C Q3 2016 10-Q

Citigroup Inc (C) SEC Annual Report (10-K) for 2016

C Q1 2017 10-Q
C Q3 2016 10-Q C Q1 2017 10-Q

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

WASHINGTON, D.C. 20549

FORM 10-K

ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF

THE SECURITIES EXCHANGE ACT OF 1934

For the fiscal year ended December 31, 2016

Commission file number 1-9924

Citigroup Inc.

(Exact name of registrant as specified in its charter)

Delaware

(State or other jurisdiction of incorporation or organization)

52-1568099

(I.R.S. Employer Identification No.)

388 Greenwich Street, New York, NY

(Address of principal executive offices)

10013

(Zip code)

(212) 559-1000

(Registrant's telephone number, including area code)


Securities registered pursuant to Section 12(b) of the Act: See Exhibit 99.01


Securities registered pursuant to Section 12(g) of the Act: none


Indicate by check mark if the registrant is a well-known seasoned issuer, as defined in Rule 405 of the Securities Act. Yes o No  x

Indicate by check mark if the registrant is not required to file reports pursuant to Section 13 or Section 15(d) of the Act. Yes o No  x

Indicate by check mark whether the registrant (1) has filed all reports required to be filed by Section 13 or 15(d) of the Securities Exchange Act of 1934 during the preceding 12 months (or for such shorter period that the registrant was required to file such reports), and (2) has been subject to such filing requirements for the past 90 days. Yes  x     No  o

Indicate by check mark whether the registrant has submitted electronically and posted on its corporate Web site, if any, every Interactive Data File required to be submitted and posted pursuant to Rule 405 of Regulation S-T (§232.405 of this chapter) during the preceding 12 months (or for such shorter period that the registrant was required to submit and post such files). Yes x   No  o

Indicate by check mark if disclosure of delinquent filers pursuant to Item 405 of Regulation S-K (§229.405 of this chapter) is not contained herein, and will not be contained, to the best of registrant's knowledge, in definitive proxy or information statements incorporated by reference in Part III of this Form 10-K or any amendment to this Form 10-K. x

Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer, a non-accelerated filer, or a smaller reporting company. See the definitions of "large accelerated filer," "accelerated filer" and "smaller reporting company" in Rule 12b-2 of the Exchange Act.

Large accelerated filer  x

Accelerated filer  o

Non-accelerated filer  o

 (Do not check if a smaller reporting company)

Smaller reporting company  o

Indicate by check mark whether the registrant is a shell company (as defined in Rule 12b-2 of the Exchange Act). Yes  o     No  x

The aggregate market value of Citigroup Inc. common stock held by non-affiliates of Citigroup Inc. on June 30, 2016 was approximately $123.0 billion.

Number of shares of Citigroup Inc. common stock outstanding on January 31, 2017 : 2,770,709,339

Documents Incorporated by Reference: Portions of the registrant's proxy statement for the annual meeting of stockholders scheduled to be held on April 25, 2017, are incorporated by reference in this Form 10-K in response to Items 10, 11, 12, 13 and 14 of Part III.

Available on the web at www.citigroup.com



FORM 10-K CROSS-REFERENCE INDEX


Item Number

Page

Part I

1.

Business

2–30, 120–122,

125, 152,

306–307

1A.

Risk Factors

54–62

1B.

Unresolved Staff Comments

Not Applicable

2.

Properties

306–307

3.

Legal Proceedings-See Note 27 to the Consolidated Financial Statements

283–291

4.

Mine Safety Disclosures

Not Applicable

Part II

5.

Market for Registrant's Common Equity, Related Stockholder Matters, and Issuer Purchases of Equity Securities

134–135, 157–159, 308

6.

Selected Financial Data

8–9

7.

Management's Discussion and Analysis of Financial Condition and Results of Operations

5–32, 64–119

7A.

Quantitative and Qualitative Disclosures About Market Risk

64–119, 153–155, 179–219, 222–275

8.

Financial Statements and Supplementary Data

129–305

9.

Changes in and Disagreements with Accountants on Accounting and Financial Disclosure

Not Applicable

9A.

Controls and Procedures

123–124

9B.

Other Information

Not Applicable

Part III

10.

Directors, Executive Officers and Corporate Governance

310–311*

11.

Executive Compensation

**

12.

Security Ownership of Certain Beneficial Owners and Management and Related Stockholder Matters

***

13.

Certain Relationships and Related Transactions and Director Independence

****

14.

Principal Accountant Fees and Services

*****

Part IV

15.

Exhibits and Financial Statement Schedules

313–317


*

For additional information regarding Citigroup's Directors, see "Corporate Governance," "Proposal 1: Election of Directors" and "Section 16(a) Beneficial Ownership Reporting Compliance" in the definitive Proxy Statement for Citigroup's Annual Meeting of Stockholders scheduled to be held on April 25, 2017, to be filed with the SEC (the Proxy Statement), incorporated herein by reference.

**

See "Compensation Discussion and Analysis," "The Personnel and Compensation Committee Report," and "2016 Summary Compensation Table and Compensation Information"

in the Proxy Statement, incorporated herein by reference.

***

See "About the Annual Meeting," "Stock Ownership," and "Equity Compensation Plan Information" in the Proxy Statement, incorporated herein by reference.

****

See "Corporate Governance-Director Independence," "-Certain Transactions and Relationships, Compensation Committee Interlocks and Insider Participation," and "-Indebtedness" in the Proxy Statement, incorporated herein by reference.

*****

See "Proposal 2: Ratification of Selection of Independent Registered Public Accounting Firm" in the Proxy Statement, incorporated herein by reference.




CITIGROUP'S

2016

ANNUAL REPORT ON FORM 10-K

OVERVIEW

2

MANAGEMENT'S DISCUSSION AND

  ANALYSIS OF FINANCIAL CONDITION AND

  RESULTS OF OPERATIONS

5

Executive Summary

5

Summary of Selected Financial Data

8

SEGMENT AND BUSINESS-INCOME (LOSS)

  AND REVENUES

10

SEGMENT BALANCE SHEET

12

CITICORP

13

Global Consumer Banking

14

North America GCB

16

Latin America GCB

19

Asia GCB

21

Institutional Clients Group

23

Corporate/Other

28

CITI HOLDINGS

29

OFF-BALANCE SHEET

  ARRANGEMENTS

31

CONTRACTUAL OBLIGATIONS

32

CAPITAL RESOURCES

33

RISK FACTORS

54

Managing Global Risk Table of Contents

63

MANAGING GLOBAL RISK

64

SIGNIFICANT ACCOUNTING POLICIES AND

  SIGNIFICANT ESTIMATES

120

DISCLOSURE CONTROLS AND

  PROCEDURES

123

MANAGEMENT'S ANNUAL REPORT ON

  INTERNAL CONTROL OVER FINANCIAL

  REPORTING

124

FORWARD-LOOKING STATEMENTS

125

REPORT OF INDEPENDENT REGISTERED

  PUBLIC ACCOUNTING FIRM-INTERNAL

  CONTROL OVER FINANCIAL REPORTING

126

REPORT OF INDEPENDENT REGISTERED

  PUBLIC ACCOUNTING FIRM-

  CONSOLIDATED FINANCIAL STATEMENTS

127

FINANCIAL STATEMENTS AND NOTES

  TABLE OF CONTENTS

128

CONSOLIDATED FINANCIAL STATEMENTS

129

NOTES TO CONSOLIDATED FINANCIAL

  STATEMENTS

138

FINANCIAL DATA SUPPLEMENT

305

SUPERVISION, REGULATION AND OTHER

306

CORPORATE INFORMATION

310

Citigroup Executive Officers

310

Citigroup Board of Directors

311


1


OVERVIEW


Citigroup's history dates back to the founding of the City

Bank of New York in 1812.

Citigroup is a global diversified financial services holding company whose businesses provide consumers, corporations, governments and institutions with a broad, yet focused, range of financial products and services, including consumer banking and credit, corporate and investment banking, securities brokerage, trade and securities services and wealth management. Citi has approximately 200 million customer accounts and does business in more than 160 countries and jurisdictions.

At December 31, 2016 , Citi had approximately 219,000 full-time employees, compared to approximately 231,000 full-time employees at December 31, 2015 .

Citigroup currently operates, for management reporting purposes, via two primary business segments: Citicorp, consisting of Citi's Global Consumer Banking businesses and Institutional Clients Group ; and Citi Holdings, consisting of businesses and portfolios of assets that Citigroup has determined are not central to its core Citicorp businesses. For a further description of the business segments and the products and services they provide, see "Citigroup Segments" below, "Management's Discussion and Analysis of Financial Condition and Results of Operations" and Note 3 to the Consolidated Financial Statements.

Throughout this report, "Citigroup," "Citi" and "the Company" refer to Citigroup Inc. and its consolidated subsidiaries.

Additional information about Citigroup is available on Citi's website at www.citigroup.com . Citigroup's recent annual reports on Form 10-K, quarterly reports on Form 10-Q, proxy statements, as well as other filings with the U.S. Securities and Exchange Commission (SEC), are available free of charge through Citi's website by clicking on the "Investors" page and selecting "All SEC Filings." The SEC's website also contains current reports on Form 8-K and other information regarding Citi at www.sec.gov .

Certain reclassifications, including a realignment of certain businesses, have been made to the prior periods' financial statements to conform to the current period's presentation. For information on certain recent such reclassifications, see Note 3 to the Consolidated Financial Statements.


Please see "Risk Factors" below for a discussion of the most significant risks and uncertainties that could impact Citigroup's businesses, financial condition and results of operations.







2



As described above, Citigroup is managed pursuant to the following segments:

(Chart continues on next page.)


3




The following are the four regions in which Citigroup operates. The regional results are fully reflected in the segment results above.

*

As announced in April 2016, beginning in the first quarter of 2017, the remaining businesses and portfolios of assets in Citi Holdings will be reported as part of Corporate/Other and Citi Holdings will cease to be a separately reported business segment. For additional information, see "Citicorp" and "Citi Holdings" below. Citi intends to release a revised Quarterly Financial Data Supplement reflecting this realignment prior to the release of its first quarter of 2017 earnings.


(1)

Asia GCB includes the results of operations of GCB activities in certain EMEA countries for all periods presented.

(2)

North Americ a includes the U.S., Canada and Puerto Rico, Latin America includes Mexico and Asia includes Japan.



4


MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION

AND RESULTS OF OPERATIONS


EXECUTIVE SUMMARY


As described further throughout this Executive Summary, Citi's full year 2016 results of operations reflected solid overall performance and underlying momentum across the franchise, including in several businesses where Citi has been making investments, such as its North America Citi-branded cards business. Citi also continued to demonstrate strong expense discipline, resulting in a Citicorp operating efficiency ratio of 58% in 2016.

In Global Consumer Banking (GCB) , results for the North America Citi-branded cards business reflected the acquisition of the Costco portfolio (late in the second quarter of 2016), but also modest growth in average loans and purchase sales in the remainder of the portfolio. International GCB results reflected revenue growth and positive operating leverage in Mexico, and Citi announced its $1 billion investment in Mexico to be completed by 2020 where it believes it has the opportunity to build upon its strong brand position and scale to lead to improved returns. In Institutional Clients Group (ICG) , Citi generated year-over-year revenue growth, despite the challenging market conditions in the first quarter of 2016 and the volatility in the energy sector earlier in the year.

In Citicorp, loans increased 4% and deposits increased 3%. Excluding the impact of foreign currency translation into U.S. dollars for reporting purposes (FX translation), Citicorp loans increased 6% and deposits increased 5%. (Citi's results of operations excluding the impact of FX translation are non-GAAP financial measures. Citi believes the presentation of its results of operations excluding the impact of FX translation provides a meaningful depiction for investors of the underlying fundamentals of its businesses.) Credit quality remained broadly favorable in every region.

2016 was an important year for Citi in several additional respects. First, Citi Holdings will no longer be reported separately (it will be reported as part of Corporate/Other beginning in the first quarter of 2017). At its peak, Citi Holdings had over $800 billion in assets and in certain quarters generated significant losses. As of December 31, 2016, Citi Holdings' assets of $54 billion constituted only approximately 3% of Citigroup's GAAP assets, and with $87 million of net income in the fourth quarter of 2016, Citi Holdings was profitable for ten consecutive quarters. Accordingly, the results of operations and financial condition of Citigroup are now driven by the core Citicorp franchise.

Second, Citi increased the amount of capital it returned to shareholders during 2016 while at the same time increasing its key regulatory capital metrics (see "Capital Resources" below). During 2016, Citi returned nearly $11.0 billion of capital to common shareholders in the form of dividends and the repurchase of 196 million common shares, including the additional $1.75 billion increase to its common stock repurchase program announced in November 2016. And third, while Citi has more work to do, Citi achieved a significant milestone during 2016 when it received feedback from the

Federal Reserve Board and FDIC that neither agency had found deficiencies in Citi's 2015 resolution plan.

Going into 2017, while economic sentiment has improved, there continues to be much uncertainty, primarily as a result of a new U.S. presidential administration and policies and the anticipated beginning of the exit of the U.K. from the European Union. For a more detailed discussion of the risks and uncertainties that could impact Citi's businesses, results of operations and financial condition during 2017, see each respective business's results of operations, "Risk Factors" and "Managing Global Risk" below. Despite these uncertainties, Citi intends to continue to build on the progress made during 2016 with a focus on further optimizing its performance to benefit shareholders.


2016 Summary Results


Citigroup

Citigroup reported net income of $14.9 billion, or $4.72 per share, compared to $17.2 billion, or $5.40 per share, in the prior year. Results in 2015 included $254 million ($162 million after-tax) of CVA/DVA.

Excluding the impact of CVA/DVA in 2015, Citigroup reported net income of $14.9 billion for 2016, or $4.72 per share, compared to $17.1 billion, or $5.35 per share, in the prior year. (Citi's results of operations excluding the impact of CVA/DVA are non-GAAP financial measures. Citi excludes the impact of CVA/DVA from results for 2015 for consistency with the current year's presentation.) The 13% decrease in net income from the prior year was primarily driven by lower revenues, largely due to the decline in Citi Holdings, partially offset by lower expenses and lower credit costs.

Citi's revenues were $69.9 billion in 2016, a decrease of 8% from the prior year, driven by a 2% decline in Citicorp and a 57% decline in Citi Holdings. Excluding CVA/DVA in 2015 and the impact of FX translation (which increased the reported decline in revenues versus the prior year by approximately $1.7 billion), Citigroup revenues decreased 6% from the prior year, driven by a 56% decrease in Citi Holdings, partially offset by a 1% increase in Citicorp revenues.

As previously announced, in January 2017, Citi signed agreements to effectively exit its U.S. mortgage servicing operations by the end of 2018 and intensify its focus on originations. These transactions are expected to negatively impact Citi's pretax earnings by approximately $400 million, including a loss on sale and certain related transaction costs, in the first quarter of 2017. For additional information on these transactions, see Note 29 to the Consolidated Financial Statements.


Expenses

Citigroup expenses decreased 5% versus the prior year as significantly lower expenses in Citi Holdings, efficiency savings and a benefit from the impact of FX translation were partially offset by ongoing investments in Citicorp (including those referenced above). FX translation increased the reported



5


decline in expenses versus the prior year period by approximately $1.2 billion.

Citicorp expenses increased 1%, reflecting the ongoing investments in the franchise, partially offset by efficiency savings and the benefit from the impact of FX translation.

Citi Holdings' expenses were $3.2 billion, down 43% from the prior year, primarily driven by sales and run-off of Citi Holdings assets and lower legal and repositioning costs.



Credit Costs

Citi's total provisions for credit losses and for benefits and claims of $7.0 billion decreased 12% from the prior year. The decrease was driven by a decrease in net credit losses and a lower provision for benefits and claims due to lower insurance-related business activity within Citi Holdings, partially offset by a net loan loss reserve build, largely driven by North America cards within Citicorp, compared to a net loan loss reserve release in the prior year.

Net credit losses of $6.6 billion declined 10% versus the prior year. Consumer net credit losses declined 14% to

$6.1 billion, mostly reflecting continued improvement in the

North America mortgage portfolio and ongoing divestiture activity within Citi Holdings, partially offset by higher net credit losses in North America cards in Citicorp due to volume growth. Corporate net credit losses increased $267 million to $511 million, mostly related to the energy portfolio in the first half of 2016, with a vast majority of the corporate net credit losses offset by releases of previously established loan loss reserves (for additional information, see " Institutional Clients Group " and "Credit Risk-Corporate Credit" below).

The net build of allowance for loan losses and unfunded lending commitments was $217 million in 2016, compared to a $120 million release in 2015. Citicorp's net reserve build was $680 million, compared to a net loan loss reserve build of $358 million in 2015. The larger net reserve build in 2016 was primarily related to the North America cards franchise, driven primarily by the impact of the Costco portfolio acquisition, volume growth and seasoning and the absence of reserve releases that occurred in 2015 as credit normalized (see " Global Consumer Banking - North America GCB " below), partially offset by a net reserve release in ICG . Overall, Citi expects its credit costs will likely be higher in 2017 as compared to 2016, driven by loan growth and seasoning.

For additional information on Citi's consumer and corporate credit costs and allowance for loan losses, see "Credit Risk" below.


Capital

Citigroup's Tier 1 Capital and Common Equity Tier 1 Capital ratios, on a fully implemented basis, were 14.2% and 12.6% as of December 31, 2016, respectively, compared to 13.5% and 12.1% as of December 31, 2015 (all based on the Basel III Advanced Approaches for determining risk-weighted assets). Citigroup's Supplementary Leverage ratio as of December 31, 2016, on a fully implemented basis, was 7.2%, compared to 7.1% as of December 31, 2015. For additional information on Citi's capital ratios and related components, including the

impact of Citi's DTAs on its capital ratios, see "Capital Resources" below.


Citicorp

Citicorp net income decreased 12% from the prior year to $14.3 billion. CVA/DVA, recorded in ICG , was $269 million ($172 million after-tax) in 2015 (for a summary of CVA/DVA by business within ICG , see " Institutional Clients Group " below). Excluding CVA/DVA in 2015, Citicorp's net income decreased 11% from the prior year, primarily driven by lower revenues, higher expenses and higher credit costs.

Citicorp revenues decreased 2% from the prior year to $66.0 billion, reflecting a 2% decline in GCB revenues and lower revenues in Corporate/Other as ICG revenues were largely unchanged. As referenced above, excluding CVA/DVA in 2015 and the impact of FX translation, Citicorp's revenues increased 1% versus the prior year, as growth in the GCB and ICG franchises were partially offset by lower revenues in Corporate/Other .

GCB revenues of $31.8 billion decreased 2% versus the prior year. Excluding the impact of FX translation, GCB revenues increased 1%, as increases in North America GCB and Latin America GCB were partially offset by a decrease in Asia GCB . North America GCB revenues increased 1% to $20.0 billion, as higher revenues in Citi-branded cards were partially offset by lower retail banking revenues. Citi-branded cards revenues of $8.2 billion were up 5% versus the prior year, mostly reflecting the addition of the Costco portfolio. Citi retail services revenues of $6.4 billion were largely unchanged versus the prior year, as the impact of previously disclosed renewals and extension of several partnerships as well as the absence of revenues from portfolio exits was offset by modest growth in average loans. Retail banking revenues decreased 3% from the prior year to $5.3 billion. Excluding the previously disclosed $110 million gain on the sale of branches in Texas in the prior year, retail banking revenues decreased 1% reflecting lower mortgage revenues, partially offset by higher average loans and checking deposits.

North America GCB average deposits of $183 billion increased 1% year-over-year and average retail loans of $54 billion grew 9%. Average Citi retail services loans of $44 billion increased 1% versus the prior year while retail services purchase sales of $80 billion were unchanged versus the prior year. Average Citi-branded card loans of $73 billion increased 14%, while Citi-branded card purchase sales of $251 billion increased 37% versus the prior year, each including the impact of the Costco portfolio acquisition. For additional information on the results of operations of North America GCB for 2016, see " Global Consumer Banking - North America GCB " below.

International GCB revenues (consisting of Latin America GCB and Asia GCB (which includes the results of operations of GCB activities in certain EMEA countries)) decreased 8% versus the prior year to $11.8 billion, driven by a decline in Latin America GCB (14%) and Asia GCB (2%). Excluding the impact of FX translation, international GCB revenues were unchanged versus the prior year. Latin America GCB revenues increased 1% versus the prior year , as increases in average loan and deposit balances were partially offset by the



6


absence of the previously disclosed $160 million gain (excluding the impact of FX translation, $180 million as reported) related to the sale of Citi's merchant acquiring business in Mexico in the third quarter of 2015.

Asia GCB revenues declined 1% versus the prior year, reflecting lower wealth management revenues driven by weak investor sentiment in early 2016, partially offset by growth in cards revenues. For additional information on the results of operations of Latin America GCB and Asia GCB for 2016, including the impact of FX translation, see " Global Consumer Banking " below. Year-over-year, international GCB average deposits of $117 billion increased 6%, average retail loans of $86 billion decreased 1%, investment assets under management were largely unchanged, average card loans of $23 billion increased 1% and card purchase sales of $90 billion increased 3%, all excluding the impact of FX translation.

ICG revenues were $33.9 billion in 2016, largely unchanged from the prior year as a 4% increase in Markets and securities services was offset by a 5% decrease in Banking revenues (including the impact of $594 of million mark-to-market losses on hedges related to accrual loans within corporate lending, compared to gains of $324 million in the prior year). Excluding CVA/DVA in 2015 and the impact of mark-to-market gains (losses) on loan hedges, ICG revenues increased 3% from the prior year to $34.4 billion, driven by 6% growth in Markets and securities services and 1% growth in Banking revenues.

Banking revenues of $17.1 billion (excluding CVA/DVA in 2015 and the impact of mark-to-market gains (losses) on hedges), were up 1% compared to the prior year, as growth in treasury and trade solutions and private bank were partially offset by lower investment banking revenues. Investment banking revenues of $4.3 billion decreased 6% versus the prior year. Advisory revenues decreased 9% to $1.0 billion, primarily reflecting lower activity during the first half of 2016. Debt underwriting revenues increased 5% to $2.7 billion, as the continued low interest rate environment resulted in strong industry-wide activity in 2016, while equity underwriting revenues decreased 31% to $628 million, largely reflecting an industry-wide slowdown in activity during the year.

