Citigroup Inc 8-K, filed Jan 10, 2020
Citigroup Inc (C)
About this 8-K
Citigroup Inc filed this 8-K on January 10, 2020.
Items reported
- Item 9.01: Financial statements and exhibits
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(Commission File Number) |
(IRS Employer Identification No.) |
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| Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425) |
| Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12) |
Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b)) |
Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c)) |
Item 9.01 |
Financial Statements and Exhibits. |
(d) |
Exhibits: |
| Exhibit No. |
Description | |||
| 99.1 |
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| 99.2 |
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| 99.3 |
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| 99.4 |
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| 99.5 |
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| 104 |
The cover page of this Current Report on Form 8-K, formatted in Inline XBRL | |||
| Dated: January 10, 2020 |
CITIGROUP INC. | |||||
| By: |
/s/ Barbara Politi | |||||
| Barbara Politi | ||||||
| Assistant Secretary | ||||||
Exhibit 99.1
Citigroup Inc.
Issue of EUR 1,750,000,000 1.500% Fixed Rate / Floating Rate Callable Notes due July 2026
under the
U.S.$110,000,000,000
Programme for the issuance of Euro Medium-Term Notes, Series C
The securities described herein have not been and will not be registered under the U.S. Securities Act of 1933 and may not be offered or sold in the United States absent registration or an applicable exemption from registration requirements.
| 1. | Specified Currency: | Euro (“EUR”) | ||||
| 2. | Aggregate Nominal Amount: | EUR 1,750,000,000 | ||||
| 3. | Issue Price: | 99.789 per cent. of the Aggregate Nominal Amount | ||||
| 4. | (i) | Specified Denominations: | EUR 100,000 and integral multiples of EUR 1,000 in excess thereof up to and including EUR 199,000 | |||
| (ii) | Calculation Amount: | EUR 1,000 | ||||
| 5. | Issue Date: | 24 July 2018 | ||||
| 6. | Maturity Date: | The Interest Payment Date falling on or nearest to 24 July 2026 | ||||
| 7. | Interest Basis: | 1.500 per cent. per annum Fixed Rate, from, and including, the Issue Date to, but excluding, 24 July 2025 (the “Fixed Rate Period”)
Three-month EURIBOR + 1.074 per cent. per annum Floating Rate, from, and including, 24 July 2025 (the “Floating Rate Period”) (further particulars specified below) | ||||
| 8. | Redemption/Payment Basis: | Redemption at par | ||||
| 9. | Put/Call Options: | Issuer Call (further particulars specified below) | ||||
| 10. | Status of the Notes: | Senior | ||||
| PROVISIONS RELATING TO INTEREST (IF ANY) PAYABLE | ||||||
| 11. | Fixed Rate Note Provisions: | Applicable to the Fixed Rate Period | ||||
| (i) | Rate of Interest: | 1.500 per cent. per annum payable annually in arrear | ||||
| (ii) | Interest Payment Dates: | 24 July in each year from, and including, 24 July 2019 to, and including, 24 July 2025, not adjusted | ||||
| (iii) | Fixed Interest Amount: | EUR 15.00 per Calculation Amount | ||||
| (iv) | Day Count Fraction: | Actual / Actual (ICMA) | ||||
| (v) | Broken Amount(s): | Not Applicable | ||||
| 12. | Floating Rate Note Provisions: | Applicable to the Floating Rate Period | ||||
| (i) | Interest Periods: | On, and including, each Interest Payment Date to, but excluding, the next Specified Interest Payment Date; provided that for the first Interest Period, on, and including, 24 July 2025 to, but excluding, the first Interest Payment Date | ||||
| (ii) | Specified Period(s): | Not Applicable | ||||
| (iii) | Specified Interest Payment Dates: | Interest will be payable quarterly in arrears on 24 October 2025, 24 January 2026, 24 April 2026 and 24 July 2026 subject, in each case, to adjustment in accordance with the Business Day Convention specified below | ||||
| (iv) | First Interest Payment Date: | 24 October 2025 | ||||
| (v) | Business Day Convention: | Modified Following Business Day Convention | ||||
