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Citigroup Inc. Announces the Extension of the Early Tender Date, the Price Determination Date and the Expiration Date



  Citigroup Inc. Announces the Extension of the Early Tender Date, the Price
  Determination Date and the Expiration Date

Business Wire

NEW YORK -- December 06, 2012

Citigroup Inc. (“Citigroup”) today announced the extension of the Early Tender
Date, the Price Determination Date and the Expiration Date of its previously
announced cash tender offers (each, an “Offer” and, collectively, the
“Offers”).

Notes tendered pursuant to these Offers, currently totaling up to
$910,000,000, reflect Citigroup’s continued robust liquidity position and are
consistent with its recent liability management initiatives. Year-to-date, and
excluding these Offers, Citigroup has decreased its outstanding long-term debt
by approximately $13.9 billion through liability management initiatives,
including the previously announced redemptions of trust preferred securities.
Coupled with the ongoing natural maturing of long-term debt that requires no
refinancing, these initiatives result in lower borrowing costs and reduce the
overall level of Citigroup’s long-term debt outstanding. Citigroup will
continue to consider opportunities to repurchase its long-term as well as
short-term debt based on several factors, including without limitation the
economic value, potential impact on Citigroup’s net interest margin and
borrowing costs and the overall remaining tenor of its debt portfolio.

The previously announced Early Tender Date for Notes validly tendered pursuant
to the Offers has been extended to 5:00 p.m., New York City time, on December
7, 2012 (unless further extended or earlier terminated). Notes that are
validly tendered prior to such time pursuant to the Offers and accepted for
purchase will be entitled to receive the applicable Total Consideration, which
is inclusive of the Early Tender Premium, plus accrued and unpaid interest to,
but not including, the settlement date for such Notes.

The previously announced Price Determination Date with respect to the Fixed
Spread Offers has been extended to 2:00 p.m., New York City time, on December
10, 2012 (unless further extended or earlier terminated).

The previously announced Expiration Date for Notes validly tendered pursuant
to the Offers has been extended to 11:59 p.m., New York City time, on December
21, 2012 (unless further extended or earlier terminated). The Settlement Date
is expected to occur promptly thereafter on December 27, 2012.

The following table sets forth the Notes that are subject to the Offers as
well as the aggregate principal amounts of Notes that were validly tendered
and not validly withdrawn prior to the previously announced Early Tender Date:

Fixed
Spread                                                                                                                                   
Offers
                                                                                                                                           
                                                                                                                                          Aggregate
                                                                                                                                          Principal
                                                                                 Reference                                                Amount
                                             Principal          Maximum          U.S.           Bloomberg     Fixed       Early           Tendered as
Title of     CUSIP / ISIN     Exchange       Amount             Series                          Reference     Spread      Tender          of 5:00
Security                      Listing        Outstanding        Tender Cap       Treasury       page          (basis                      p.m., New
                                                                                 Security                     points)     Premium^(1)     York City
                                                                                                                                          time,
                                                                                                                                          December 5,
                                                                                                                                          2012
                                                                                                                                           
6.500%                        Luxembourg                                         0.250%
Senior       172967EU1 /      Stock          $2,612,299,000     $125,000,000     Treasury       FIT1          35          $30.00          $393,315,000
Notes        US172967EU16     Exchange                                           due
due 2013                                                                         10/31/2014
                                                                                                                                           
6.000%                        Luxembourg                                         0.250%
Senior       172967FE6 /      Stock          $1,805,000,000     $100,000,000     Treasury       FIT1          45          $30.00          $273,014,000
Notes        US172967FE64     Exchange                                           due
due 2013                                                                         10/31/2014
                                                                                                                                           
5.125%                        Luxembourg                                         0.250%
Senior       172967CK5 /      Stock          $1,565,000,000     $150,000,000     Treasury       FIT1          65          $30.00          $219,871,000
Notes        US172967CK51     Exchange                                           due
due 2014                                                                         10/31/2014
                                                                                                                                           
