Obligation Citigroup 6% ( US172967EH05 ) en USD

Citigroup

100 % ⇌

Etas-Unis

US172967EH05 ( en USD )

6% par an ( paiement semestriel )

15/08/2017 - Obligation échue

Prospectus brochure de l'obligation Citigroup US172967EH05 en USD 6%, échue

1 000 USD

2 000 000 000 USD

172967EH0

BBB+ ( Qualité moyenne inférieure )

Baa1 ( Qualité moyenne inférieure )

Citigroup est une société financière multinationale américaine offrant une large gamme de services financiers, notamment des services bancaires de détail, des services bancaires d'investissement, la gestion d'actifs et les services de cartes de crédit, à travers le monde.

L'Obligation émise par Citigroup ( Etas-Unis ) , en USD, avec le code ISIN US172967EH05, paye un coupon de 6% par an.
Le paiement des coupons est semestriel et la maturité de l'Obligation est le 15/08/2017

L'Obligation émise par Citigroup ( Etas-Unis ) , en USD, avec le code ISIN US172967EH05, a été notée Baa1 ( Qualité moyenne inférieure ) par l'agence de notation Moody's.

L'Obligation émise par Citigroup ( Etas-Unis ) , en USD, avec le code ISIN US172967EH05, a été notée BBB+ ( Qualité moyenne inférieure ) par l'agence de notation Standard & Poor's ( S&P ).

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424B2 1 y38041b2e424b2.htm FILED PURSUANT TO RULE 424(B)(2)
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Filed Pursuant to Rule 424(b)(2)
Registration No. 333-132177
The filing fee of $46,050.00 is calculated in accordance with Rule 457 (r) of the Securities Act of 1933. The filing
fee of $46,050.00 is applied against the remaining $1,494,726.12 of the registration fee paid on September 27, 2006
by Citigroup Inc., and $1,448,676.12 remains available for future registration fees. No additional registration fee has
been paid with respect to this offering.
PROSPECTUS SUPPLEMENT
(to prospectus dated March 2, 2006)
$1,500,000,000

6.000% Notes due 2017

The notes will mature on August 15, 2017. The notes will bear interest at a fixed rate of 6.000% per annum.
Interest on the notes is payable semi-annually on the 15th day of each February and August, commencing
February 15, 2008. The notes may not be redeemed prior to maturity unless changes involving United States taxation
occur which could require Citigroup to pay additional amounts, as described under "Description of Debt
Securities -- Payment of Additional Amounts" and "-- Redemption for Tax Purposes" in the accompanying
prospectus.
The notes are being offered globally for sale in the United States, Europe, Asia and elsewhere where it is lawful
to make such offers. Application will be made to list the notes on the regulated market of the Luxembourg Stock
Exchange, but Citigroup is not required to maintain this listing. See "Description of Debt Securities -- Listing" in the
accompanying prospectus.
Neither the Securities and Exchange Commission nor any state securities commission nor the Luxembourg Stock
Exchange has approved or disapproved of these notes or determined if this prospectus supplement or the
accompanying prospectus is truthful or complete. Any representation to the contrary is a criminal offense.

Per Note

Total

Public Offering Price

99.644%
$ 1,494,660,000
Underwriting Discount

0.425%
$
6,375,000
Proceeds to Citigroup (before expenses)

99.219%
$ 1,488,285,000
Interest on the notes will accrue from August 15, 2007 to the date of delivery. Net proceeds to Citigroup (after
expenses) are expected to be approximately $1,488,110,000.
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The underwriters are offering the notes subject to various conditions. The underwriters expect that the notes will
be ready for delivery in book-entry form only through The Depository Trust Company, Clearstream or the Euroclear
System on or about August 15, 2007.
The notes are not deposits or savings accounts but are unsecured debt obligations of Citigroup and are not insured
by the Federal Deposit Insurance Corporation or any other governmental agency or instrumentality.