Private bank revenues increased 3% (3% excluding CVA/DVA in 2015) to $3.0 billion from the prior year, driven by loan growth and improved deposit spreads, partially offset by lower capital markets activity. Corporate lending revenues declined 46% to $1.2 billion, including $594 million of mark-to-market losses on hedges related to accrual loans compared to a $324 million gain in the prior year. Excluding the mark-to-market impact of loan hedges, corporate lending revenues decreased 3% versus the prior year, primarily driven by a lease financing adjustment in the second quarter of 2016, lower spreads and higher hedging costs. Treasury and trade solutions revenues of $8.1 billion increased 4% versus the prior year. Excluding the impact of FX translation, treasury and trade solutions revenues increased 8%, reflecting continued growth in transaction volumes and fee growth.

Markets and securities services revenues of $17.3 billion, excluding CVA/DVA in 2015, increased 6% from the prior year. Fixed income markets revenues of $13.0 billion

increased 13% (15% excluding CVA/DVA in 2015) from the prior year, driven by growth in both rates and currencies and spread products. Equity markets revenues of $2.9 billion decreased 10% (9% excluding CVA/DVA in 2015) from the prior year, reflecting an industry-wide slowdown in client activity. Securities services revenues of $2.2 billion increased 1% versus the prior year. Excluding the impact of FX translation, securities services revenues increased 5% as increased client activity, higher deposit volumes and improved spreads more than offset the absence of revenues from divested businesses. For additional information on the results of operations of ICG for 2016, see " Institutional Clients Group " below.

Corporate/Other revenues decreased to $410 million from $908 million in the prior year, primarily reflecting the absence of gains from real estate and other asset sales and the equity contribution related to Citi's stake in China Guangfa Bank, which was divested in the third quarter of 2016. For additional information on the results of operations of Corporate/Other for 2016, see " Corporate/Other " below.

Citicorp end-of-period loans increased 4% to $591 billion from the prior year, driven by a 5% increase in consumer loans and a 3% increase in corporate loans. Excluding the impact of FX translation, Citicorp loans grew 6%, with 8% growth in consumer loans and 4% growth in corporate loans.


Citi Holdings

Citi Holdings' net income was $600 million in 2016, compared to $974 million in the prior year. CVA/DVA was negative $15 million (negative $10 million after-tax) in 2015. Excluding the impact of CVA/DVA in the prior year, Citi Holdings' net income was $600 million, compared to $984 million in the prior year, primarily reflecting lower revenues, partially offset lower expenses and lower credit costs. Citi does not expect the same level of net income from Citi Holdings to recur in 2017.

Citi Holdings' revenues were $3.9 billion, down 57% from the prior year. Excluding CVA/DVA in 2015, Citi Holdings' revenues also decreased 57% to $3.9 billion from the prior year, mainly reflecting continued reductions in Citi Holdings assets and lower net gains on asset sales. For additional information on the results of operations of Citi Holdings for 2016, see "Citi Holdings" below.

As noted above, at the end of 2016, Citi Holdings' assets were $54 billion, 33% below the prior year, and represented approximately 3% of Citi's total GAAP assets. Citi Holdings' risk-weighted assets were $104 billion as of December 31, 2016, a decrease of 25% from the prior year, and represented 9% of Citi's risk-weighted assets under Basel III (based on the Advanced Approaches for determining risk-weighted assets).





7


RESULTS OF OPERATIONS

SUMMARY OF SELECTED FINANCIAL DATA-PAGE 1

Citigroup Inc. and Consolidated Subsidiaries

In millions of dollars, except per-share amounts and ratios

2016

2015

2014

2013

2012

Net interest revenue

$

45,104


$

46,630


$

47,993


$

46,793


$

46,686


Non-interest revenue

24,771


29,724


29,226


29,931


22,844


Revenues, net of interest expense

$

69,875


$

76,354


$

77,219


$

76,724


$

69,530


Operating expenses

41,416


43,615


55,051


48,408


50,036


Provisions for credit losses and for benefits and claims

6,982


7,913


7,467


8,514


11,329


Income from continuing operations before income taxes

$

21,477


$

24,826


$

14,701


$

19,802


$

8,165


Income taxes

6,444


7,440


7,197


6,186


397


Income from continuing operations

$

15,033


$

17,386


$

7,504


$

13,616


$

7,768


Income (loss) from discontinued operations, net of taxes (1)

(58

)

(54

)

(2

)

270


(58

)

Net income before attribution of noncontrolling interests

$

14,975


$

17,332


$

7,502


$

13,886


$

7,710


Net income attributable to noncontrolling interests

63


90


192


227


219


Citigroup's net income

$

14,912


$

17,242


$

7,310


$

13,659


$

7,491


Less:

Preferred dividends-Basic

$

1,077


$

769


$

511


$

194


$

26


Dividends and undistributed earnings allocated to employee restricted and deferred shares that contain nonforfeitable rights to dividends, applicable to basic EPS

195


224


111


263


164


Income allocated to unrestricted common shareholders for basic EPS

$

13,640


$

16,249


$

6,688


$

13,202


$

7,301


Add: Other adjustments to income

-


-


1


1


10


Income allocated to unrestricted common shareholders for diluted EPS

$

13,640


$

16,249


$

6,689


$

13,203


$

7,311


Earnings per share

Basic

Income from continuing operations

$

4.74


$

5.43


$

2.21


$

4.26


$

2.51


Net income

4.72


5.41


2.21


4.35


2.49


Diluted

Income from continuing operations

$

4.74


$

5.42


$

2.20


$

4.25


$

2.44


Net income

4.72


5.40


2.20


4.34


2.42


Dividends declared per common share

0.42


0.16


0.04


0.04


0.04



Statement continues on the next page, including notes to the table.


8


SUMMARY OF SELECTED FINANCIAL DATA-PAGE 2

Citigroup Inc. and Consolidated Subsidiaries

In millions of dollars, except per-share amounts, ratios and direct staff

2016

2015

2014

2013

2012

At December 31:

Total assets

$

1,792,077


$

1,731,210


$

1,842,181


$

1,880,035


$

1,864,328


Total deposits

929,406


907,887


899,332


968,273


930,560


Long-term debt

206,178


201,275


223,080


221,116


239,463


Citigroup common stockholders' equity

205,867


205,139


199,717


197,254


186,155


Total Citigroup stockholders' equity

225,120


221,857


210,185


203,992


188,717


Direct staff (in thousands)

219


231


241


251


259


Performance metrics

Return on average assets

0.82

%

0.95

%

0.39

%

0.73

%

0.39

%

Return on average common stockholders' equity (2)

6.6


8.1


3.4


7.0


4.1


Return on average total stockholders' equity (2)

6.5


7.9


3.5


6.9


4.1


Efficiency ratio (Total operating expenses/Total revenues)

59


57


71


63


72


Basel III ratios-full implementation

Common Equity Tier 1 Capital (3)

12.57

%

12.07

%

10.57

%

10.57

%

8.72

%

Tier 1 Capital (3)

14.24


13.49


11.45


11.23


9.03


Total Capital (3)

16.24


15.30


12.80


12.64


10.81


Supplementary Leverage ratio (4)

7.22


7.08


5.94


5.42


N/A


Citigroup common stockholders' equity to assets

11.49

%

11.85

%

10.84

%

10.49

%

9.99

%

Total Citigroup stockholders' equity to assets

12.56


12.82


11.41


10.85


10.12


Dividend payout ratio (5)

8.9


3.0


1.8


0.9


1.7


Book value per common share

$

74.26


$

69.46


$

66.05


$

65.12


$

61.46


Tangible book value (TBV) per share (6)

$

64.57


$

60.61


$

56.71


$

55.19


$

51.08


Ratio of earnings to fixed charges and preferred stock dividends

2.54x

2.89x


2.00x


2.18x


1.39x


(1)

See Note 2 to the Consolidated Financial Statements for additional information on Citi's discontinued operations.

(2)

The return on average common stockholders' equity is calculated using net income less preferred stock dividends divided by average common stockholders' equity. The return on average total Citigroup stockholders' equity is calculated using net income divided by average Citigroup stockholders' equity.

(3)

Citi's regulatory capital ratios reflect full implementation of the U.S. Basel III rules. Risk-weighted assets are based on the Basel III Advanced Approaches for determining total risk-weighted assets.

(4)

Citi's Supplementary Leverage ratio reflects full implementation of the U.S. Basel III rules.

(5) Dividends declared per common share as a percentage of net income per diluted share.

(6) For information on TBV, see "Capital Resources-Tangible Common Equity, Tangible Book Value Per Share, Book Value Per Share and Returns on Equity" below.

N/A Not Applicable




9


SEGMENT AND BUSINESS-INCOME (LOSS) AND REVENUES

CITIGROUP INCOME

In millions of dollars

2016

2015

2014

% Change 
 2016 vs. 2015

% Change 
 2015 vs. 2014

Income (loss) from continuing operations

CITICORP

Global Consumer Banking

North America

$

3,356


$

4,311


$

4,488


(22

)%

(4

)%

Latin America

669


868


993


(23

)

(13

)

Asia (1)

1,083


1,197


$

1,221


(10

)

(2

)

Total

$

5,108


$

6,376


$

6,702


(20

)%

(5

)%

Institutional Clients Group

North America

$

3,678


$

3,517


$

4,155


5

 %

(15

)%

EMEA

2,476


2,340


2,060


6


14


Latin America

1,481


1,393


1,401


6


(1

)

Asia

2,293


2,279


2,029


1


12


Total

$

9,928


$

9,529


$

9,645


4

 %

(1

)%

Corporate/Other

$

(609

)

$

496


$

(5,373

)

NM


NM


Total Citicorp

$

14,427


$

16,401


$

10,974


(12

)%

49

 %

Citi Holdings

$

606


$

985


$

(3,470

)

(38

)%

NM


Income from continuing operations

$

15,033


$

17,386


$

7,504


(14

)%

NM


Discontinued operations

$

(58

)

$

(54

)

$

(2

)

(7

)%

NM


Net income attributable to noncontrolling interests

63


90


192


(30

)%

(53

)%

Citigroup's net income

$

14,912


$

17,242


$

7,310


(14

)%

NM



(1)

Asia GCB includes the results of operations of GCB activities in certain EMEA countries for all periods presented.

NM Not meaningful


10


CITIGROUP REVENUES

In millions of dollars

2016

2015

2014

% Change 
 2016 vs. 2015

% Change 
 2015 vs. 2014

CITICORP

Global Consumer Banking

North America

$

19,956


$

19,718


$

19,948


1

 %

(1

)%

Latin America

4,969


5,770


6,557


(14

)

(12

)

Asia (1)

6,838


7,007


7,791


(2

)

(10

)

Total

$

31,763


$

32,495


$

34,296


(2

)%

(5

)%

Institutional Clients Group

North America

$

12,817


$

12,980


$

13,002


(1

)%

-

 %

EMEA

10,029


9,958


9,511


1


5


Latin America

4,026


4,051


4,218


(1

)

(4

)

Asia

6,978


7,002


6,581


-


6


Total

$

33,850


$

33,991


$

33,312


-

 %

2

 %

Corporate/Other

$

410


$

908


$

303


(55

)%

NM


Total Citicorp

$

66,023


$

67,394


$

67,911


(2

)%

(1

)%

Citi Holdings

$

3,852


$

8,960


$

9,308


(57

)%

(4

)%

Total Citigroup net revenues

$

69,875


$

76,354


$

77,219


(8

)%

(1

)%

(1)

Asia GCB includes the results of operations of GCB activities in certain EMEA countries for all periods presented.

NM Not meaningful



11


SEGMENT BALANCE SHEET

(1)

In millions of dollars

Global

Consumer

Banking

Institutional

Clients

Group

Corporate/Other

and

consolidating

eliminations (2)

Subtotal

Citicorp

Citi

Holdings

Citigroup

Parent

company-

issued

long-term

debt and

stockholders'

equity (3)

Total

Citigroup

consolidated

Assets

Cash and deposits with banks

$

9,779


$

63,697


$

86,559


$

160,035


$

459


$

-


$

160,494


Federal funds sold and securities borrowed or purchased under agreements to resell

219


236,078


-


236,297


516


-


236,813


Trading account assets

6,511


234,322


727


241,560


2,365


-


243,925


Investments

9,499


114,044


225,239


348,782


4,522


-


353,304


Loans, net of unearned income and

allowance for loan losses

284,089


296,215


-


580,304


32,005


-


612,309


Other assets

41,922


87,940


42,988


172,850


12,382


-


185,232


Liquidity assets (4)

61,046


243,483


(306,049

)

(1,520

)

1,520


-


-


Total assets

$

413,065


$

1,275,779


$

49,464


$

1,738,308


$

53,769


$

-


$

1,792,077


Liabilities and equity

Total deposits

$

301,336


$

610,368


$

15,495


$

927,199


$

2,207


$

-


$

929,406


Federal funds purchased and securities loaned or sold under agreements to repurchase

4,120


137,658


-


141,778


43


-


141,821


Trading account liabilities

16


138,601


46


138,663


382


-


139,045


Short-term borrowings

458


18,242


12,001


30,701


-


-


30,701


Long-term debt (3)

1,194


31,626


22,176


54,996


3,849


147,333


206,178


Other liabilities

18,827


77,961


16,272


113,060


5,723


-


118,783


Net inter-segment funding (lending) (3)

87,114


261,323


(17,549

)

330,888


41,565


(372,453

)

-


Total liabilities

$

413,065


$

1,275,779


$

48,441


$

1,737,285


$

53,769


$

(225,120

)

$

1,565,934


Total equity (5)

-


-


1,023


1,023


-


225,120


226,143


Total liabilities and equity

$

413,065


$

1,275,779


$

49,464


$

1,738,308


$

53,769


$

-


$

1,792,077



(1)

The supplemental information presented in the table above reflects Citigroup's consolidated GAAP balance sheet by reporting segment as of December 31, 2016 . The respective segment information depicts the assets and liabilities managed by each segment as of such date.

(2)

Consolidating eliminations for total Citigroup and Citigroup parent company assets and liabilities are recorded within Corporate/Other.

(3)

The total stockholders' equity and the majority of long-term debt of Citigroup reside in the Citigroup parent company Consolidated Balance Sheet. Citigroup allocates stockholders' equity and long-term debt to its businesses through inter-segment allocations as shown above.

(4)

Represents the attribution of Citigroup's liquidity assets (primarily consisting of cash and available-for-sale securities) to the various businesses based on Liquidity Coverage Ratio (LCR) assumptions.

(5)

Citicorp equity represents noncontrolling interests.



12


CITICORP

Citicorp is Citigroup's global bank for consumers and businesses and represents Citi's core franchises. Citicorp is focused on providing best-in-class products and services to customers and leveraging Citigroup's unparalleled global network, including many of the world's emerging economies. Citicorp is physically present in 97 countries and jurisdictions, many for over 100 years, and offers services in over 160 countries and jurisdictions. Citi believes this global network provides a strong foundation for servicing the broad financial services needs of its large multinational clients and for meeting the needs of retail, private banking, commercial, public sector and institutional clients around the world.

Citicorp consists of the following operating businesses: Global Consumer Banking (which consists of consumer banking businesses in North America, Latin America (consisting of Citi's consumer banking businesses in Mexico) and Asia ) and Institutional Clients Group (which includes Banking and Markets and securities services ). Citicorp also includes Corporate/Other . At December 31, 2016, Citicorp had approximately $1.7 trillion of assets and $927 billion of deposits, representing approximately 97% of Citi's total assets and nearly100% of Citi's total deposits.

As announced in April 2016, beginning in the first quarter of 2017, the remaining businesses and portfolios of assets in Citi Holdings will be reported as part of Corporate/Other and Citi Holdings will cease to be a separately reported business segment. These businesses and assets, consisting of approximately $54 billion of assets, $33 billion of loans and $2 billion of deposits, contributed approximately $3.9 billion of revenues, $3.2 billion of expenses and net income of $600 million in 2016. For additional information, see "Citigroup Segments" above and "Citi Holdings" below.


In millions of dollars except as otherwise noted

2016

2015

2014

% Change 
 2016 vs. 2015

% Change 
 2015 vs. 2014

Net interest revenue

$

43,066


$

42,173


$

42,436


2

 %

(1

)%

Non-interest revenue

22,957


25,221


25,475


(9

)

(1

)

Total revenues, net of interest expense

$

66,023


$

67,394


$

67,911


(2

)%

(1

)%

Provisions for credit losses and for benefits and claims

Net credit losses

$

6,128


$

5,966


$

6,787


3

 %

(12

)%

Credit reserve build (release)

643


261


(1,225

)

NM


NM


Provision for loan losses

$

6,771


$

6,227


$

5,562


9

 %

12

 %

Provision for benefits and claims

105


107


145


(2

)

(26

)

Provision for unfunded lending commitments

37


97


(151

)

(62

)

NM


Total provisions for credit losses and for benefits and claims

$

6,913


$

6,431


$

5,556


7

 %

16

 %

Total operating expenses

$

38,245


$

38,044


$

44,192


1

 %

(14

)%

Income from continuing operations before taxes

$

20,865


$

22,919


$

18,163


(9

)%

26

 %

Income taxes

6,438


6,518


7,189


(1

)

(9

)

Income from continuing operations

$

14,427


$

16,401


$

10,974


(12

)%

49

 %

Income (loss) from discontinued operations, net of taxes

(58

)

(54

)

(2

)

(7

)

NM


Noncontrolling interests

57


79


186


(28

)

(58

)

Net income

$

14,312


$

16,268


$

10,786


(12

)%

51

 %

Balance Sheet data (in billions of dollars)

Total end-of-period (EOP) assets

$

1,738


$

1,650


$

1,704


5

 %

(3

)%

Average assets

1,741


1,705


1,743


2


(2

)

Return on average assets

0.82

%

0.95

%

0.62

%

Efficiency ratio

58


56


65


Total EOP loans

$

591


$

569


$

559


4


2


Total EOP deposits

927


898


878


3


2


NM Not meaningful



13


GLOBAL CONSUMER BANKING

Global Consumer Banking (GCB) provides traditional banking services to retail customers through retail banking, including commercial banking, and Citi-branded cards and Citi retail services (for additional information on these businesses, see "Citigroup Segments" above). GCB is focused on its priority markets in the U.S., Mexico and Asia with 2,649 branches in 19 countries as of December 31, 2016. At December 31, 2016, GCB had approximately $413 billion of assets and $301 billion of deposits.

GCB's overall strategy is to leverage Citi's global footprint and seek to be the preeminent bank for the emerging affluent and affluent consumers in large urban centers. In credit cards and in certain retail markets, Citi serves customers in a somewhat broader set of segments and geographies.

In millions of dollars except as otherwise noted

2016

2015

2014

% Change 
 2016 vs. 2015

% Change 
 2015 vs. 2014

Net interest revenue

$

26,259


$

25,984


$

26,835


1

 %

(3

)%

Non-interest revenue

5,504


6,511


7,461


(15

)

(13

)

Total revenues, net of interest expense

$

31,763


$

32,495


$

34,296


(2

)%

(5

)%

Total operating expenses

$

17,516


$

17,220


$

18,681


2

 %

(8

)%

Net credit losses

$

5,612


$

5,752


$

6,512


(2

)%

(12

)%

Credit reserve build (release)

707


(393

)

(1,123

)

NM


65


Provision (release) for unfunded lending commitments

3


3


(25

)

-


NM


Provision for benefits and claims

105


107


145


(2

)

(26

)

Provisions for credit losses and for benefits and claims

$

6,427


$

5,469


$

5,509


18

 %

(1

)%

Income from continuing operations before taxes

$

7,820


$

9,806


$

10,106


(20

)%

(3

)%

Income taxes

2,712


3,430


3,404


(21

)

1


Income from continuing operations

$

5,108


$

6,376


$

6,702


(20

)%

(5

)%

Noncontrolling interests

7


10


24


(30

)

(58

)

Net income

$

5,101


$

6,366


$

6,678


(20

)%

(5

)%

Balance Sheet data (in billions of dollars)

Average assets

$

397


$

379


$

393


5

 %

(4

)%

Return on average assets

1.28

%

1.68

%

1.70

%

Efficiency ratio

55


53


54


Total EOP assets

$

413


$

381


$

393


8


(3

)

Average deposits

300


297


300


1


(1

)

Net credit losses as a percentage of average loans

2.00

%

2.11

%

2.32

%

Revenue by business

Retail banking

$

13,039


$

13,865


$

14,340


(6

)%

(3

)%

Cards (1)

18,724


18,630


19,956


1


(7

)

Total

$

31,763


$

32,495


$

34,296


(2

)%

(5

)%

Income from continuing operations by business

Retail banking

$

1,637


$

2,015


$

1,741


(19

)%

16

 %

Cards (1)

3,471


4,361


4,961


(20

)

(12

)

Total

$

5,108


$

6,376


$

6,702


(20

)%

(5

)%

Table continues on next page.



14


Foreign currency (FX) translation impact

Total revenue-as reported

$

31,763


$

32,495


$

34,296


(2

)%

(5

)%

Impact of FX translation (2)

-


(1,003

)

(2,532

)

Total revenues-ex-FX (3)

$

31,763


$

31,492


$

31,764


1

 %

(1

)%

Total operating expenses-as reported

$

17,516


$

17,220


$

18,681


2

 %

(8

)%

Impact of FX translation (2)

-


(465

)

(1,441

)

Total operating expenses-ex-FX (3)

$

17,516


$

16,755


$

17,240


5

 %

(3

)%

Total provisions for LLR & PBC-as reported

$

6,427


$

5,469


$

5,509


18

 %

(1

)%

Impact of FX translation (2)

-


(213

)

(613

)

Total provisions for LLR & PBC-ex-FX (3)

$

6,427


$

5,256


$

4,896


22

 %

7

 %

Net income-as reported

$

5,101


$

6,366


$

6,678


(20

)%

(5

)%

Impact of FX translation (2)

-


(243

)

(333

)

Net income-ex-FX (3)

$

5,101


$

6,123


$

6,345


(17

)%

(3

)%

(1)

Includes both Citi-branded cards and Citi retail services.

(2)

Reflects the impact of FX translation into U.S. dollars at the 2016 average exchange rates for all periods presented.

(3)

Presentation of this metric excluding FX translation is a non-GAAP financial measure.

