Free Writing Prospectus - Filing Under Securities Act Rules 163/433 (fwp)
November 27 2015 - 5:17PM
Edgar (US Regulatory)
Citigroup Inc. |
|
Pricing Sheet
No. 2015–CMTNG0738 dated November 24, 2015 relating to
Preliminary
Pricing Supplement No. 2015–CMTNG0738 dated November 3, 2015
Registration
Statement No. 333-192302
Filed Pursuant
to Rule 433
|
Floating
Rate Notes Due November 30, 2035
Leveraged
Callable CMS Curve Linked Notes
PRICING TERMS—NOVEMBER 24, 2015 |
Aggregate
stated principal amount: |
$10,000,000 |
Stated
principal amount: |
$1,000 per note |
Pricing
date: |
November 24, 2015 |
Issue
date: |
November 30, 2015 |
Maturity
date: |
Unless earlier called by us, November 30, 2035 |
Payment
at maturity: |
At maturity, unless we have earlier called the notes, you will receive for each
note you then hold an amount in cash equal to $1,000 plus any accrued and unpaid interest |
Interest: |
§ During
each interest period from and including the issue date to the maturity date, unless earlier redeemed by us, the notes
will bear interest at a floating rate equal to the leverage factor of 15 times the modified CMS reference index,
as determined on the CMS reference determination date for that interest period, subject to a maximum interest rate of
10.00% per annum and a minimum interest rate of 0.00% per annum
Interest payments will
vary based on fluctuations in the modified CMS reference index. The notes may pay a below-market rate or no interest at
all for an extended period of time.
|
CMS
reference index: |
On any CMS reference determination date, CMS30 minus CMS2, each as determined
on that CMS reference determination date |
Modified
CMS reference index: |
The CMS reference index minus 0.875% |
CMS
reference determination date: |
For any interest period, the second U.S. government securities business day prior
to the first day of that interest period |
Interest
period: |
Each three-month period from and including an interest payment date (or the issue
date, in the case of the first interest period) to but excluding the next interest payment date |
Interest
payment dates: |
The last day of each February and the 30th day of each May, August and November,
beginning on February 29, 2016 and ending on the maturity date or, if applicable, the date when the notes are redeemed |
Survivor’s
option: |
The notes are Survivor’s Option Notes. The representative of a deceased
beneficial owner of the notes will have the right to request early repayment of the notes, subject to the terms and limitations
described in the related preliminary pricing supplement in the section “Repayment Upon Death” |
Day
count convention: |
During each interest period, interest will be calculated on the basis of a 360-day
year consisting of twelve 30-day months. The amount of each interest payment, if any, will equal (i) the stated principal
amount of the notes multiplied by the interest rate in effect during the applicable interest period divided
by (ii) 4 |
Call
right: |
We may call the notes, in whole and not in part, for mandatory redemption on
any interest payment date beginning on November 30, 2016, upon not less than five business days’ notice. Following
an exercise of our call right, you will receive for each note you then hold an amount in cash equal to $1,000 plus
any accrued and unpaid interest. |
Listing: |
The notes will not be listed on any securities exchange |
CUSIP
/ ISIN: |
1730T3AZ6 / US1730T3AZ69 |
Underwriter: |
Citigroup Global Markets Inc. (“CGMI”), an affiliate of the issuer,
acting as principal |
Underwriting
fee and issue price: |
Issue
price(1) |
Underwriting
fee(2) |
Proceeds
to issuer |
Per
note: |
$1,000 |
$35 |
$965 |
Total: |
$10,000,000 |
$350,000 |
$9,650,000 |
(1) On the pricing date, the estimated
value of the notes is $919.00 per note, which is less than the issue price. The estimated value of the notes is based on CGMI’s
proprietary pricing models, including CGMI’s estimation of the value of the survivor’s option, and our internal funding
rate. It is not an indication of actual profit to CGMI or other of our affiliates, nor is it an indication of the price, if any,
at which CGMI or any other person may be willing to buy the notes from you at any time after issuance. See “Valuation of
the Notes” in this pricing supplement.
(2) CGMI will receive an underwriting
fee of $35 for each $1,000 note sold in this offering. Certain selected dealers, including Morgan Stanley & Co. LLC, and their
financial advisors will collectively receive from CGMI a selling concession of $35 for each $1,000 note they sell. In addition
to the underwriting fee, CGMI and its affiliates may profit from hedging activity related to this offering, even if the value of
the notes declines. For more information on the distribution of the notes, see “Supplemental Plan of Distribution”
in the related preliminary pricing supplement and “Use of Proceeds and Hedging” in the accompanying prospectus.
You
should read this document together with the related preliminary pricing supplement and the other following documents,
each of which can be accessed via the following hyperlinks:
Preliminary
Pricing Supplement dated November 3, 2015
Product Supplement IE-07-01 dated August 4, 2014 Prospectus Supplement and Prospectus each dated November 13, 2013
The
notes are not bank deposits and are not insured by the Federal Deposit Insurance Corporation or any other governmental agency,
nor are they obligations of, or guaranteed by, a bank.
Citigroup
Inc. has filed a registration statement (including the related preliminary pricing supplement and the accompanying product supplement,
prospectus supplement and prospectus) with the Securities and Exchange Commission (“SEC”) for the offering to which
this communication relates. You should read the related preliminary pricing supplement and the accompanying product supplement,
prospectus supplement and prospectus in that registration statement (File No. 333-192302) and the other documents Citigroup Inc.
has filed with the SEC for more complete information about Citigroup Inc. and this offering. You may get these documents for free
by visiting EDGAR on the SEC’s website at www.sec.gov. Alternatively, you can request the related preliminary pricing supplement,
the accompanying product supplement and the accompanying prospectus supplement and prospectus by calling toll-free 1-800-831-9146.
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