Citizens Financial Group Announces Pricing of $600 Million Citizens Bank, NA Senior Bond

PROVIDENCE, RI–(BUSINESS WIRE)–Citizens Financial Group, Inc. (NYSE: CFG) today announced the pricing of $600 million 6.064% Senior Fixed/Floating Rate Notes of Citizens Bank, NA (“CBNA”) and maturing in 2025 (the “Bonds”).

CBNA intends to use the net proceeds from the offering of Notes for general corporate purposes. The note offering is expected to close on October 25, 2022, subject to customary closing conditions.

BofA Securities, Inc., JP Morgan Securities LLC, Morgan Stanley & Co. LLC, Wells Fargo Securities, LLC and Citizens Capital Markets, Inc. are acting as joint bookrunners for the note offering.

The notes are being offered through CBNA’s $10.0 billion global banknote program. The Notes are not deposits and are not insured or endorsed by the Federal Deposit Insurance Corporation or any other government agency and are subject to investment risk, including possible loss of principal. The Notes have not been registered under the Securities Act of 1933, as amended (the “Securities Act”) and are being offered pursuant to an exemption from registration under the Securities Act provided by Section 3(a )(2) of it. A purchaser of the Notes, by making a purchase, will be deemed to have represented and agreed that it is an institution that is an accredited investor within the meaning of SEC Rule 501(a) under the Securities Act, that it is purchasing the Securities for its own account or the account(s) of one or more other investors who are qualified investors and which it, or each of the other qualified investors, holding a beneficial interest in a Security will hold a beneficial interest undivided principal amount of at least $250,000 at all times.

This press release is for informational purposes only and does not constitute an offer to sell or a solicitation of an offer to buy these securities, and there will be no sale of these securities in any state or jurisdiction in which any such offer, solicitation or sale would be unlawful prior to registration or qualification under the securities laws of such state or territory.

About Citizens Financial Group, Inc.

Citizens Financial Group, Inc. is one of the nation’s oldest and largest financial institutions, with $224.7 billion in assets as of September 30, 2022. Headquartered in Providence, Rhode Island, Citizens offers a wide range of retail and commercial banking products and services for individuals, small businesses, ETIs, large corporations and institutions. Citizens helps its clients reach their potential by listening to them and understanding their needs in order to offer advice, ideas and tailor-made solutions. In Consumer Banking, Citizens offers an integrated experience that includes mobile and online banking, a full-service customer contact center, and the convenience of approximately 3,400 ATMs and more than 1,200 branches in 14 states and the district. of Columbia. Consumer Banking’s products and services include a full suite of banking, lending, savings, wealth management and small business offerings. In commercial banking, Citizens offers a wide range of financial products and solutions, including lending and leasing services, deposit and cash management services, foreign exchange risk management solutions, interest rate interest and commodities, as well as loan syndication, corporate finance, mergers and acquisitions, and debt and equity markets capabilities.

Forward-looking statements

“Safe Harbor” Statement within the meaning of the Private Securities Litigation Reform Act of 1995: This communication contains “forward-looking statements”, that is, statements relating to future and not past events. In this context, forward-looking statements often address our future business and financial performance and financial condition, and often contain words such as “expect”, “anticipate”, “intend”, “plan ‘, ‘believe’, ‘seek’, ‘see’, ‘will fly’, ‘would’ or ‘target’. Forward-looking statements, by their nature, address matters that are, to varying degrees, uncertain. Uncertainties that could cause our actual results to differ materially from those expressed in our forward-looking statements include the inability to complete such transaction or to make or take any deposit or other action necessary to complete such transaction on a timely basis or no way. . These or other uncertainties may cause our actual future results to differ materially from those expressed in our forward-looking statements.

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