NM Not meaningful



15


NORTH AMERICA GCB

North America GCB provides traditional retail banking, including commercial banking, and its Citi-branded cards and Citi retail services card products to retail customers and small to mid-size businesses, as applicable, in the U.S. North America GCB 's U.S. cards product portfolio includes its proprietary portfolio (including the Citi Double Cash, Thank You and Value cards) and co-branded cards (including, among others, American Airlines and Costco) within Citi-branded cards as well as its co-brand and private label relationships (including, among others, Sears, The Home Depot, Macy's and Best Buy) within Citi retail services.

As of December 31, 2016, North America GCB 's 723 retail bank branches are concentrated in the six key metropolitan areas of New York, Chicago, Miami, Washington, D.C., Los Angeles and San Francisco. Also as of December 31, 2016, North America GCB had approximately 10.5 million retail banking customer accounts, $55.3 billion of retail banking loans and $185.0 billion of deposits. In addition, North America GCB had approximately 120.6 million Citi-branded and Citi retail services credit card accounts with $133.3 billion in outstanding card loan balances.

In millions of dollars, except as otherwise noted

2016

2015

2014

% Change

2016 vs. 2015

% Change 
 2015 vs. 2014

Net interest revenue

$

18,327


$

17,609


$

17,329


4

 %

2

 %

Non-interest revenue

1,629


2,109


2,619


(23

)

(19

)

Total revenues, net of interest expense

$

19,956


$

19,718


$

19,948


1

 %

(1

)%

Total operating expenses

$

10,080


$

9,381


$

9,898


7

 %

(5

)%

Net credit losses

$

3,921


$

3,751


$

4,202


5

 %

(11

)%

Credit reserve build (release)

652


(337

)

(1,241

)

NM


73


Provision for unfunded lending commitments

6


7


(9

)

(14

)

NM


Provisions for benefits and claims

33


38


41


(13

)

(7

)

Provisions for credit losses and for benefits and claims

$

4,612


$

3,459


$

2,993


33

 %

16

 %

Income from continuing operations before taxes

$

5,264


$

6,878


$

7,057


(23

)%

(3

)%

Income taxes

1,908


2,567


2,569


(26

)

-


Income from continuing operations

$

3,356


$

4,311


$

4,488


(22

)%

(4

)%

Noncontrolling interests

(2

)

3


1


NM


NM


Net income

$

3,358


$

4,308


$

4,487


(22

)%

(4

)%

Balance Sheet data (in billions of dollars)



Average assets

$

229


$

209


$

212


10

 %

(1

)%

Return on average assets

1.47

%

2.06

%

2.12

%

Efficiency ratio

51


48


50


Average deposits

$

183.2


$

180.7


$

179.5


1


1


Net credit losses as a percentage of average loans

2.29

%

2.39

%

2.69

%

Revenue by business



Retail banking

$

5,295


$

5,478


$

5,196


(3

)%

5

 %

Citi-branded cards

8,235


7,809


8,290


5


(6

)

Citi retail services

6,426


6,431


6,462


-


-


Total

$

19,956


$

19,718


$

19,948


1

 %

(1

)%

Income from continuing operations by business



Retail banking

$

567


$

715


$

431


(21

)%

66

 %

Citi-branded cards

1,497


2,075


2,391


(28

)

(13

)

Citi retail services

1,292


1,521


1,666


(15

)

(9

)

Total

$

3,356


$

4,311


$

4,488


(22

)%

(4

)%



NM Not meaningful



16


2016 vs. 2015

Net income decreased by 22% due to significantly higher cost of credit and higher expenses, partially offset by higher revenues.

Revenues increased 1%, reflecting higher revenues in Citi-branded cards, partially offset by lower revenues in retail banking.

Retail banking revenues decreased 3%. Excluding the previously disclosed $110 million gain on sale of branches in Texas in the first quarter of 2015, revenues decreased 1%, primarily driven by lower mortgage revenues. The decline in mortgage revenues was due to lower gain on sale revenues due to lower mortgage originations, lower servicing revenues and lower spreads driven by higher cost of funds. North America GCB expects higher interest rates could negatively impact mortgage revenues in 2017. The decline in mortgage revenues was partially offset by continued volume growth, including growth in average loans (9%) and average checking deposits (9%).

Cards revenues increased 3%. In Citi-branded cards, revenues increased 5%, primarily reflecting the acquisition of the Costco portfolio (completed June 17, 2016) as well as volume growth, partially offset by higher investment-related acquisition and rewards costs and the impact of higher promotional balances. Average loans grew 14% (3% excluding Costco) and purchase sales grew 37% (9% excluding Costco), driven by continued investments in the portfolio. While North America GCB believes it has largely absorbed the impact of higher acquisition and rewards costs as of year-end 2016, it expects the negative impact of higher promotional balances driven by new card accounts in the business could continue to impact Citi-branded cards revenues in the first half of 2017, with this impact abating in the second half of 2017.

Citi retail services revenues were largely unchanged as the impact of the previously disclosed renewal and extension of several partnerships within the portfolio as well as the absence of revenues from portfolio exits were offset by modest growth in average loans. Average loans increased 1%, while purchase sales were largely unchanged. North America GCB expects Citi retail services revenues to continue to reflect the impacts of the more competitive terms of the partnership renewals and the portfolio sales during 2017, partially offset by volume growth.

Expenses increased 7%, primarily due to the Costco acquisition, continued investment spending (including marketing spending), volume growth, higher repositioning charges and regulatory and compliance costs. This increase was partially offset by ongoing efficiency savings, including continued reductions in retail banking branches (7%) in 2016, and lower legal and related costs.

Provisions increased 33%, driven by a net loan loss reserve build ($658 million), compared to a loan loss reserve release in the prior year ($330 million), and higher net credit losses (5%). The net loan loss reserve build mostly reflected reserve builds in the cards portfolios and was primarily driven by the impact of the acquisition of the Costco portfolio, as well as volume growth and seasoning of the portfolios and the absence of nearly $400 million of reserve releases in 2015 as

credit normalized. The reserve build was also due to the estimated impact of proposed regulatory guidelines in July 2016 on third-party debt collections.

The increase in net credit losses was driven by increases in the cards businesses and retail banking. In retail banking, net credit losses grew 38% to $207 million, primarily due to an increase related to Citi's energy and energy-related exposures within the commercial banking portfolio, which was largely offset by releases of previously established loan loss reserves (for information on Citi's energy and energy-related exposures within commercial banking in North America GCB , see "Credit Risk-Commercial Credit" below).

In Citi-branded cards, net credit losses increased 1% to $1.9 billion, driven by volume growth (14% increase in average loans), including the impact of Costco beginning in the fourth quarter of 2016, seasoning and the impact of the regulatory changes on collections. In Citi retail services, net credit losses increased 6% to $1.8 billion, primarily due to portfolio growth and seasoning and the impact of the regulatory changes on collections. North America GCB expects net credit losses in 2017 in cards to reflect the full year impact of the Costco portfolio acquisition, portfolio growth and seasoning and the impact of regulatory changes on collections.

For additional information on North America GCB's retail banking, including commercial banking, and its Citi-branded cards and Citi retail services portfolios, see "Credit Risk-Consumer Credit" below.


2015 vs. 2014

Net income decreased by 4% due to lower loan loss reserve releases and lower revenues, partially offset by lower expenses and lower net credit losses.

Revenues decreased 1%, reflecting lower revenues in Citi-branded cards, partially offset by higher revenues in retail banking. Retail banking revenues increased 5%. The increase was primarily driven by 7% growth in average loans, 9% growth in average checking deposits, improved deposit spreads and slightly higher mortgage origination revenues, partially offset by lower net gains on branch sales (approximately $40 million) and mortgage portfolio sales (approximately $80 million) as well as a lower mortgage repurchase reserve release (approximately $50 million) compared to 2014. Cards revenues decreased 3% due to a 2% decline in average loans, partially offset by a 4% increase in purchase sales. In Citi-branded cards, revenues decreased 6%, primarily reflecting an increase in acquisition and rewards costs, particularly during the second half of 2015, as North America GCB deployed its investment spending to grow its new account acquisitions in its core products. The decrease in Citi-branded cards revenues was also due to the continued impact of lower average loans (down 4%), driven primarily by continued high customer payment rates during the year, partially offset by a 6% increase in purchase sales.

Citi retail services revenues were largely unchanged as the continued impact of lower fuel prices and higher contractual partner payments was offset by the impact of higher spreads. Purchase sales were unchanged as the



17


continued impact of lower fuel prices was offset by volume growth.

Expenses decreased 5%, primarily due to ongoing cost reduction initiatives, including as a result of North America GCB's branch rationalization strategy, and lower repositioning charges, partially offset by increased investment spending (including marketing, among other areas) in Citi-branded cards.

Provisions increased 16% largely due to lower net loan loss reserve releases (74%), partially offset by lower net credit losses (11%). Net credit losses declined in Citi-branded cards (down 14% to $1.9 billion) and in Citi retail services (down 8% to $1.7 billion). The lower loan loss reserve release reflected overall credit stabilization in the cards portfolios during 2015.





18


LATIN AMERICA GCB

Latin America GCB provides traditional retail banking, including commercial banking, and its Citi-branded card products to retail customers and small to mid-size businesses in Mexico through Citibanamex (previously known as Banco Nacional de Mexico, or Banamex), one of Mexico's largest banks.

At December 31, 2016, Latin America GCB had 1,494 retail branches in Mexico, with approximately 27.4 million retail banking customer accounts, $18.3 billion in retail banking loans and $26.4 billion in deposits. In addition, the business had approximately 5.8 million Citi-branded card accounts with $4.8 billion in outstanding loan balances.

In millions of dollars, except as otherwise noted

2016

2015

2014

% Change

2016 vs. 2015

% Change 
 2015 vs. 2014

Net interest revenue

$

3,469


$

3,885


$

4,537


(11

)%

(14

)%

Non-interest revenue

1,500


1,885


2,020


(20

)

(7

)

Total revenues, net of interest expense

$

4,969


$

5,770


$

6,557


(14

)%

(12

)%

Total operating expenses

$

2,850


$

3,262


$

3,583


(13

)%

(9

)%

Net credit losses

$

1,040


$

1,280


$

1,515


(19

)%

(16

)%

Credit reserve build (release)

83


33


128


NM


(74

)

Provision (release) for unfunded lending commitments

1


(2

)

-


NM


-


Provision for benefits and claims

72


69


104


4


(34

)

Provisions for credit losses and for benefits and claims (LLR & PBC)

$

1,196


$

1,380


$

1,747


(13

)%

(21

)%

Income from continuing operations before taxes

$

923


$

1,128


$

1,227


(18

)%

(8

)%

Income taxes

254


260


234


(2

)

11


Income from continuing operations

$

669


$

868


$

993


(23

)%

(13

)%

Noncontrolling interests

5


3


6


67


(50

)

Net income

$

664


$

865


$

987


(23

)%

(12

)%

Balance Sheet data (in billions of dollars)



Average assets

$

49


$

54


$

63


(9

)%

(14

)%

Return on average assets

1.36

%

1.60

%

1.57

%

Efficiency ratio

57


57


55


Average deposits

$

27.3


$

28.1


$

30.9


(3

)

(9

)

Net credit losses as a percentage of average loans

4.26

%

4.81

%

4.97

%

Revenue by business

Retail banking

$

3,494


$

3,981


$

4,376


(12

)%

(9

)%

Citi-branded cards

1,475


1,789


2,181


(18

)

(18

)

Total

$

4,969


$

5,770


$

6,557


(14

)%

(12

)%

Income from continuing operations by business



Retail banking

$

390


$

562


$

647


(31

)%

(13

)%

Citi-branded cards

279


306


346


(9

)

(12

)

Total

$

669


$

868


$

993


(23

)%

(13

)%

FX translation impact



Total revenues-as reported

$

4,969


$

5,770


$

6,557


(14

)%

(12

)%

Impact of FX translation (1)

-


(874

)

(1,825

)

Total revenues-ex-FX (2)

$

4,969


$

4,896


$

4,732


1

 %

3

 %

Total operating expenses-as reported

$

2,850


$

3,262


$

3,583


(13

)%

(9

)%

Impact of FX translation (1)

-


(360

)

(902

)

Total operating expenses-ex-FX (2)

$

2,850


$

2,902


$

2,681


(2

)%

8

 %

Provisions for LLR & PBC-as reported

$

1,196


$

1,380


$

1,747


(13

)%

(21

)%

Impact of FX translation (1)

-


(201

)

(497

)

Provisions for LLR & PBC-ex-FX (2)

$

1,196


$

1,179


$

1,250


1

 %

(6

)%

Net income-as reported

$

664


$

865


$

987


(23

)%

(12

)%

Impact of FX translation (1)

-


(243

)

(320

)

Net income-ex-FX (2)

$

664


$

622


$

667


7

 %

(7

)%

(1)

Reflects the impact of FX translation into U.S. dollars at the 2016 average exchange rates for all periods presented.

(2)

Presentation of this metric excluding FX translation is a non-GAAP financial measure.

NM Not meaningful


19


The discussion of the results of operations for Latin America GCB below excludes the impact of FX translation for all periods presented. Presentations of the results of operations, excluding the impact of FX translation, are non-GAAP financial measures. For a reconciliation of certain of these metrics to the reported results, see the table above.


2016 vs. 2015

Net income increased 7%, driven by higher revenues and lower expenses, partially offset by higher credit costs.

Revenues increased 1%, driven by overall volume growth, largely offset by the absence of a previously disclosed $160 million gain on sale (excluding the impact of FX translation, $180 million as reported) related to the sale of the merchant acquiring business in Mexico in the third quarter of 2015. Excluding this gain, revenues increased 5%, primarily due to higher revenues in retail banking, partially offset by lower revenues in cards.

Retail banking revenues increased 4%. Excluding the gain on sale related to the merchant acquiring business, revenues increased 9%, driven by volume growth, including an increase in average loans (8%) due to higher personal loans, and higher average deposits (12%). Cards revenues decreased 4%, driven by the continued impact of higher payment rates, partially offset by increased purchase sales (8%).

Expenses decreased 2% as lower legal and related expenses, the impact of business divestitures, ongoing efficiency savings and the impact of certain episodic items in 2015 were partially offset by higher repositioning charges and ongoing investment spending. Citi continues to execute on its investment plans for Citibanamex (totaling more than $1 billion over the next several years), including initiatives to modernize the branch network, enhance digital capabilities and upgrade core operating platforms.

Provisions increased 1%, driven by a higher net loan loss reserve build, partially offset by lower net credit losses. The net loan loss reserve build increased $56 million, largely due to volume growth within the personal loan and mortgage portfolios. Net credit losses decreased 5%, largely reflecting continued lower net credit losses in the cards portfolio due to a focus on higher credit quality customers, partially offset by higher net credit losses in the personal loan portfolio. Despite this decrease, Latin America GCB expects net credit losses within its loan portfolios could increase consistent with continued portfolio growth and seasoning. For additional information on Latin America GCB's retail banking, including commercial banking, and its Citi-branded cards portfolios, see "Credit Risk-Consumer Credit" below.

In 2016, Mexico experienced slower economic growth and the value of the peso declined, particularly later in the year, which resulted in higher inflation and negatively impacted consumer confidence. These factors could negatively impact Latin America GCB's results in the near term. For additional information on potential macroeconomic and geopolitical challenges and other risks facing Latin America GCB , see "Risk Factors-Strategic Risks" below.







2015 vs. 2014

Net income decreased 7% as higher expenses were partially offset by higher revenues and lower credit costs.

Revenues increased 3%, primarily due to the gain on sale related to the Mexico merchant acquiring business. Excluding this gain, revenues were largely unchanged as higher retail banking revenues were offset by lower cards revenues. Revenues were also impacted by continued slow economic growth in Mexico during 2015. Retail banking revenues increased 2%, excluding the gain on sale related to the merchant acquiring business. This increase in retail banking revenues reflected volume growth. Cards revenues decreased 2%, primarily due to higher payment rates, as well as muted volumes and ongoing shifts in consumer behavior, including due to the previously disclosed regulatory reforms in Mexico enacted in 2013.

Expenses increased 8%, primarily due to higher regulatory and compliance costs, higher technology spending and mandatory salary increases, partially offset by lower repositioning charges, lower legal and related costs and ongoing efficiency savings.

Provisions declined 6%, driven by a higher net loan loss reserve release. Net credit losses were largely unchanged as higher net credit losses in the commercial banking and small business banking portfolios were offset by the absence of a $71 million charge-off in the fourth quarter of 2014 related to Citi's homebuilder exposure in Mexico. The net loan loss reserve build declined 70%, primarily due to lower builds related to cards, partially offset by the absence of releases related to the homebuilder exposure in 2014.












20


ASIA GCB

Asia GCB provides traditional retail banking, including commercial banking, and its Citi-branded card products to retail customers and small to mid-size businesses, as applicable. As of December 31, 2016, Citi's most significant revenues in the region were from Singapore, Hong Kong, Korea, India, Australia, Taiwan, Indonesia, Thailand, the Philippines and Malaysia. Included within Asia GCB, traditional retail banking and Citi-branded card products are also provided to retail customers in certain EMEA countries, primarily in Poland, Russia and the United Arab Emirates.

At December 31, 2016, on a combined basis, the businesses had 432 retail branches, approximately 16.6 million retail banking customer accounts, $63.0 billion in retail banking loans and $89.9 billion in deposits. In addition, the businesses had approximately 16.3 million Citi-branded card accounts with $17.5 billion in outstanding loan balances.

In millions of dollars, except as otherwise noted (1)

2016

2015

2014

% Change 
 2016 vs. 2015

% Change 
 2015 vs. 2014

Net interest revenue

$

4,463


$

4,490


$

4,969


(1

)%

(10

)%

Non-interest revenue

2,375


2,517


2,822


(6

)

(11

)

Total revenues, net of interest expense

$

6,838


$

7,007


$

7,791


(2

)%

(10

)%

Total operating expenses

$

4,586


$

4,577


$

5,200


-

 %

(12

)%

Net credit losses

$

651


$

721


$

795


(10

)%

(9

)%

Credit reserve build (release)

(28

)

(89

)

(10

)

69


NM


Provision (release) for unfunded lending commitments

(4

)

(2

)

(16

)

(100

)

88


Provisions for credit losses

$

619


$

630


$

769


(2

)%

(18

)%

Income from continuing operations before taxes

$

1,633


$

1,800


$

1,822


(9

)%

(1

)%

Income taxes

550


603


601


(9

)

-


Income from continuing operations

$

1,083


$

1,197


$

1,221


(10

)%

(2

)%

Noncontrolling interests

4


4


17


-


(76

)

Net income

$

1,079


$

1,193


$

1,204


(10

)%

(1

)%

Balance Sheet data (in billions of dollars)



Average assets

$

119


$

117


$

119


2

 %

(2

)%

Return on average assets

0.91

%

1.02

%

1.01

%

Efficiency ratio

67


65


67


Average deposits

$

89.5


$

87.7


$

89.5


2


(2

)

Net credit losses as a percentage of average loans

0.77

%

0.81

%

0.85

%

Revenue by business

Retail banking

$

4,250


$

4,406


$

4,768


(4

)%

(8

)%

Citi-branded cards

2,588


2,601


3,023


-


(14

)

Total

$

6,838


$

7,007


$

7,791


(2

)%

(10

)%

Income from continuing operations by business

Retail banking

$

680


$

738


$

663


(8

)%

11

 %

Citi-branded cards

403


459


558


(12

)

(18

)

Total

$

1,083


$

1,197


$

1,221


(10

)%

(2

)%

FX translation impact

Total revenues-as reported

$

6,838


$

7,007


$

7,791


(2

)%

(10

)%

Impact of FX translation (2)

-


(129

)

(707

)

Total revenues-ex-FX (3)

$

6,838


$

6,878


$

7,084


(1

)%

(3

)%

Total operating expenses-as reported

$

4,586


$

4,577


$

5,200


-

 %

(12

)%

Impact of FX translation (2)

-


(105

)

(539

)

Total operating expenses-ex-FX (3)

$

4,586


$

4,472


$

4,661


3

 %

(4

)%

Provisions for credit losses-as reported

$

619


$

630


$

769


(2

)%

(18

)%

Impact of FX translation (2)

-


(12

)

(116

)

Provisions for credit losses-ex-FX (3)

$

619


$

618


$

653


-

 %

(5

)%

Net income-as reported

$

1,079


$

1,193


$

1,204


(10

)%

(1

)%

Impact of FX translation (2)

-


-


(13

)

Net income-ex-FX (3)

$

1,079


$

1,193


$

1,191


(10

)%

-

 %


21



(1)

Asia GCB includes the results of operations of GCB activities in certain EMEA countries for all periods presented.

(2)

Reflects the impact of FX translation into U.S. dollars at the 2016 average exchange rates for all periods presented.

(3)

Presentation of this metric excluding FX translation is a non-GAAP financial measure.

NM Not meaningful


The discussion of the results of operations for Asia GCB below excludes the impact of FX translation for all periods presented. Presentations of the results of operations, excluding the impact of FX translation, are non-GAAP financial measures. For a reconciliation of certain of these metrics to the reported results, see the table above.


2016 vs. 2015

Net income decreased 10%, reflecting lower revenues and higher expenses.

Revenues decreased 1%, reflecting lower retail banking revenues, partially offset by higher cards revenues. Retail banking revenues decreased 2%, mainly due to a 5% decrease in wealth management revenues due to lower client activity in the first half of 2016, particularly in China, Hong Kong and Korea. The decline in retail banking revenues was also due to modestly lower investment assets under management (1%) driven by lower equity market values and a decline in average loans (decrease of 4%). The decline in revenues was partially offset by growth in deposit volumes (4% increase in average deposits) and higher insurance revenues. The lower average loans were due to the continued optimization of the retail loan portfolio away from lower-yielding mortgage loans, as well as de-risking in the commercial portfolio with a focus on growing higher return personal loans.

Cards revenues increased 2%, driven by continued improvement in yields, modestly abating regulatory headwinds and modest volume growth due to continued stabilizing payment rates. Volume growth was driven by a 1% increase in average loans and a 2% increase in purchase sales.

Expenses increased 3%, primarily due to higher repositioning costs in the first half of 2016, higher regulatory and compliance costs and increased investment spending, partially offset by efficiency savings.

