Bond Citigroup Global Markets Finance Luxembourg S.C.A. 0% ( XS2016110756 ) in USD

Issuer Citigroup Global Markets Finance Luxembourg S.C.A.
Market price 100 %  ⇌ 
Country  Luxembourg
ISIN code  XS2016110756 ( in USD )
Interest rate 0%
Maturity 14/07/2025 - Bond has expired



Prospectus brochure of the bond CITIGROUP GLOBAL MARKETS FUNDING LUXEMBOURG S.C.A XS2016110756 in USD 0%, expired


Minimal amount 1 USD
Total amount 2 000 000 USD
Detailed description Citigroup Global Markets Funding Luxembourg S.C.A. is a Luxembourg-based special purpose vehicle primarily engaged in funding and other financial activities for Citigroup's global markets operations.

The Bond issued by Citigroup Global Markets Finance Luxembourg S.C.A. ( Luxembourg ) , in USD, with the ISIN code XS2016110756, pays a coupon of 0% per year.
The coupons are paid 2 times per year and the Bond maturity is 14/07/2025








Execution Version
PROHIBITION OF SALES TO EEA RETAIL INVESTORS ­ The Securities are not intended to
be offered, sold or otherwise made available to and should not be offered, sold or otherwise made
available to any retail investor in the EEA. For these purposes, a retail investor means a person who is
one (or more) of: (i) a retail client as defined in point (11) of Article 4(1) of Directive 2014/65/EU (as
amended, or superseded MiFID II); or (ii) a customer within the meaning of Directive 2002/92/EC (as
amended, the Insurance Mediation Directive), where that customer would not qualify as a
professional client as defined in point (10) of Article 4(1) of MiFID II; or (iii) not a qualified investor
as defined in the Prospectus Directive. Consequently no key information document required by
Regulation (EU) No 1286/2014 (as amended, the PRIIPs Regulation) for offering or selling the
Securities or otherwise making them available to retail investors in the EEA has been prepared and
therefore offering or selling the Securities or otherwise making them available to any retail investor in
the EEA may be unlawful under the PRIIPs Regulation.

Pricing Supplement dated 3 October 2019
Citigroup Global Markets Funding Luxembourg S.C.A.
Legal Entity Identifier (LEI): 549300EVRWDWFJUNNP53
Issue of USD 500,000 Citigroup Global Markets Funding Luxembourg S.C.A. Notes due July 2025
linked to Preference Shares of Citigroup Global Markets Funding Luxembourg S.C.A. Series
CGMFL8282 to be consolidated and form a single Series with the issue of (i) USD 2,000,000 Citigroup
Global Markets Funding Luxembourg S.C.A. Notes due July 2025 linked to Preference Shares of
Citigroup Global Markets Funding Luxembourg S.C.A. Series CGMFL8282 issued on 15 July 2019
and (ii) USD 1,000,000 Citigroup Global Markets Funding Luxembourg S.C.A. Notes due July 2025
linked to Preference Shares of Citigroup Global Markets Funding Luxembourg S.C.A. Series
CGMFL8282 issued on 5 September 2019
Guaranteed by Citigroup Global Markets Limited
Under the Citi U.S.$60,000,000,000 Global Medium Term Note Programme
No prospectus is required in accordance with the Prospectus Directive (as defined below) in relation to
Securities which are the subject of this Pricing Supplement.

The Current Base Listing Particulars referred to below (as completed by this Pricing Supplement) has
been prepared on the basis that any offer of Securities in any Member State of the EEA which has
implemented the Prospectus Directive (each, a Relevant Member State) will be made pursuant to an
exemption under the Prospectus Directive, as implemented in that Relevant Member State, from the
requirement to publish a prospectus for offers of the Securities. Accordingly any person making or
intending to make an offer in that Relevant Member State of the Securities may only do so in
circumstances in which no obligation arises for the Issuer or any Dealer to publish a prospectus
pursuant to Article 3 of the Prospectus Directive or supplement a prospectus pursuant to Article 16 of
the Prospectus Directive, in each case, in relation to such offer. None of the Issuer, the CGMFL
Guarantor and any Dealer has authorised, nor does any of them authorise, the making of any offer of
Securities in any other circumstances. For the purposes hereof, the expression Prospectus Directive
means Directive 2003/71/EC (as amended or superseded) and any relevant implementing measure in a
Relevant Member State.