| (vi) | Business Centre(s): | TARGET, London | ||||
| (vii) Manner in which the Rate(s)of Interest is/are to be determined: | Screen Rate Determination | |||||
| (viii) Party responsible for calculating the Rate(s) of Interest and Interest Amount(s) (if not the Fiscal Agent): | Not Applicable | |||||
| (ix) | Screen Rate Determination: | |||||
| • | Reference Rate: | Three-month EURIBOR | ||||
| • | Interest Determination Date(s): | The second TARGET Business Day prior to the first day of each Interest Period | ||||
| • | Relevant Screen Page: | The display page designated EURIBOR01 on Reuters | ||||
| • | Relevant Time: | 11:00 a.m. Brussels time | ||||
| • | Relevant Financial Centre: | Eurozone | ||||
| (x) | ISDA Determination: | Not Applicable | ||||
| (xi) | Margin(s): | + 1.074 per cent. per annum | ||||
| (xii) | Minimum Rate of Interest: | 0.000 per cent. per annum | ||||
| (xiii) | Maximum Rate of Interest: | Not Applicable | ||||
| (xiv) | Day Count Fraction: | Actual/360 | ||||
| 13. | Call Option: | Applicable | ||||
| (i) | Optional Redemption Dates (Call): | In whole at any time, or in part from time to time, on or after 24 October 2018 and prior to 24 July 2025 (“Make-Whole Call Period”). In whole, but not in part, on 24 July 2025 (“Par Call Date”) and on or after 24 June 2026 (“Par Call Period”). | ||||
| (a) | Make-Whole Amount: | The excess, if any, of: (i) the aggregate present value as of such Optional Redemption Date of each euro of nominal amount being redeemed and the amount of interest (exclusive of interest accrued to the Optional Redemption Date) that would have been payable in respect of each such euro if such redemption had not been made, determined by discounting, on an annual basis, such principal and interest at the Reinvestment Rate (determined on the third Business Day preceding the date that notice of such redemption is given pursuant to Condition 18 (Notices)) from the respective dates on which such principal and interest would have been payable if such redemption had not been made, to the date of redemption, over (ii) the aggregate nominal amount of Notes being redeemed, as calculated by the Issuer or a person designated by the Issuer. | ||||
| (b) | Reinvestment Rate: | The mid-market annual yield on the Reference Security (or if the Reference Security is no longer outstanding, a Similar Security) plus the Redemption Margin | ||||
| (c) | Reference Security: | DBR 0.500 per cent. Federal Government Bond of Bundesrepublik Deutschland due February 2025 | ||||
| (d) | Similar Security: | Reference bond or reference bonds issued by the German Federal Government having an actual or interpolated maturity of 24 July 2026 that would be utilized, at the time of selection and in accordance with customary financial practice, in pricing new issuances of corporate debt securities maturing on 24 July 2026 | ||||
| (e) | Redemption Margin: | 25 basis points | ||||
| (iii) Optional Redemption Amount (Call) and method, if any, of calculation of such amount on Par Call date and during Par Call Period: | EUR 1,000 per Calculation Amount | |||||
| (v) Notice period (if other than as set out in the Conditions): | Not less than 15 nor more than 60 days’ notice | |||||
| 14. | Put Option: | Not Applicable | ||||
| 15. | Final Redemption Amount: | EUR 1,000 per Calculation Amount | ||||
| 16. | Early Redemption Amount: | |||||
| Early Redemption Amount(s) per Calculation Amount payable on redemption for taxation reasons or on event of default or other early redemption and/or the method of calculating the same (if required or if different from that set out in the Conditions): | EUR 1,000 per Calculation Amount | |||||
| GENERAL PROVISIONS APPLICABLE TO THE NOTES | ||||||
| 17. | Additional Financial Centre(s) or other special provisions relating to Payment Dates: | London | ||||
| 18. | Substitution provisions: | The provisions in Condition 23 (Substitution of the Issuer) are applicable | ||||
| 19. | Listing | Luxembourg | ||||
| OPERATIONAL INFORMATION | ||
| ISIN Code: | XS1859010685 | |
| Common Code: | 185901068 | |
Exhibit 99.2
Citigroup Inc.
