) today announced that it has extended the early participation deadline of its current exchange offer (described below) to September 13, 2004. Citigroup also announced that Global Bondholder Services, Inc., the exchange agent for the offer, has advised it that as of 5:00 p.m., New York City time, August 27, 2004, approximately U.S.$3.349 billion of the Citigroup’s 7.25% Subordinated Notes due 2010 (the “Old Notes”) had been validly tendered, representing approximately 79% of the Old Notes outstanding.
In the exchange offer, Citigroup is offering to exchange, for each $1,000 principal amount of Old Notes tendered on or prior to midnight, New York City time, on September 13, 2004 (subject to further extension), a principal amount of Subordinated Notes due 2014 (the “New Notes”) equal to the “total exchange price,” as adjusted by the “new issue price,” for the Old Notes validly tendered and not validly withdrawn.
The total exchange price for the Old Notes will be calculated at 2:00 p.m., New York City time, two business days prior to the expiration of the exchange offer, and will equal (rounded to the nearest cent) the discounted value, excluding accrued interest, of the remaining payments of principal and interest on $1,000 principal amount of Old Notes through their maturity date at a discount rate equal to the bid-side yield on the 5.75% U.S. Treasury Note due August 15, 2010 based on the bid-side price of such Treasury Note at 2:00 p.m., New York City time, on that date, plus 40 basis points.
The total exchange price will be adjusted by the new issue price by dividing the total exchange price by the new issue price. The new issue price will equal the discounted value of the payments of principal and interest on $1 principal amount of New Notes through their maturity date at a discount rate equal to the bid-side yield on the 4.25% U.S. Treasury Note due August 15, 2014 based on the bid-side price of such Treasury Note at 2:00 p.m., New York City time, two business days prior to the expiration of the exchange offer, plus 90 basis points. The new issue price will be rounded to the nearest cent per $1,000 principal amount of New Notes.
The New Notes will bear interest at an annual rate determined two business days prior to the expiration of the exchange offer, such that the new issue price will be at or below, but as close as possible to, par.
The exchange offer will expire at midnight, New York City time, on September 13, 2004, unless extended or terminated. Citigroup will settle the exchange offer on the third business day following the expiration date or as soon as practicable thereafter (the “Settlement Date”). Tenders of Old Notes may no longer be withdrawn.
Consummation of the exchange offer is subject to a number of conditions including the absence of certain adverse legal and market developments.
The offering is only made, and copies of the offering documents will only be made available to, holders of Old Notes that have certified certain matters to Citigroup, including their status as “qualified institutional buyers” or non “U.S. persons” located in France, Germany or the United States, as such terms are defined in accordance with Rule 144A and Regulation S under the Securities Act of 1933, as amended (the “Securities Act”). Copies of the certification and the offering documents can be obtained from the information agent, Global Bondholder Services Corporation, at 866-485-1500 or 212-430-3774.
The New Notes have not been and will not be registered under the Securities Act or any state securities laws. Therefore, the New Notes may not be offered or sold in the United States absent registration or an applicable exemption from the registration requirements of the Securities Act and any applicable state securities laws.
This press release does not constitute an offer to purchase any securities or a solicitation of an offer to sell any securities. The exchange offer is being made only pursuant to an offering memorandum and related letter of transmittal and only to such persons and in such jurisdictions as is permitted under applicable law.
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Citigroup (NYSE: C), the preeminent global financial services company has some 200 million customer accounts and does business in more than 100 countries, providing consumers, corporations, governments and institutions with a broad range of financial products and services, including consumer banking and credit, corporate and investment banking, insurance, securities brokerage, and asset management. Major brand names under Citigroup's trademark red umbrella include Citibank, CitiFinancial, Primerica, Smith Barney, Banamex, and Travelers Life and Annuity. Additional information may be found at www.citigroup.com