NOT FOR DISTRIBUTION IN OR INTO THE UNITED STATES OR FOR THE ACCOUNT
OR BENEFIT OF, U.S. PERSONS (AS DEFINED IN REGULATION S UNDER THE U.S.
SECURITIES ACT OF 1933) OR IN OR INTO AUSTRALIA, CANADA, JAPAN, SOUTH
AFRICA OR ANY OTHER JURISDICTION IN WHICH SUCH DISTRIBUTION WOULD BE
PROHIBITED BY APPLICABLE LAW.
Company Website:
http://www.citigroup.com
LONDON -- (Business Wire)
Citigroup Global Markets Funding Luxembourg (the “Issuer”) today
announces the launch of an offering of exchangeable bonds due 2023 (the
“Bonds”), exchangeable for ordinary shares of Telekom Austria AG (the
“Company”) in an aggregate principal amount of up to approximately
EUR 400 million.
The Bonds will be issued by Citigroup Global Markets Funding Luxembourg,
a 100% subsidiary of Citigroup Global Markets Limited (the “Guarantor”).
The Issuer’s payment obligations under the Bonds will be guaranteed by
Citigroup Global Markets Limited which is rated A (positive outlook) by
Standard & Poor’s and A (positive outlook) by Fitch.
The Bonds will be marketed with a coupon range of 0% to 0.625% per
annum, payable annually in arrear on 4th August of each year,
beginning on 4th August 2017.
The exchange price is expected to be set within a range of 40% to 45%
over the reference share price that will be based on the volume weighted
average price of the ordinary shares of the Company on the Vienna Stock
Exchange between launch and pricing. The final terms of the issuance are
expected to be announced today.
The Issuer will have the option to redeem all, but not some only, of the
Bonds at any time at their principal amount, together with accrued
interest, if any, under the following circumstances:
(i) on or after 25th August 2021 if the parity value of the
Bonds exceeds EUR 130,000 for a specified period,
(ii) in the case of an offer for the underlying Shares, if as a result
of the offer the exchange property consists wholly of cash
(iii) if 75% or more of the aggregate principal amount of the Bonds
originally issued shall have been previously redeemed, exchanged or
purchased and cancelled
Settlement and delivery of the Bonds is expected to take place on 4th
August 2016 (the “Closing Date”). Unless previously exchanged, redeemed
or purchased and cancelled, the Bonds will be redeemed at their
principal amount at maturity on 4th August 2023.
Application will be made to list the Bonds on any recognised stock
exchange (within the meaning of section 1005 of the United Kingdom
Income tax Act 2007) as the Issuer may determine within six months
following the Closing Date.
Citigroup Global Markets Limited is acting as Sole Global Coordinator,
Sole Bookrunner and Calculation Agent. Citibank N.A., London Branch will
act as Fiscal Agent.
The Bonds are being offered solely in a private placement outside the
United States of America, Australia, Canada, Japan and South Africa.
This press release does not constitute or form part of any offer or
solicitation to purchase or subscribe for or to sell the Bonds and the
offering of the Bonds is not an offer to the public in any jurisdiction.
###
Citi, the leading global bank, has approximately 200 million customer
accounts and does business in more than 160 countries and jurisdictions.
Citi 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 http://www.citigroup.com
| Twitter: @Citi | YouTube: http://www.youtube.com/citi
| Blog: http://blog.citigroup.com/|
Facebook: http://www.facebook.com/citi
| LinkedIn: www.linkedin.com/company/citi.
NO ACTION HAS BEEN TAKEN BY THE ISSUER, THE GUARANTOR, THE COMPANY, THE
SOLE GOLBAL COORDINATOR OR ANY OF THEIR RESPECTIVE AFFILIATES THAT WOULD
PERMIT AN OFFERING OF THE BONDS OR POSSESSION OR DISTRIBUTION OF THIS
PRESS RELEASE OR ANY OFFERING OR PUBLICITY MATERIAL RELATING TO THE
BONDS IN ANY JURISDICTION WHERE ACTION FOR THAT PURPOSE IS REQUIRED.
