Citigroup (C)

Common and Preferred Stock Issuances

As discussed under “Events in 2008” on page 9, during 2008, the Company issued $45 billion in preferred stock and warrants under TARP, $12.5 billion of convertible preferred stock in a private offering, $11.7 billion of non-convertible preferred stock in public offerings, $3.2 billion of convertible preferred stock in public offerings, and $4.9 billion of common stock in public offerings.

On January 23, 2009, pursuant to our prior agreement with the purchasers of the $12.5 billion convertible preferred stock issued in the private offering, the conversion price was reset from $31.62 per share to $26.35 per share. The reset will result in Citigroup’s issuing approximately 79 million additional common shares if converted. There will be no impact to net income, total stockholders’ equity or capital ratios due to the reset. However, the reset will result in a reclassification from Retained earnings to Additional paid-in capital of $1.2 billion to reflect the benefit of the reset to the preferred stockholders.

Common and Preferred Stock Issuances

As discussed under “Events in 2008” on page 9, during 2008, the Company issued $45 billion in preferred stock and warrants under TARP, $12.5 billion of convertible preferred stock in a private offering, $11.7 billion of non-convertible preferred stock in public offerings, $3.2 billion of convertible preferred stock in public offerings, and $4.9 billion of common stock in public offerings.

On January 23, 2009, pursuant to our prior agreement with the purchasers of the $12.5 billion convertible preferred stock issued in the private offering, the conversion price was reset from $31.62 per share to $26.35 per share. The reset will result in Citigroup’s issuing approximately 79 million additional common shares if converted. There will be no impact to net income, total stockholders’ equity or capital ratios due to the reset. However, the reset will result in a reclassification from Retained earnings to Additional paid-in capital of $1.2 billion to reflect the benefit of the reset to the preferred stockholders.