Citi
Barclays Capital

Bear, Stearns & Co. Inc.

Goldman, Sachs & Co.

Lehman Brothers
Banc of America Securities LLC
Deutsche Bank Securities
RBS Greenwich Capital
Ramirez & Co., Inc.
Sandler O'Neill & Partners, L.P.
Utendahl Capital Partners, L.P.
August 8, 2007
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TABLE OF CONTENTS

Page

Prospectus Supplement
Selected Historical Financial Data

S-3
Description of Notes

S-4
Underwriting

S-5
Legal Opinions

S-10
General Information

S-10
Prospectus
Prospectus Summary

1
Forward-Looking Statements

7
Citigroup Inc.

7
Use of Proceeds and Hedging

8
European Monetary Union

9
Description of Debt Securities

9
United States Tax Documentation Requirements

34
United States Federal Income Tax Considerations

36
Currency Conversions and Foreign Exchange Risk Affecting Debt Securities Denominated in a Foreign
Currency
43
Description of Common Stock Warrants

44
Description of Index Warrants

46
Description of Capital Stock

49
Description of Preferred Stock

50
Description of Depositary Shares

53
Description of Stock Purchase Contracts and Stock Purchase Units

55
Plan of Distribution

56
ERISA Considerations

58
Legal Matters

59
Experts

59

You should rely only on the information contained or incorporated by reference in this prospectus supplement
and the accompanying prospectus. If anyone provides you with different or inconsistent information, you should not
rely on it. Citigroup is not making an offer to sell the notes in any jurisdiction where their offer and sale is not
permitted. You should assume that the information appearing in this prospectus supplement and the accompanying
prospectus, as well as information Citigroup previously filed with the Securities and Exchange Commission and
incorporated by reference, is accurate only as of the date of the applicable document.
The Luxembourg Stock Exchange takes no responsibility for the contents of this document, makes no
representation as to its accuracy or completeness and expressly disclaims any liability whatsoever for any loss
howsoever arising from or in reliance upon the whole or any part of the contents of this prospectus
supplement and the accompanying prospectus.
Each of the prospectus and prospectus supplement is an advertisement for the purposes of applicable measures
implementing the European Council Directive 2003/ 71/ EC (such Directive, together with any applicable
implementing measures in the relevant home Member State under such Directive, the "Prospectus Directive"). A
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listing prospectus prepared pursuant to the Prospectus Directive will be published, which can be obtained from
Registre de Commerce et des Sociétés à Luxembourg so long as any of the notes are outstanding and listed on the
Luxembourg Stock Exchange.
S-2
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The distribution or possession of this prospectus and prospectus supplement in or from certain jurisdictions may
be restricted by law. Persons into whose possession this prospectus and prospectus supplement come are required by
Citigroup and the underwriters to inform themselves about, and to observe any such restrictions, and neither
Citigroup nor any of the underwriters accepts any liability in relation thereto.
To the extent the offer of the notes is made in any Member State of the European Economic Area that has
implemented the Prospectus Directive before the date of publication of a prospectus in relation to the notes which has
been approved by the competent authority in that Member State in accordance with the Prospective Directive (or,
where appropriate, published in accordance with the Prospectus Directive and notified to the competent authority in
that Member State in accordance with the Prospectus Directive), the offer (including any offer pursuant to this
document) is only addressed to qualified investors in that Member State within the meaning of the Prospectus