The Securities and the CGMFL Deed of Guarantee have not been and will not be registered under the
United States Securities Act of 1933, as amended (the Securities Act) or any state securities law. The
Securities and CGMFL Deed of Guarantee are being offered and sold outside the United States to non-
U.S. persons in reliance on Regulation S under the Securities Act (Regulation S) and may not be
offered or sold within the United States or to, or for the account or benefit of, any U.S. person (as
defined in Regulation S). Each purchaser of the Securities or any beneficial interest therein will be
deemed to have represented and agreed that it is outside the United States and is not a U.S. person and
will not sell, pledge or otherwise transfer the Securities or any beneficial interest therein at any time
within the United States or to, or for the account or benefit of, a U.S. person, other than the Issuer or
any affiliate thereof. The Securities and the CGMFL Deed of Guarantee do not constitute, and have not
been marketed as, contracts of sale of a commodity for future delivery (or options thereon) subject to
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CGMFL8282




the United States Commodity Exchange Act, as amended, and trading in the Securities has not been
approved by the United States Commodity Futures Trading Commission under the United States
Commodity Exchange Act, as amended. For a description of certain restrictions on offers and sales of
Securities, see "General Information relating to the Programme and the Securities - Subscription and
Sale and Transfer and Selling Restrictions" in the Current Base Listing Particulars.

The Securities may not be offered or sold to, or acquired by, any person that is, or whose purchase and
holding of the Securities is made on behalf of or with "plan assets" of, an employee benefit plan subject
to Title I of the U.S. Employee Retirement Income Security Act of 1974, as amended (ERISA), a plan,
individual retirement account or other arrangement subject to Section 4975 of the U.S. Internal
Revenue Code of 1986, as amended (the Code) or an employee benefit plan or plan subject to any laws,
rules or regulations substantially similar to Title I of ERISA or Section 4975 of the Code.



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CGMFL8282




PART A - CONTRACTUAL TERMS
The Securities are English Law Securities.
Terms used herein shall be deemed to be defined as such for the purposes of the Conditions (the
Conditions) set forth under the sections entitled "General Conditions of the Securities", the Valuation
and Settlement Schedule and the Underlying Schedule applicable to the Underlying in the Base Listing
Particulars and the Supplements to the Base Listing Particulars.
This document constitutes the Pricing Supplement of the Securities described herein and must be read
in conjunction with the Current Base Listing Particulars and the Supplements to the Current Base
Listing Particulars, save in respect of the Conditions which are extracted from the Base Listing
Particulars as supplemented by the Supplements to the Base Listing Particulars and are incorporated by
reference into the Current Base Listing Particulars. Full information on the Issuer, the CGMFL
Guarantor and the offer of the Securities is only available on the basis of the combination of this
Pricing Supplement and the Base Listing Particulars and the Supplements to the Base Listing
Particulars and the Current Base Listing Particulars and the Supplements to the Current Base Listing
Particulars.
The Base Listing Particulars and the Supplements to the Base Listing Particulars and the Current Base
Listing Particulars and the Supplements to the Current Base Listing Particulars are available for
viewing at the offices of the Paying Agents and on the website of the Central Bank of Ireland
(http://www.centralbank.ie) and on the website of the Luxembourg Stock Exchange (www.bourse.lu).
For the purposes hereof, Base Listing Particulars means the CGMFL Underlying Linked Notes Base
Listing Particulars relating to the Programme dated 25 January 2019, as supplemented by Supplement
(No.1) dated 11 February 2019 (Supplement (No.1)), Supplement (No.2) dated 11 March 2019
(Supplement (No.2)), Supplement (No.3) dated 30 April 2019 (Supplement (No.3)), Supplement
(No.4) dated 22 May 2019 (Supplement (No.4)) and Supplement (No.5) dated 25 June 2019
(Supplement (No.5) and, together with Supplement (No.1), Supplement (No.2), Supplement (No.3),
and Supplement (No.4), the Supplements).
For the purposes hereof, Current Base Listing Particulars means the CGMFL Underlying Linked
Notes Base Prospectus relating to the Programme dated 19 July 2019, as supplemented by a
Supplement (No.1) dated 23 August 2019 (the Supplement) and a Supplement (No.2) dated 9
September 2019 (Supplement No.2, together with Supplement No.1, the Supplements).
1.
(i)
Issuer:
Citigroup Global Markets Funding Luxembourg
S.C.A.

