Citi Announces Filing of Registration Statement for Primerica IPO

Primerica, a leading distributor of financial products to middle income households in North America, has approximately 100,000 licensed sales representatives who assist clients in meeting their needs for term life insurance, which Primerica underwrites, as well as mutual funds, variable annuities, loans and other financial products.

"Today's announcement represents an important step in simplifying our organization and demonstrates our continued success in finding solutions for Citi Holdings, our non-core businesses. We believe this is the best separation alternative for this franchise," said Michael Corbat, Chief Executive Officer of Citi Holdings.

Primerica co-Chief Executive Officer John Addison said, "This is an important step in our company's history, and we look forward to completing the offering and becoming a public company." Rick Williams, Primerica co-Chief Executive Officer, said, "Becoming a public company is an opportunity to align the interests of our independent sales force and our employees with our future performance."

Through reinsurance arrangements with Primerica, covering term life insurance policies in place as of December 31, 2009, Citi will continue to receive a significant stream of income from the Primerica business. Primerica will continue to administer the policies under this arrangement, and the policies will continue to retain the underlying reserve and capital strength that Primerica and Citi currently provide.

After completion of this offering, Citi intends to divest its remaining interest in Primerica as soon as is practicable, subject to market and other conditions. All of the shares to be sold in the offering will be sold by Citi, and Citi will receive all of the proceeds from this initial public offering.

Citigroup Global Markets Inc. will act as sole book-running manager for the proposed offering.

A copy of the prospectus relating to these securities may be obtained, when available, from: Citi, Brooklyn Army Terminal, 140 58th Street, 8th floor, Brooklyn, NY 11220. Telephone: 800-831-9146 or email to: batprospectusdepartment@citi.com.

A registration statement relating to these securities has been filed with the Securities and Exchange Commission but has not yet become effective. These securities may not be sold nor may offers to buy these securities be accepted prior to the time the registration statement becomes effective. This release shall not constitute an offer to sell or the solicitation of an offer to buy nor shall there be any sale of these securities in any State in which such offer, solicitation or sale would be unlawful prior to registration or qualification under the securities laws of any such State.

Citi, the leading global financial services company, has approximately 200 million customer accounts and does business in more than 140 countries. Through Citicorp and Citi Holdings, Citi provides consumers, corporations, governments and institutions with a broad range of financial products and services, including consumer banking and credit, corporate and investment banking, securities brokerage, and wealth management. Additional information may be found at www.Citigroup.com or www.Citi.com.

Certain statements in this announcement are "forward-looking statements" within the meaning of the Private Securities Litigation Reform Act. These statements are based on management's current expectations and are subject to uncertainty and changes in circumstances. Actual results may differ materially from those included in these statements due to a variety of factors. There is no obligation to complete the initial public offering of Primerica. Consummation of the initial public offering of Primerica is subject to numerous conditions, many of which are beyond the control of Citi, including: prevailing conditions in the capital markets; prevailing economic, political and market factors affecting the demand for Primerica's common stock; regulatory matters and other factors. No assurance can be given that Citi will complete the initial public offering of Primerica or, if it does, as to the price or amount of Primerica common stock that Citi will sell, or the dates when such sale will take place. The planned initial public offering of Primerica may be abandoned at any time. Citi undertakes no obligation to update these statements for revisions or changes after the date of this announcement.

SOURCE: Citi

Citi 
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