Directive or has been or will be made otherwise in circumstances that do not require Citigroup to publish a
prospectus pursuant to the Prospectus Directive.
This document is only being distributed to and is only directed at (i) persons who are outside the United Kingdom
or (ii) investment professionals falling within Article 19(5) of the Financial Services and Markets Act 2000
(Financial Promotion) Order 2005 (the "Order") or (iii) high net worth entities, and other persons to whom it may
lawfully be communicated, falling within Article 49(2)(a) to (d) of the Order (all such persons together being referred
to as "relevant persons"). The notes are only available to, and any invitation, offer or agreement to subscribe,
purchase or otherwise acquire such notes will be engaged in only with, relevant persons. Any person who is not a
relevant person should not act or rely on this document or any of its contents.
In connection with this issue, Citigroup Global Markets Inc. as stabilizing manager (or persons acting on behalf
of the stabilizing manager) may over-allot notes (provided that the aggregate principal amount of notes allotted does
not exceed 105% of the aggregate principal amount of the notes) or effect transactions with a view to supporting the
market price of the notes at a higher level than that which might otherwise prevail. However, there is no obligation
on the stabilizing manager (or persons acting on its behalf) to undertake stabilization action. Any stabilization action
may begin on or after the date on which adequate public disclosure of the final terms of the notes is made and, if
begun, may be discontinued at any time but must end no later than the earlier of 30 days after the issuance of the
notes and 60 days after the allotment of the notes.
This prospectus supplement and the accompanying prospectus are not an offer to sell these securities and are not
soliciting an offer to buy these securities in any jurisdiction where the offer or sale is not permitted or where the
person making the offer or sale is not qualified to do so or to any person to whom it is not permitted to make such
offer or sale. See "Underwriting."
References in this prospectus supplement to "dollars", "$" and "U.S. $" are to United States dollars.
SELECTED HISTORICAL FINANCIAL DATA
We are providing or incorporating by reference in this prospectus supplement selected historical financial
information of Citigroup. We derived this information from the consolidated financial statements of Citigroup for
each of the periods presented. The information is only a summary and should be read together with the financial
information incorporated by reference in this prospectus supplement and the accompanying prospectus, copies of
which can be obtained free of charge. See "Where You Can Find More Information" on page 6 of the accompanying
prospectus.
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In addition, you may receive copies of all of Citigroup's filings with the SEC that are incorporated by reference
in this prospectus supplement and the accompanying prospectus free of charge at the office of Citigroup's listing
agent, Dexia Banque Internationale à Luxembourg, located at 69, route d'Esch, L-2953 Luxembourg so long as the
notes are listed on the Luxembourg Stock Exchange. Such documents will also be published on the website of the
Luxembourg Stock Exchange (www.bourse.lu) upon listing of the notes.
S-3
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The consolidated audited annual financial statements of Citigroup for the fiscal years ended December 31, 2006
and 2005, and its consolidated unaudited financial statements for the periods ended June 30, 2007 and 2006, are
incorporated herein by reference. These statements are obtainable free of charge at the office of Citigroup's listing
agent, at the address set forth in the preceding paragraph.

