Goldman Sachs Announces Tender Offer for 6.345% Capital Securities of Goldman Sachs Capital I

  Goldman Sachs Announces Tender Offer for 6.345% Capital Securities of
  Goldman Sachs Capital I

Business Wire

NEW YORK -- May 29, 2014

The Goldman Sachs Group, Inc. (NYSE:GS) today announced the commencement of a
tender offer (the “Tender Offer”) to purchase for cash any and all of the
outstanding $2,750,000,000 aggregate liquidation amount of 6.345% Capital
Securities issued by Goldman Sachs Capital I, a statutory trust organized
under Delaware law for which The Goldman Sachs Group, Inc. is the sponsor (the
“Capital Securities”).

The Tender Offer is subject to the terms and conditions set forth in the Offer
to Purchase, dated May 29, 2014, relating thereto (the “Offer to Purchase”).

The key pricing details for the Tender Offer are as follows:

                  Liquidation        Fixed         Reference     Hypothetical
Target          Preference       Spread      US          Purchase
Security          Outstanding        (bps)^(1)     Treasury      Price^(1) (2)
                                                   Security      (3)
6.345%                                             3.625%
Capital                                            U.S.
Securities of                                      Treasury
Goldman Sachs     $2,750,000,000     +190          Bond due      $1,142.04
Capital I                                          February
(CUSIP:                                            15, 2044

      For each $1,000 liquidation amount of Capital Securities validly
      tendered and accepted, the holders will receive a price (the “Purchase
(1)  Price”) intended to result in a yield to maturity as of the tender
      settlement date equal to the sum of the yield to maturity of the
      Reference US Treasury Security as of 2:00 pm New York City time on
      Wednesday, June 11, 2014 plus the Fixed Spread.
(2)   Per $1,000 liquidation preference validly tendered and accepted for
      In addition to the Purchase Price, the holders whose Capital Securities
(3)   are accepted for purchase will receive accrued and unpaid distributions
      from the last distribution date to, but not including, the date on which
      such Capital Securities are purchased.

The Tender Offer is scheduled to expire at 5:00 p.m., New York City Time, on
Wednesday, June 11, 2014, unless extended or earlier terminated by The Goldman
Sachs Group, Inc. (the “Expiration Time”). Tendered Capital Securities may be
withdrawn at any time at or prior to the Expiration Time. Holders must validly
tender and not validly withdraw their Capital Securities, and have their
Capital Securities accepted for purchase in the Tender Offer, at or prior to
the Expiration Time in order to be eligible to receive the Purchase Price.

The Tender Offer is conditioned upon the satisfaction of certain conditions
described in the Offer to Purchase.

The Goldman Sachs Group, Inc. has retained Goldman, Sachs & Co. to act as the
dealer manager (the “Dealer Manager”) for the Tender Offer. Global Bondholder
Services Corporation will act as the Depositary and the Information Agent for
the Tender Offer. Questions regarding the Tender Offer should be directed to
Goldman, Sachs & Co. at (800) 828-3182 (toll-free) or (212) 902-5183
(collect). Requests for documentation should be directed to Global Bondholder
Services Corporation at (866) 470-3800 (toll-free) or (212) 430-3774

This announcement is for informational purposes only. This announcement is not
an offer to purchase or a solicitation of an offer to purchase with respect to
any Capital Securities. The Tender Offer is being made solely pursuant to the
Offer to Purchase and related documents. The Tender Offer is not being made to
holders of Capital Securities 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. In any jurisdiction in which the securities
laws or blue sky laws require the Tender Offer to be made by a licensed broker
or dealer, the Tender Offer will be deemed to be made on behalf of The Goldman
Sachs Group, Inc. by the Dealer Manager or one or more registered brokers or
dealers that are licensed under the laws of such jurisdiction.

Dealer Manager                 Depositary and Information Agent
Goldman, Sachs & Co.               Global Bondholder Services Corporation
Liability Management Group         65 Broadway
200 West Street                    Suite 404
New York, NY 10282                 New York, NY 10006
(212) 902-5183                     (212) 430-3774
(800) 828-3182                     (866) 470-3800

The Goldman Sachs Group, Inc. is a leading global investment banking,
securities and investment management firm that provides a wide range of
financial services to a substantial and diversified client base that includes
corporations, financial institutions, governments and high-net-worth
individuals. Founded in 1869, the firm is headquartered in New York and
maintains offices in all major financial centers around the world.


The Goldman Sachs Group, Inc.
Media Relations:
Jake Siewert, 212-902-5400
Investor Relations:
Dane E. Holmes, 212-902-0300
Press spacebar to pause and continue. Press esc to stop.