Provisions were largely unchanged as lower net loan loss reserve releases were offset by lower net credit losses, primarily in the commercial portfolio due to the de-risking.

For additional information on Asia GCB's retail banking, including commercial banking, and its Citi-branded cards portfolios, see "Credit Risk-Consumer Credit" below.



2015 vs. 2014

Net income was largely unchanged as lower revenues were offset by lower expenses and lower cost of credit.

Revenues decreased 3%, primarily due to an industry-wide slowdown in investment sales, particularly in the second half of 2015, as well as spread compression and higher payment rates and the ongoing impact of regulatory changes in cards, partially offset by volume growth. Retail banking revenues decreased 2%, mainly due to a decline in investment sales revenue, reflecting weaker customer confidence due to slowing economic growth and volatility in the capital markets, as well as spread compression. This decline in revenues was partially offset by higher volumes, driven by lending (2% increase in average loans), deposit products (5% increase in average deposits) and higher insurance fee revenues.

Cards revenues decreased 5%, primarily due to spread compression, including continued high payment rates, and the ongoing impact of regulatory changes, partially offset by modest volume growth (a 3% increase in average loans and a 5% increase in purchase sales). Cards revenues were also impacted by the weaker customer confidence.

Expenses decreased 4%, primarily due to the absence of repositioning charges in Korea in 2014 and efficiency savings, partially offset by higher regulatory and compliance costs, investment spending, volume-related growth and compensation expense.

Provisions decreased 5%, primarily due to higher loan loss reserve releases, largely offset by an increase in net credit losses related to the consumer business in Russia due to deterioration in the economic environment.













22


INSTITUTIONAL CLIENTS GROUP


Institutional Clients Group (ICG) provides corporate, institutional, public sector and high-net-worth clients around the world with a full range of wholesale banking products and services, including fixed income and equity sales and trading, foreign exchange, prime brokerage, derivative services, equity and fixed income research, corporate lending, investment banking and advisory services, private banking, cash management, trade finance and securities services. ICG transacts with clients in both cash instruments and derivatives, including fixed income, foreign currency, equity and commodity products.

ICG revenue is generated primarily from fees and spreads associated with these activities. ICG earns fee income for assisting clients in clearing transactions, providing brokerage and investment banking services and other such activities. Revenue generated from these activities is recorded in Commissions and fees and Investment banking . Revenue is also generated from transaction processing and assets under custody and administration. Revenue generated from these activities is primarily recorded in Administration and other fiduciary fees . In addition, as a market maker, ICG facilitates transactions, including holding product inventory to meet client demand, and earns the differential between the price at which it buys and sells the products. These price differentials and the unrealized gains and losses on the inventory are recorded in Principal transactions (for additional information on Principal transactions revenue, see Note 6 to the Consolidated Financial Statements). Other primarily includes mark-to-market gains and losses on certain credit derivatives, gains and losses on available-for-sale (AFS) securities and other non-recurring gains and losses. Interest income earned on assets held less interest paid to customers on deposits and long-term and short-term debt is recorded as Net interest revenue .

The amount and types of Markets revenues are impacted by a variety of interrelated factors, including market liquidity; changes in market variables such as interest rates, foreign exchange rates, equity prices, commodity prices, and credit spreads, as well as their implied volatilities; investor confidence; and other macroeconomic conditions. Assuming all other market conditions do not change, increases in client activity levels or bid/offer spreads generally result in increases in revenues. However, changes in market conditions can significantly impact client activity levels, bid/offer spreads, and the fair value of product inventory. For example, a decrease in market liquidity may increase bid/offer spreads, decrease client activity levels, and widen credit spreads on product inventory positions.

ICG's management of the Markets businesses involves daily monitoring and evaluating of the above factors at the trading desk as well as the country level. ICG does not separately track the impact on total Markets revenues of the volume of transactions, bid/offer spreads, fair value changes of product inventory positions and economic hedges because, as noted above, these components are interrelated and are not deemed useful or necessary individually to manage the Markets businesses at an aggregate level.

In the Markets businesses, client revenues are those revenues directly attributable to client transactions at the time of inception, including commissions, interest, or fees earned. Client revenues do not include the results of client facilitation activities (for example, holding product inventory in anticipation of client demand) or the results of certain economic hedging activities.

ICG 's international presence is supported by trading floors in approximately 80 countries and a proprietary network in 97 countries and jurisdictions. At December 31, 2016, ICG had approximately $1.3 trillion of assets and $610 billion of deposits, while two of its businesses, securities services and issuer services, managed approximately $15.2 trillion of assets under custody compared to $15.1 trillion at the end of 2015.

In millions of dollars, except as otherwise noted

2016

2015

2014

% Change 
 2016 vs. 2015

% Change 
 2015 vs. 2014

Commissions and fees

$

3,854


$

3,871


$

4,004


-

 %

(3

)%

Administration and other fiduciary fees

2,437


2,443


2,538


-


(4

)

Investment banking

3,655


4,110


4,269


(11

)

(4

)

Principal transactions

7,330


5,818


5,889


26


(1

)

Other (1)

(154

)

1,408


787


NM


79


Total non-interest revenue

$

17,122


$

17,650


$

17,487


(3

)%

1

 %

Net interest revenue (including dividends)

16,728


16,341


15,825


2


3


Total revenues, net of interest expense

$

33,850


$

33,991


$

33,312


-

 %

2

 %

Total operating expenses

$

18,939


$

19,074


$

19,491


(1

)%

(2

)%

Net credit losses

$

516


$

214


$

275


NM


(22

)%

Credit reserve build (release)

(64

)

654


(102

)

NM


NM


Provision (release) for unfunded lending commitments

34


94


(126

)

(64

)

NM


Provisions for credit losses

$

486


$

962


$

47


(49

)%

NM


Income from continuing operations before taxes

$

14,425


$

13,955


$

13,774


3

 %

1

 %

Income taxes

4,497


4,426


4,129


2


7


Income from continuing operations

$

9,928


$

9,529


$

9,645


4

 %

(1

)%

Noncontrolling interests

58


51


121


14


(58

)


23


Net income

$

9,870


$

9,478


$

9,524


4

 %

-

 %

Average assets (in billions of dollars)

$

1,297


$

1,271


$

1,292


2

 %

(2

)%

Return on average assets

0.76

%

0.75

%

0.74

%

Efficiency ratio

56


56


59


CVA/DVA after-tax

$

-


$

172


$

(211

)

(100

)%

NM


Net income ex-CVA/DVA (2)

$

9,870


$

9,306


$

9,735


6


(4

)

Revenues by region

North America

$

12,817


$

12,980


$

13,002


(1

)%

-

 %

EMEA

10,029


9,958


9,511


1


5


Latin America

4,026


4,051


4,218


(1

)

(4

)

Asia

6,978


7,002


6,581


-


6


Total

$

33,850


$

33,991


$

33,312


-

 %

2

 %

Income from continuing operations by region


North America

$

3,678


$

3,517


$

4,155


5

 %

(15

)%

EMEA

2,476


2,340


2,060


6


14


Latin America

1,481


1,393


1,401


6


(1

)

Asia

2,293


2,279


2,029


1


12


Total

$

9,928


$

9,529


$

9,645


4

 %

(1

)%

Average loans by region  (in billions of dollars)


North America

$

133


$

123


$

111


8

 %

11

 %

EMEA

66


62


61


6


2


Latin America

43


41


41


5


-


Asia

60


62


68


(3

)

(9

)

Total

$

302


$

288


$

281


5

 %

2

 %

EOP deposits by business (in billions of dollars)

Treasury and trade solutions

$

411


$

392


$

378


5

 %

4

 %

All other ICG  businesses

199


196


178


2


10


Total

$

610


$

588


$

556


4

 %

6

 %



(1)

2016 includes a previously disclosed charge of approximately $180 million, primarily reflecting the write down of Citi's net investment in Venezuela as a result of changes in the exchange rate.

(2)

Excludes CVA/DVA in 2015 and 2014, consistent with the current year's presentation. For additional information, see Notes 1 and 24 to the Consolidated Financial Statements.

NM Not meaningful





24


ICG Revenue Details-Excluding CVA/DVA and Gain (Loss) on Loan Hedges

In millions of dollars

2016

2015

2014

% Change 
 2016 vs. 2015

% Change 
 2015 vs. 2014

Investment banking revenue details

Advisory

$

1,000


$

1,093


$

938


(9

)%

17

 %

Equity underwriting

628


906


1,250


(31

)

(28

)

Debt underwriting

2,684


2,568


2,540


5


1


Total investment banking

$

4,312


$

4,567


$

4,728


(6

)%

(3

)%

Treasury and trade solutions

8,098


7,770


7,770


4


-


Corporate lending-excluding gain (loss) on loan hedges (1)

1,756


1,817


1,879


(3

)

(3

)

Private bank

2,961


2,862


2,664


3


7


Total banking revenues (ex-CVA/DVA and gain (loss) on

  loan hedges) (2)

$

17,127


$

17,016


$

17,041


1

 %

-

 %

Corporate lending-gain (loss) on loan hedges (1)

$

(594

)

$

324


$

116


NM


NM


Total banking revenues (ex-CVA/DVA and including gain

  (loss) on loan hedges) (2)

$

16,533


$

17,340


$

17,157


(5

)%

1

 %

Fixed income markets

$

13,029


$

11,318


$

12,171


15

 %

(7

)%

Equity markets

2,851


3,121


2,722


(9

)

15


Securities services

2,162


2,143


2,050


1


5


Other (3)

(725

)

(200

)

(445

)

NM


55


Total Markets and securities services  (ex-CVA/DVA) (2)

$

17,317


$

16,382


$

16,498


6

 %

(1

)%

Total ICG  (ex-CVA/DVA)

$

33,850


$

33,722


$

33,655


-

 %

-

 %

CVA/DVA (excluded as applicable in lines above)

-


269


(343

)

NM


NM


     Fixed income markets

-


220


(359

)

NM


NM


     Equity markets

-


47


24


NM


96


     Private bank

-


2


(8

)

NM


NM


Total revenues, net of interest expense

$

33,850


$

33,991


$

33,312


-

 %

2

 %

    Commissions and fees

$

474


$

467


$

455


1

 %

3

 %

    Principal transactions (4)

6,533


5,369


6,169


22


(13

)

    Other

590


332


413


78


(20

)

    Total non-interest revenue

$

7,597


$

6,168


$

7,037


23

 %

(12

)%

    Net interest revenue

5,432


5,150


5,134


5


-


Total fixed income markets (ex-CVA/DVA) (2)

$

13,029


$

11,318


$

12,171


15

 %

(7

)%

    Rates and currencies

$

9,384


$

7,664


$

7,303


22

 %

5

 %

    Spread products / other fixed income

3,645


3,654


4,868


-


(25

)

Total fixed income markets (ex-CVA/DVA) (2)

$

13,029


$

11,318


$

12,171


15

 %

(7

)%

    Commissions and fees

$

1,300


$

1,338


$

1,456


(3

)%

(8

)%

    Principal transactions (4)

134


270


(12

)

(50

)

NM


    Other

139


55


39


NM


41


    Total non-interest revenue

$

1,573


$

1,663


$

1,483


(5

)%

12

 %

    Net interest revenue

1,278


1,458


1,239


(12

)

18


Total equity markets (ex-CVA/DVA) (2)

$

2,851


$

3,121


$

2,722


(9

)%

15

 %


(1)

Hedges on accrual loans reflect the mark-to-market on credit derivatives used to economically hedge the corporate loan accrual portfolio. The fixed premium costs of these hedges are netted against the corporate lending revenues to reflect the cost of credit protection.

(2)

Excludes CVA/DVA in 2015 and 2014, consistent with the current year's presentation. For additional information, see Notes 1 and 24 to the Consolidated Financial Statements.

(3)

2016 includes the previously disclosed charge of approximately $180 million, primarily reflecting the write-down of Citi's net investment in Venezuela as a result of changes in the exchange rate.

(4) Excludes principal transactions revenues of ICG businesses other than Markets , primarily treasury and trade solutions and the private bank.

NM Not meaningful





25


The discussion of the results of operations for ICG below excludes the impact of CVA/DVA for 2015 and 2014. Presentations of the results of operations, excluding the impact of CVA/DVA and the impact of gains (losses) on hedges of accrual loans, are non-GAAP financial measures. For a reconciliation of these metrics to the reported results, see the table above.


2016 vs. 2015

Net income increased 6%, primarily driven by lower expenses and lower cost of credit.


Revenues were largely unchanged, reflecting higher revenues in Markets and securities services (increase of 6%), driven by fixed income markets, offset by lower revenues in Banking (decrease of 5% including the gains/(losses) on hedges of accrual loans). Excluding the impact of the gains (losses) on loan hedges, Banking revenues increased 1%, driven by treasury and trade solutions and the private bank.


Within Banking :


Investment banking revenues decreased 6%, largely reflecting the overall industry-wide slowdown in activity levels in equity underwriting and advisory during the first half of 2016. Advisory revenues decreased 9%, driven by North America , reflecting strong performance in 2015 and the lower overall M&A market. Equity underwriting revenues decreased 31%, driven by North America and EMEA , primarily reflecting the lower market activity. Debt underwriting revenues increased 5%, driven by North America , primarily due to higher market activity reflecting a favorable interest rate environment.

Treasury and trade solutions revenues increased 4%. Excluding the impact of FX translation, revenues increased 8%, reflecting growth across most regions. The increase was primarily due to continued growth in transaction volumes with new and existing clients, continued growth in deposit balances and improved spreads in certain regions. The trade business experienced modest growth due to a continued focus on high quality loan growth and spread improvements. End-of-period deposit balances increased 5% (6% excluding the impact of FX translation), while average trade loans decreased 2% (1% excluding the impact of FX translation).

Corporate lending revenues decreased 46%. Excluding the impact of gains (losses) on hedges of accrual loans, revenues decreased 3%. Excluding the impact of gains (losses) on hedges of accrual loans and FX translation, revenues decreased 1%, mostly reflecting a lease financing adjustment in the second quarter of 2016, spread compression and higher hedging costs, partially offset by higher average loans.

Private bank revenues increased 3%, driven by North America , reflecting growth in loan volumes and improved banking spreads, partially offset by lower capital markets activity and lower managed investments revenues.


Within Markets and securities services :


Fixed income markets revenues increased 15%, with higher revenues in all regions. The increase was largely driven by both higher principal transactions revenues (up 22%) and other revenues (up 78%). The increase in principal transactions revenues was primarily due to higher rates and currencies revenues, reflecting increased client revenues and higher volatility. Principal transactions revenues also increased due to higher spread products revenues. Other revenues increased mainly due to foreign currency losses in 2015.

Rates and currencies revenues grew 22%, driven by strength in all regions, primarily due to a more favorable trading environment and higher client revenues, particularly with corporate clients. The increase in client revenues was primarily driven by volatility following the vote in the U.K. to withdraw from the EU and the U.S. presidential election, as well as changing expectations regarding the interest rate environment. Spread products revenues increased 5% offset by lower other fixed income revenues. The increase in spread products revenues reflects higher client revenues in credit products, securitized products and municipal securities, particularly in the second half of 2016 as client risk appetite recovered. This increase in spread products revenues was partially offset by the impact of significantly lower liquidity in the market in the first quarter of 2016, particularly in securitized products, as well as market uncertainty in municipal securities in the fourth quarter of 2016 due to potential changes in U.S. tax laws following the U.S. presidential election.

Equity markets revenues declined 9%. Equity derivatives and prime finance revenues declined 13%, reflecting both a challenging trading environment across all regions driven by lower volatility compared to 2015, and a comparison to a more favorable trading environment in 2015 in Asia . The decline in equity markets revenue was also due to lower equity cash commissions driven by a continued shift to electronic trading and passive investing by clients across the industry.

Securities services revenues increased 1%. Excluding the

impact of FX translation, revenues increased 5%, driven

by EMEA , primarily reflecting increased client activity, a

modest gain on sale of a private equity fund services

business in the first quarter of 2016, higher deposit

volumes and improved spreads. The increase in revenues

was partially offset by the absence of revenues from

divestitures. Excluding the impact of FX translation and

divestitures, revenues increased 6%.



26


Expenses decreased 1% as a benefit from FX translation and efficiency savings were partially offset by higher compensation expense and higher repositioning charges.

Provisions decreased 49%, driven by a net loan loss reserve release of $30 million (compared to a net build of $748 million in the prior year). The significant decline in loan loss reserve builds related to energy and energy-related exposures, and was driven by stabilization of commodities as oil prices continued to recover from lows in early 2016. The decline in cost of credit was partially offset by higher net credit losses of $516 million (compared to $214 million in the prior year) mostly related to the energy and energy-related exposures, with a vast majority offset by the release of previously established loan loss reserves. For additional information on Citi's corporate energy and energy-related exposures, see "Credit Risk-Corporate Credit" below.


2015 vs. 2014

Net income declined 4% as higher credit costs were partially offset by lower expenses.


Revenues were largely unchanged as lower revenues in Markets and securities services (decrease of 1%) were offset by a modest increase in revenues in Banking (increase of 1%, but unchanged excluding the gains (losses) on hedges of accrual loans).


Within Banking :


Investment banking revenues decreased 3%, largely reflecting an industry-wide decline in underwriting activity. Advisory revenues increased 17%, reflecting increased target client activity and strength in the overall M&A market. Equity underwriting revenues decreased 28% driven by the lower market activity and a decline in wallet share resulting from continued share fragmentation. Debt underwriting revenues increased 1%, driven by increased wallet share in investment grade debt and strong performance in investment grade loans in the second half of 2015, partially offset by the lower market activity and decreased wallet share in high-yield and leveraged loans.

Treasury and trade solutions revenues were largely unchanged. Excluding the impact of FX translation, revenues increased 6%, as continued growth in deposit balances across regions and improved spreads, particularly in North America , were partially offset by continued declines in trade balances and spreads. End-of-period deposit balances increased 4% (7% excluding the impact of FX translation), largely driven by Asia and Latin America . Average trade loans decreased 12% (9% excluding the impact of FX translation).

Corporate lending revenues increased 7%. Excluding the impact of gains (losses) on hedges of accrual loans, revenues decreased 3%. Excluding the impact of FX translation and gains (losses) on hedges of accrual loans, revenues also increased 3% as continued growth in average loan balances, lower hedge premium costs and an improvement in mark-to-market adjustments were partially offset by lower spreads, particularly in EMEA .

Private bank revenues increased 7%, reflecting strength in North America , Asia and EMEA , primarily due to growth in loan volumes and deposit balances, improved spreads in banking and higher managed investments revenues, partially offset by continued spread compression in lending.


Within Markets and securities services :


Fixed income markets revenues decreased 7%, driven by North America . The decline was primarily due to a 13% decline in principal transactions revenues, primarily lower spread products revenues, partially offset by higher rates and currencies revenues. Rates and currencies revenues increased 5%, reflecting significant market volatility due to central bank actions, which contributed to higher client revenues, partly offset by modest losses on the Swiss franc revaluation. Spread products and other fixed income revenues declined 25%, mostly driven by North America and EMEA , reflecting a challenging trading environment and lower client activity, especially in structured products.

Equity markets revenues increased 15%. Equity derivatives and prime finance revenues increased 16% reflecting increased volatility and higher client revenues. Sharply increased trading opportunities as a result of market turbulence in China drove higher Asia equity derivatives and prime finance revenues versus 2014. The increase in equity markets revenues was partially offset by a decline in commissions driven by equity cash, due to lower client activity in all regions except Asia

Securities services revenues increased 5%. Excluding the

impact of FX translation, revenues increased 16%,

reflecting increased client activity and higher client balances.


Expenses decreased 2% as efficiency savings, a benefit from FX translation and lower repositioning charges were partially offset by increased regulatory and compliance costs and compensation expense.

Provisions increased $915 million to $962 million, primarily reflecting a net loan loss reserve build ($748 million), compared to a net loan loss reserve release ($228 million) in 2014. The net loan loss reserve build included approximately $530 million for energy and energy-related exposures, including $250 million in the fourth quarter of 2015, due to the significant decline in commodity prices during the second half of 2015. The remainder of the build during 2015 was primarily due to volume growth and overall macroeconomic conditions.

The higher net loan loss reserve build during 2015 was partially offset by lower net credit losses. Net credit losses decreased 22%, primarily due to the absence of net credit losses of approximately $165 million related to the Petróleos Mexicanos (Pemex) supplier program, which were incurred during 2014 (for additional information, see Citi's Form 8-K filed with the SEC on February 28, 2014), partially offset by increased net credit losses related to a limited number of energy and energy-related exposures, including approximately $75 million in the fourth quarter of 2015.




27


CORPORATE/OTHER

Corporate/Other includes certain unallocated costs of global staff functions (including finance, risk, human resources, legal and compliance), other corporate expenses and unallocated global operations and technology expenses, Corporate Treasury and discontinued operations. At December 31, 2016, Corporate/Other had $49 billion of assets, or 3% of Citigroup's total assets. As announced in April 2016, beginning in the first quarter of 2017, the remaining businesses and portfolio of assets in Citi Holdings will be reported as part of Corporate/Other . For additional information, see "Citigroup Segments," "Executive Summary-2016 Summary Results-Citi Holdings" and "Citicorp" above and "Citi Holdings" below.

In millions of dollars

2016

2015

2014

% Change 
 2016 vs. 2015

% Change 
 2015 vs. 2014

Net interest revenue

$

79


$

(152

)

$

(224

)

NM


32

 %

Non-interest revenue

331


1,060


527


(69

)

NM


Total revenues, net of interest expense

$

410


$

908


$

303


(55

)%

NM


Total operating expenses

$

1,790


$

1,750


$

6,020


2

 %

(71

)%

Provisions for loan losses and for benefits and claims

-


-


-


-


-


Loss from continuing operations before taxes

$

(1,380

)

$

(842

)

$

(5,717

)

(64

)%

85

 %

Income taxes (benefits)

(771

)

(1,338

)

(344

)

42

 %

NM


Income (loss) from continuing operations

$

(609

)

$

496


$

(5,373

)

NM


NM


Income (loss) from discontinued operations, net of taxes

(58

)

(54

)

(2

)

(7

)%

NM


Net income (loss) before attribution of noncontrolling interests

$

(667

)

$

442


$

(5,375

)

NM


NM


Noncontrolling interests

(8

)

18


41


NM


(56

)

Net income (loss)

$

(659

)

$

424


$

(5,416

)

NM


NM


NM Not meaningful


2016 vs. 2015

The net loss was $659 million, compared to net income of $424 million in 2015, primarily reflecting lower revenues and a higher effective tax rate in 2016 due to the absence of certain tax benefits in 2015. The net loss was also due to the absence of the favorable tax impact reflecting the resolution of state and local audits in the second quarter of 2015.

