For Immediate Release
Citigroup Inc. (NYSE: C)
Citi Announces Agreements with Investors for Commitments to Purchase an Aggregate 24% Equity Stake in Banamex
HIGHLIGHTS
- Transactions advance Citi’s strategic priority of divesting Banamex and delivering value for shareholders
- These transactions follow the successful closing in December 2025 of the 25% equity investment from Banamex’s reference shareholder, Mexican businessman Fernando Chico Pardo
- Upon closing of all committed purchases, Citi will have sold 49% of Banamex
New York – In another significant step toward its divestiture of Banamex, Citi today announced that it has entered into agreements with several prominent institutional investors and family offices to purchase equity stakes in Grupo Financiero Banamex, S.A. de C.V. (“Banamex”).
Under the respective transaction agreements, the buyers have committed to acquire, in aggregate, 24% (~499 million shares) of Banamex’s outstanding common stock at a fixed price of ~MXN 43 billion or ~USD 2.5 billion1 (at signing, this implies a price-to-local GAAP book value of approximately 0.85x and a price-to-local GAAP tangible book value2 of approximately 1.01x) subject to customary purchase price adjustments. The stakes for each investor have been limited to a maximum of 4.9%. The transactions are subject to customary closing conditions, including antitrust regulatory approval in Mexico, and they are expected to be completed in 2026.
The buyers of these equity stakes include institutional investors such as General Atlantic (with its acquisition of Banamex shares representing the firm’s largest growth equity investment in Mexico to date), Afore SURA (part of SURA Asset Management), Banco BTG Pactual (reaffirming its commitment to Mexico), Chubb (existing partner for P&C distribution), funds managed by Blackstone, Liberty Strategic Capital, and Qatar Investment Authority (QIA).
These transactions follow the successful closing in December 2025 of the 25% equity investment from Banamex’s reference shareholder, Mexican businessman Fernando Chico Pardo, current Chair of the Board of Directors of Grupo Financiero Banamex and its largest individual private shareholder who actively participated in the selection process and will be actively involved in bringing these new minority investors into Banamex.
Upon closing of all committed purchases, Citi will have sold 49% of Banamex. With this accelerated sell-down of Banamex, Citi does not anticipate any additional sales in 2026, allowing the current investor group time to drive value creation.
“We are honored to have the backing of these buyers as we prepare for Banamex’s proposed initial public offering," said Ernesto Torres Cantú, Head of International at Citi. “Their investment is a further endorsement of Banamex’s long-term strategy, market leadership and growth prospects, and their commitment solidifies Banamex’s foundational position within Mexico’s banking system.”
The divestiture of Banamex remains a strategic priority for Citi. Any decisions related to the timing and structure of the proposed Banamex initial public offering (“IPO”) and any additional sales will continue to be guided by several factors, including, among other things, financial considerations, market conditions and receipt of regulatory approvals.
Outside of the Banamex divestiture, including the announcement of the entry into an agreement to sell its Poland consumer business, Citi’s exit from its international consumer businesses is near completion.
Citi’s Banking group acted as the exclusive financial advisor to Citi on the transactions. Skadden, Arps, Slate, Meagher & Flom LLP is acting as Citi’s U.S. legal advisor. Creel, García-Cuéllar, Aiza y Enríquez, SC and White & Case, S.C. are acting as Citi’s Mexican legal advisors.
End Notes
(1) Estimated cash consideration based on the fixed price of approximately 43 billion Mexican pesos, with an exchange rate of 17.14 Mexican pesos (MXN) per United States Dollar (USD). The USD-equivalent cash consideration will be subject to exchange rate movements until closing.
(2) Local tangible book value (TBV) is defined as common stockholders’ equity, as stated in local Mexican banking GAAP, less goodwill and identifiable intangible assets, including internally developed software.
About Citi
Citi is a preeminent banking partner for institutions with cross-border needs, a global leader in wealth management and a valued personal bank in its home market of the United States. Citi does business in more than 180 countries and jurisdictions, providing corporations, governments, investors, institutions and individuals with a broad range of financial products and services.
Citi Media Contact
Danielle Romero-Apsilos danielle.romeroapsilos@citi.com
Investor Contact
Jennifer Landis investorrelations@citi.com
Certain statements in this press release are “forward-looking statements” within the meaning of the U.S. Private Securities Litigation Reform Act of 1995. These statements are based on management’s current expectations and are subject to uncertainty and changes in circumstances. These statements are not guarantees of future results or occurrences. Actual results and capital and other financial conditions may differ materially from those included in these statements due to a variety of factors. These factors include, among others, (i) macroeconomic and local market conditions, including those related to the banking sector; (ii) satisfaction of the closing conditions to the transactions, including required regulatory approvals; (iii) political, legislative, regulatory or tax conditions in Mexico; and (iv) the precautionary statements included in this release. These factors also consist of those contained in Citi’s filings with the U.S. Securities and Exchange Commission, including, without limitation, the “Risk Factors” section of Citi’s 2025 Form 10-K. Any forward-looking statements made by or on behalf of Citi speak only as to the date they are made, and Citi does not undertake to update forward-looking statements to reflect the impact of circumstances or events that arise after the date the forward-looking statements were made.
This communication shall not constitute an offer to sell or the solicitation of an offer to buy any securities, nor shall there be any sale of securities in any jurisdiction in which such offer, solicitation or sale would be unlawful prior to registration or qualification under the securities laws of such jurisdiction. Any offers, solicitations or offers to buy or any sales of securities in the United States will be made in accordance with the registration requirements of the U.S. Securities Act of 1933.
The inclusion of forward-looking statements should not be regarded as a representation that any transaction shall be consummated, including the proposed IPO of Banamex, or that Citi will achieve its plans, estimates and expectations with respect to such transaction. Investors are cautioned not to place undue reliance on these forward-looking statements.