5.500%                        Luxembourg                                         0.250%
Senior       172967EZ0 /      Stock          $1,952,000,000     $25,000,000      Treasury       FIT1          105         $30.00          $78,843,000
Notes        US172967EZ03     Exchange                                           due
due 2014                                                                         10/31/2014
                                                                                                                                           
6.010%                        Luxembourg                                         0.375%
Senior       172967FA4 /      Stock          $1,718,491,000     $25,000,000      Treasury       FIT1          100         $30.00          $224,616,000
Notes        US172967FA43     Exchange                                           due
due 2015                                                                         11/15/2015
                                                                                                                                           
4.750%                        Luxembourg                                         0.375%
Senior       172967FD8 /      Stock          $2,365,809,000     $25,000,000      Treasury       FIT1          105         $30.00          $178,451,000
Notes        US172967FD81     Exchange                                           due
due 2015                                                                         11/15/2015
                                                                                                                                           
4.700%                        Luxembourg                                         0.375%
Senior       172967CY5 /      Stock          $724,000,000       $10,000,000      Treasury       FIT1          105         $30.00          $41,472,000
Notes        US172967CY55     Exchange                                           due
due 2015                                                                         11/15/2015
                                                                                                                                           
4.587%                        Luxembourg                                         0.375%
Senior       172967FH9/       Stock          $1,830,000,000     $25,000,000      Treasury       FIT1          115         $30.00          $143,315,000
Notes        US172967FH95     Exchange                                           due
due 2015                                                                         11/15/2015
                                                                                                                                           
5.300%                        Luxembourg                                         0.750%
Senior       172967DE8 /      Stock          $961,376,000       $25,000,000      Treasury       FIT1          90          $30             $106,870,000
Notes        US172967DE82     Exchange                                           due
due 2016                                                                         10/31/2017

Fixed
Price                                                                                                                       

Offers
                                                                                                                                             Aggregate
                                                                                                                                             Principal
                                                                                                                                             Amount
                                                                                                                                             Tendered
                                             Principal          Maximum          Total                 Tender Offer          Early
Title of     CUSIP / ISIN     Exchange       Amount             Series                                                       Tender          as of 5:00
Security                      Listing        Outstanding        Tender Cap       Consideration^(1)     Consideration^(1)                     p.m., New
                                                                                                                             Premium^(1)     York City
                                                                                                                                             time,

                                                                                                                                             December 5,
                                                                                                                                             2012
                                                                                                                                              
Floating
Rate         172967FG1 /      Luxembourg
Senior       US172967FG13     Stock          $1,392,685,000     $150,000,000     $1,011.25             $981.25               $30.00          $79,056,000
Notes                         Exchange
due 2013
                                                                                                                                              
Floating
Rate
Senior       172967FL0 /      Luxembourg
Notes        US172967FL08     Stock          $979,913,000       $150,000,000     $1,012.50             $982.50               $30             $36,621,000
due                           Exchange
January
2014
                                                                                                                                              
Floating
Rate
Senior       172967FQ9 /      Luxembourg
Notes        US172967FQ94     Stock          $530,000,000       $100,000,000     $1,007.50             $977.50               $30             $152,532,000
due                           Exchange
April
2014

(1) Expressed in U.S. dollars per $1,000 principal amount of the Notes. We
will also pay accrued and unpaid interest to, but not including, the
Settlement Date. The Early Tender Premium is included in the Total
Consideration.

The table above updates the comparable table in the Offer to Purchase (as
defined below).

The Withdrawal Date (December 5, 2012) for the Offers has now passed. Notes
already tendered pursuant to the Offers may no longer be withdrawn, and any
other Notes tendered prior to the Expiration Date may not be withdrawn.

Aside from the extension of the Early Tender Date, the Price Determination
Date and the Expiration Date, all other terms and conditions of the Offers
remain unchanged.

The Offers are being made pursuant to the offer to purchase dated November 21,
2012 (the “Offer to Purchase,” as may be amended or supplemented from time to
time), and the related letter of transmittal (the “Letter of Transmittal,” as
may be amended or supplemented from time to time) which set forth in more
detail the terms and conditions of the Offers. Capitalized terms used but not
otherwise defined in this announcement shall have the meaning given to them in
the Offer to Purchase.