Revenues decreased 55%, primarily due to the absence of gains on real estate and other asset sales in 2015, lower gains on debt buybacks and the absence of the equity contribution related to China Guangfa Bank (which was sold in the third quarter of 2016), partially offset by higher investment income.

Expenses increased 2%, largely driven by higher corporate-wide advertising and marketing expenses primarily related to Citi's sponsorship of the U.S. Olympic team and higher consulting costs, partially offset by lower legal and related expenses, lower repositioning costs and a benefit from FX translation.



2015 vs. 2014

Net income was $424 million, compared to a net loss of $5.4 billion in 2014, largely reflecting significantly lower expenses, the increased tax benefits and the favorable tax impact reflecting the resolution of the state and local audits, as well as higher revenues.

Revenues increased $605 million to $908 million, primarily due to the gains on debt buybacks and the real estate sales in 2015, as well as higher revenues from sales of AFS securities, partially offset by hedging activities.

Expenses decreased $4.3 billion to $1.8 billion, largely driven by lower legal and related expenses ($797 million compared to $4.4 billion in 2014), a benefit from FX translation and lower repositioning charges.







28


CITI HOLDINGS

Citi Holdings contains the remaining businesses and portfolios of assets that Citigroup has determined are not central to its core Citicorp businesses. As announced in April 2016, Citi will no longer report the results of Citi Holdings separately beginning in the first quarter of 2017 and Citi Holdings will cease to be a separately reported business segment. For additional information, see "Citigroup Segments" and "Citicorp" above.

As of December 31, 2016, Citi Holdings assets were approximately $54 billion, a decrease of 33% year-over-year and 11% from September 30, 2016. The decline in assets of $7 billion from September 30, 2016 primarily consisted of divestitures and run-off. As of December 31, 2016, Citi had signed agreements to reduce Citi Holdings GAAP assets by an additional $9 billion, subject to regulatory approvals and other closing conditions.

Also as of December 31, 2016, consumer assets in Citi Holdings were approximately $49 billion, or approximately 91% of Citi Holdings assets. Of the consumer assets, approximately $28 billion, or 57%, consisted of North America mortgages (residential first mortgages and home equity loans). As of December 31, 2016, Citi Holdings represented approximately 3% of Citi's GAAP assets and 9% of its risk-weighted assets under Basel III (based on the Advanced Approaches).

In millions of dollars, except as otherwise noted

2016

2015

2014

% Change 2016 vs. 2015

% Change 
 2015 vs. 2014

Net interest revenue

$

2,038


$

4,457


$

5,557


(54

)%

(20

)%

Non-interest revenue

1,814


4,503


3,751


(60

)

20


Total revenues, net of interest expense

$

3,852


$

8,960


$

9,308


(57

)%

(4

)%

Provisions for credit losses and for benefits and claims

Net credit losses

$

433


$

1,336


$

2,186


(68

)%

(39

)%

Credit reserve release

(455

)

(455

)

(920

)

-


51


Provision for loan losses

$

(22

)

$

881


$

1,266


NM


(30

)%

Provision for benefits and claims

99


624


656


(84

)

(5

)

Release for unfunded lending commitments

(8

)

(23

)

(11

)

65


NM


Total provisions for credit losses and for benefits and claims

$

69


$

1,482


$

1,911


(95

)%

(22

)%

Total operating expenses

$

3,171


$

5,571


$

10,859


(43

)%

(49

)%

Income (loss) from continuing operations before taxes

$

612


$

1,907


$

(3,462

)

(68

)%

NM


Income taxes (benefits)

6


922


8


(99

)%

NM


Income (loss) from continuing operations

$

606


$

985


$

(3,470

)

(38

)%

NM


Noncontrolling interests

$

6


$

11


$

6


(45

)%

83

 %

Net income (loss)

$

600


$

974


$

(3,476

)

(38

)%

NM


Total revenues, net of interest expense (excluding CVA/DVA) (1)

Total revenues-as reported

$

3,852


$

8,960


$

9,308


(57

)%

(4

)%

     CVA/DVA

-


(15

)

(47

)

100


68

 %

Total revenues-excluding CVA/DVA (1)

$

3,852


$

8,975


$

9,355


(57

)%

(4

)%

Balance Sheet data (in billions of dollars)

Average assets

$

68


$

119


$

154


(43

)%

(23

)%

Return on average assets

0.88

%

0.82

%

(2.27

)%

Efficiency ratio

82


62


117


Total EOP assets

$

54


$

81


$

138


(33

)

(41

)

Total EOP loans

33


49


85


(32

)

(42

)

Total EOP deposits

2


10


21


(79

)

(52

)


(1)

Excludes CVA/DVA in 2015 and 2014, consistent with the current year's presentation. For additional information, see Notes 1 and 24 to the Consolidated Financial Statements.

NM Not meaningful



29


The discussion of the results of operations for Citi Holdings below excludes the impact of CVA/DVA for 2015 and 2014. Presentations of the results of operations, excluding the impact of CVA/DVA, are non-GAAP financial measures. Citi believes the presentation of Citi Holdings' results excluding the impact of CVA/DVA is a more meaningful depiction of the underlying fundamentals of the business. For a reconciliation of these metrics to the reported results, see the table above.


2016 vs. 2015

Net income was $600 million, compared to net income of $984 million in 2015, primarily due to lower revenues, partially offset by lower expenses and lower credit costs.

Revenues decreased 57%, primarily driven by the overall wind-down of the portfolio and lower net gains on sales, particularly the sales of OneMain Financial and the retail banking and credit cards businesses in Japan in the fourth quarter of 2015.

Expenses declined 43%, primarily due to sales and run-off of assets, lower legal and related costs and lower repositioning costs.

Provisions decreased 95% due to lower net credit losses and a lower provision for benefits and claims (decrease of 84%) due to lower insurance-related business activity. Net credit losses declined 68%, primarily due to the impact of divestitures and continued credit improvements in North America mortgages. The net reserve release declined 3%.


2015 vs. 2014

Net income was $984 million, an improvement from a net loss of $3.4 billion in 2014, largely due to the impact of a charge of $3.8 billion ($3.7 billion after-tax) in 2014 to settle RMBS and CDO-related claims. Excluding the mortgage settlement, net income increased $705 million, primarily due to lower expenses and lower net credit losses, partially offset by a lower net loan loss reserve release and lower revenues.

Revenues decreased 4%, primarily driven by the overall wind-down of the portfolio, the impact of redemptions of high cost debt and the impact of recording OneMain Financial net credit losses as a reduction of revenue beginning in the second quarter of 2015, mostly offset by higher gains on asset sales, including the sales of OneMain Financial and the retail banking and credit cards businesses in Japan.

Expenses declined 49%. Excluding the impact of the mortgage settlement, expenses declined 22%, primarily due to sales and run-off of Citi Holdings assets and lower legal and related costs ($431 million compared to $1.0 billion in 2014).

Provisions decreased 22%. Excluding the impact of the mortgage settlement, provisions decreased 20%, driven by lower net credit losses, partially offset by a lower net loss reserve release. Net credit losses declined 39%, primarily due to the impact of the recording of OneMain Financial net credit losses as a reduction in revenue, continued improvements in North America mortgages and overall lower asset levels. The net reserve release decreased 49%. Excluding the impact of the mortgage settlement, the net reserve release decreased 52% to $478 million, primarily due to lower releases related to the North America mortgage portfolio.



Payment Protection Insurance (PPI)

The selling of PPI by financial institutions in the U.K. has been the subject of intense review and focus by U.K. regulators and the U.K. Supreme Court. For additional information on PPI, see "Citi Holdings" in Citi's Annual Report on Form 10-K for the year ended December 31, 2013 filed with the SEC on March 3, 2014.

PPI is designed to cover a customer's loan repayments if certain events occur, such as long-term illness or unemployment. The U.K. Financial Conduct Authority (FCA) found certain problems across the industry with how these products were sold, including customers not realizing that the cost of PPI premiums was being added to their loan or PPI being unsuitable for the customer. Redress generally involves

the repayment of premiums and the refund of all applicable contractual interest together with compensatory interest of 8%. In addition, during the fourth quarter of 2015, the U.K. Supreme Court issued a ruling in a case (Plevin) involving PPI pursuant to which the court ruled, independent of the sale of the PPI contract, the PPI contract at issue in the case was "unfair" due to the high sales commissions earned and the lack of disclosure to the customer thereof.

During the third quarter of 2016, the FCA issued a new consultation paper that proposed (i) a deadline for PPI complaints of June 2019 (a 2018 deadline was proposed previously) for both non-Plevin and Plevin complaints; (ii) an FCA-led customer communications campaign in advance of the deadline, with bank funding of the campaign; and (iii) a failure to disclose a sales commission of 50% or more would be deemed unfair when assessing a new PPI complaint and require a customer refund of the difference between the commission paid and 50%, plus interest. Final rules have not yet been published by the FCA.

During 2016, Citi increased its PPI reserves by approximately $134 million ($63 million of which was recorded in Citi Holdings and $71 million of which was recorded in discontinued operations). The increase for full year 2016 compared to an increase of $153 million during 2015 and was primarily due to the new proposed deadline for PPI complaints as well as the ongoing level of PPI claims.

Citi's year-end 2016 PPI reserve was $228 million (compared to $262 million as of December 31, 2015).

Additional reserving actions, if any, in 2017 will largely depend on the timing and requirements of the FCA's final rules and the level of customer response to any communications campaign.




30


OFF-BALANCE SHEET ARRANGEMENTS


Citigroup enters into various types of off-balance sheet arrangements in the ordinary course of business. Citi's involvement in these arrangements can take many different forms, including without limitation:


purchasing or retaining residual and other interests in unconsolidated special purpose entities, such as mortgage-backed and other asset-backed securitization entities;

holding senior and subordinated debt, interests in limited and general partnerships and equity interests in other unconsolidated special purpose entities;

providing guarantees, indemnifications, loan commitments, letters of credit and representations and warranties; and

entering into operating leases for property and equipment.


Citi enters into these arrangements for a variety of business purposes. For example, securitization arrangements offer investors access to specific cash flows and risks created through the securitization process. Securitization arrangements also assist Citi and its customers in monetizing their financial assets and securing financing at more favorable rates than Citi or the customers could otherwise obtain.

The table below shows where a discussion of Citi's various off-balance sheet arrangements may be found in this Form 10-K. In addition, see Notes 1, 21 and 26 to the Consolidated Financial Statements.


Types of Off-Balance Sheet Arrangements Disclosures in this Form 10-K

Variable interests and other obligations, including contingent obligations, arising from variable interests in nonconsolidated VIEs

See Note 21 to the Consolidated Financial Statements.

Letters of credit, and lending and other commitments

See Note 26 to the Consolidated Financial Statements.

Guarantees

See Note 26 to the Consolidated Financial Statements.

Leases

See Note 26 to the Consolidated Financial Statements.




31


CONTRACTUAL OBLIGATIONS


The following table includes information on Citigroup's contractual obligations, as specified and aggregated pursuant to SEC requirements.


Contractual obligations by year

In millions of dollars

2017

2018

2019

2020

2021

Thereafter

Total

Long-term debt obligations-principal (1)

$

36,125


$

46,089


$

22,013


$

10,175


$

19,131


$

72,645


$

206,178


Long-term debt obligations-interest payments (2)

6,565


5,131


3,942


3,381


2,869


29,818


51,706


Operating and capital lease obligations

1,151


1,006


854


679


531


2,655


6,876


Purchase obligations (3)

486


423


415


403


340


745


2,812


Other liabilities (4)

32,397


654


155


101


92


2,135


35,534


Total

$

76,724


$

53,303


$

27,379


$

14,739


$

22,963


$

107,998


$

303,106



(1)

For additional information about long-term debt obligations, see "Liquidity Risk-Long-Term Debt" below and Note 17 to the Consolidated Financial Statements.

(2)

Contractual obligations related to interest payments on long-term debt for 2017–2021 are calculated by applying the December 31, 2016 weighted-average interest rate ( 3.49% ) on average outstanding long-term debt to the average remaining contractual obligations on long-term debt for each of those years. The "Thereafter" interest payments on long-term debt for the remaining years to maturity (2022–2098) are calculated by applying current interest rates on the remaining contractual obligations on long-term debt for each of those years.

(3)

Purchase obligations consist of obligations to purchase goods or services that are enforceable and legally binding on Citi. For presentation purposes, purchase obligations are included in the table above through the termination date of the respective agreements, even if the contract is renewable. Many of the purchase agreements for goods or services include clauses that would allow Citi to cancel the agreement with specified notice; however, that impact is not included in the table above (unless Citi has already notified the counterparty of its intention to terminate the agreement).

(4)

Other liabilities reflected on Citigroup's Consolidated Balance Sheet includes accounts payable, accrued expenses, uncertain tax positions and other liabilities that have been incurred and will ultimately be paid in cash; legal reserve accruals are not included in the table above. Also includes discretionary contributions in 2017 for Citi's employee-defined benefit obligations for the pension, postretirement and post employment plans and defined contribution plans.




32


CAPITAL RESOURCES

Overview

Capital is used principally to support assets in Citi's businesses and to absorb credit, market, and operational losses. Citi primarily generates capital through earnings from its operating businesses. Citi may augment its capital through issuances of common stock, noncumulative perpetual preferred stock and equity issued through awards under employee benefit plans, among other issuances. Further, Citi's capital levels may also be affected by changes in accounting and regulatory standards as well as U.S. corporate tax laws, and the impact of future events on Citi's business results, such as changes in interest and foreign exchange rates, as well as business and asset dispositions.

During 2016, Citi returned a total of approximately $10.7 billion of capital to common shareholders in the form of share repurchases (approximately 196 million common shares) and dividends.


Capital Management

Citi's capital management framework is designed to ensure that Citigroup and its principal subsidiaries maintain sufficient capital consistent with each entity's respective risk profile, management targets, and all applicable regulatory standards and guidelines. Citi assesses its capital adequacy against a series of internal quantitative capital goals, designed to evaluate the Company's capital levels in expected and stressed economic environments. Underlying these internal quantitative capital goals are strategic capital considerations, centered on preserving and building financial strength. The Citigroup Capital Committee, with oversight from the Risk Management Committee of Citigroup's Board of Directors, has responsibility for Citi's aggregate capital structure, including the capital assessment and planning process, which is integrated into Citi's capital plan. Balance sheet management, including oversight of capital adequacy, for Citigroup's subsidiaries is governed by each entity's Asset and Liability Committee, where applicable. For additional information regarding Citi's capital planning and stress testing exercises, see "Capital Planning and Stress Testing" below.


Current Regulatory Capital Standards

Citi is subject to regulatory capital standards issued by the Federal Reserve Board which constitute the U.S. Basel III rules. These rules establish an integrated capital adequacy framework, encompassing both risk-based capital ratios and leverage ratios.







Risk-Based Capital Ratios

The U.S. Basel III rules set forth the composition of regulatory capital (including the application of regulatory capital adjustments and deductions), as well as two comprehensive methodologies (a Standardized Approach and Advanced Approaches) for measuring total risk-weighted assets. Total risk-weighted assets under the Advanced Approaches, which are primarily models based, include credit, market, and operational risk-weighted assets. Conversely, the Standardized Approach excludes operational risk-weighted assets and generally applies prescribed supervisory risk weights to broad categories of credit risk exposures. As a result, credit risk-weighted assets calculated under the Advanced Approaches are more risk sensitive than those calculated under the Standardized Approach. Market risk-weighted assets are derived on a generally consistent basis under both approaches.

The U.S. Basel III rules establish stated minimum Common Equity Tier 1 Capital, Tier 1 Capital and Total Capital ratios for substantially all U.S. banking organizations, including Citi and Citibank, N.A. (Citibank). Moreover, these rules provide for both a fixed Capital Conservation Buffer and, for Advanced Approaches banking organizations, such as Citi and Citibank, also a discretionary Countercyclical Capital Buffer. These capital buffers would be available to absorb losses in advance of any potential impairment of regulatory capital below the stated minimum risk-based capital ratio requirements. In September 2016, the Federal Reserve Board released a policy statement which established the framework for setting the amount of the U.S. Countercyclical Capital Buffer. Separately, in October 2016, the Federal Reserve Board voted to affirm the Countercyclical Capital Buffer amount at the current level of 0%.

Further, the U.S. Basel III rules implement the "capital floor provision" of the so-called "Collins Amendment" of the Dodd-Frank Act, which requires Advanced Approaches

banking organizations to calculate each of the three risk-based capital ratios (Common Equity Tier 1 Capital, Tier 1 Capital, and Total Capital) under both the U.S. Basel III Standardized Approach starting on January 1, 2015 and the Advanced Approaches and publicly report (as well as measure compliance against) the lower of each of the resulting risk-based capital ratios.













33


GSIB Surcharge

In August 2015, the Federal Reserve Board issued a rule which imposes a risk-based capital surcharge upon U.S. bank holding companies that are identified as global systemically important bank holding companies (GSIBs), including Citi. The GSIB surcharge augments the Capital Conservation Buffer and, if invoked, any Countercyclical Capital Buffer, and would result in restrictions on earnings distributions (e.g., dividends, equity repurchases, and discretionary executive bonuses) should the expanded buffer be breached to absorb losses during periods of financial or economic stress, with the degree of such restrictions based upon the extent to which the expanded buffer is breached.

Under the Federal Reserve Board's rule, identification of a GSIB is based primarily on quantitative measurement indicators underlying five equally weighted broad categories of systemic importance: (i) size, (ii) interconnectedness, (iii) cross-jurisdictional activity, (iv) substitutability, and (v) complexity. With the exception of size, each of the other categories are comprised of multiple indicators also of equal weight, and amounting to 12 indicators in total.

A U.S. bank holding company that is designated a GSIB under the established methodology is required, on an annual basis, to calculate a surcharge using two methods and will be subject to the higher of the resulting two surcharges. The first method ("method 1") is based on the same five broad categories of systemic importance used to identify a GSIB. Under the second method ("method 2"), the substitutability category is replaced with a quantitative measure intended to assess the extent of a GSIB's reliance on short-term wholesale funding. Moreover, method 1 incorporates relative measures of systemic importance across certain global banking organizations and a year-end spot foreign exchange rate, whereas method 2 uses fixed measures of systemic importance and application of an average foreign exchange rate over a three-year period. Effective for 2017 and thereafter, the GSIB surcharges calculated under both method 1 and method 2 are based on measures of systemic importance from the year immediately preceding that in which the GSIB surcharge calculations are being performed (e.g., the method 1 and method 2 GSIB surcharges to be calculated by December 31, 2017 will be based on 2016 systemic indicator data). Generally, the surcharge derived under method 2 will result in a higher surcharge than derived under method 1.

Should a GSIB's systemic importance change year-over-year such that it becomes subject to a higher surcharge, the higher surcharge would not become effective for a full year (e.g., a higher surcharge calculated by December 31, 2017 would not become effective until January 1, 2019). However, if a GSIB's systemic importance changes such that the GSIB would be subject to a lower surcharge, the GSIB would be subject to the lower surcharge beginning with the next calendar year (e.g., a lower surcharge calculated by December 31, 2017 would become effective January 1, 2018).

GSIB surcharges under the rule, which are required to be composed entirely of Common Equity Tier 1 Capital, initially range from 1.0% to 4.5% of total risk-weighted assets. Citi's initial GSIB surcharge effective January 1, 2016 was 3.5%, as derived under method 2. However, ongoing efforts in addressing quantitative measures of systemic importance have resulted in a reduction of Citi's method 2 GSIB surcharge to 3%, effective January 1, 2017. Citi's method 1 GSIB surcharge for 2016 was lower at 2%, and remains unchanged for 2017. Citi expects that its method 2 GSIB surcharge will continue to remain higher than its GSIB surcharge derived under method 1, and as such Citi's GSIB surcharge effective for 2018 and 2019 would not exceed 3%.

Transition Provisions

The U.S. Basel III rules contain several differing, largely multi-year transition provisions (i.e., "phase-ins" and "phase-outs"), including with respect to substantially all regulatory capital adjustments and deductions, and non-qualifying Tier 1 and Tier 2 Capital instruments (such as non-grandfathered trust preferred securities and certain subordinated debt issuances). Moreover, the GSIB surcharge, Capital Conservation Buffer, and any Countercyclical Capital Buffer (currently 0%), commenced phase-in on January 1, 2016, becoming fully effective on January 1, 2019. With the exception of the non-grandfathered trust preferred securities which do not fully phase-out until January 1, 2022 and the capital buffers and GSIB surcharge which do not fully phase-in until January 1, 2019, all other transition provisions will be entirely reflected in Citi's regulatory capital ratios by January 1, 2018. Citi considers all of these transition provisions as being fully implemented on January 1, 2019 (full implementation), with the inclusion of the capital buffers and GSIB surcharge.

The following chart sets forth the transitional progression from January 1, 2015 to full implementation by January 1, 2019 of the regulatory capital components (i.e., inclusive of the mandatory 2.5% Capital Conservation Buffer and the Countercyclical Capital Buffer at its current level of 0%, as well as an estimated 3% GSIB surcharge) comprising the effective minimum risk-based capital ratios.



34


Basel III Transition Arrangements: Minimum Risk-Based Capital Ratios


The following chart presents the transition arrangements (phase-in and phase-out) from January 1, 2015 through January 1, 2018 under the U.S. Basel III rules for significant regulatory capital adjustments and deductions relative to Citi.


