Attached files
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| 8-K - CITIGROUP INC | v208934_8k.htm |
For
Immediate Release
Citigroup
Inc. (NYSE: C)
January
25, 2011
Citigroup
Inc. Announces Expiration and Results of Exchange Offers for CitiFinancial
Credit
Company’s
6.625% Notes Due 2015 and 7.875% Notes Due 2025; Citi Announces Expiration and
Results
of Consent Solicitation for 6.625% Notes; Citi Extends Consent Date of Consent
Solicitation
for 7.875% Notes
NEW YORK
– Citigroup Inc. today announced the expiration and results of an exchange offer
and solicitation of certain consents in respect of the 6.625% Notes due 2015
(the “6.625% Notes”), and the expiration and results of an exchange offer in
respect of the 7.875% Notes due 2025 (the “7.875% Notes”) issued by Citi’s
wholly owned subsidiary, CitiFinancial Credit Company (formerly Commercial
Credit Company).
The
expiration for the exchange offer and consent solicitation in respect of the
6.625% Notes, and the expiration for the exchange offer in respect of the 7.875%
Notes, occurred at 11:59 p.m., New York City time, on January 24, 2011, and the
settlement date is expected to be January 27, 2011.
As of the
expiration of the exchange offer and consent solicitation for the 6.625% Notes,
Citi had received valid tenders from holders of approximately $93.73 million
aggregate principal amount of 6.625% Notes and also validly delivered consents
from approximately $79.69 million aggregate principal amount of 6.625%
Notes. As of the expiration of the exchange offer for the 7.875%
Notes, Citi had received valid tenders from holders of approximately $56.70
million aggregate principal amount of 7.875% Notes.
Citi will
accept for exchange all of the 6.625% Notes and 7.875% Notes that were validly
tendered in the exchange offer, and Citi will make the applicable consent
payments for the 6.625% Notes. The 6.625% Notes and 7.875% Notes
validly tendered and accepted will be exchanged into approximately $165.75
million in aggregate principal amount of new Citigroup 4.75% Notes due 2015 (the
“New Citigroup Notes”). Citi waived the requisite consent condition
with respect to the exchange offer for the 7.875% Notes. Citi will
pay approximately $1.59 million in cash for the consents received in respect of
the 6.625% Notes.
Citi also
announced today that it is extending the consent date for its consent
solicitation in respect of the 7.875% Notes until 5:00 p.m., New York City time,
on February 7, 2011. The revocation deadline of the solicitation has
not been extended with respect to the 7.875% Notes.
Except as
otherwise described above, the terms and conditions of the exchange offer and
solicitation are described in an offering memorandum and related letter of
transmittal, and a solicitation statement and related letter of consent, each
dated December 24, 2010 and amended as announced by a press release dated
January 10, 2011. Holders eligible to participate in the exchange
offer and solicitation are encouraged to read such documents carefully before
making a decision with respect to the exchange offer and
solicitation.
The New Citigroup Notes to be issued
in the exchange offer have not been registered under the Securities Act of 1933,
and may not be offered or sold in the United States absent registration or an
applicable exemption from registration under the Securities
Act.
This
press release is neither an offer to purchase nor a solicitation to buy any
notes nor is it a solicitation for acceptance of the exchange offer or consent
solicitation. Citi is making the exchange offer and consent
solicitation only by, and pursuant to the terms of, the offering memorandum, the
related letter of transmittal, the solicitation statement, and the related
letter of consent. The exchange offer and consent solicitation are
not being made to (nor will consents or tenders of Notes be accepted from or on
behalf of) holders of notes in any jurisdiction in which the making or
acceptance thereof would not be in compliance with the securities, blue sky or
other laws of such jurisdiction. This announcement must be read in
conjunction with the offering memorandum or solicitation statement and the
related letter of transmittal or letter of consent.
###
Certain
statements in this release, including without limitation the consummation of the
exchange offer and solicitation, are “forward-looking statements” within the
meaning of the rules and regulations of the SEC. These statements are
based on management's current expectations and are subject to uncertainty and
changes in circumstances. Actual results may differ materially from
those included in these statements due to a variety of factors, including
without limitation participation in the exchange offer and/or the consents
received.
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Contact:
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Jon
Diat
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(212)
793-5462
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