PERSONS INTO WHOSE POSSESSION THIS PRESS RELEASE COMES ARE REQUIRED BY
THE ISSUER, THE GUARANTOR, THE COMPANY AND THE SOLE GLOBAL COORDINATOR
TO INFORM THEMSELVES ABOUT, AND TO OBSERVE, ANY SUCH RESTRICTIONS.
THIS PRESS RELEASE IS NOT FOR PUBLIC RELEASE, PUBLICATION OR
DISTRIBUTION, DIRECTLY OR INDIRECTLY, IN OR INTO THE UNITED STATES
(INCLUDING ITS TERRITORIES AND POSSESSIONS, ANY STATE OF THE UNITED
STATES AND THE DISTRICT OF COLUMBIA). THIS PRESS RELEASE DOES NOT
CONSTITUTE OR FORM A PART OF ANY OFFER OF, OR SOLICITATION TO PURCHASE
OR SUBSCRIBE FOR, ANY SECURITIES IN THE UNITED STATES. ANY SUCH
SECURITIES HAVE NOT BEEN, AND WILL NOT BE, REGISTERED UNDER THE UNITED
STATES SECURITIES ACT OF 1933 (THE “SECURITIES ACT”). ANY SUCH
SECURITIES MAY NOT BE OFFERED OR SOLD IN THE UNITED STATES [OR TO, OR
FOR THE ACCOUNT OR BENEFIT OF, U.S. PERSONS (AS SUCH TERM IS DEFINED IN
REGULATION S UNDER THE SECURITIES ACT)], EXCEPT PURSUANT TO AN EXEMPTION
FORM THE REGISTRATION REQUIREMENTS OF THE SECURITIES ACT. NO PUBLIC
OFFERING OF SECURITIES WILL BE MADE IN THE UNITED STATES.
THIS PRESS RELEASE AND THE OFFERING WHEN MADE ARE ONLY ADDRESSED TO, AND
DIRECTED IN MEMBER STATES OF THE EUROPEAN ECONOMIC AREA (THE “EEA”) AT
PERSONS WHO ARE “QUALIFIED INVESTORS” WITHIN THE MEANING OF ARTICLE
2(1)(E) OF THE PROSPECTUS DIRECTIVE (“QUALIFIED INVESTORS”). FOR THESE
PURPOSES, THE EXPRESSION "PROSPECTUS DIRECTIVE" MEANS DIRECTIVE
2003/71/EC, AS AMENDED.
IN ADDITION, IN THE UNITED KINGDOM THIS PRESS RELEASE IS BEING
DISTRIBUTED ONLY TO, AND IS DIRECTED ONLY AT, QUALIFIED INVESTORS (I)
WHO HAVE PROFESSIONAL EXPERIENCE IN MATTERS RELATING TO INVESTMENTS
FALLING WITHIN ARTICLE 19(5) OF THE FINANCIAL SERVICES AND MARKETS ACT
2000 (FINANCIAL PROMOTION) ORDER 2005, AS AMENDED (THE “ORDER”) AND
QUALIFIED INVESTORS FALLING WITHIN ARTICLE 49(2)(A) TO (D) OF THE ORDER,
AND (II) TO WHOM IT MAY OTHERWISE LAWFULLY BE COMMUNICATED (ALL SUCH
PERSONS TOGETHER BEING REFERRED TO AS “RELEVANT PERSONS”). THIS PRESS
RELEASE MUST NOT BE ACTED ON OR RELIED ON (I) IN THE UNITED KINGDOM, BY
PERSONS WHO ARE NOT RELEVANT PERSONS, AND (II) IN ANY MEMBER STATE OF
THE EEA OTHER THAN THE UNITED KINGDOM, BY PERSONS WHO ARE NOT QUALIFIED
INVESTORS. ANY INVESTMENT OR INVESTMENT ACTIVITY TO WHICH THIS PRESS
RELEASE RELATES IS AVAILABLE ONLY TO (A) RELEVANT PERSONS IN THE UNITED
KINGDOM AND WILL BE ENGAGED IN ONLY WITH RELEVANT PERSONS IN THE UNITED
KINGDOM AND (B) QUALIFIED INVESTORS IN MEMBER STATES OF THE EEA (OTHER
THAN THE UNITED KINGDOM).