Basel III Transition Arrangements: Significant Regulatory Capital Adjustments and Deductions

January 1

2015

2016

2017

2018

Phase-in of Significant Regulatory Capital Adjustments and Deductions

Common Equity Tier 1 Capital (1)

40

%

60

%

80

%

100

%

Common Equity Tier 1 Capital (2)

40

%

60

%

80

%

100

%

Additional Tier 1 Capital (2)(3)

60

%

40

%

20

%

0

%

100

%

100

%

100

%

100

%

Phase-out of Significant AOCI Regulatory Capital Adjustments

Common Equity Tier 1 Capital (4)

60

%

40

%

20

%

0

%

(1)

Includes the phase-in of Common Equity Tier 1 Capital deductions for all intangible assets other than goodwill and mortgage servicing rights (MSRs); and excess over 10%/15% limitations for deferred tax assets (DTAs) arising from temporary differences, significant common stock investments in unconsolidated financial institutions and MSRs. Goodwill (including goodwill "embedded" in the valuation of significant common stock investments in unconsolidated financial institutions) is fully deducted in arriving at Common Equity Tier 1 Capital. The amount of other intangible assets, aside from MSRs, not deducted in arriving at Common Equity Tier 1 Capital are risk-weighted at 100%, as are the excess over the 10%/15% limitations for DTAs arising from temporary differences, significant common stock investments in unconsolidated financial institutions and MSRs prior to full implementation of the U.S. Basel III rules. Upon full implementation, the amount of temporary difference DTAs, significant common stock investments in unconsolidated financial institutions and MSRs not deducted in arriving at Common Equity Tier 1 Capital are risk-weighted at 250%.

(2)

Includes the phase-in of Common Equity Tier 1 Capital deductions related to DTAs arising from net operating loss, foreign tax credit and general business credit carry-forwards and defined benefit pension plan net assets; and the phase-in of the Common Equity Tier 1 Capital adjustment for cumulative unrealized net gains (losses) related to changes in fair value of financial liabilities attributable to Citi's own creditworthiness.

(3)

To the extent Additional Tier 1 Capital is not sufficient to absorb regulatory capital adjustments and deductions, such excess is to be applied against Common Equity Tier 1 Capital.

(4)

Includes the phase-out from Common Equity Tier 1 Capital of adjustments related to unrealized gains (losses) on available-for-sale (AFS) debt securities; unrealized gains on AFS equity securities; unrealized gains (losses) on held-to-maturity (HTM) securities included in Accumulated other comprehensive income (loss) (AOCI); and defined benefit plans liability adjustment.


35


Tier 1 Leverage Ratio

Under the U.S. Basel III rules, Citi, as with principally all U.S. banking organizations, is also required to maintain a minimum Tier 1 Leverage ratio of 4%. The Tier 1 Leverage ratio, a non-risk-based measure of capital adequacy, is defined as Tier 1 Capital as a percentage of quarterly adjusted average total assets less amounts deducted from Tier 1 Capital.


Supplementary Leverage Ratio

Advanced Approaches banking organizations are additionally required to calculate a Supplementary Leverage ratio, which significantly differs from the Tier 1 Leverage ratio by also including certain off-balance sheet exposures within the denominator of the ratio (Total Leverage Exposure). The Supplementary Leverage ratio represents end of period Tier 1 Capital to Total Leverage Exposure, with the latter defined as the sum of the daily average of on-balance sheet assets for the quarter and the average of certain off-balance sheet exposures calculated as of the last day of each month in the quarter, less applicable Tier 1 Capital deductions. Advanced Approaches banking organizations will be required to maintain a stated minimum Supplementary Leverage ratio of 3% commencing on January 1, 2018, but were required to publicly disclose the ratio commencing with the first quarter of 2015.

Further, U.S. GSIBs, and their subsidiary insured depository institutions, including Citi and Citibank, are subject to enhanced Supplementary Leverage ratio standards. The enhanced Supplementary Leverage ratio standards establish a 2% leverage buffer for U.S. GSIBs in addition to the stated 3% minimum Supplementary Leverage ratio requirement in the U.S. Basel III rules. If a U.S. GSIB fails to exceed the 2% leverage buffer, it will be subject to increasingly onerous restrictions (depending upon the extent of the shortfall) regarding capital distributions and discretionary executive bonus payments. Accordingly, U.S. GSIBs are effectively subject to a 5% minimum Supplementary Leverage ratio requirement. Citi is required to be compliant with this higher effective minimum ratio requirement on January 1, 2018.


Prompt Corrective Action Framework

The U.S. Basel III rules revised the Prompt Corrective Action (PCA) regulations applicable to insured depository institutions in certain respects.

In general, the PCA regulations direct the U.S. banking agencies to enforce increasingly strict limitations on the activities of insured depository institutions that fail to meet certain regulatory capital thresholds. The PCA framework contains five categories of capital adequacy as measured by risk-based capital and leverage ratios: (i) "well capitalized"; (ii) "adequately capitalized"; (iii) "undercapitalized"; (iv) "significantly undercapitalized"; and (v) "critically undercapitalized."

Accordingly, beginning January 1, 2015, an insured depository institution, such as Citibank, must maintain minimum Common Equity Tier 1 Capital, Tier 1 Capital, Total Capital, and Tier 1 Leverage ratios of 6.5%, 8%, 10%

and 5%, respectively, to be considered "well capitalized." Additionally, insured depository institution subsidiaries of U.S. GSIBs, such as Citibank, must maintain a minimum Supplementary Leverage ratio of 6%, effective January 1, 2018, to be considered "well capitalized."


Capital Planning and Stress Testing

Citi is subject to an annual assessment by the Federal Reserve Board as to whether Citi has effective capital planning processes as well as sufficient regulatory capital to absorb losses during stressful economic and financial conditions, while also meeting obligations to creditors and counterparties and continuing to serve as a credit intermediary. This annual assessment includes two related programs:


The Comprehensive Capital Analysis and Review (CCAR) evaluates Citi's capital adequacy, capital adequacy process, and its planned capital distributions, such as dividend payments and common stock repurchases. As part of CCAR, the Federal Reserve Board assesses whether Citi has sufficient capital to continue operations throughout times of economic and financial market stress and whether Citi has robust, forward-looking capital planning processes that account for its unique risks. The Federal Reserve Board may object to Citi's annual capital plan based on either quantitative or qualitative grounds. If the Federal Reserve Board objects to Citi's annual capital plan, Citi may not undertake any capital distribution unless the Federal Reserve Board indicates in writing that it does not object to the distribution.


Dodd-Frank Act Stress Testing (DFAST) is a forward-looking quantitative evaluation of the impact of stressful economic and financial market conditions on Citi's regulatory capital. This program serves to inform the Federal Reserve Board, the financial companies, and the general public, how Citi's regulatory capital ratios might change using a hypothetical set of adverse economic conditions as designed by the Federal Reserve Board. In addition to the annual supervisory stress test conducted by the Federal Reserve Board, Citi is required to conduct annual company-run stress tests under the same adverse economic conditions designed by the Federal Reserve Board, as well as conduct a mid-cycle stress test under company-developed scenarios.


Both CCAR and DFAST include an estimate of projected revenues, losses, reserves, pro forma regulatory capital ratios, and any other additional capital measures deemed relevant by Citi. Projections are required over a nine-quarter planning horizon under three supervisory scenarios (baseline, adverse and severely adverse conditions). All risk-based capital ratios reflect application of the Standardized Approach framework and the transition arrangements under the U.S. Basel III rules. Moreover, the Federal Reserve Board has deferred the use of the Advanced Approaches framework indefinitely, and has modified the



36


2017 CCAR instructions, in part, to incorporate the Supplementary Leverage ratio. Accordingly, Advanced Approaches banking organizations will therefore be required to demonstrate an ability to maintain a Supplementary Leverage ratio in excess of the stated minimum requirement for the quarters of the 2017 CCAR planning horizon which are subsequent to the effective date of the ratio (i.e., the first quarter of 2018 through the first quarter of 2019).

In February 2017, the Federal Reserve Board issued a final rule adopting certain revisions to its capital planning and stress testing rules which become effective with the 2017 CCAR cycle. The revisions include a reduction in the amount of capital a banking organization subject to the quantitative requirements of CCAR may request to distribute in excess of the amount otherwise previously approved under its capital plan. The so-called "de-minimis exception" threshold will be lowered from the current 1.0% to 0.25% of Tier 1 Capital, and will be available to these banking organizations, subject to compliance with certain conditions, including 15 days prior notification as to planned execution of the exception and no objection by the Federal Reserve Board within that timeframe. Citi announced an increase to its common stock repurchase program of up to $1.75 billion in November 2016, in accordance with the current de-minimis exception. For additional information regarding CCAR, see "Risk Factors-Strategic Risks" below.


Citigroup's Capital Resources Under Current Regulatory Standards

During 2015 and thereafter, Citi is required to maintain stated minimum Common Equity Tier 1 Capital, Tier 1 Capital and Total Capital ratios of 4.5%, 6% and 8%, respectively. Citi's effective minimum Common Equity Tier 1 Capital, Tier 1 Capital and Total Capital ratios during 2016, inclusive of the 25% phase-in of both the 2.5% Capital Conservation Buffer and the 3.5% GSIB surcharge (all of which is to be composed of Common Equity Tier 1 Capital), are 6%, 7.5%, and 9.5%, respectively. Citi's effective and stated minimum Common Equity Tier 1 Capital, Tier 1 Capital and Total Capital ratios during 2015 were equivalent at 4.5%, 6%, and 8%, respectively.

Furthermore, to be "well capitalized" under current federal bank regulatory agency definitions, a bank holding

company must have a Tier 1 Capital ratio of at least 6%, a Total Capital ratio of at least 10%, and not be subject to a Federal Reserve Board directive to maintain higher capital levels.

The following tables set forth the capital tiers, total risk-weighted assets, risk-based capital ratios, quarterly adjusted average total assets, Total Leverage Exposure and leverage ratios under current regulatory standards (reflecting Basel III Transition Arrangements) for Citi as of December 31, 2016 and December 31, 2015 .


Citigroup Capital Components and Ratios Under Current Regulatory Standards (Basel III Transition Arrangements)

December 31, 2016

December 31, 2015

In millions of dollars, except ratios

Advanced Approaches

Standardized Approach

Advanced Approaches

Standardized Approach

Common Equity Tier 1 Capital

$

167,378


$

167,378


$

173,862


$

173,862


Tier 1 Capital

178,387


178,387


176,420


176,420


Total Capital (Tier 1 Capital + Tier 2 Capital) (1)

202,146


214,938


198,746


211,115


Total Risk-Weighted Assets

1,166,764


1,126,314


1,190,853


1,138,711


Common Equity Tier 1 Capital ratio (2)

14.35

%

14.86

%

14.60

%

15.27

%

Tier 1 Capital ratio (2)

15.29


15.84


14.81


15.49


Total Capital ratio (2)

17.33


19.08


16.69


18.54


In millions of dollars, except ratios

December 31, 2016

December 31, 2015

Quarterly Adjusted Average Total Assets (3)

$

1,768,415


$

1,732,933


Total Leverage Exposure (4)

2,351,883


2,326,072


Tier 1 Leverage ratio

10.09

%

10.18

%

Supplementary Leverage ratio

7.58


7.58



(1)

Under the Advanced Approaches framework eligible credit reserves that exceed expected credit losses are eligible for inclusion in Tier 2 Capital to the extent the excess reserves do not exceed 0.6% of credit risk-weighted assets, which differs from the Standardized Approach in which the allowance for credit losses is eligible for inclusion in Tier 2 Capital up to 1.25% of credit risk-weighted assets, with any excess allowance for credit losses being deducted in arriving at credit risk-weighted assets.

(2)

As of December 31, 2016 and December 31, 2015 , Citi's reportable Common Equity Tier 1 Capital, Tier 1 Capital, and Total Capital ratios were the lower derived under the Basel III Advanced Approaches framework.

(3)

Tier 1 Leverage ratio denominator.

(4)

Supplementary Leverage ratio denominator.


As indicated in the table above, Citigroup's capital ratios at December 31, 2016 were in excess of the stated minimum requirements under the U.S. Basel III rules. In

addition, Citi was also "well capitalized" under current federal bank regulatory agency definitions as of December 31, 2016 .



37


Components of Citigroup Capital Under Current Regulatory Standards

(Basel III Advanced Approaches with Transition Arrangements)

In millions of dollars

December 31,
2016

December 31,
2015

Common Equity Tier 1 Capital

Citigroup common stockholders' equity (1)

$

206,051


$

205,286


Add: Qualifying noncontrolling interests

259


369


Regulatory Capital Adjustments and Deductions:

Less: Net unrealized gains (losses) on securities available-for-sale (AFS), net of tax (2)(3)

(320

)

(544

)

Less: Defined benefit plans liability adjustment, net of tax (3)

(2,066

)

(3,070

)

Less: Accumulated net unrealized losses on cash flow hedges, net of tax (4)

(560

)

(617

)

Less: Cumulative unrealized net gain (loss) related to changes in fair value of financial liabilities

   attributable to own creditworthiness, net of tax (3)(5)

(37

)

176


Less: Intangible assets:

   Goodwill, net of related deferred tax liabilities (DTLs) (6)

20,858


21,980


Identifiable intangible assets other than mortgage servicing rights (MSRs), net of related

   DTLs (3)(7)

2,926


1,434


Less: Defined benefit pension plan net assets (3)

514


318


Less: Deferred tax assets (DTAs) arising from net operating loss, foreign tax credit and general

   business credit carry-forwards (3)(8)

12,802


9,464


Less: Excess over 10%/15% limitations for other DTAs, certain common stock investments,

  and MSRs (3)(8)(9)

4,815


2,652


Total Common Equity Tier 1 Capital

$

167,378


$

173,862


Additional Tier 1 Capital

Qualifying perpetual preferred stock (1)

$

19,069


$

16,571


Qualifying trust preferred securities (10)

1,371


1,707


Qualifying noncontrolling interests

17


12


Regulatory Capital Adjustment and Deductions:

Less: Cumulative unrealized net gain (loss) related to changes in fair value of financial liabilities

   attributable to own creditworthiness, net of tax (3)(5)

(24

)

265


Less: Defined benefit pension plan net assets (3)

343


476


Less: DTAs arising from net operating loss, foreign tax credit and general

   business credit carry-forwards (3)(8)

8,535


14,195


Less: Permitted ownership interests in covered funds (11)

533


567


Less: Minimum regulatory capital requirements of insurance underwriting subsidiaries (12)

61


229


Total Additional Tier 1 Capital

$

11,009


$

2,558


Total Tier 1 Capital (Common Equity Tier 1 Capital + Additional Tier 1 Capital)

$

178,387


$

176,420


Tier 2 Capital

Qualifying subordinated debt (13)

$

22,818


$

21,370


Qualifying trust preferred securities (10)

317


-


Qualifying noncontrolling interests

22


17


Excess of eligible credit reserves over expected credit losses (14)

660


1,163


Regulatory Capital Adjustment and Deduction:

Add: Unrealized gains on AFS equity exposures includable in Tier 2 Capital

3


5


Less: Minimum regulatory capital requirements of insurance underwriting subsidiaries (12)

61


229


Total Tier 2 Capital

$

23,759


$

22,326


Total Capital (Tier 1 Capital + Tier 2 Capital)

$

202,146


$

198,746




38


Citigroup Risk-Weighted Assets Under Current Regulatory Standards

(Basel III Advanced Approaches with Transition Arrangements)

In millions of dollars

December 31,
2016

December 31,
2015

Credit Risk (15)

$

773,483


$

791,036


Market Risk

64,006


74,817


Operational Risk

329,275


325,000


Total Risk-Weighted Assets

$

1,166,764


$

1,190,853



(1)

Issuance costs of $184 million and $147 million related to preferred stock outstanding at December 31, 2016 and December 31, 2015 , respectively, are excluded from common stockholders' equity and netted against preferred stock in accordance with Federal Reserve Board regulatory reporting requirements, which differ from those under U.S. GAAP.

(2)

In addition, includes the net amount of unamortized loss on HTM securities. This amount relates to securities that were previously transferred from AFS to HTM, and non-credit related factors such as changes in interest rates and liquidity spreads for HTM securities with other-than-temporary impairment.

(3)

The transition arrangements for significant regulatory capital adjustments and deductions impacting Common Equity Tier 1 Capital and/or Additional Tier 1 Capital are set forth above in the chart entitled "Basel III Transition Arrangements: Significant Regulatory Capital Adjustments and Deductions."

(4)

Common Equity Tier 1 Capital is adjusted for accumulated net unrealized gains (losses) on cash flow hedges included in AOCI that relate to the hedging of items not recognized at fair value on the balance sheet.

(5)

The cumulative impact of changes in Citigroup's own creditworthiness in valuing liabilities for which the fair value option has been elected and own-credit valuation adjustments on derivatives are excluded from Common Equity Tier 1 Capital, in accordance with the U.S. Basel III rules.

(6)

Includes goodwill "embedded" in the valuation of significant common stock investments in unconsolidated financial institutions.

(7)

Identifiable intangible assets other than MSRs increased by approximately $2.2 billion as a result of the acquisition of the Costco cards portfolio, as well as the renewal and extension of the co-branded credit card program agreement with American Airlines. For additional information, see Note 16 to the Consolidated Financial Statements.

(8)

Of Citi's approximately $46.7 billion of net DTAs at December 31, 2016, approximately $22.0 billion were includable in regulatory capital pursuant to the U.S. Basel III rules, while approximately $24.7 billion were excluded. Excluded from Citi's regulatory capital as of December 31, 2016 was approximately $26.1 billion of net DTAs arising from net operating loss, foreign tax credit and general business credit carry-forwards as well as temporary differences, of which approximately $17.6 billion were deducted from Common Equity Tier 1 Capital and approximately $8.5 billion were deducted from Additional Tier 1 Capital, reduced by approximately $1.4 billion of net DTLs primarily associated with goodwill and certain other intangible assets. Separately, under the U.S. Basel III rules, goodwill and these other intangible assets are deducted net of associated DTLs in arriving at Common Equity Tier 1 Capital. DTAs arising from net operating loss, foreign tax credit and general business credit carry-forwards are required to be deducted from both Common Equity Tier 1 Capital and Additional Tier 1 Capital under the transition arrangements of the U.S. Basel III rules; whereas DTAs arising from temporary differences are deducted in full from Common Equity Tier 1 Capital under these rules, if in excess of 10%/15% limitations (see note below).

(9)

Assets subject to 10%/15% limitations include MSRs, DTAs arising from temporary differences and significant common stock investments in unconsolidated financial institutions. At December 31, 2016 and December 31, 2015 , this deduction related only to DTAs arising from temporary differences that exceeded the 10% limitation. Accordingly, approximately $4.8 billion of DTAs arising from temporary differences were excluded from Citi's Common Equity Tier 1 Capital as of December 31, 2016. Changes to the U.S. corporate tax regime that impact the value of Citi's DTAs arising from temporary differences, which exceed the then current amount deducted from Citi's Common Equity Tier 1 Capital, would further reduce Citi's regulatory capital to the extent of such excess after tax (for additional discussion on potential U.S. corporate tax reform, see "Risk Factors-Strategic Risks" below).

(10)

Represents Citigroup Capital XIII trust preferred securities, which are permanently grandfathered as Tier 1 Capital under the U.S. Basel III rules, as well as non-grandfathered trust preferred securities which are eligible for inclusion in Tier 1 Capital during 2015 in an amount up to 25% of the aggregate outstanding principal amounts of such issuances as of January 1, 2014. The remaining 75% of non-grandfathered trust preferred securities are eligible for inclusion in Tier 2 Capital during 2015 in accordance with the transition arrangements for non-qualifying capital instruments under the U.S. Basel III rules. As of December 31, 2015, however, the entire amount of non-grandfathered trust preferred securities was included within Tier 1 Capital, as the amounts outstanding did not exceed the respective threshold for exclusion from Tier 1 Capital. Effective January 1, 2016, non-grandfathered trust preferred securities are not eligible for inclusion in Tier 1 Capital, but are eligible for inclusion in Tier 2 Capital subject to full phase-out by January 1, 2022. During 2016, non-grandfathered trust preferred securities are eligible for inclusion in Tier 2 Capital in an amount up to 60% of the aggregate outstanding principal amounts of such issuances as of January 1, 2014.

(11)

Effective July 2015, banking entities were required to be in compliance with the Volcker Rule of the Dodd-Frank Act that prohibits conducting certain proprietary investment activities and limits their ownership of, and relationships with, covered funds. Accordingly, Citi is required by the Volcker Rule to deduct from Tier 1 Capital all permitted ownership interests in covered funds that were acquired after December 31, 2013.

(12)

50% of the minimum regulatory capital requirements of insurance underwriting subsidiaries must be deducted from each of Tier 1 Capital and Tier 2 Capital.

(13)

Under the transition arrangements of the U.S. Basel III rules, non-qualifying subordinated debt issuances which consist of those with a fixed-to-floating rate step-up feature where the call/step-up date has not passed are eligible for inclusion in Tier 2 Capital during 2015 up to 25% of the aggregate outstanding principal amounts of such issuances as of January 1, 2014. Effective January 1, 2016, non-qualifying subordinated debt issuances are not eligible for inclusion in Tier 2 Capital.

(14)

Advanced Approaches banking organizations are permitted to include in Tier 2 Capital eligible credit reserves that exceed expected credit losses to the extent that the excess reserves do not exceed 0.6% of credit risk-weighted assets.

(15)

Under the U.S. Basel III rules, credit risk-weighted assets during the transition period reflect the effects of transitional arrangements related to regulatory capital adjustments and deductions and, as a result, will differ from credit risk-weighted assets derived under full implementation of the rules.