At or for Six Months

Ended June 30,

At or for the Year Ended December 31,

2007

2006

2006

2005

2004

2003

2002

(dollars in millions, except per share amounts)
Income Statement Data:

Total revenues, net of

interest expense
$
52,089
$
44,365
$
89,615
$
83,642
$
79,635
$
71,594
$
66,246
Income from continuing

operations

11,238

10,817

21,249

19,806

16,054

17,058

12,682

Net income

11,238

10,904

21,538

24,589

17,046

17,853

15,276
Dividends declared per

common share(1)

1.08

0.98

1.96

1.76

1.60

1.10

0.70
Balance Sheet Data:

Total assets

$2,220,866
$1,626,551
$1,884,318
$1,494,037
$1,484,101
$1,264,032
$1,097,590

Total deposits

771,761

645,805

712,041

591,828

561,513

473,614

430,530

Long-term debt

340,077

239,557

288,494

217,499

207,910

162,702

126,927

Total stockholders' equity

127,754

115,428

119,783

112,537

109,291

98,014

86,718

(1) Amounts represent Citigroup's historical dividends per common share and have been adjusted to reflect stock splits.
DESCRIPTION OF NOTES
The following description of the particular terms of the notes supplements the description of the general terms set
forth in the accompanying prospectus. It is important for you to consider the information contained in the
accompanying prospectus and this prospectus supplement before making your decision to invest in the notes. If any
specific information regarding the notes in this prospectus supplement is inconsistent with the more general terms of
the notes described in the prospectus, you should rely on the information contained in this prospectus supplement.
General
The notes offered by this prospectus supplement are a series of senior debt securities issued under Citigroup's
senior debt indenture. The notes will initially be limited to an aggregate principal amount of $1,500,000,000.
The notes will be issued only in fully registered form without coupons, in denominations of $1,000 and integral
multiples of $1,000 in excess thereof. All the notes are unsecured obligations of Citigroup and will rank equally with
all other unsecured senior indebtedness of Citigroup, whether currently existing or hereinafter created.
Citigroup may, without notice to or consent of the holders or beneficial owners of the notes, issue additional
notes having the same ranking, interest rate, maturity and other terms as the notes. Any such additional notes issued
could be considered part of the same series of notes under the indenture as the notes.
The notes will be issued on August 15, 2007. The notes will bear interest at a fixed rate of 6.000% per annum.
Interest on the notes will be paid semi-annually on the 15th day of each February and August, commencing
February 15, 2008. All payments of interest will be made to the persons in whose names the notes are registered on
the February 1 or August 1 preceding the interest payment date. Interest will be calculated and paid as described
under "Description of Debt Securities -- Interest Rate Determination -- Fixed Rate Notes" and "-- Payments of
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Principal and Interest" in the accompanying prospectus.
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UNDERWRITING
The terms and conditions set forth in the terms agreement dated August 8, 2007, which incorporates by reference
the underwriting agreement basic provisions dated March 2, 2006, govern the sale and purchase of the notes. The
terms agreement and the underwriting agreement basic provisions are referred to together as the underwriting
agreement. Each underwriter named below has severally agreed to purchase from Citigroup, and Citigroup has
agreed to sell to each underwriter, the principal amount of notes set forth opposite the name of each underwriter.

Principal Amount
Underwriter

of Notes

Citigroup Global Markets Inc.

$
1,260,000,000
Barclays Capital Inc.

37,500,000
Bear, Sterns & Co. Inc.

37,500,000
Goldman, Sachs & Co.

37,500,000
Lehman Brothers Inc.

37,500,000
Banc of America Securities LLC

15,000,000
Deutsche Bank Securities Inc.

15,000,000
Greenwich Capital Markets, Inc.

15,000,000
Samuel A. Ramirez & Co., Inc.

15,000,000
Sandler O'Neill & Partners, L.P.

15,000,000
Utendahl Capital Partners, L.P.

15,000,000

Total

$
1,500,000,000

The underwriting agreement provides that the obligations of the underwriters to pay for and accept delivery of the
notes are subject to the approval of legal matters by their counsel and to other conditions. The underwriters are
committed to take and pay for all of the notes if any are taken.
The underwriters propose to offer part of the notes directly to the public at the public offering price set forth on
the cover page of this prospectus supplement and to certain dealers at the public offering price less a concession not
in excess of 0.250% of the principal amount of the notes. The underwriters may allow, and such dealers may reallow,
a concession to certain other dealers not in excess of 0.125% of the principal amount of the notes.
After the public offering, the public offering price and the concessions to dealers may be changed by the
underwriters.
The underwriters are offering the notes subject to prior sale and their acceptance of the notes from Citigroup. The
underwriters may reject any order in whole or in part.
Citigroup has agreed to indemnify the underwriters against liabilities relating to material misstatements and
omissions.
In accordance with Regulation M of the United States Securities Exchange Act of 1934, the underwriters may
over-allot or effect transactions that stabilize or cover, each of which is described below.

· Over-allotment involves sales in excess of the offering size, which creates a short position for the underwriters.

· Stabilizing transactions involve bids to purchase the notes so long as the stabilizing bids do not exceed a
specified maximum.

· Covering transactions involve purchases of the notes in the open market after the distribution has been
completed in order to cover short positions.
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