Filed pursuant to Rule 433
Registration No. 333-192302
CITIGROUP INC.
$500,000,000
FLOATING RATE SENIOR NOTES DUE 2019
| Terms and Conditions | ||
| Issuer: | Citigroup Inc. | |
| Ratings: | Baa1/A-/A (Stable / Negative Outlook / Stable) (Moody’s / S&P / Fitch) | |
| Ranking: | Senior | |
| Trade Date: | June 3, 2015 | |
| Settlement Date: | June 10, 2015 (T+5 days) | |
| Maturity: | December 20, 2019 | |
| Par Amount: | $500,000,000 | |
| Floating Rate: | 3 month USD –BBA–LIBOR Reuters LIBOR01 | |
| Coupon: | 3 month LIBOR + 77 bps | |
| Public Offering Price: | 100.000% | |
| Net Proceeds to Citigroup: | $498,500,000 (before expenses) | |
| Interest Payment Dates: | Quarterly on the 20th of each March, June, September and December thereafter until maturity, with adjustment for period end dates on a modified following New York Business Day Convention | |
| First Interest Payment Date: | September 20, 2015 (long first coupon) | |
| Day Count: | Act / 360 | |
| Interest Determination Date: | Two London Business Days prior to each Interest Payment Date | |
| Defeasance: | Applicable. Provisions of Sections 12.02 and 12.03 of the Indenture apply | |
| Redemption at Issuer Option: | Only for tax purposes | |
| Redemption for Tax Purposes: | Applicable at issuer option if, as a result of changes in U.S. tax law, withholding tax or information reporting requirements are imposed on payments on the notes to non-U.S. persons. Redemption as a whole, not in part | |
| Sinking Fund: | Not applicable | |
| Listing: | Application will be made to list the notes on the regulated market of the Luxembourg Stock Exchange | |
| Minimum Denominations/Multiples: | $1,000 / multiples of $1,000 in excess thereof | |
| CUSIP: | 172967JR3 | |
| ISIN: | US172967JR32 | |
| Sole Book Manager: | Citigroup Global Markets Inc. | |
| Co-Managers: | Apto Partners, LLC | |
| C.L. King & Associates, Inc. | ||
| Cabrera Capital Markets, LLC | ||
| Guzman & Company | ||
| Loop Capital Markets LLC | ||
| * | Note: A securities rating is not a recommendation to buy, sell, or hold securities and may be subject to revision or withdrawal at any time. |
Citigroup Inc. has filed a registration statement (including a prospectus) with the Securities and Exchange Commission for the offering to which this communication relates. Before you invest, you should read the prospectus in the registration statement and the other documents Citigroup has filed with the SEC for more complete information about Citigroup and this offering. You may get these documents for free by visiting EDGAR on the SEC Web site at www.sec.gov. The file number for Citigroup’s registration statement is No. 333-172562. Alternatively, you can request the prospectus by calling toll-free in the United States 1-800-831-9146.