(ii)
Guarantor:
Citigroup Global Markets Limited
2.
(i)
Type of Security:
Notes

(ii)
Series Number:
CGMFL8282

(iii)
Tranche Number:
3

(iv)
Date on which the Securities On 4 October 2019, the Tranche Three Notes (as
will be consolidated and form a defined in item 4(ii) below) will be consolidated and
single Series:
form a single Series with the Tranche One Notes (as
defined in item 4(ii) below)
3.
Specified Currency or Currencies:
USD
4.
Aggregate Principal Amount:


(i)
Series:
USD 3,500,000.00

(ii)
Tranche:
Tranche 1: USD 2,000,000.00 (the Tranche One
Notes)
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CGMFL8282






Tranche 2: USD 1,000,000.00 (the Tranche Two
Notes)


Tranche 3: USD 500,000.00 (the Tranche Three
Notes)
5.
Issue Price:
Tranche 1: 100 per cent. of the Aggregate Principal
Amount


Tranche 2: 100 per cent. of the Aggregate Principal
Amount


Tranche 3: 100 per cent. of the Aggregate Principal
Amount
6.
(i)
Specified Denominations:
USD 1.00

(ii)
Calculation Amount:
USD 1.00
7.
(i)
Issue Date:
Tranche 1: 11 Business Days following the Initial
Preference Share Reference Date, which is expected
to be 15 July 2019


Tranche 2: 5 September 2019


Tranche 3: 4 October 2019

(ii)
Interest Commencement Date:
Not Applicable
8.
Maturity Date:
The Final Valuation Date
9.
Type of Securities:
The Securities do not bear or pay any interest
The Securities are Underlying Linked Securities and
the Redemption Amount of the Securities is
determined in accordance with item 14(iv) and, as the
Underlying Linked Securities Redemption Provisions
are applicable, item 14(v) below
The Securities are Cash Settled Securities
10. Put/Call Options:
Not Applicable
11. (i)
Status of the Securities:
Senior

(ii)
Status of the CGMHI Deed of Not Applicable
Guarantee:

(iii)
Status of the CGMFL Deed of Senior
Guarantee:
PROVISIONS RELATING TO UNDERLYING LINKED SECURITIES AND EARLY
REDEMPTION
12. Underlying
Linked
Securities
Applicable ­ the provisions in the Valuation and
Provisions:
Settlement Schedule apply (subject as provided in any
relevant Underlying Schedule)

(i)
Underlying:

(A)
Description
of Preference Share in Citigroup Global Markets
Underlying(s):
Funding Luxembourg S.C.A. (Class 150, ISIN:
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CGMFL8282




CGMFLPRE0392)

(B
)
Classification:
Preference Share

(C)
Electronic Page:
Bloomberg Page: AZ3988500

(ii)
Particulars in respect of each
Underlying:

Preference Share(s):


(A)
Preference
Share Citigroup Global Markets Funding Luxembourg
Company:
S.C.A.

