Free Writing Prospectus - Filing Under Securities Act Rules 163/433 (fwp)
April 19 2017 - 10:00AM
Edgar (US Regulatory)
F
ILED
PURSUANT
TO
RULE
433
File
No. 333-216372
CITIGROUP INC.
$1,000,000,000
4.281%
FIXED RATE / FLOATING RATE CALLABLE SENIOR NOTES DUE 2048
Terms and Conditions
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Issuer:
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Citigroup Inc.
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Ratings*:
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Baa1 / BBB+ / A (Stable Outlook / Stable Outlook / Stable Outlook) (Moody’s / S&P / Fitch)
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Ranking:
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Senior
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Trade Date:
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April 18, 2017
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Settlement Date:
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April 25, 2017 (T+5 days)
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Maturity:
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April 24, 2048
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Par Amount:
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$1,000,000,000
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Treasury Benchmark:
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2.875% due November 15, 2046
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Treasury Price:
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$100-28
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Treasury Yield:
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2.831%
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Re-offer
Spread to Benchmark:
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T
30
+145 bp
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Re-offer
Yield:
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4.281%
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Fixed Rate Coupon:
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4.281%, payable semiannually in arrears from and including the Settlement Date to, but excluding, April 24, 2047 (the “fixed rate period”).
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Floating Rate Coupon:
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An annual floating rate equal to three-month USD LIBOR plus 1.839%, payable quarterly in arrears from and including April 24, 2047 (the “floating rate period”).
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Floating Rate:
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3 month USD –BBA–LIBOR Reuters LIBOR01
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Public Offering Price:
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100.000%
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Net Proceeds to Citigroup:
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$991,250,000 (before expenses)
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Interest Payment Dates:
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During the fixed rate period, each April 24 and October 24, beginning October 24, 2017, and during the floating rate period, each of July 24, 2047, October 24, 2047, January 24, 2048, and
April 24, 2048, beginning July 24, 2047. Following business day convention during the fixed rate period. Modified following business day convention during the floating rate period. Business days New York.
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Day Count:
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30/360 during the fixed rate period, Actual/360 during the floating rate period
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Defeasance:
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Applicable. Provisions of Sections 12.02 and 12.03 of the Indenture apply
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Redemption at Issuer Option:
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We may redeem the notes, at our option, in whole at any time or in part from time to time, on or after October 24, 2017 and prior to
April 24, 2047, at a redemption price equal to the sum of (i) 100% of the principal amount of the notes being redeemed plus accrued and unpaid interest thereon to, but excluding, the date of redemption; and (ii) the Make-Whole Amount (as
defined in the Issuer’s Prospectus dated April 7, 2017 (the “Prospectus”)), if any, with respect to such notes. The Reinvestment Rate (as defined in the Prospectus) will equal the Treasury Yield defined therein calculated to
April 24, 2047, plus 0.250%.
We may redeem the notes, at our option, (i) in
whole, but not in part, on April 24, 2047, or (ii) in whole at any time or in part from time to time, on or after October 24, 2047 at a redemption price equal to the sum of 100% of the principal amount of the notes being redeemed plus
accrued and unpaid interest thereon to, but excluding, the date of redemption.
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CITIGROUP INC.
$1,000,000,000
4.281%
FIXED RATE / FLOATING RATE CALLABLE SENIOR NOTES DUE 2048
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Redemption for Tax Purposes:
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We may redeem the notes, at our option, in whole at any time, but not in part at a redemption price equal to 100% of the principal amount of the notes plus accrued and unpaid interest thereon to, but excluding, the date of
redemption, if, as a result of changes in U.S. tax law, withholding tax or information reporting requirements are imposed on payments on the notes to
non-U.S.
persons.
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Sinking Fund:
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Not applicable
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Listing:
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Application will be made to list the notes on the regulated market of the Luxembourg Stock Exchange
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Minimum Denominations/Multiples:
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$1,000 / multiples of $1,000 in excess thereof
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CUSIP:
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172967LJ8
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ISIN:
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US172967LJ87
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Sole Book Manager:
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Citigroup Global Markets Inc.
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Senior
Co-Managers:
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Barclays Capital Inc.
BBVA Securities Inc.
BMO Capital Markets Corp.
Mizuho Securities USA LLC
nabSecurities, LLC
Scotia Capital (USA) Inc.
SG Americas Securities, LLC
SMBC Nikko Securities America, Inc.
UBS Securities LLC
UniCredit Capital Markets LLC
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Junior
Co-Managers:
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ABN AMRO Securities (USA) LLC
Bank of China Limited, London Branch
BB&T Capital Markets, a
division of BB&T Securities, LLC
Blaylock Beal Van, LLC
CastleOak Securities, L.P.
Credit Agricole Securities (USA)
Inc.
DBS Bank Ltd.
Global Oak Capital Markets, LLC
Imperial Capital, LLC
Loop Capital Markets LLC
Multi-Bank Securities, Inc.
Penserra Securities LLC
RBC Capital Markets, LLC
Regions Securities LLC
The Williams Capital Group, L.P.
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*
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Note: A securities rating is not a recommendation to buy, sell, or hold securities and may be subject to revision or withdrawal at any time.
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Citigroup Inc. has filed a registration statement (including a prospectus) with the Securities and Exchange Commission for the offering to which this
communication relates. Before you invest, you should read the prospectus in the registration statement and the other documents Citigroup has filed with the SEC for more complete information about Citigroup and this offering. You may get these
documents for free by visiting EDGAR on the SEC Web site at www.sec.gov. The file number for Citigroup’s registration statement is
No. 333-216372.
Alternatively, you can request the prospectus by
calling toll-free in the United States
1-800-831-9146.
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