Issue of EUR 1,000,000,000 0.500 per cent. Fixed Rate Notes due January 2022
under the
U.S.$110,000,000,000
Programme for the issuance of Euro Medium-Term Notes, Series C
The securities described herein have not been and will not be registered under the U.S. Securities Act of 1933 and may not be offered or sold in the United States absent registration or an applicable exemption from registration requirements.
| 1. | Specified Currency: | Euro (“EUR”) | ||||
| 2. | Aggregate Nominal Amount: | EUR 1,000,000,000 | ||||
| 3. | Issue Price: | 99.911 per cent. of the Aggregate Nominal Amount | ||||
| 4. | (i) | Specified Denominations: | EUR 100,000 and integral multiples of EUR 1,000 in excess thereof up to and including EUR 199,000. | |||
| (ii) | Calculation Amount: | EUR 1,000 | ||||
| 5. | Issue Date: | 29 January 2019 | ||||
| 6. | Maturity Date: | 29 January 2022 | ||||
| 7. | Interest Basis: | 0.500 per cent. per annum Fixed Rate (further particulars specified below) | ||||
| 8. | Redemption/Payment Basis: | Redemption at par | ||||
| 9. | Put/Call Options: | Issuer Call (further particulars specified below) | ||||
| 10. | Status of the Notes: | Senior | ||||
| PROVISIONS RELATING TO INTEREST (IF ANY) PAYABLE | ||||||
| 11. | Fixed Rate Note Provisions: | Applicable | ||||
| (i) | Rate of Interest: | 0.500 per cent. per annum payable annually in arrear | ||||
| (ii) | Interest Payment Dates: | 29 January in each year from, and including, 29 January 2020 to, and including 29 January 2022, not adjusted | ||||
| (iii) | Fixed Interest Amount: | EUR 5.00 per Calculation Amount | ||||
| (iv) | Day Count Fraction: | Actual / Actual (ICMA) | ||||
| (v) | Broken Amount(s): | Not Applicable | ||||
| 12. | Call Option: | Applicable | ||||
| (i) | Optional Redemption Dates (Call): | In whole at any time, or in part from time to time, on or after 29 July 2019 and prior to 29 December 2021 (“Make-Whole Call Period”). In whole, but not in part, on or after 29 December 2021 (“Par Call Date”). | ||||
| (a) | Make-Whole Amount: | The excess, if any, of: (i) the aggregate present value as of such Optional Redemption Date of each euro of nominal amount being redeemed and the amount of interest (exclusive of interest accrued to the Optional Redemption Date) that would have been payable in respect of each such euro if such redemption had not been made, determined by discounting, on an annual basis, such principal and interest at the Reinvestment Rate (determined on the third Business Day preceding the date that notice of such redemption is given pursuant to Condition 18 (Notices)) from the respective dates on which such principal and interest would have been payable if such redemption had not been made, to the date of redemption, over (ii) the aggregate nominal amount of Notes being redeemed, as calculated by the Issuer or a person designated by the Issuer. | ||||
| (b) | Reinvestment Rate: | The mid-market annual yield on the Reference Security (or if the Reference Security is no longer outstanding, a Similar Security) plus the Redemption Margin | ||||
| (c) | Reference Security: | DBR 2.000 per cent. Federal Government Bond of Bundesrepublik Deutschland due January 2022 | ||||
| (d) | Similar Security: | Reference bond or reference bonds issued by the German Federal Government having an actual or interpolated maturity of 29 December 2021 that would be utilized, at the time of selection and in accordance with customary financial practice, in pricing new issuances of corporate debt securities maturing on 29 December 2021. | ||||
| (e) | Redemption Margin: | 20 basis points | ||||
| (iii) Optional Redemption Amount (Call) and method, if any, of calculation of such amount on Par Call Date and during Par Call Period: | EUR 1,000 per Calculation Amount | |||||
| (iv) Notice period (if other than as set out in the Conditions): | Not less than 15 nor more than 60 days’ notice | |||||
| 13. | Final Redemption Amount: | EUR 1,000 per Calculation Amount | ||||
| 14. | Early Redemption Amount: | |||||
| Early Redemption Amount(s) per Calculation Amount payable on redemption for taxation reasons or on event of default or other early redemption and/or the method of calculating the same (if required or if different from that set out in the Conditions): | EUR 1,000 per Calculation Amount | |||||
| GENERAL PROVISIONS APPLICABLE TO THE NOTES | ||||
| 15. | Additional Financial Centre(s) or other special provisions relating to Payment Dates: | London | ||
| 16. | Substitution provisions: | The provisions in Condition 23 (Substitution of the Issuer) are applicable. | ||
| 17. | Listing | Luxembourg | ||
| REASONS FOR THE OFFER, ESTIMATED NET PROCEEDS AND TOTAL EXPENSES | ||
| Reasons for the offer: | The Notes are intended to be issued as Green Bonds.
