SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
Form 8-K
CURRENT REPORT
Pursuant to Section 13 or 15(d) of
The Securities Exchange Act of 1934
May 17, 2001
--------------------------------------
Date of Report (Date of earliest event reported)
Citigroup Inc.
----------------------------------------
(Exact name of registrant as specified in its charter)
Delaware
---------------------------------
(State or other jurisdiction of incorporation)
1-9924 52-1568099
(Commission File Number) (IRS Employer Identification No.)
399 Park Avenue, New York, New York 10043
-------------------------------------------
(Address of Principal Executive Offices)
Registrant's telephone number, including area code: (212) 559-1000
Item 5. Other Information
Grupo Financiero Banamex-Accival ("Banacci"), Mexico's top financial
institution, and Citigroup, the preeminent global financial services company,
announced today that they have reached an agreement through which Banacci, and
all its direct and indirect subsidiaries, will integrate with Citigroup's global
operations. Banacci shareholders will receive $6.25 billion in cash and
126,877,791 Citigroup shares which, based on a closing price of $49.26 on May
11th, have a value of $6.25 billion - for a total transaction value of $12.5
billion.
The transaction grants equal treatment to all Banacci shareholders, and
the tender offer is for 100% of Banacci shares. Shareholders representing at
least 51% of Banacci's shares have agreed to tender their shares prior to
the tender offer. Citigroup will apply to have its shares listed on the Mexican
Stock Exchange. If approved, Citigroup will be the first international company
to be so listed.
Under the terms of the transaction, Banacci and Citigroup's operations
in Mexico will be integrated, and will conduct business under the "Banamex"
brand name.
The transaction, which has been unanimously approved by the Boards of
Directors of both companies, is subject to a number of regulatory approvals and
is expected to close in the fourth quarter.
A joint press release announcing the transaction was issued on May 17,
2001, a copy of which is being filed as Exhibit 99.1 to this Form 8-K and which
is incorporated herein by reference in its entirety.
Item 7. Financial Statements, Pro Forma Financial Information and Exhibits
(c) Exhibits
Exhibit Number
99.1 Joint Press Release, dated May 17, 2001, issued by
Citigroup Inc. and Grupo Financiero Banamex-Accival.
SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934,
the registrant has duly caused this report to be signed on its behalf by the
undersigned hereunto duly authorized.
Date: May 17, 2001 Citigroup Inc.
By: /s/ Michael A. Ross
--------------------
Michael A. Ross
Assistant Secretary
EXHIBIT INDEX
Exhibit Number
99.1 Joint Press Release, dated May 17, 2001, issued by
Citigroup Inc. and Grupo Financiero Banamex-Accival.