39


Citigroup Capital Rollforward Under Current Regulatory Standards

(Basel III Advanced Approaches with Transition Arrangements)

In millions of dollars

Three months ended December 31, 2016

Twelve months ended 
 December 31, 2016

Common Equity Tier 1 Capital

Balance, beginning of period

$

172,046


$

173,862


Net income

3,573


14,912


Common and preferred stock dividends declared

(774

)

(2,291

)

 Net increase in treasury stock

(4,232

)

(8,624

)

Net change in common stock and additional paid-in capital (1)

166


(210

)

Net increase in foreign currency translation adjustment net of hedges, net of tax

(2,529

)

(2,802

)

Net increase in unrealized losses on securities AFS, net of tax

(1,452

)

(116

)

Net change in defined benefit plans liability adjustment, net of tax

260


(1,052

)

Net change in adjustment related to changes in fair value of financial liabilities

    attributable to own creditworthiness, net of tax

(104

)

(124

)

Net decrease in goodwill, net of related DTLs

905


1,122


Net change in identifiable intangible assets other than MSRs, net of related DTLs

180


(1,492

)

Net change in defined benefit pension plan net assets

21


(196

)

Net change in DTAs arising from net operating loss, foreign tax credit and general

    business credit carry-forwards

700


(3,338

)

Net increase in excess over 10%/15% limitations for other DTAs, certain common stock

    investments and MSRs

(1,366

)

(2,163

)

Other

(16

)

(110

)

Net decrease in Common Equity Tier 1 Capital

$

(4,668

)

$

(6,484

)

Common Equity Tier 1 Capital Balance, end of period

$

167,378


$

167,378


Additional Tier 1 Capital

Balance, beginning of period

$

10,125


$

2,558


Net increase in qualifying perpetual preferred stock (1)

-


2,498


Net change in qualifying trust preferred securities

2


(336

)

Net change in adjustment related to changes in fair value of financial liabilities

    attributable to own creditworthiness, net of tax

158


289


Net decrease in defined benefit pension plan net assets

13


133


Net decrease in DTAs arising from net operating loss, foreign tax credit and general

    business credit carry-forwards

466


5,660


Net decrease in permitted ownership interests in covered funds

226


34


Other

19


173


Net increase in Additional Tier 1 Capital

$

884


$

8,451


Tier 1 Capital Balance, end of period

$

178,387


$

178,387


Tier 2 Capital

Balance, beginning of period

$

25,882


$

22,326


Net change in qualifying subordinated debt

(2,189

)

1,448


Net change in qualifying trust preferred securities

(7

)

317


Net change in excess of eligible credit reserves over expected credit losses

55


(503

)

Other

18


171


Net change in Tier 2 Capital

$

(2,123

)

$

1,433


Tier 2 Capital Balance, end of period

$

23,759


$

23,759


Total Capital (Tier 1 Capital + Tier 2 Capital)

$

202,146


$

202,146



(1)

During the twelve months ended December 31, 2016, Citi issued approximately $2.5 billion of qualifying perpetual preferred stock with issuance costs of $37 million. In accordance with Federal Reserve Board regulatory reporting requirements, which differ from those under U.S. GAAP, such issuance costs are excluded from common stockholders' equity and netted against preferred stock.



40


Citigroup Risk-Weighted Assets Rollforward Under Current Regulatory Standards

(Basel III Advanced Approaches with Transition Arrangements)

In millions of dollars

Three months ended December 31, 2016

Twelve months ended 
 December 31, 2016

 Total Risk-Weighted Assets, beginning of period

$

1,204,384


$

1,190,853


Changes in Credit Risk-Weighted Assets

Net decrease in retail exposures (1)

(5,358

)

(20,018

)

Net decrease in wholesale exposures (2)

(5,455

)

(5,977

)

Net change in repo-style transactions (3)

433


(2,927

)

Net decrease in securitization exposures (4)

(3,684

)

(3,279

)

Net decrease in equity exposures (5)

(84

)

(1,771

)

Net change in over-the-counter (OTC) derivatives (6)

(2,740

)

4,801


Net change in derivatives CVA (7)

(6,485

)

10,567


Net increase in other exposures (8)

1,575


2,643


Net decrease in supervisory 6% multiplier (9)

(919

)

(1,592

)

Net decrease in Credit Risk-Weighted Assets

$

(22,717

)

$

(17,553

)

Changes in Market Risk-Weighted Assets

Net decrease in risk levels (10)

$

(6,947

)

$

(6,533

)

Net decrease due to model and methodology updates (11)

(117

)

(4,278

)

Net decrease in Market Risk-Weighted Assets

$

(7,064

)

$

(10,811

)

Net change in Operational Risk-Weighted Assets (12)

$

(7,839

)

$

4,275


Total Risk-Weighted Assets, end of period

$

1,166,764


$

1,166,764



(1)

Retail exposures decreased during the three and twelve months ended December 31, 2016 primarily due to residential mortgage loan sales and repayments, divestitures of certain Citi Holdings portfolios and the impact of FX translation. The decrease in retail exposures during the three months ended December 31, 2016 was partially offset by increases in qualifying revolving (cards) exposures attributable to seasonal holiday spending, whereas the decrease in retail exposures during the twelve months ended December 31, 2016 was partially offset by the acquisition of the Costco cards portfolio.

(2)

Wholesale exposures decreased during the three and twelve months ended December 31, 2016 primarily due to decreases in commercial loans, decreases in securities AFS and securities HTM, and the impact of FX translation. The decrease in wholesale exposures during the three months ended December 31, 2016 was partially offset by increases in loan commitments.

(3)

Repo-style transactions decreased during the twelve months ended December 31, 2016 primarily due to exposure decreases and model enhancements.

(4)

Securitization exposures decreased during the three and twelve months ended December 31, 2016 primarily due to sales and maturities of exposures.

(5)

Equity exposures decreased during the twelve months ended December 31, 2016 primarily due to the sale of Citi's investment in China Guangfa Bank.

(6)

OTC derivatives decreased during the three months ended December 31, 2016 primarily due to changes in fair value. OTC derivatives increased during the twelve months ended December 31, 2016 primarily driven by increased trade volume and model enhancements.

(7)

Derivatives CVA decreased during the three months ended December 31, 2016 primarily driven by exposure reduction and credit spread changes. Derivatives CVA increased during the twelve months ended December 31, 2016 primarily driven by increased volatility, trade volume and model enhancements.

(8)

Other exposures include cleared transactions, unsettled transactions, assets other than those reportable in specific exposure categories and non-material portfolios.

(9)

Supervisory 6% multiplier does not apply to derivatives CVA.

(10)

Risk levels decreased during the three months ended December 31, 2016 primarily due to reductions in risk and exposures subject to Stressed Value at Risk and a reduction in positions subject to standard specific risk charges, partially offset by an increase in exposures subject to comprehensive risk. Risk levels decreased during the twelve months ended December 31, 2016 primarily due to reductions in risk and exposures subject to Stressed Value at Risk and a reduction in positions subject to securitization charges, partially offset by an increase in positions subject to standard specific risk charges.

(11)

Risk-weighted assets declined during the three and twelve months ended December 31, 2016 due to changes in model inputs regarding volatility and the correlation between market risk factors.

(12)

Operational risk-weighted assets decreased during the three months ended December 31, 2016 primarily driven by routine quarterly updates to model parameters. Operational risk-weighted assets increased during the twelve months ended December 31, 2016 primarily due to the implementation of certain enhancements to Citi's Advanced Measurement Approaches model in the third quarter of 2016, partially offset by routine quarterly updates to model parameters.



41


Capital Resources of Citigroup's Subsidiary U.S. Depository Institutions Under Current Regulatory Standards

Citigroup's subsidiary U.S. depository institutions are also subject to regulatory capital standards issued by their respective primary federal bank regulatory agencies, which are similar to the standards of the Federal Reserve Board.

During 2016, Citi's primary subsidiary U.S. depository institution, Citibank, N.A. (Citibank), was subject to effective minimum Common Equity Tier 1 Capital, Tier 1 Capital and Total Capital ratios, inclusive of the 25% phase-in of the 2.5% Capital Conservation Buffer, of 5.125%, 6.625% and 8.625%, respectively. Citibank's effective and

stated minimum Common Equity Tier 1 Capital, Tier 1 Capital and Total Capital ratios during 2015 were equivalent at 4.5%, 6%, and 8%, respectively.

The following table sets forth the capital tiers, total risk-weighted assets, risk-based capital ratios, quarterly adjusted average total assets, Total Leverage Exposure and leverage ratios under current regulatory standards (reflecting Basel III Transition Arrangements) for Citibank, Citi's primary subsidiary U.S. depository institution, as of December 31, 2016 and December 31, 2015 .



Citibank Capital Components and Ratios Under Current Regulatory Standards (Basel III Transition Arrangements)

December 31, 2016

December 31, 2015

In millions of dollars, except ratios

Advanced Approaches

Standardized Approach

Advanced Approaches

Standardized Approach

Common Equity Tier 1 Capital

$

126,277


$

126,277


$

127,323


$

127,323


Tier 1 Capital

126,282


126,282


127,323


127,323


Total Capital (Tier 1 Capital + Tier 2 Capital) (1)

138,638


150,108


138,762


149,749


Total Risk-Weighted Assets

973,739


1,000,833


902,969


1,003,214


Common Equity Tier 1 Capital ratio (2)

12.97

%

12.62

%

14.10

%

12.69

%

Tier 1 Capital ratio (2)

12.97


12.62


14.10


12.69


Total Capital ratio (2)

14.24


15.00


15.37


14.93



In millions of dollars, except ratios

December 31, 2016

December 31, 2015

Quarterly Adjusted Average Total Assets (3)

$

1,332,978


$

1,298,560


Total Leverage Exposure (4)

1,859,211


1,838,941


Tier 1 Leverage ratio

9.47

%

9.80

%

Supplementary Leverage ratio

6.79


6.92



(1)

Under the Advanced Approaches framework eligible credit reserves that exceed expected credit losses are eligible for inclusion in Tier 2 Capital to the extent the excess reserves do not exceed 0.6% of credit risk-weighted assets, which differs from the Standardized Approach in which the allowance for credit losses is eligible for inclusion in Tier 2 Capital up to 1.25% of credit risk-weighted assets, with any excess allowance for credit losses being deducted in arriving at credit risk-weighted assets.

(2)

As of December 31, 2016, Citibank's reportable Common Equity Tier 1 Capital and Tier 1 Capital ratios were the lower derived under the Basel III Standardized Approach, whereas Citibank's reportable Total Capital ratio as of December 31, 2016 was the lower derived under the Basel III Advanced Approaches framework. As of December 31, 2015, Citibank's reportable Common Equity Tier 1 Capital, Tier 1 Capital, and Total Capital ratios were the lower derived under the Basel III Standardized Approach.

(3)

Tier 1 Leverage ratio denominator.

(4)

Supplementary Leverage ratio denominator.


As indicated in the table above, Citibank's capital ratios at December 31, 2016 were in excess of the stated minimum requirements under the U.S. Basel III rules. In addition, Citibank was also "well capitalized" as of December 31, 2016 under the revised PCA regulations which became effective January 1, 2015.

Further, Citibank is required to conduct the annual Dodd-Frank Act Stress Test. The annual stress test consists of a forward-looking quantitative evaluation of the impact of stressful economic and financial market conditions under several scenarios on Citibank's regulatory capital. This program serves to inform the Office of the Comptroller of



the Currency how Citibank's regulatory capital ratios might change during a hypothetical set of adverse economic

conditions and to ultimately evaluate the reliability of Citibank's capital planning process.




42


Impact of Changes on Citigroup and Citibank Capital Ratios Under Current Regulatory Capital Standards

The following tables present the estimated sensitivity of Citigroup's and Citibank's capital ratios to changes of $100 million in Common Equity Tier 1 Capital, Tier 1 Capital and Total Capital (numerator), and changes of $1 billion in Advanced Approaches and Standardized Approach risk-weighted assets, quarterly adjusted average total assets, as well as Total Leverage Exposure (denominator), under current regulatory capital standards (reflecting Basel III Transition Arrangements), as of December 31, 2016 . This

information is provided for the purpose of analyzing the impact that a change in Citigroup's or Citibank's financial position or results of operations could have on these ratios. These sensitivities only consider a single change to either a component of capital, risk-weighted assets, quarterly adjusted average total assets, or Total Leverage Exposure. Accordingly, an event that affects more than one factor may have a larger basis point impact than is reflected in these tables.




Impact of Changes on Citigroup and Citibank Risk-Based Capital Ratios (Basel III Transition Arrangements)

Common Equity

Tier 1 Capital ratio

Tier 1 Capital ratio

Total Capital ratio

In basis points

Impact of

$100 million

change in

Common Equity

Tier 1 Capital

Impact of

$1 billion

change in risk-

weighted assets

Impact of

$100 million

change in

Tier 1 Capital

Impact of

$1 billion

change in risk-

weighted assets

Impact of

$100 million

change in

Total Capital

Impact of

$1 billion

change in risk-

weighted assets

Citigroup

Advanced Approaches

0.9

1.2

0.9

1.3

0.9

1.5

Standardized Approach

0.9

1.3

0.9

1.4

0.9

1.7

Citibank

Advanced Approaches

1.0

1.3

1.0

1.3

1.0

1.5

Standardized Approach

1.0

1.3

1.0

1.3

1.0

1.5


Impact of Changes on Citigroup and Citibank Leverage Ratios (Basel III Transition Arrangements)

Tier 1 Leverage ratio

Supplementary Leverage ratio

In basis points

Impact of

$100 million

change in

Tier 1 Capital

Impact of

$1 billion

change in quarterly adjusted average total assets

Impact of

$100 million

change in

Tier 1 Capital

Impact of

$1 billion

change in Total Leverage Exposure

Citigroup

0.6

0.6

0.4

0.3

Citibank

0.8

0.7

0.5

0.4


Citigroup Broker-Dealer Subsidiaries

At December 31, 2016 , Citigroup Global Markets Inc., a U.S. broker-dealer registered with the SEC that is an indirect wholly owned subsidiary of Citigroup, had net capital, computed in accordance with the SEC's net capital rule, of approximately $9.3 billion, which exceeded the minimum requirement by approximately $7.4 billion.

Moreover, Citigroup Global Markets Limited, a broker-dealer registered with the United Kingdom's Prudential Regulation Authority (PRA) that is also an indirect wholly owned subsidiary of Citigroup, had total capital of $16.8 billion at December 31, 2016 , which exceeded the PRA's minimum regulatory capital requirements.





In addition, certain of Citi's other broker-dealer

subsidiaries are subject to regulation in the countries in which they do business, including requirements to maintain specified levels of net capital or its equivalent. Citigroup's other broker-dealer subsidiaries were in compliance with their capital requirements at December 31, 2016 .














43


Basel III (Full Implementation)


Citigroup's Capital Resources Under Basel III

(Full Implementation)

Citi currently estimates that its effective minimum Common Equity Tier 1 Capital, Tier 1 Capital and Total Capital ratio requirements under the U.S. Basel III rules, on a fully implemented basis, inclusive of the 2.5% Capital Conservation Buffer and the Countercyclical Capital Buffer at its current level of 0%, as well as assuming a 3% GSIB surcharge, may be 10%, 11.5% and 13.5%, respectively.

Further, under the U.S. Basel III rules, Citi must also comply with a 4% minimum Tier 1 Leverage ratio requirement and an effective 5% minimum Supplementary Leverage ratio requirement.

The following tables set forth the capital tiers, total risk-weighted assets, risk-based capital ratios, quarterly adjusted average total assets, Total Leverage Exposure and leverage ratios, assuming full implementation under the U.S. Basel III rules, for Citi as of December 31, 2016 and December 31, 2015 .


Citigroup Capital Components and Ratios Under Basel III (Full Implementation)

December 31, 2016

December 31, 2015

In millions of dollars, except ratios

Advanced Approaches

Standardized Approach

Advanced Approaches

Standardized Approach

Common Equity Tier 1 Capital

$

149,516


$

149,516


$

146,865


$

146,865


Tier 1 Capital

169,390


169,390


164,036


164,036


Total Capital (Tier 1 Capital + Tier 2 Capital) (1)

193,160


205,975


186,097


198,655


Total Risk-Weighted Assets

1,189,680


1,147,956


1,216,277


1,162,884


Common Equity Tier 1 Capital ratio (2)(3)

12.57

%

13.02

%

12.07

%

12.63

%

Tier 1 Capital ratio (2)(3)

14.24


14.76


13.49


14.11


Total Capital ratio (2)(3)

16.24


17.94


15.30


17.08



In millions of dollars, except ratios

December 31, 2016

December 31, 2015

Quarterly Adjusted Average Total Assets (4)

$

1,761,923


$

1,724,710


Total Leverage Exposure (5)

2,345,391


2,317,849


Tier 1 Leverage ratio (3)

9.61

%

9.51

%

Supplementary Leverage ratio (3)

7.22


7.08



(1)

Under the Advanced Approaches framework eligible credit reserves that exceed expected credit losses are eligible for inclusion in Tier 2 Capital to the extent the excess reserves do not exceed 0.6% of credit risk-weighted assets, which differs from the Standardized Approach in which the allowance for credit losses is eligible for inclusion in Tier 2 Capital up to 1.25% of credit risk-weighted assets, with any excess allowance for credit losses being deducted in arriving at credit risk-weighted assets.

(2)

As of December 31, 2016 and December 31, 2015 , Citi's Common Equity Tier 1 Capital, Tier 1 Capital, and Total Capital ratios were the lower derived under the Basel III Advanced Approaches framework.

(3)

Citi's Basel III capital ratios and related components, on a fully implemented basis, are non-GAAP financial measures. Citi believes these ratios and the related components provide useful information to investors and others by measuring Citi's progress against future regulatory capital standards.

(4)

Tier 1 Leverage ratio denominator.

(5)

Supplementary Leverage ratio denominator.




44


Common Equity Tier 1 Capital Ratio

Citi's Common Equity Tier 1 Capital ratio was 12.6% at December 31, 2016, compared to 12.6% at September 30, 2016 and 12.1% at December 31, 2015 (all based on application of the Advanced Approaches for determining total risk-weighted assets). The ratio remained unchanged quarter-over-quarter, as quarterly net income of $3.6 billion and a decline in total risk-weighted assets were offset by the return of approximately $4.7 billion of capital to common

shareholders and movements in AOCI. The increase in Citi's Common Equity Tier 1 Capital ratio from year-end 2015 reflected continued growth in Common Equity Tier 1 Capital resulting from net income of $14.9 billion and the favorable effects attributable to DTA utilization of approximately $1.2 billion, offset in part by the return of approximately $10.7 billion of capital to common shareholders.


Components of Citigroup Capital Under Basel III (Advanced Approaches with Full Implementation)

In millions of dollars

December 31,
2016

December 31,
2015

Common Equity Tier 1 Capital

Citigroup common stockholders' equity (1)

$

206,051


$

205,286


Add: Qualifying noncontrolling interests

129


145


Regulatory Capital Adjustments and Deductions:

Less: Accumulated net unrealized losses on cash flow hedges, net of tax (2)

(560

)

(617

)

Less: Cumulative unrealized net gain (loss) related to changes in fair value of financial liabilities

   attributable to own creditworthiness, net of tax (3)

(61

)

441


Less: Intangible assets:

  Goodwill, net of related DTLs (4)

20,858


21,980


    Identifiable intangible assets other than MSRs, net of related DTLs (5)

4,876


3,586


Less: Defined benefit pension plan net assets

857


794


Less: DTAs arising from net operating loss, foreign tax credit and general business credit

   carry-forwards (6)

21,337


23,659


Less: Excess over 10%/15% limitations for other DTAs, certain common stock investments,

  and MSRs (6)(7)

9,357


8,723


Total Common Equity Tier 1 Capital

$

149,516


$

146,865


Additional Tier 1 Capital

Qualifying perpetual preferred stock (1)

$

19,069


$

16,571


Qualifying trust preferred securities (8)

1,371


1,365


Qualifying noncontrolling interests

28


31


Regulatory Capital Deductions:

Less: Permitted ownership interests in covered funds (9)

533


567


Less: Minimum regulatory capital requirements of insurance underwriting subsidiaries (10)

61


229


Total Additional Tier 1 Capital

$

19,874


$

17,171


Total Tier 1 Capital (Common Equity Tier 1 Capital + Additional Tier 1 Capital)

$

169,390


$

164,036


Tier 2 Capital

Qualifying subordinated debt

$

22,818


$

20,744


Qualifying trust preferred securities (11)

317


342


Qualifying noncontrolling interests

36


41


Excess of eligible credit reserves over expected credit losses (12)

660


1,163


Regulatory Capital Deduction:

Less: Minimum regulatory capital requirements of insurance underwriting subsidiaries (10)

61


229


Total Tier 2 Capital

$

23,770


$

22,061


Total Capital (Tier 1 Capital + Tier 2 Capital) (13)

$

193,160


$

186,097



(1)

Issuance costs of $184 million and $147 million related to preferred stock outstanding at December 31, 2016 and December 31, 2015 , respectively, are excluded from common stockholders' equity and netted against preferred stock in accordance with Federal Reserve Board regulatory reporting requirements, which differ from those under U.S. GAAP.

(2)

Common Equity Tier 1 Capital is adjusted for accumulated net unrealized gains (losses) on cash flow hedges included in AOCI that relate to the hedging of items not recognized at fair value on the balance sheet.

(3)

The cumulative impact of changes in Citigroup's own creditworthiness in valuing liabilities for which the fair value option has been elected and own-credit valuation adjustments on derivatives are excluded from Common Equity Tier 1 Capital, in accordance with the U.S. Basel III rules.


45


(4)

Includes goodwill "embedded" in the valuation of significant common stock investments in unconsolidated financial institutions.

(5)

Identifiable intangible assets other than MSRs increased by approximately $2.2 billion as a result of the acquisition of the Costco cards portfolio, as well as the renewal and extension of the co-branded credit card program agreement with American Airlines. For additional information, see Note 16 to the Consolidated Financial Statements.

(6)

Of Citi's approximately $46.7 billion of net DTAs at December 31, 2016, approximately $17.4 billion were includable in Common Equity Tier 1 Capital pursuant to the U.S. Basel III rules, while approximately $29.3 billion were excluded. Excluded from Citi's Common Equity Tier 1 Capital as of December 31, 2016 was a total of approximately $30.7 billion of net DTAs arising from net operating loss, foreign tax credit and general business credit carry-forwards as well as temporary differences, reduced by approximately $1.4 billion of net DTLs primarily associated with goodwill and certain other intangible assets. Separately, under the U.S. Basel III rules, goodwill and these other intangible assets are deducted net of associated DTLs in arriving at Common Equity Tier 1 Capital. DTAs arising from net operating loss, foreign tax credit and general business credit carry-forwards are required to be fully deducted from Common Equity Tier 1 Capital under full implementation of the U.S. Basel III rules; whereas DTAs arising from temporary differences are deducted from Common Equity Tier 1 Capital if in excess of 10%/15% limitations (see note below).

(7)

Assets subject to 10%/15% limitations include MSRs, DTAs arising from temporary differences and significant common stock investments in unconsolidated financial institutions. At December 31, 2016 , and December 31, 2015 , this deduction related only to DTAs arising from temporary differences that exceeded the 10% limitation. Accordingly, approximately $9.4 billion of DTAs arising from temporary differences were excluded from Citi's Common Equity Tier 1 Capital as of December 31, 2016. Changes to the U.S. corporate tax regime that impact the value of Citi's DTAs arising from temporary differences, which exceed the then current amount deducted from Citi's Common Equity Tier 1 Capital, would further reduce Citi's regulatory capital to the extent of such excess after tax (for additional discussion on potential U.S. corporate tax reform, see "Risk Factors-Strategic Risks" below).