Use of Proceeds
An amount equal to the net proceeds of the sale of the Notes will be allocated exclusively to finance or refinance, in whole or in part, “Eligible Green Assets,” which refers to loans and/or investments made by the Issuer for assets or projects that meet the Issuer’s Green Bond Eligibility Criteria (as defined below) in accordance with the Issuer’s Green Bond Framework (“Framework”). The Issuer has developed the Framework for notes issuances in order to finance projects that contribute to climate change mitigation as well as projects that promote sustainable infrastructure. The Framework has received a Second Party Opinion by an independent consultant.
Eligible Green Projects
The Issuer’s “Green Bond Eligibility Criteria” reflect good practices for supporting the transition to a low-carbon economy through projects in one or more of the following areas (“Eligible Green Projects”):
• Renewable energy including land acquisition and leasing, purchase of renewable energy applications and technologies and associated equipment, construction work, maintenance work, equipment manufacturing and energy storage.
• Energy efficiency including warehouse facilities for residential energy efficiency loans, municipal district heating projects, commercial and residential energy efficiency projects and consumer finance companies that provide residential energy efficiency loans | |
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• Sustainable transportation including building or operating mass transit and creating or constructing infrastructure to support mass transit
• Water quality and conservation including installation or upgrade of water treatment infrastructure, installation or upgrade of water capture and storage infrastructure, installation or upgrade of water irrigation systems and water metering activities to support conservation initiatives
• Green building including financing of existing or new construction / renovation of residential and commercial buildings that earn any of the following certifications; LEED Gold, LEED Platinum, or the Living Building Challenge.
The Issuer has developed a list of exclusionary criteria (“Exclusionary Criteria”) for the use of the proceeds from the sale of the Notes. The Issuer commits itself to not knowingly be involved in financing any of the following projects or activities through the proceeds of this offering:
• Large-scale hydropower plants that have a generation capacity of over 15MW;
• Nuclear power plants; or
• Fossil fuel projects, including refined or alternative coal technologies, gas-to-liquid projects and natural gas projects.
Project Evaluation and Selection Process
The Issuer’s specialist teams, including Corporate Sustainability and Environmental and Social Risk Management (“ESRM”) teams, are responsible for screening potential eligible assets against the Green Bond Eligibility Criteria. Once screened, Eligible Green Assets will be added to a single pool that the Issuer maintains (the “Green Bond Asset Portfolio”).
The Issuer’s selection process for the Eligible Green Assets takes into account the following objectives, features and benefits:
• Each Eligible Green Asset included meets the Green Bond Eligibility Criteria for inclusion in the Green Bond Asset Portfolio.
• Each Eligible Green Asset included is also reviewed to ensure compliance with the Issuer’s ESRM policies. |
| If the Issuer’s investment in any asset in the Green Bond Asset Portfolio is terminated or if an asset no longer meets the Green Bond Eligibility Criteria, the Issuer’s Corporate Sustainability and ESRM teams will remove the asset from the Green Bond Asset Portfolio.