The obligation of Citigroup to accept for purchase, and to pay the Tender
Offer Consideration or the Total Consideration, as the case may be, for Notes
validly tendered pursuant to the Offers is subject to, and conditional upon,
the satisfaction or, where applicable, waiver of a number of conditions
described in the Offer to Purchase. Citigroup reserves the right, in its sole
discretion, to waive any one or more of the conditions at any time.

Citigroup has retained its affiliate Citigroup Global Markets Inc. to serve as
the dealer manager for the Offers. Global Bondholder Services Corporation has
been retained to serve as the depositary and information agent with respect to
the Notes.

For additional information regarding the terms of the Offers, please contact
Citigroup Global Markets Inc. at either (800) 558-3745 (toll free) or (212)
723-6106. Requests for documents and questions regarding the tender of Notes
may be directed to Global Bondholder Services Corporation at (866) 873-7700
(toll free) or (212) 430-3774 (collect).

The Offer to Purchase and related Letter of Transmittal were first distributed
to holders of Notes on November 21, 2012 and published on the website of the
Luxembourg Stock Exchange (www.bourse.lu) on November 22, 2012. Copies of the
Offer to Purchase and the Letter of Transmittal may also be obtained at no
charge from Global Bondholder Services Corporation.

None of Citigroup, its board of directors, the dealer manager, the depository
or the information agent makes any recommendation as to whether any holder of
the Notes should tender or refrain from tendering all or any portion of the
principal amount of the Notes.

This press release is neither an offer to purchase nor a solicitation to buy
any of these Notes nor is it a solicitation for acceptance of any of the
Offers. Citigroup is making the Offers only by, and pursuant to the terms of,
the Offer to Purchase and the related Letter of Transmittal. The Offers are
not being made to (nor will 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 Offer to
Purchase and, where applicable, the related Letter of Transmittal.

United Kingdom. The communication of the Offer to Purchase and any other
documents or materials relating to the Offers is not being made and such
documents and/or materials have not been approved by an authorized person for
the purposes of Section 21 of the Financial Services and Markets Act 2000.
Accordingly, such documents and/or materials are not being distributed to, and
must not be passed on to, the general public in the United Kingdom. The
communication of such documents and/or materials as a financial promotion is
only being made to those persons in the United Kingdom falling within the
definition of investment professionals (as defined in Article 19(5) of the
Financial Services and Markets Act 2000 (Financial Promotion) Order 2005 (the
“Order”) or within Article 43(2) of the Order, or to other persons to whom it
may lawfully be communicated in accordance with the Order.

Citigroup, the leading global bank, has approximately 200 million customer
accounts and does business in more than 160 countries and jurisdictions.
Citigroup provides consumers, corporations, governments and institutions with
a broad range of financial products and services, including consumer banking
and credit, corporate and investment banking, securities brokerage,
transaction services, and wealth management. Additional information may be
found at www.citigroup.com.

Certain statements in this release, including without limitation the
anticipated consummation and successful completion of the Offers (including
the satisfaction of the conditions described in the Offers to Purchase), the
possible amendment, extension or abandonment of one or more of the Offers, and
Citigroup’s successful execution of its liability management strategy, are
“forward-looking statements” within the meaning of the rules and regulations
of the U.S. Securities and Exchange Commission. 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 (i)
the level of participation in the Offers, and (ii) the precautionary
statements included in this release and those contained in Citigroup’s filings
with the U.S. Securities and Exchange Commission, including without limitation
the “Risk Factors” section of Citigroup’s 2011 Annual Report on Form 10-K.

Contact:

Citigroup Inc.
Media:
Mark Costiglio, 212-559-4114
Shannon Bell, 212-793-6206
or
Investors:
Susan Kendall, 212-793-1298
or
Fixed Income Investors:
Jennifer Hendricks, 212-559-5091
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