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Citigroup Inc.
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Pricing Sheet No. 2014—CMTNG0218 dated August 29, 2014 relating to
Preliminary Pricing Supplement No. 2014-CMTNG0218 dated August 22, 2014
Registration Statement No. 333-192302
Filed Pursuant to Rule 433
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PRICING TERMS—AUGUST 29, 2014
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Underlying shares:
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Shares of common stock of Tesla Motors, Inc. (NASDAQ symbol: "TSLA") (the "underlying share issuer")
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Aggregate stated principal amount:
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$4,305,990
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Stated principal amount:
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$10 per security
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Pricing date:
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August 29, 2014
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Issue date:
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September 4, 2014
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Valuation date:
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August 31, 2015, subject to postponement if such date is not a scheduled trading day or if certain market disruption events occur
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Maturity date:
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Unless earlier redeemed, September 3, 2015
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Coupon:
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3.00% of the stated principal amount paid on each quarterly coupon payment date (equivalent to approximately 12.00% for the term of the securities), subject to automatic early redemption
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Coupon payment dates:
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The fifth business day following each autocall observation date, and the final coupon payment date will be the maturity date (or the earlier date on which the securities are automatically redeemed, if applicable)
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Automatic early redemption:
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If, on any autocall observation date, the closing price of the underlying shares is greater than or equal to the initial share price, the securities will be automatically redeemed on the related coupon payment date for an amount in cash per security equal to $10 plus the related coupon payment.
If the securities are automatically redeemed prior to maturity, you will not receive any additional coupon payments following the redemption.
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Autocall observation dates:
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December 1, 2014, March 2, 2015 and May 29, 2015, subject to postponement if any such date is not a scheduled trading day or if certain market disruption events occur
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Payment at maturity:
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If the securities are not automatically redeemed prior to maturity, you will be entitled to receive, for each $10 stated principal amount security you hold at maturity, the final coupon payment plus:
▪ If a downside event occurs:
a number of underlying shares equal to the equity ratio (or, in our sole discretion, cash in an amount equal to the equity ratio multiplied by the final share price)
▪ If a downside event does not occur:
$10 in cash
If the securities have not been automatically redeemed prior to maturity and a downside event occurs, you will not receive the stated principal amount of your securities at maturity and, instead, will receive underlying shares (or, in our sole discretion, cash based on the value thereof) that will be worth less than 75% of the stated principal amount and may be worth nothing. Although you will be subject to the risk of a decline in the price of the underlying shares, you will not participate in any appreciation of the underlying shares over the term of the securities.
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Downside event:
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A downside event will occur if the final share price is less than the downside threshold price
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Downside threshold price:
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$202.275, 75% of the initial share price
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Initial share price:
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$269.70, the closing price of the underlying shares on the pricing date
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Final share price:
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The closing price of the underlying shares on the valuation date
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Equity ratio:
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0.03708, the stated principal amount divided by the initial share price
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Listing:
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The securities will not be listed on any securities exchange
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CUSIP / ISIN:
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17322H214 / US17322H2141
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Underwriter:
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Citigroup Global Markets Inc. (“CGMI”), an affiliate of the issuer, acting as principal
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Underwriting fee and issue price:
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Issue price(1)
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Underwriting fee(2)
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Proceeds to issuer
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Per security:
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$10.00
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$0.15
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$9.85
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Total:
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$4,305,990.00
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$64,589.85
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$4,241,400.15
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