Management of Proceeds
The Issuer’s Green Bond Asset Working Group (the “Group”) is responsible for supervising the Green Bond Asset Portfolio and total aggregate amount issued in Green Bonds, including the Notes. The Group meets quarterly aiming to ensure that the aggregate amount in the Green Bond Asset Portfolio is equal to or greater than the aggregate amount raised by Green Bonds. For this purpose, the aggregate size and maturity of the Green Bond Asset Portfolio is monitored quarterly.
If for any reason the aggregate amount in the Green Bond Asset Portfolio is less than the total outstanding amount of Green Bonds issued, the Issuer will hold the balance unallocated amount in cash, cash equivalents and/or other liquid marketable instruments (including U.S. Treasury securities) in the Issuer’s liquidity portfolio until the amount can be allocated towards the Green Bond Asset Portfolio.
Reporting
The Issuer will publish a report (the “Green Bond Report”) on its website within a year from issuance of the Notes and will renew it annually until full allocation and in case of any material changes. The Green Bond Report will detail the total amount of assets in the Green Bond Asset Portfolio and the total outstanding amount raised by Green Bond issuances, including the Notes.
Furthermore, the Green Bond Report will provide details of eligible assets within the Green Bond Asset Portfolio along with the Issuer’s financial commitments to each asset; the total amount of unallocated proceeds, if any; and environmental impacts of the Green Bond Asset Portfolio to the extent it is practical to do so.
The Issuer will engage external independent accountants to review that the assets included in the Green Bond Asset Portfolio meet the Green Bond Eligibility Criteria and are not invested in assets as defined by the Exclusionary Criteria. Further, the independent accountants will be engaged to review that the aggregate amount in the Green Bond Asset Portfolio is equal to or greater than the aggregate amount raised by Green Bonds, and to the extent the total amount of the outstanding bonds is less than the aggregate amount in Green Bond Asset Portfolio, the difference will be held in cash, cash equivalents and/or other liquid marketable instruments (including U.S Treasury securities) in the Issuer’s liquidity portfolio. | ||
| OPERATIONAL INFORMATION | ||
| ISIN Code: | XS1939355753 | |
| Common Code: | 193935575 | |
Exhibit 99.3
Citigroup Inc.
Issue of EUR 1,350,000,000 1.250 per cent. Fixed Rate Notes due April 2029
under the
U.S.$ 110,000,000,000
Programme for the issuance of Euro Medium-Term Notes, Series C
The securities described herein have not been and will not be registered under the U.S. Securities Act of 1933 and may not be offered or sold in the United States absent registration or an applicable exemption from registration requirements.
| 1. | Specified Currency: | Euro (“EUR”) | ||||
| 2. | Aggregate Nominal Amount: | EUR 1,350,000,000 | ||||
| 3. | Issue Price: | 99.135 per cent. of the Aggregate Nominal Amount | ||||
| 4. | (i) | Specified Denominations: | EUR 100,000 and integral multiples of EUR 1,000 in excess thereof up to and including EUR 199,000. | |||
| (ii) | Calculation Amount: | EUR 1,000 | ||||
| 5. | Issue Date: | 10 April 2019 | ||||
| 6. | Maturity Date: | 10 April 2029 | ||||
| 7. | Interest Basis: | 1.250 per cent. per annum Fixed Rate (further particulars specified below) | ||||
| 8. | Redemption/Payment Basis: | Redemption at par | ||||
| 9. | Put/Call Options: | Issuer Call (further particulars specified below) | ||||
| 10. | Status of the Notes: | Senior | ||||
| PROVISIONS RELATING TO INTEREST (IF ANY) PAYABLE | ||||||
| 11. | Fixed Rate Note Provisions: | Applicable | ||||
| (i) | Rate of Interest: | 1.250 per cent. per annum payable annually in arrear | ||||