ANY DECISION TO PURCHASE ANY OF THE BONDS SHOULD ONLY BE MADE ON THE
BASIS OF AN INDEPENDENT REVIEW BY A PROSPECTIVE INVESTOR OF THE
ISSUER’S, THE GUARANTOR’S AND THE COMPANY’S PUBLICLY AVAILABLE
INFORMATION. NEITHER THE SOLE GLOBAL COORDINATOR NOR ANY OF ITS
AFFILIATES ACCEPT ANY LIABILITY ARISING FROM THE USE OF, OR MAKE ANY
REPRESENTATION AS TO THE ACCURACY OR COMPLETENESS OF, THIS PRESS RELEASE
OR THE ISSUER’S, THE GUARANTOR’S AND THE COMPANY’S PUBLICLY AVAILABLE
INFORMATION. THE INFORMATION CONTAINED IN THIS PRESS RELEASE IS SUBJECT
TO CHANGE IN ITS ENTIRETY WITHOUT NOTICE UP TO THE SETTLEMENT DATE.
EACH PROSPECTIVE INVESTOR SHOULD PROCEED ON THE ASSUMPTION THAT IT MUST
BEAR THE ECONOMIC RISK OF AN INVESTMENT IN THE BONDS OR THE ORDINARY
SHARES TO BE ISSUED OR TRANSFERRED AND DELIVERED UPON EXCHANGE OF THE
BONDS AND NOTIONALLY UNDERLYING THE BONDS (TOGETHER WITH THE BONDS, THE
“SECURITIES”). NONE OF THE ISSUER, THE GUARANTOR, THE COMPANY OR THE
SOLE GLOBAL COORDINATOR MAKE ANY REPRESENTATION AS TO (I) THE
SUITABILITY OF THE SECURITIES FOR ANY PARTICULAR INVESTOR, (II) THE
APPROPRIATE ACCOUNTING TREATMENT AND POTENTIAL TAX CONSEQUENCES OF
INVESTING IN THE SECURITIES OR (III) THE FUTURE PERFORMANCE OF THE
SECURITIES EITHER IN ABSOLUTE TERMS OR RELATIVE TO COMPETING INVESTMENTS.
THE SOLE GLOBAL COORDINATOR IS ACTING ON BEHALF OF THE ISSUER AND THE
GUARANTOR AND NO ONE ELSE IN CONNECTION WITH THE BONDS AND WILL NOT BE
RESPONSIBLE TO ANY OTHER PERSON FOR PROVIDING THE PROTECTIONS AFFORDED
TO CLIENTS OF THE SOLE GLOBAL COORDINATOR OR FOR PROVIDING ADVICE IN
RELATION TO THE SECURITIES.
EACH OF THE ISSUER, THE GUARANTOR, THE COMPANY, THE SOLE GLOBAL
COORDINATOR AND THEIR RESPECTIVE AFFILIATES EXPRESSLY DISCLAIMS ANY
OBLIGATION OR UNDERTAKING TO UPDATE, REVIEW OR REVISE ANY STATEMENT
CONTAINED IN THIS PRESS RELEASE WHETHER AS A RESULT OF NEW INFORMATION,
FUTURE DEVELOPMENTS OR OTHERWISE.
View source version on businesswire.com: http://www.businesswire.com/news/home/20160728005570/en/
Contacts:
Citi
Edwina Frawley-Gangahar
edwina.frawleygangahar@citi.com
+44
(20) 7508-2340
Source: Citi
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