Citigroup begins tender offers for six note series issued by Endeavor

By Angela McDaniels

Tacoma, Wash., Aug. 10 - Citigroup Global Markets Inc. began a tender offer for any and all of the $28.6 million of class S-1 Income Notes due 2019 and $14 million class S-2 Income Notes due 2019 issued by Endeavor Funding Ltd., according to a company news release.

The company is also holding a tender offer for any and all of the outstanding $25 million class A-1 floating-rate senior notes due 2019, $20 million class A-2 floating-rate senior notes due 2019, $26 million class B floating-rate deferrable senior subordinated notes due 2019 and $27 million class C floating-rate deferrable senior subordinated notes due 2019 issued by Endeavor Funding.

For each $1,000 principal amount of notes, Citigroup will pay $550 for Income Notes, $980 for class A-1 notes, $920 for class A-2 notes, $900 for class B notes and $870 for class C notes.

The company will also pay accrued interest up to but excluding the settlement date on all but the Income Notes.

Holders must tender at least $500,000 of notes in order to participate in the offers.

The offers will expire at 11:59 p.m. ET on Sept. 6.

The offers are conditioned on the receipt of tenders for at least $3.15 million of the Income Notes. They are not conditioned on financing.

The original principal amount of the class A-1 notes outstanding was $25 million. The issues under Cusip 29257XAA4 and Cusip G30405AA5 have had a principal pay down, and the payment on offer for these Cusips reflects the payment after such paydown.

The payment for the class A-1 notes, $980, is per $1,000 of unpaid principal. Using the original principal amount, the offer payment is equal to $832.74 per $1,000 of the original principal amount.

The company also noted that the class S-2 Income Notes have an outstanding notional balance, but the purchase price is based on the original principal amount, not the outstanding notional balance.

Aug. 15 is a payment date under the indenture. Holders of record will be entitled to receive payments on that date regardless of whether they tender their notes.

Citigroup is a current owner of $28.8 million of Income Notes. The company said it does not believe that it is an affiliate of the issuer within the meaning of the Securities Act.

The information agent is Global Bondholder Services Corp. (212 430-3774 for banks and brokers, others call 866 294-2200). Questions about the offers should be directed to John Clements, managing director of Citigroup's structured credit group (212 723-6173).

Citigroup is a financial services company based in New York.

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