| (ii) | Interest Payment Dates: | 10 April in each year from, and including, 10 April 2020 to, and including 10 April 2029, not adjusted | ||||
| (iii) | Fixed Interest Amount: | EUR 12.50 per Calculation Amount | ||||
| (iv) | Day Count Fraction: | Actual / Actual (ICMA) | ||||
| (v) | Broken Amount(s): | Not Applicable | ||||
| 12. | Call Option: | Applicable | ||||
| (i) | Optional Redemption Dates (Call): | In whole at any time, or in part from time to time, on or after 10 October 2019 and prior to 10 March 2029 (“Make-Whole Call Period”). In whole, but not in part, on or after 10 March 2029 (“Par Call Date”). | ||||
| (a) | Make-Whole Amount: | The excess, if any, of: (i) the aggregate present value as of such Optional Redemption Date of each euro of nominal amount being redeemed and the amount of interest (exclusive of interest accrued to the Optional Redemption Date) that would have been payable in respect of each such euro if such redemption had not been made, determined by discounting, on an annual basis, such principal and interest at the Reinvestment Rate (determined on the third Business Day preceding the date that notice of such redemption is given pursuant to Condition 18 (Notices)) from the respective dates on which such principal and interest would have been payable if such redemption had not been made, to the date of redemption, over (ii) the aggregate nominal amount of Notes being redeemed, as calculated by the Issuer or a person designated by the Issuer. | ||||
| (b) | Reinvestment Rate: | The mid-market annual yield on the Reference Security (or if the Reference Security is no longer outstanding, a Similar Security) plus the Redemption Margin | ||||
| (c) | Reference Security: | DBR 0.250 per cent. Federal Government Bond of Bundesrepublik Deutschland due February 2029 | ||||
| (d) | Similar Security: | Reference bond or reference bonds issued by the German Federal Government having an actual or interpolated maturity of 10 March 2029 that would be utilized, at the time of selection and in accordance with customary financial practice, in pricing new issuances of corporate debt securities maturing on 10 March 2029. | ||||
| (e) | Redemption Margin: | 25 basis points | ||||
| (iii) Optional Redemption Amount (Call) and method, if any, of calculation of such amount on Par Call Date and during Par Call Period: | EUR 1,000 per Calculation Amount | |||||
| (iv) Notice period (if other than as set out in the Conditions): | Not less than 15 nor more than 60 days’ notice | |||||
| 13. | Final Redemption Amount: | EUR 1,000 per Calculation Amount | ||||
| 14. | Early Redemption Amount: | |||||
| Early Redemption Amount(s) per Calculation Amount payable on redemption for taxation reasons or on event of default or other early redemption and/or the method of calculating the same (if required or if different from that set out in the Conditions): | EUR 1,000 per Calculation Amount | |||||
| GENERAL PROVISIONS APPLICABLE TO THE NOTES | ||||||
| 15. | Additional Financial Centre(s) or other special provisions relating to Payment Dates: | London | ||||
| 16. | Substitution provisions: | The provisions in Condition 23 (Substitution of the Issuer) are applicable. | ||||
| 17. | Listing | Luxembourg | ||||
| OPERATIONAL INFORMATION | ||
| ISIN Code: | XS1980064833 | |
| Common Code: | 198006483 | |
Exhibit 99.4
Citigroup Inc.
Issue of EUR 1,350,000,000 1.250 per cent. Fixed Rate Notes due April 2029
under the
U.S.$ 110,000,000,000
Programme for the issuance of Euro Medium-Term Notes, Series C
The securities described herein have not been and will not be registered under the U.S. Securities Act of 1933 and may not be offered or sold in the United States absent registration or an applicable exemption from registration requirements.
