UNITED STATES
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
Date of Report (Date of earliest event reported) June 10, 2005
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Citigroup Inc.
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(Exact name of registrant as specified in its charter)
Delaware 1-9924 52-1568099
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(State or other (Commission (IRS Employer
jurisdiction of File Number) Identification No.)
incorporation)
399 Park Avenue, New York, New York 10043
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(Address of principal executive offices) (Zip Code)
(212) 559-1000
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(Registrant's telephone number, including area code)
Check the appropriate box below if the Form 8-K filing is intended to
simultaneously satisfy the filing obligation of the registrant under any of the
following provisions:
[ ] Written communications pursuant to Rule 425 under the Securities Act (17
CFR 230.425)
[ ] Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR
240.14a-12)
[ ] Pre-commencement communications pursuant to Rule 14d-2(b) under the
Exchange Act (17 CFR 240.14d-2(b))
[ ] Pre-commencement communications pursuant to Rule 13e-4(c) under the
Exchange Act (17 CFR 240.13e-4(c))
Citigroup Inc.
Current Report on Form 8-K
Item 8.01 Other Events.
On June 10, 2005, Citigroup Inc. issued a press release announcing that it
has agreed to a settlement in the Enron class action litigation Newby, et al. v.
Enron Corp., et al., currently pending in the United States District Court for
the Southern District of Texas, Houston Division.
A copy of the above-referenced press release is being filed as Exhibit 99.1
to this Form 8-K and is incorporated herein by reference in its entirety.
Item 9.01 Financial Statements and Exhibits.
(c) Exhibits
Exhibit Number
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99.1 Press Release, dated June 10, 2005, issued by Citigroup Inc.
SIGNATURE
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.
Dated: June 10, 2005 CITIGROUP INC.
By: /s/ Michael S. Helfer
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Name: Michael S. Helfer
Title: General Counsel and Corporate Secretary
EXHIBIT INDEX
Exhibit Number
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99.1 Press Release, dated June 10, 2005, issued by Citigroup Inc.
Exhibit 99.1
For immediate release [CITIGROUP LOGO]
Citigroup Inc. (NYSE symbol: C)
June 10, 2005
CITIGROUP AGREES TO SETTLE
ENRON CLASS ACTION LITIGATION FOR $2.0 BILLION
NEW YORK, June 10, 2005 - Citigroup announced today that it has agreed to a
settlement in the Enron class action litigation Newby, et al. v. Enron Corp., et
al., currently pending in the United States District Court for the Southern
District of Texas, Houston Division.
Under the terms of the settlement, Citigroup will make a pre-tax payment of $2.0
billion to the settlement class, which consists of all purchasers of all
publicly traded equity and debt securities issued by Enron and Enron-related
entities between September 9, 1997 and December 2, 2001. The settlement is
fully covered by Citigroup's existing litigation reserves. The company does not
plan to adjust its remaining reserves, which it considers adequate to meet all
of the company's remaining exposure to the additional pending Enron and
research-related cases. The company continues to evaluate its reserves on an
ongoing basis.
Charles Prince, Chief Executive Officer of Citigroup, said: "We have an
ambitious agenda for Citigroup's future growth as we continue toward our goal to
be the most respected global financial services company. It is a key priority
for Citigroup to resolve major cases like this one and to put a difficult
chapter in our history behind us. By doing so, we will be better positioned to
realize our goals. We acknowledge and appreciate the determined and professional
efforts of the Regents of the University of California and its advisors in
working with us to achieve a settlement that meets the goals of all parties."
The class action settlement must be approved by the Board of Regents of the
University of California, the lead plaintiff in the case, and the Board of
Directors of Citigroup. It is also subject to the approval of the United States
District Court for the Southern District of Texas.
The settlement amount includes plaintiffs' attorneys' fees, which will be
determined by the Court at a later date. The settlement provides that Citigroup
denies committing any violation of law and has agreed to the settlement solely
to eliminate the uncertainties, burden and expense of further protracted
litigation.
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About Citigroup
Citigroup, the leading global financial services company, has some 200 million
customer accounts and does business in more than 100 countries, providing
consumers, corporations, governments and institutions with a broad range of
financial products and services, including consumer banking and credit,
corporate and investment banking, insurance, securities brokerage, and asset
management. Major brand names under Citigroup's trademark red umbrella include
Citibank, CitiFinancial, Primerica, Smith Barney, Banamex, and Travelers Life
and Annuity. Additional information may be found at www.citigroup.com.
Certain statements in this document 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. More information
about these factors is contained in Citigroup's filings with the Securities and
Exchange Commission.
Media Contacts: Leah Johnson 212-559-9446
Shannon Bell 212-793-6206
Investors: Art Tildesley 212-559-2718
John Randel 212-559-5091