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Published on 1/15/2008 in the Prospect News PIPE Daily.

New Issue: Citi raises $12.5 billion from private placement of convertible preferreds

By Laura Lutz

Des Moines, Jan. 15 - Citigroup Inc. announced a $12.5 billion private placement of convertible preferreds in a news release on Tuesday.

The Government of Singapore Investment Corp. Pte Ltd. invested $6.88 billion.

Capital Research Global Investors, Capital World Investors, the Kuwait Investment Authority, the New Jersey Division of Investment, Alwaleed bin Talal bin Abdulaziz Alsaud, and Sanford I. Weill and the Weill Family Foundation also invested in the offering.

The perpetual preferred stock will have a coupon of 7% and a conversion premium of 20%. It is non-callable for seven years and subject to a capital-replacement covenant before the 12th year.

After the fifth year, Citi may force conversion if its stock exceeds 130% of the conversion price.

Dividends on the preferreds will be non-cumulative and payable quarterly.

The conversion premium will be lowered if, within one year, Citi issues more than $5 billion of certain securities with a lower reference or conversion price.

Citi announced the private placement as part of a series of financial deals intended to strengthen its capital base. The New York-based financial company also said it is selling non-convertible securities and about $2 billion of convertible preferreds in a public offering, lowering its quarterly dividend and continuing to sell non-core assets.

Issuer:Citigroup Inc.
Issue:Convertible preferred stock
Amount:$12.5 billion
Maturity:Perpetual
Dividends:7%, payable quarterly
Conversion premium:20%
Call:Non-callable for seven years
Investors:Government of Singapore Investment Corp. Pte Ltd. (for $6.88 billion); Capital Research Global Investors; Capital World Investors; the Kuwait Investment Authority; the New Jersey Division of Investment; Alwaleed bin Talal bin Abdulaziz Alsaud; Sanford I. Weill and the Weill Family Foundation
Announcement date:Jan. 15
Stock symbol:NYSE: C
Stock price:$29.06 at close Jan. 14

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