| 1. | Specified Currency: | Euro (“EUR”) | ||||
| 2. | Aggregate Nominal Amount: | EUR 1,350,000,000 | ||||
| 3. | Issue Price: | 99.135 per cent. of the Aggregate Nominal Amount | ||||
| 4. | (i) | Specified Denominations: | EUR 100,000 and integral multiples of EUR 1,000 in excess thereof up to and including EUR 199,000. | |||
| (ii) | Calculation Amount: | EUR 1,000 | ||||
| 5. | Issue Date: | 10 April 2019 | ||||
| 6. | Maturity Date: | 10 April 2029 | ||||
| 7. | Interest Basis: | 1.250 per cent. per annum Fixed Rate (further particulars specified below) | ||||
| 8. | Redemption/Payment Basis: | Redemption at par | ||||
| 9. | Put/Call Options: | Issuer Call (further particulars specified below) | ||||
| 10. | Status of the Notes: | Senior | ||||
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PROVISIONS RELATING TO INTEREST (IF ANY) PAYABLE | ||||||
| 11. | Fixed Rate Note Provisions: | Applicable | ||||
| (i) | Rate of Interest: | 1.250 per cent. per annum payable annually in arrear | ||||
| (ii) | Interest Payment Dates: | 10 April in each year from, and including, 10 April 2020 to, and including 10 April 2029, not adjusted | ||||
| (iii) | Fixed Interest Amount: | EUR 12.50 per Calculation Amount | ||||
| (iv) | Day Count Fraction: | Actual / Actual (ICMA) | ||||
| (v) | Broken Amount(s): | Not Applicable | ||||
| 12. | Call Option: | Applicable | ||||
| (i) | Optional Redemption Dates (Call): | In whole at any time, or in part from time to time, on or after 10 October 2019 and prior to 10 March 2029 (“Make-Whole Call Period”). In whole, but not in part, on or after 10 March 2029 (“Par Call Date”). | ||||
| (a) | Make-Whole Amount: | The excess, if any, of: (i) the aggregate present value as of such Optional Redemption Date of each euro of nominal amount being redeemed and the amount of interest (exclusive of interest accrued to the Optional Redemption Date) that would have been payable in respect of each such euro if such redemption had not been made, determined by discounting, on an annual basis, such principal and interest at the Reinvestment Rate (determined on the third Business Day preceding the date that notice of such redemption is given pursuant to Condition 18 (Notices)) from the respective dates on which such principal and interest would have been payable if such redemption had not been made, to the date of redemption, over (ii) the aggregate nominal amount of Notes being redeemed, as calculated by the Issuer or a person designated by the Issuer. | ||||
| (b) | Reinvestment Rate: | The mid-market annual yield on the Reference Security (or if the Reference Security is no longer outstanding, a Similar Security) plus the Redemption Margin | ||||
| (c) | Reference Security: | DBR 0.250 per cent. Federal Government Bond of Bundesrepublik Deutschland due February 2029 | ||||
| (d) | Similar Security: | Reference bond or reference bonds issued by the German Federal Government having an actual or interpolated maturity of 10 March 2029 that would be utilized, at the time of selection and in accordance with customary financial practice, in pricing new issuances of corporate debt securities maturing on 10 March 2029. | ||||
| (e) | Redemption Margin: | 25 basis points | ||||
| (iii) Optional Redemption Amount (Call) and method, if any, of calculation of such amount on Par Call Date and during Par Call Period: | EUR 1,000 per Calculation Amount | |||||
| (v) Notice period (if other than as set out in the Conditions): | Not less than 15 nor more than 60 days’ notice | |||||
| 13. | Final Redemption Amount: | EUR 1,000 per Calculation Amount | ||||
| 14. | Early Redemption Amount: | |||||
| Early Redemption Amount(s) per Calculation Amount payable on redemption for taxation reasons or on event of default or other early redemption and/or the method of calculating the same (if required or if different from that set out in the Conditions): | EUR 1,000 per Calculation Amount | |||||
| GENERAL PROVISIONS APPLICABLE TO THE NOTES | ||||||
| 15. | Additional Financial Centre(s) or other special provisions relating to Payment Dates: | London | ||||
| 16. | Substitution provisions | The provisions in Condition 23 (Substitution of the Issuer) are applicable. | ||||
| 17. | Listing | Luxembourg | ||||
| OPERATIONAL INFORMATION | ||
| ISIN Code: | XS1980064833 | |
| Common Code: | 198006483 | |
| Title of each class |
Ticker Symbol(s) |
Title for iXBRL |
Name of each exchange on which registered | |||
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| Common Stock, par value $.01 per share |
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| Depositary Shares, each representing 1/1,000th interest in a share of 6.875% Fixed/Floating Rate Noncumulative Preferred Stock, Series K |
