CitiFirst PerformanceOverviewThe MLI is a five year tenor product that is linked to the performance of S&P/ASX 200 Price Index (AS51 Index). The structure offers the potential for fixed income payments, with Conditional Protection if a Call Event occurs or for Investments held until the Maturity Date, provided neither Early Maturity nor a Knock-In Event occurs. Download
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| Phone | : | 1300 30 70 70. | |
| : | citifirst.au@citi.com | ||
| : | GPO Box 557 Sydney NSW 2001 | ||
| Issuer: | Citigroup Global Markets Australia Pty Limited | ||
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| Guarantor: | Citigroup Inc. | ||
| Reference Asset: | S&P/ASX 200 Price Index (“ASX 200”) | ||
| Offer Opening Date: | 8 December 2011 at 9:00 am (Sydney time) | ||
| Offer Closing Date: | 23 January 2012 at 5:00 pm (Sydney time) | ||
| Issue Date: | 31 January 2012 | ||
| Scheduled Maturity Date: | 31 January 2017 However, the Investment will terminate before that date if a Call Event or Early Maturity occurs. |
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| Term: | 5 years | ||
| Denomination: | AUD Series: Australian dollars (AUD) USD Series: United States dollars (USD) |
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| Investment: | The MLI is an unlisted and complex financial product that carries investment risk and is an agreement between the Investor and the Issuer governed by the Terms. | ||
| Issue Price: | AUD Series: AUD 1.00 per Unit USD Series: USD 1.00 per Unit |
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| Investment Amount: | The ‘Investment Amount’ is the total amount paid in respect of an Investment by the Investor to the Issuer by the Offer Closing Date. | ||
| Minimum Investment Amount: | AUD Series: AUD 10,000, with multiples of AUD 1,000 thereafter USD Series: USD 10,000, with multiples of USD 1,000 thereafter |
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| Coupon Rate: | The ‘Coupon Rate’ is a simple (non-compounding) fixed rate per annum to be set by the Issuer on the Issue Date and which applies for the investment term. The Coupon Rate will be communicated to all Investors after the Issue Date in the Confirmation. Please refer to the section “What factors affect the Coupon Rate?” in Section 1 for further details, including the impact of a Coupon Rate below the expected range. |
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| AUD Series: If the Units had been issued on 6 December 2011, the Coupon Rate for the AUD Series would have been 8.90% p.a. On that basis, and assuming no significant change in the factors that affect the Coupon Rate, the Coupon Rate determined by the Issuer is expected to be between 8.50% p.a. and 9.30% p.a. for the AUD Series. |
USD Series: If the Units had been issued on 6 December 2011, the Coupon Rate for the USD Series would have been 6.50% p.a. On that basis, and assuming no significant change in the factors that affect the Coupon Rate, the Coupon Rate determined by the Issuer is expected to be between 6.10% p.a. and 6.90% p.a. for the USD Series. |
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| Investors should note that the MLI will not proceed if the relevant Coupon Rate as at the Issue Date is below the low end of the Coupon Rate range set out above. If this occurs, Investors will receive a full refund of their Investment Amount (without interest). | |||
| Coupon Amount: | Subject to Early Maturity or a Call Event occurring, the Coupon Amount is an amount payable quarterly in arrears on each Coupon Payment Date, determined per MLI in accordance with the formula set out below: The Coupon Amount will be paid Quarterly on each Coupon Payment Date, subject to the occurrence of Early Maturity or a Call Event. If Early Maturity or a Call Event occurs, the Investor will not be entitled to receive any Coupon Amounts in respect of Coupon Record Dates occurring after the Early Maturity Date or the Call Event Observation Date on which the Call Event occurs (as applicable). |
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| Coupon Record Dates: | The Coupon Record Dates will be Quarterly throughout the Term (or, if any such date is not a Business Day, the following Business Day) on the dates set out below: AUD Series and USD Series: 30 April 2012, 31 July 2012, 31 October 2012, 31 January 2013, 30 April 2013, 31 July 2013, 31 October 2013, 31 January 2014, 30 April 2014, 31 July 2014, 31 October 2014, 2 February 2015, 30 April 2015, 31 July 2015, 2 November 2015, 1 February 2016, 2 May 2016, 1 August 2016, 31 October 2016 and 31 January 2017 (same date as the Scheduled Maturity Date) |
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| Coupon Payment Dates: | 5 Business Days after each Coupon Record Date. | ||
| Initial Level: | The Official Closing Level of the Reference Asset on the Issue Date. | ||
| Reference Level: | The Official Closing Level of the Reference Asset as at the date on which it is observed. | ||
| Reference Asset Performance: | The amount determined under the following formula and expressed as a percentage: |
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| Call Event*: | A Call Event will occur if the Reference Asset Performance on any Call Event Observation Date is greater than, or equal to, 0%. In other words, if the Reference Asset has performed positively (since the Issue Date) on any Call Event Observation Date, a Call Event occurs. If a Call Event occurs on any Call Event Observation Date:
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| Call Event Observation Dates: | The Call Event Observation Dates start at the end of the 39th month (i.e. 30 April 2015) and Quarterly thereafter. The Call Event Observation Dates are set out below: AUD Series and USD Series: 30 April 2015, 31 July 2015, 2 November 2015, 1 February 2016, 2 May 2016, 1 August 2016, 31 October 2016, 31 January 2017 (same date as the Scheduled Maturity Date) |
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| Knock-In Event†: | A ‘Knock-In Event’ will occur if the Reference Asset Performance on any Trading Day during the Term up to, and including, the Maturity Date is equal to, or less than, the Knock-In Event Level. The risk to investors of a Knock-In Event occurring is that it affects the Final Value per Unit and Investors may lose some, or all, of their Investment Amount. However if Call Event occurs after a Knock-In Event, the Call Event will over-ride the Knock-In Event when determining the Final Value per Unit. If a Knock-In Event does not occur and the MLI is held to the Maturity Date, Conditional Protection° applies, as explained on the next page. For an explanation of the risks associated with a Knock-In Event and Conditional Protection° please refer to Section 4 of this PDS. |
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| Knock-In Event Level: | The Knock-In Event Level is -40%. Numerically, a Knock-In Event will occur if: |
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| Final Value per Unit: | The Final Value per Unit is linked to the performance of the Reference Asset between the Issue Date and the Maturity Date and will be determined in the following manner: (a) Call Event occurs (including after a Knock-In Event) If a Call Event occurs, the Final Value per Unit will be equal to: This formula gives effect to the Conditional Protection° feature. Investors should note that a Call Event will over-ride any prior Knock-In Event that may have occurred. (b) No Call Event or Knock-In Event occurs If neither a Call Event nor a Knock-In Event occurs on, or prior to, the Scheduled Maturity Date, then the Final Value per Unit will be equal to: This formula also gives effect to the Conditional Protection° feature. (c) Knock-In Event occurs and no Call Event occurs If a Knock-In Event occurs and no Call Event occurs the Final Value per Unit will be equal to: Min (100% + Reference Asset Performance on the Scheduled Maturity Date, 100%) Investors should note that if no Call Event occurs and if the Reference Asset Performance on the Scheduled Maturity Date is a negative percentage, they may receive less than their Investment Amount and that the Conditional Protection° feature does not apply in that scenario. Investors should refer to the section “How is the Final Value per Unit determined at Maturity” in Section 1 for more information on how the Final Value per Unit is calculated. |
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| Conditional Protection°: | Conditional Protection means that the Issuer will deliver to an Investor the Delivery Assets with a value equal to the number of Units held multiplied by the Issue Price if the requirements below for Conditional Protection apply. The value of each Unit will not be capital guaranteed but is conditionally protected if:
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| Delivery Asset: | Ordinary share in BHP Billiton Limited (“BHP”) (an ASX quoted share, ASX code: BHP). Please refer to ‘Information about the Delivery Asset’ in Section 2 of this PDS and Section 4 of this PDS for further details on the Delivery Asset and the risks associated with it. |
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| Risks: | The MLI is subject to investment risks, including the possible loss of the Investment Amount if Early Maturity or a Knock-In Event occurs in the absence of a Call Event, and possible delays in payment. Investors should be aware of the possibility that the MLI will not generate a return other than through Coupon Amounts. For information regarding the risks associated with the MLI, please refer to Section 4 of this PDS. For information regarding the possible returns that an Investor can receive, please refer to the worked examples in Section 5 of this PDS. | ||
| Fees: | Distributor Fee– an upfront fee payable by the Issuer of up to 2.50% (including GST if applicable) of the Investment Amount. This fee is payable by the Issuer out of its own funds to distributors at no additional cost to Investors, nor is it deducted from the Investment Amount. Please refer to Section 6 of this PDS for more information on what fees and commissions are payable in connection with an investment in the MLI. |
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* A Call Event is not an Early Maturity Event. For an explanation of the risks associated with a Call Event, please refer to Section 4 of this PDS.
† For an explanation of the risks associated with a Knock-In Event, please refer to Section 4 of this PDS.
° Conditional Protection only applies if a Call Event occurs or to Investments held on the Scheduled Maturity Date provided that no Knock-In Event occurs. This means that if a Knock-In Event occurs, Investors will not have the benefit of Conditional Protection unless a Call Event subsequently occurs and accordingly, they may lose some or all of their Investment Amount. Conditional Protection safeguards the MLI from certain market risks up to the value of the Issue Price, but is subject to conditions and the credit worthiness of Citigroup Global Markets Australia Pty Limited and Citigroup Inc. For more details, please refer to Section 4 of this PDS.