Citigroup tenders for any and all, maximum amount of 13 note series

By Susanna Moon

Chicago, April 27 – Citigroup Inc. said it began offers to purchase for cash any and all of three series of notes and up to a maximum amount of 10 more series.

The offers are part of Citigroup’s liability management strategy and reflect its efforts to improve its funding and capital structure, according to a company announcement.

In the any-and-all offer, pricing will be set using the 3% Treasury note due Nov. 15, 2045 plus a fixed spread as follows:

• $160,618,000 5.85% notes due 2034 with a spread of 160 basis points;

• $117,571,000 5.875% notes due 2037 with a spread of 165 bps; and

• $282,926,000 6.875% notes due 2038 with a spread of 165 bps.

In the maximum tender, the company is offering to buy up to a series cap with pricing to be set using a reference security plus a spread as follows:

• $2 billion 2.55% notes due 2019 with a series cap of $300 million and pricing based on the 0.875% Treasury due April 15, 2019 plus 100 bps;

• $2 billion 2.5% notes due 2019 with a series cap of $300 million and pricing based on the 0.875% Treasury due April 15, 2019 plus 100 bps;

• $464,618,000 3.375% notes due 2023 with a series cap of $70 million and pricing based on the 1.625% Treasury due Feb. 15, 2026 plus 100 bps;

• $1,432,514,000 3.875% notes due 2023 with a series cap of $215 million and pricing based on the 1.625% Treasury due Feb. 15, 2026 plus 110 bps;

• $1.23 billion 3.75% notes due 2024 with a series cap of $190 million and pricing based on the 1.625% Treasury due Feb. 15, 2026 plus 120 bps;

• $551,515,000 5.875% notes due 2033 with a series cap of $50 million and pricing based on the 3% Treasury due Nov. 15, 2045 plus 195 bps;

• $673,695,000 6% notes due 2033 with a series cap of $20 million and pricing based on the 3% Treasury due Nov. 15, 2045 plus 205 bps;

• $724,271,000 6.125% notes due 2036 with a series cap of $60 million and pricing based on the 3% Treasury due Nov. 15, 2045 plus 205 bps;

• $428,857,000 4.95% notes due 2043 with a series cap of $65 million and pricing based on the 3% Treasury due Nov. 15, 2045 plus 145 bps; and

• $1 billion 5.3% notes due 2044 with a series cap of $20 million and pricing based on the 3% Treasury due Nov. 15, 2045 plus 210 bps.

Pricing will be set using a yield to maturity of the fixed spread specified over a reference yield, which will be based on the bid-side price of the reference U.S. Treasury security at 2 p.m. ET on May 11.

The total purchase price will include a $30 early tender premium for each $1,000 principal amount of notes tendered by 5 p.m. ET on May 10, the early tender date.

Holders who tender their notes after the early deadline will receive the total amount less the early premium.

The company also will pay accrued interest up to but excluding the settlement date, which will be May 13 for early tendered notes and May 27 for remaining tenders.

The tender offers will end at 11:59 p.m. ET on May 24.

Citigroup said it may increase the tender cap for any series of notes.

Citigroup Global Markets Inc. (800 558-3745 or 212 723-6106) is the dealer manager. Global Bondholder Services Corp. (866 807-2200 or 212 430-3774) is the depositary and information agent.

Since 2014, Citigroup has redeemed or retired $28.9 billion of securities, reducing Citigroup’s overall funding costs.

Citigroup said it will continue to consider opportunities to redeem or repurchase securities.

The banking and financial services company is based in New York.

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