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For Immediate Release Citigroup Inc. (NYSE: C)

Citigroup Global Markets Funding Luxembourg S.C.A. – Issue of HKD2.15 billion Guaranteed Cash Settled Exchangeable Bonds due 2024 referable to the Shares of Hong Kong Exchanges and Clearing Limited

May 17, 2021

Hong Kong – Citigroup Global Markets Funding Luxembourg S.C.A. (the "Issuer") announces the offering of guaranteed cash-settled exchangeable bonds due 2024 (the "Bonds") in an aggregate principal amount of HKD2.15 billion. The Bonds are referable to ordinary shares (the "Shares") of Hong Kong Exchanges and Clearing Limited (the "Company"). Exchange rights in respect of the Bonds will be cash-settled only.

The Bonds will be issued by the Issuer, a wholly-owned subsidiary of Citigroup Global Markets Limited (the "Guarantor"). The Issuer's senior debt is currently rated A+ (Stable Outlook) / A-1 (S&P) and A+ (Negative Outlook) / F1 (Fitch).

The Issuer's payment obligations under the Bonds will be unconditionally and irrevocably guaranteed (the "Guarantee") by the Guarantor, whose senior debt is currently rated A1 (Stable Outlook) / P-1 by Moody's, A+ (Stable Outlook) / A-1 by S&P and A+ (Negative Outlook) / F1 by Fitch as of the date of this announcement. Such ratings may be subject to revision, qualification, suspension, reduction or withdrawal at any time by the assigning rating agency.

The Bonds will be issued in principal amounts of HKD2,000,000 and integral multiples of HKD1,000,000 in excess thereof and will not bear interest. The Bonds will be issued with an issue price of 105.35% of their principal amount and will be redeemed at par on 28 May 2024 (the "Final Maturity Date").

The exchange price (the "Exchange Price") will be set at a 29% premium over the reference share price (the "Reference Share Price"), which will be based on the volume-weighted average price of a Share (rounded to four decimal places, with 0.00005 being rounded upwards) on the Hong Kong Stock Exchange on 18 May 2021, subject as provided in the terms and conditions of the Bonds. The Reference Share Price and Exchange Price are expected to be announced by 11:59 p.m. (Hong Kong time) on 18 May 2021.

Settlement and delivery of the Bonds is expected to take place on 27 May 2021 (the "Issue Date").

The net proceeds from the issue of Bonds will be used by the Issuer for its general corporate purposes. Application will be made for the Bonds to be listed and admitted to trading on the Open Market (Freiverkehr) segment of the Frankfurt Stock Exchange or any other stock exchange as determined by the Issuer, and such admission to trading is expected to take place within six months following the Issue Date.

Citigroup Global Markets Limited is acting as Sole Global Coordinator, Sole Bookrunner, Calculation Agent and Guarantor.

Each of the Sole Global Coordinator, the Sole Bookrunner and the Issuer is party to certain existing derivative arrangements, and Citigroup Global Markets Limited is acting as Sole Bookrunner, Sole Global Coordinator, Calculation Agent and Guarantor with respect to the Bonds and may participate in market making activities. In addition, Citigroup Global Markets Limited as Calculation Agent will make all determinations, calculations and adjustments under the terms and conditions of the Bonds which will involve the exercise of its discretion. Such arrangements and activities may present a conflict of interest between the interests of Bondholders and the interests of Citigroup Global Markets Limited in its various capacities, and Citigroup Global Markets Limited may adjust its hedging position or take positions that are inconsistent with, or adverse to, the investment objectives of the holders of the Bonds. Such activities may impact on the price or value of the Shares and/or the Bonds, and may affect a Bondholder's return on the Bonds.

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