(B
)
Initial Preference Share 27 June 2019, subject as provided in the Preference
Reference Date:
Share Conditions

(C)
Valuation Time:
As specified in Preference Share Condition 2

(D)
Preference
Share 27 June 2025, subject as provided in the Valuation
Valuation Date:
and Settlement Conditions


(E)
Autocall
Observation 29 June 2020, 28 June 2021, 27 June 2022, 27 June
Date(s):
2023 and 27 June 2024, subject as provided in the
Preference Share Conditions

(iii)
Elections in respect of each type Not Applicable
of Underlying:

(iv)
Trade Date:
27 June 2019

(v)
Realisation Disruption:
Not Applicable

(vi)
Hedging
Disruption
Early Not Applicable
Termination Event:

(vii)
Hedging Disruption:
Applicable
Early Redemption Option: Applicable
Early Redemption Amount: As set out in Preference
Share Condition 6(d)
Deduction of Hedge Costs: Not Applicable

(viii)
Section 871(m) Event:
Applicable
Early Redemption Option: Applicable
Early Redemption Amount: As set out in Preference
Share Condition 6(d)
Deduction of Hedge Costs: Not Applicable

(ix)
Redemption
for
Taxation Applicable
Reasons:
Early Redemption Option: Applicable
Early Redemption Amount: As set out in Preference
Share Condition 6(d)
Deduction of Hedge Costs: Not Applicable
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CGMFL8282




Deduction of Issuer Costs and Hedging and Funding
Costs: Not Applicable
Pro Rata Issuer Cost Reimbursement: Not Applicable
Additional Costs on account of Early Redemption:
Not Applicable

(x)
Change in Law:
Applicable
Illegality: Applicable
Material Increased Cost: Applicable
Early Redemption Option: Applicable
Early Redemption Amount: As set out in Preference
Share Condition 6(d)
Deduction of Hedge Costs: Not Applicable

(xi)
Increased Cost of Hedging:
Applicable
Early Redemption Option: Applicable
Early Redemption Amount: As set out in Preference
Share Condition 6(d)
Deduction of Hedge Costs: Not Applicable

(xii)
Illegality:
Applicable
Early Redemption Amount: As set out in Preference
Share Condition 6(d)
Deduction of Hedge Costs: Not Applicable
Deduction of Issuer Costs and Hedging and Funding
Costs: Not Applicable
Pro Rata Issuer Cost Reimbursement: Not Applicable
Additional Costs on account of Early Redemption:
Not Applicable

(xiii)
Continuance
of
Securities Not Applicable
Provision:

(xiv)
Event of Default:
Early Redemption Amount: As set out in Preference
Share Condition 6(d)
Deduction of Hedge Costs: Not Applicable
Deduction of Issuer Costs and Hedging and Funding
Costs: Not Applicable
Additional Costs on account of Early Redemption:
Not Applicable

(xv)
Minimum Return Amount:
Not Applicable

(xvi)
Administrator/Benchmark
Valuation and Settlement Condition 3 (Redemption or
Event:
adjustment for an Administrator/Benchmark Event):
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Not Applicable
PROVISIONS RELATING TO ANY INTEREST AMOUNT, THE REDEMPTION AMOUNT
AND ANY ENTITLEMENT DELIVERABLE
13. Interest Provisions:
Not Applicable ­ the Securities do not bear or pay
interest
14. Redemption Provisions:


(i)
Issuer Call
Not Applicable

(ii)
Investor Put
Not Applicable

(iii)
Mandatory Early Redemption Not Applicable
Provisions

(iv)
Redemption Amount:
See item (v) below

(v)
Underlying Linked Securities Applicable
Redemption Provisions

Provisions relating to the Applicable - the Securities are Preference Share
Preference
Share-Linked Linked Securities
Redemption
Amount
in
respect of Preference Share
Linked Securities

(A)
Redemption
The Underlying
Underlying:

(B)
Specified
Final 10 Business Days following the Preference Share
Valuation Date:
Valuation Date, which is expected to be 14 July 2025
15.
FX Provisions:
Not Applicable
16.
FX Performance:
Not Applicable
GENERAL PROVISIONS APPLICABLE TO THE SECURITIES
17.
Form of Securities:
Registered Securities


Regulation S Global Registered Security Certificate
registered in the name of a nominee for a common
depositary
for
Euroclear
and
Clearstream,
Luxembourg
18.
New Safekeeping Structure:
Not Applicable
19.
Business Centre(s):
London and New York City
20.
Business Day Jurisdiction(s) or
London and New York City
other special provisions relating to
payment dates:
21.
Redenomination, renominalisation
Not Applicable
and reconventioning provisions:
22.
Consolidation provisions:
The provisions of General Condition 14 (Further
Issues) apply
23.
Substitution provisions:
Not Applicable: The provisions of General Condition
17 (Substitution of the Issuer, the CGMHI Guarantor
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CGMFL8282




and the CGMFL Guarantor) do not apply
24.
Name and address of Calculation
Citibank N.A. (acting through its New York US
Agent:
Equity Index Exotics Trading department/group (or
any successor department/group)) at 390 Greenwich
Street, 3rd Floor, New York, New York 10013, United
States
25.
Determination Agent:
Not Applicable
26.
Determinations:


(i)
Standard:
Sole and Absolute Determination

(ii)
Minimum
Amount Not Applicable
Adjustment Prohibition:
27.
Other final terms:
Not Applicable
28.
Additional provisions applicable to
Not Applicable
Italian Listed Certificates:


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CGMFL8282




Signed on behalf of the Issuer:



By:
.......................................................................
Duly authorised





















































351341063/Ashurst(EML/IGEORG)/LD
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CGMFL8282




PART B ­ OTHER INFORMATION
1.
LISTING AND ADMISSION TO TRADING:

Admission to trading and listing:
Application will be made by the Issuer (or on its
behalf) for the Tranche Three Notes to be admitted to
trading on the Euro MTF of the Luxembourg Stock
Exchange with effect from on or around the Issue
Date of the Tranche Three Notes

Estimated
expenses
relating
to EUR 2,000
admission to trading:
2.
RATINGS


Ratings:
The Securities are not rated.
3.
INFORMATION ABOUT THE PAST AND FURTHER PERFORMANCE AND
VOLATILITY OF THE OR EACH UNDERLYING

Information about the past and further performance of the or each Underlying is available from
the applicable Electronic Page(s) specified for such Underlying in Part A above.
The terms and conditions of the Preference Shares are available for inspection at the registered
office of the Issuer.
4.
EU BENCHMARKS REGULATION
EU Benchmarks Regulation: Article Not Applicable
29(2) statement on benchmarks:

5.
DISCLAIMER

Bloomberg®

Certain information contained in this Pricing Supplement consists of extracts from or summaries
of information that is publicly-available from Bloomberg L.P. (Bloomberg®). The Issuer and the
CGMFL Guarantor accept responsibility for accurately reproducing such extracts or summaries
and, as far as the Issuer and the CGMFL Guarantor are aware and are able to ascertain from such
publicly available information, no facts have been omitted which would render the reproduced
information inaccurate or misleading. Bloomberg® makes no representation, warranty or
undertaking, express or implied, as to the accuracy of the reproduction of such information, and
accepts no responsibility for the reproduction of such information or for the merits of an
investment in the Securities. Bloomberg® does not arrange, sponsor, endorse, sell or promote the
issue of the Securities.
6.
OPERATIONAL INFORMATION

ISIN Code:
XS2016110756

Common Code:
201611075

CUSIP:
5C00FE9Q7

WKN:
Not Applicable

Valoren:
Not Applicable

SEDOL:
Not Applicable

CFI:
CITIGROUP GLOBA/ZERO CPNEMTN 202507
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CGMFL8282