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| Depositary Shares, each representing 1/1,000th interest in a share of 6.300% Noncumulative Preferred Stock, Series S |
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| 7.625% Trust Preferred Securities of Citigroup Capital III (and registrant’s guaranty with respect thereto) |
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| 7.875% Fixed Rate / Floating Rate Trust Preferred Securities (TruPS ® ) of Citigroup Capital XIII (and registrant’s guaranty with respect thereto) |
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| 6.829% Fixed Rate / Floating Rate Enhanced Trust Preferred Securities (Enhanced TruPS ® ) of Citigroup Capital XVIII (and registrant’s guaranty with respect thereto) |
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| C-Tracks Exchange-Traded Notes Based on the Performance of the Miller/Howard MLP Fundamental Index Due September 28, 2023 |
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| C-Tracks Exchange-Traded Notes Miller/Howard Strategic Dividend Reinvestor Due September 16, 2024 |
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| C-Tracks Exchange-Traded Notes on the Miller/Howard MLP Fundamental Index, Series B, Due July 13, 2026 of Citigroup Global Markets Holdings Inc. (“CGMHI”) (and registrant’s guaranty with respect thereto) |
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| Exchange-Traded Notes Based on the Performance of the VelocityShares ® Daily 4X Long USD vs. JPY Index due December 15, 2032 of CGMHI (and registrant’s guaranty with respect thereto) |
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| Exchange-Traded Notes Based on the Performance of the VelocityShares ® Daily 4X Long USD vs. GBP Index due December 15, 2032 of CGMHI (and registrant’s guaranty with respect thereto) |
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| Exchange-Traded Notes Based on the Performance of the VelocityShares ® Daily 4X Long USD vs. EUR Index due December 15, 2032 of CGMHI (and registrant’s guaranty with respect thereto) |
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| Exchange-Traded Notes Based on the Performance of the VelocityShares ® Daily 4X Long USD vs. CHF Index due December 15, 2032 of CGMHI (and registrant’s guaranty with respect thereto) |
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| Exchange-Traded Notes Based on the Performance of the VelocityShares ® Daily 4X Long USD vs. AUD Index due December 15, 2032 of CGMHI (and registrant’s guaranty with respect thereto) |
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| Exchange-Traded Notes Based on the Performance of the VelocityShares ® Daily 4X Long JPY vs. USD Index due December 15, 2032 of CGMHI (and registrant’s guaranty with respect thereto) |
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| Exchange-Traded Notes Based on the Performance of the VelocityShares ® Daily 4X Long EUR vs. USD Index due December 15, 2032 of CGMHI (and registrant’s guaranty with respect thereto) |
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| Exchange-Traded Notes Based on the Performance of the VelocityShares ® Daily 4X Long GBP vs. USD Index due December 15, 2032 of CGMHI (and registrant’s guaranty with respect thereto) |
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| Exchange-Traded Notes Based on the Performance of the VelocityShares ® Daily 4X Long CHF vs. USD Index due December 15, 2032 of CGMHI (and registrant’s guaranty with respect thereto) |
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| Exchange-Traded Notes Based on the Performance of the VelocityShares ® Daily 4X Long AUD vs. USD Index due December 15, 2032 of CGMHI (and registrant’s guaranty with respect thereto) |
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| VelocityShares ® Long LIBOR ETNs due August 16, 2032 of CGMHI (and registrant’s guaranty with respect thereto) |
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| VelocityShares ® Short LIBOR ETNs due August 16, 2032 of CGMHI (and registrant’s guaranty with respect thereto) |
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| VelocityShares ® 3x Long Crude Oil ETNs linked to the S&P GSCI® Crude Oil Index ER due December 15, 2031 of CGMHI (and registrant’s guaranty with respect thereto) |
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| VelocityShares ® 3x Inverse Crude Oil ETNs linked to the S&P GSCI® Crude Oil Index ER due December 15, 2031 of CGMHI (and registrant’s guaranty with respect thereto) |
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| Medium-Term Senior Notes, Series N, Callable Step-Up Coupon Notes Due March 31, 2036 of CGMHI (and registrant’s guaranty with respect thereto) |
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| Medium-Term Senior Notes, Series G, Callable Fixed Rate Notes Due January 13, 2027 |
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