8-KOther EventsExhibits & Filings

CITIGROUP INC 8-K Report, Corporate Update (Aug 9, 2013)

Filed August 9, 2013For Securities:CC-PNC-PR

Summary

Citigroup Inc. (C) filed a Form 8-K on August 9, 2013, to report on events that occurred on August 8, 2013. The primary purpose of this filing was to provide notices pursuant to Rule 135c under the Securities Act of 1933, pertaining to the issuance of debt securities made in the first quarter of 2013 under Regulation S. These notices serve as a disclosure mechanism for unregistered offerings made to non-U.S. persons. The filing specifically details three debt issuances: EUR 1,250,000,000 of 4.00% notes due November 2015, AUD 250,000,000 of 4.75% notes due February 2018, and AUD 250,000,000 of floating rate notes due February 2018. While these issuances occurred earlier in 2013, the 8-K filing serves to formally document and notify the market of these transactions as required.

Key Highlights

  • 1Citigroup filed an 8-K on August 9, 2013, reporting on events from August 8, 2013.
  • 2The filing primarily consists of Rule 135c notices regarding debt issuances.
  • 3These issuances were made in Q1 2013 and were conducted under Regulation S.
  • 4Regulation S allows for the offering and sale of securities to persons outside of the United States.
  • 5Key debt issuances disclosed include EUR 1.25 billion in 4.00% notes due 2015.
  • 6Additional disclosed issuances are AUD 250 million in 4.75% notes due 2018 and AUD 250 million in floating rate notes due 2018.
  • 7The filing serves as a formal notification of these previously completed debt offerings to the market.

Frequently Asked Questions

The main purpose of this 8-K filing is to provide official notification, as required by Rule 135c of the Securities Act of 1933, of certain debt securities Citigroup issued in the first quarter of 2013 under Regulation S. These notices inform the market about these unregistered offerings made to non-U.S. persons.

The filing details three specific debt issuances: EUR 1,250,000,000 of 4.00% notes due November 2015, AUD 250,000,000 of 4.75% notes due February 2018, and AUD 250,000,000 of floating rate notes due February 2018.

Form 8-K is used to report significant events that occur. In this case, the filing serves to formally document and publicly announce these specific debt issuances made under Regulation S, which often have different disclosure timelines compared to registered offerings. The filing is made shortly after the event date of August 8, 2013, as required.

No, this filing specifically reports on debt issuances that were already completed in the first quarter of 2013. It is a notification of past events rather than an announcement of future financing plans.