(8)

Represents Citigroup Capital XIII trust preferred securities, which are permanently grandfathered as Tier 1 Capital under the U.S. Basel III rules.

(9)

Effective July 2015, banking entities were required to be in compliance with the Volcker Rule of the Dodd-Frank Act that prohibits conducting certain proprietary investment activities and limits their ownership of, and relationships with, covered funds. Accordingly, Citi is required by the Volcker Rule to deduct from Tier 1 Capital all permitted ownership interests in covered funds that were acquired after December 31, 2013.

(10)

50% of the minimum regulatory capital requirements of insurance underwriting subsidiaries must be deducted from each of Tier 1 Capital and Tier 2 Capital.

(11)

Represents the amount of non-grandfathered trust preferred securities eligible for inclusion in Tier 2 Capital under the U.S. Basel III rules, which will be fully phased-out of Tier 2 Capital by January 1, 2022.

(12)

Advanced Approaches banking organizations are permitted to include in Tier 2 Capital eligible credit reserves that exceed expected credit losses to the extent that the excess reserves do not exceed 0.6% of credit risk-weighted assets.

(13)

Total Capital as calculated under Advanced Approaches, which differs from the Standardized Approach in the treatment of the amount of eligible credit reserves includable in Tier 2 Capital.






46


Citigroup Capital Rollforward Under Basel III (Advanced Approaches with Full Implementation)

In millions of dollars

Three months ended December 31, 2016

Twelve months ended 
 December 31, 2016

Common Equity Tier 1 Capital

Balance, beginning of period

$

155,132


$

146,865


Net income

3,573


14,912


Common and preferred stock dividends declared

(774

)

(2,291

)

 Net increase in treasury stock

(4,232

)

(8,624

)

Net change in common stock and additional paid-in capital (1)

166


(210

)

Net increase in foreign currency translation adjustment net of hedges, net of tax

(2,529

)

(2,802

)

Net change in unrealized losses on securities AFS, net of tax

(2,421

)

108


Net change in defined benefit plans liability adjustment, net of tax

432


(48

)

Net change in adjustment related to changes in fair value of financial liabilities

    attributable to own creditworthiness, net of tax

54


165


Net decrease in goodwill, net of related DTLs

905


1,122


Net change in identifiable intangible assets other than MSRs, net of related DTLs

301


(1,290

)

Net change in defined benefit pension plan net assets

34


(63

)

Net decrease in DTAs arising from net operating loss, foreign tax credit and general business

    credit carry-forwards

1,166


2,322


Net increase in excess over 10%/15% limitations for other DTAs, certain common stock

    investments and MSRs

(2,280

)

(634

)

Other

(11

)

(16

)

Net change in Common Equity Tier 1 Capital

$

(5,616

)

$

2,651


Common Equity Tier 1 Capital Balance, end of period

$

149,516


$

149,516


Additional Tier 1 Capital

Balance, beginning of period

$

19,493


$

17,171


Net increase in qualifying perpetual preferred stock (1)

-


2,498


Net increase in qualifying trust preferred securities

3


6


Net increase in permitted ownership interests in covered funds

256


34


Other

122


165


Net increase in Additional Tier 1 Capital

$

381


$

2,703


Tier 1 Capital Balance, end of period

$

169,390


$

169,390


Tier 2 Capital

Balance, beginning of period

$

24,893


$

22,061


Net change in qualifying subordinated debt

(883

)

2,074


Net decrease in excess of eligible credit reserves over expected credit losses

(351

)

(503

)

Other

111


138


Net change in Tier 2 Capital

$

(1,123

)

$

1,709


Tier 2 Capital Balance, end of period

$

23,770


$

23,770


Total Capital (Tier 1 Capital + Tier 2 Capital)

$

193,160


$

193,160



(1)

During the twelve months ended December 31, 2016, Citi issued approximately $2.5 billion of qualifying perpetual preferred stock with issuance costs of $37 million. In accordance with Federal Reserve Board regulatory reporting requirements, which differ from those under U.S. GAAP, such issuance costs are excluded from common stockholders' equity and netted against preferred stock.







47


Citigroup Risk-Weighted Assets Under Basel III (Full Implementation) at December 31, 2016

Advanced Approaches

Standardized Approach

In millions of dollars

Citicorp

Citi Holdings

Total

Citicorp

Citi Holdings

Total

Credit Risk

$

742,330


$

54,069


$

796,399


$

1,030,127


$

53,301


$

1,083,428


Market Risk

62,889


1,117


64,006


63,275


1,253


64,528


Operational Risk

280,196


49,079


329,275


-


-


-


Total Risk-Weighted Assets

$

1,085,415


$

104,265


$

1,189,680


$

1,093,402


$

54,554


$

1,147,956



Citigroup Risk-Weighted Assets Under Basel III (Full Implementation) at December 31, 2015

Advanced Approaches

Standardized Approach

In millions of dollars

Citicorp

Citi Holdings

Total

Citicorp

Citi Holdings

Total

Credit Risk

$

731,515


$

84,945


$

816,460


$

1,008,951


$

78,748


$

1,087,699


Market Risk

70,701


4,116


74,817


71,015


4,170


75,185


Operational Risk

275,921


49,079


325,000


-


-


-


Total Risk-Weighted Assets

$

1,078,137


$

138,140


$

1,216,277


$

1,079,966


$

82,918


$

1,162,884



Total risk-weighted assets under both the Basel III Advanced Approaches and the Standardized Approach declined from year-end 2015 due to decreases in credit and market risk-weighted assets. The decline in total risk-weighted assets under the Basel III Advanced Approaches was partially offset by an increase in operational risk-weighted assets primarily due to the implementation of certain enhancements to Citi's Advanced Measurement Approaches model during the third quarter of 2016.

The decline in credit risk-weighted assets was mainly attributable to residential mortgage loan sales and repayments and divestitures of certain Citi Holdings portfolios, partially offset by the acquisition of the Costco cards portfolio and increases in OTC derivative exposures due to increased volatility and trade volume. Model enhancements impacting OTC derivatives and derivatives CVA further offset the decline in credit risk-weighted assets under the Basel III Advanced Approaches.

The decline in market risk-weighted assets was primarily due to decreases in positions subject to Stressed Value at Risk and securitization charges.

















































48


Citigroup Risk-Weighted Assets Rollforward (Basel III Advanced Approaches with Full Implementation)

In millions of dollars

Three months ended December 31, 2016

Twelve months ended 
 December 31, 2016

 Total Risk-Weighted Assets, beginning of period

$

1,228,283


$

1,216,277


Changes in Credit Risk-Weighted Assets

Net decrease in retail exposures (1)

(5,358

)

(20,018

)

Net decrease in wholesale exposures (2)

(5,455

)

(5,977

)

Net change in repo-style transactions (3)

433


(2,927

)

Net decrease in securitization exposures (4)

(3,684

)

(3,279

)

Net decrease in equity exposures (5)

(158

)

(6,033

)

Net change in OTC derivatives (6)

(2,740

)

4,801


Net change in derivatives CVA (7)

(6,485

)

10,567


Net increase in other exposures (8)

722


4,539


Net decrease in supervisory 6% multiplier (9)

(975

)

(1,734

)

Net decrease in Credit Risk-Weighted Assets

$

(23,700

)

$

(20,061

)

Changes in Market Risk-Weighted Assets

Net decrease in risk levels (10)

$

(6,947

)

$

(6,533

)

Net decrease due to model and methodology updates (11)

(117

)

(4,278

)

Net decrease in Market Risk-Weighted Assets

$

(7,064

)

$

(10,811

)

Net change in Operational Risk-Weighted Assets (12 )

$

(7,839

)

$

4,275


Total Risk-Weighted Assets, end of period

$

1,189,680


$

1,189,680



(1)

Retail exposures decreased during the three and twelve months ended December 31, 2016 primarily due to residential mortgage loan sales and repayments, divestitures of certain Citi Holdings portfolios and the impact of FX translation. The decrease in retail exposures during the three months ended December 31, 2016 was partially offset by increases in qualifying revolving (cards) exposures attributable to seasonal holiday spending, whereas the decrease in retail exposures during the twelve months ended December 31, 2016 was partially offset by the acquisition of the Costco cards portfolio.

(2)

Wholesale exposures decreased during the three and twelve months ended December 31, 2016 primarily due to decreases in commercial loans, decreases in securities AFS and securities HTM, and the impact of FX translation. The decrease in wholesale exposures during the three months ended December 31, 2016 was partially offset by increases in loan commitments.

(3)

Repo-style transactions decreased during the twelve months ended December 31, 2016 primarily due to exposure decreases and model enhancements.

(4)

Securitization exposures decreased during the three and twelve months ended December 31, 2016 primarily due to sales and maturities of exposures.

(5)

Equity exposures decreased during the twelve months ended December 31, 2016 primarily due to the sale of Citi's investment in China Guangfa Bank.

(6)

OTC derivatives decreased during the three months ended December 31, 2016 primarily due to changes in fair value. OTC derivatives increased during the twelve months ended December 31, 2016 primarily driven by increased trade volume and model enhancements.

(7)

Derivatives CVA decreased during the three months ended December 31, 2016 primarily driven by exposure reduction and credit spread changes. Derivatives CVA increased during the twelve months ended December 31, 2016 primarily driven by increased volatility, trade volume and model enhancements.

(8)

Other exposures include cleared transactions, unsettled transactions, assets other than those reportable in specific exposure categories and non-material portfolios.

(9)

Supervisory 6% multiplier does not apply to derivatives CVA.

(10)

Risk levels decreased during the three months ended December 31, 2016 primarily due to reductions in risk and exposures subject to Stressed Value at Risk and a reduction in positions subject to standard specific risk charges, partially offset by an increase in exposures subject to comprehensive risk. Risk levels decreased during the twelve months ended December 31, 2016 primarily due to reductions in risk and exposures subject to Stressed Value at Risk and a reduction in positions subject to securitization charges, partially offset by an increase in positions subject to standard specific risk charges.

(11)

Risk-weighted assets declined during the three and twelve months ended December 31, 2016 due to changes in model inputs regarding volatility and the correlation between market risk factors.

(12)

Operational risk-weighted assets decreased during the three months ended December 31, 2016 primarily driven by routine quarterly updates to model parameters. Operational risk-weighted assets increased during the twelve months ended December 31, 2016 primarily due to the implementation of certain enhancements to Citi's Advanced Measurement Approaches model in the third quarter of 2016, partially offset by routine quarterly updates to model parameters.




49


Supplementary Leverage Ratio

Citigroup's Supplementary Leverage ratio was 7.2% for the fourth quarter of 2016, compared to 7.4% for the third quarter of 2016 and 7.1% for the fourth quarter of 2015. The decline in the ratio quarter-over-quarter was principally driven by a decrease in Tier 1 Capital largely attributable to the return of approximately $4.7 billion of capital to common shareholders and movements in AOCI, offset in part by quarterly net income of $3.6 billion and a decrease in Total Leverage Exposure. The growth in the ratio from the fourth quarter of 2015 was largely attributable to additional

Tier 1 Capital resulting from annual net income of $14.9 billion and approximately $2.5 billion (net of issuance costs) of noncumulative perpetual preferred stock issuances, offset in part by the return of approximately $10.7 billion of capital to common shareholders and movements in AOCI.

The following table sets forth Citi's Supplementary Leverage ratio and related components, assuming full implementation under the U.S. Basel III rules, for the three months ended December 31, 2016 and December 31, 2015 .




Citigroup Basel III Supplementary Leverage Ratio and Related Components (Full Implementation)

In millions of dollars, except ratios

December 31, 2016

December 31, 2015

Tier 1 Capital

$

169,390


$

164,036


Total Leverage Exposure (TLE)

On-balance sheet assets (1)

$

1,819,802


$

1,784,248


Certain off-balance sheet exposures: (2)

   Potential future exposure (PFE) on derivative contracts

211,009


206,128


   Effective notional of sold credit derivatives, net (3)

64,366


76,923


   Counterparty credit risk for repo-style transactions (4)

22,002


25,939


   Unconditionally cancelable commitments

66,663


58,699


   Other off-balance sheet exposures

219,428


225,450


Total of certain off-balance sheet exposures

$

583,468


$

593,139


Less: Tier 1 Capital deductions

57,879


59,538


Total Leverage Exposure

$

2,345,391


$

2,317,849


Supplementary Leverage ratio

7.22

%

7.08

%


(1)

Represents the daily average of on-balance sheet assets for the quarter.

(2)

Represents the average of certain off-balance sheet exposures calculated as of the last day of each month in the quarter.

(3)

Under the U.S. Basel III rules, banking organizations are required to include in TLE the effective notional amount of sold credit derivatives, with netting of exposures permitted if certain conditions are met.

(4)

Repo-style transactions include repurchase or reverse repurchase transactions and securities borrowing or securities lending transactions.


Citibank's Supplementary Leverage ratio, assuming full implementation under the U.S. Basel III rules, was 6.6% for the fourth quarter of 2016, compared to 6.8% for the third quarter of 2016 and 6.7% for the fourth quarter of 2015. The ratio decreased quarter-over-quarter, as the benefits associated with quarterly net income of $3.4 billion and a net decrease in Total Leverage Exposure were more than offset by movements in AOCI, as well as cash dividends paid by Citibank to its parent, Citicorp, and which were subsequently remitted to Citigroup. The ratio declined slightly from the fourth quarter of 2015, as the positive effect attributable to net income of $12.8 billion was more than offset by an overall increase in Total Leverage Exposure, as well as cash dividends paid by Citibank to its parent, Citicorp, and which were subsequently remitted to Citigroup.






50


Regulatory Capital Standards Developments

The Basel Committee on Banking Supervision (Basel Committee) set forth a robust 2016 rulemaking agenda, comprised not only of rules designed to provide further clarification, modification or enhancement to the Basel III capital framework, but also, and more importantly, rules which would substantially revise the methodologies, including the imposition of certain constraints on the use of models, to be employed in the derivation of credit, market and operational risk-weighted assets.


Reducing Variation in Credit Risk-Weighted Assets

The Basel Committee has issued a series of consultative documents related to the derivation of credit risk-weighted assets, all of which are generally aimed at reducing complexity and promoting comparability between banking organizations. Two of the most significant proposals include a December 2015 consultative document that would revise the Standardized Approach, and another consultative document issued in March 2016 that would place constraints on the use of internal ratings-based (IRB) approaches.

The Basel Committee's December 2015 consultative document would, in part, revise the Standardized Approach in measuring credit risk-weighted assets with respect to certain on-balance sheet assets, such as in relation to the risk-weighted methodologies employed with respect to bank, corporate, and real estate (both residential and commercial) exposures; the treatment of off-balance sheet commitments; and aspects of the credit risk mitigation framework. Moreover, the proposal would permit the use of external credit ratings combined with due diligence requirements in the calculation of credit risk-weighted assets for exposures to banks and corporates, while also providing alternative approaches for jurisdictions that do not allow the use of external credit ratings for risk-based capital purposes, such as the U.S.

The Basel Committee's March 2016 consultative document proposes revisions to the IRB approaches, in part, by prohibiting the use of such approaches for certain so-called "low default" exposures, including those to banks and other financial institutions, as well as large corporations. Moreover, the proposal also prohibits the use of the IRB approaches for equity exposures in the banking book. Additionally, for other exposures where the IRB approaches would still be permissible, the proposal establishes floors by exposure type regarding the estimation of certain model parameters used in the derivation of credit risk-weighted assets, and also provides greater specification as to permissible parameter estimation practices under the IRB approaches. Finally, the proposal indicates that the Basel Committee is considering whether to impose an aggregate capital floor which would be calibrated in the range of 60 - 90% of total risk-weighted assets as calculated under the Basel Committee's Standardized Approach.






Revised Minimum Capital Requirements for Market Risk

In January 2016, the Basel Committee issued a final rule which sets forth a revised market risk capital framework, resulting from the so-called "fundamental review of the trading book" and four quantitative impact studies over several years.

The final rule establishes a revised boundary between the trading book and banking book which, in part, provides more prescriptive guidance as to qualifying trading book positions as well as imposes heightened restrictions and, in certain instances, additional capital charges, on the transfer of positions between the trading book and banking book. Moreover, the final rule also revises both the internal models approach and the standardized approach in certain respects.

If the U.S. banking agencies were to adopt the Basel Committee's final rule unchanged, Citi believes its market risk-weighted assets could increase significantly. However, as set forth in the tables above, Citi's market risk-weighted assets constituted approximately 5% of its total risk-weighted assets. Accordingly, Citi currently believes that the overall impact to its total risk-weighted assets, and thus its risk-based capital ratios, would not be material.

Standardized Measurement Approach for Operational Risk

In March 2016, the Basel Committee issued a consultative document which proposes revisions to the operational risk capital framework applicable to the Advanced Approaches for calculating risk-weighted assets. The consultative document introduces the Standardized Measurement Approach (SMA).

Operational risk capital is derived under the SMA through the combination of two components, a so-called "Business Indicator Component" and a "Loss Component". The Business Indicator component, primarily reflective of various income statement elements (i.e., a modified gross income indicator), is calculated as the sum of the three year average of its components. The Loss Component reflects the operational loss exposure of a banking organization that can be inferred from internal loss experience, and is based on a 10 year average.

If the U.S. banking agencies were to adopt the Basel Committee's proposal unchanged, Citi's operational risk-weighted assets could increase significantly.


Revisions to the Basel III Leverage Ratio Framework

In April 2016, the Basel Committee issued a consultative document which proposes certain revisions as to the design and calibration of the Basel III leverage ratio (similar to the U.S. Basel III Supplementary Leverage ratio). Among the proposed revisions are those with respect to the exposure measure (i.e., the denominator of the ratio) in relation to the treatment of derivative exposures, provisions, and off-balance sheet exposures.




51


Revisions to the Definition of Regulatory Capital

In October 2016, the Basel Committee issued a consultative document and a discussion paper related to the regulatory treatment of accounting provisions under the Basel III regulatory capital framework. Both the International Accounting Standards Board and more recently the U.S. Financial Accounting Standards Board issued new accounting pronouncements related to impairment of financial assets that require the use of expected credit loss models rather than incurred loss models. Measuring impairment using expected credit loss models may result in higher accounting provisions and consequently increased volatility in regulatory capital.

Separately, in October 2016, the Basel Committee issued a final rule which amends the Basel III definition of regulatory capital to include a Tier 2 Capital deduction for investments by an internationally active bank (both GSIBs and non-GSIBs) in Total Loss-Absorbing Capacity (TLAC) and certain other debt instruments issued by GSIBs that do not otherwise qualify as regulatory capital (i.e., TLAC holdings). Under the final rule, a Tier 2 Capital deduction is required under certain circumstances for investments in TLAC holdings which exceed certain thresholds, based on Common Equity Tier 1 Capital, as adjusted. Moreover, the final rule clarifies that any Common Equity Tier 1 Capital that is being used to meet the TLAC requirement cannot also be used to meet the regulatory capital buffers, including the GSIB surcharge.

In December 2016, the Federal Reserve Board released a final rule which, among other matters, imposes a minimum TLAC requirement on U.S. GSIBs. The U.S. Basel III treatment of TLAC holdings, however, was deferred. In this regard, the Federal Reserve Board indicated that it intends to address the regulatory capital treatment for investments in, or exposure to, unsecured debt instruments issued by U.S. GSIBs jointly with the Office of the Comptroller of the Currency and the Federal Deposit Insurance Corporation at a later time, so as to ensure that these requirements are consistently applied to all banking organizations subject to the regulatory capital requirements of the U.S. banking agencies. For additional information regarding the Federal Reserve Board's final rule, see "Risk Factors-Strategic Risks" and "Managing Global Risk-Liquidity Risk-Long-Term Debt-Total Loss-Absorbing Capacity (TLAC)" below.


Interest Rate Risk in the Banking Book

In April 2016, the Basel Committee issued a final rule which sets forth revised principles regarding the supervisory review process over a bank's management of interest rate risk in the banking book (IRRBB), as well as the methods expected to be used by banks for the measurement, monitoring and control of IRRBB. Moreover, the final rule establishes qualitative and quantitative public disclosure requirements for IRRBB. The final rule is applicable to large, internationally active banking organizations, and is expected to be implemented by 2018.


2017 Implications and Beyond

Despite the proliferation of proposed new rules by the Basel Committee during 2016, substantial uncertainty remains with respect to the eventual nature, extent and timing of future changes to the Basel III capital framework, both internationally as well as from a U.S. rulemaking perspective.

In January 2017, the Group of Central Bank Governors and Heads of Supervision (GHOS), the oversight body of the Basel Committee, postponed a meeting which was originally scheduled to review the Basel Committee's package of proposals. Concurrently, the Basel Committee publicly announced that it needed more time to calibrate and finalize its revised Basel III capital framework, and that it "expected to complete this work in the near future." Accordingly, these developments have introduced additional uncertainty, including whether international harmonization regarding a revised Basel III capital framework will ultimately be realized.

Further, the potential exists for other changes with respect to rulemaking activities in the U.S., given the new presidential administration and Congress.



















52


Tangible Common Equity, Tangible Book Value Per Share, Book Value Per Share and Returns on Equity

Tangible common equity (TCE), as defined by Citi, represents common equity less goodwill and other intangible assets (other than MSRs). Other companies may calculate TCE in a different manner. TCE, tangible book value per share and returns on average TCE are non-GAAP financial measures. Citi believes these capital metrics provide useful information, as they are used by investors and industry analysts.



In millions of dollars or shares, except per share amounts

December 31,
2016

December 31,
2015

Total Citigroup stockholders' equity

$

225,120


$

221,857


Less: Preferred stock

19,253


16,718


Common stockholders' equity

$

205,867


$

205,139


Less:

    Goodwill

21,659


22,349


    Intangible assets (other than MSRs) (1)

5,114


3,721


    Goodwill and intangible assets (other than MSRs) related to assets held-for-sale

72


68


Tangible common equity (TCE)

$

179,022


$

179,001


Common shares outstanding (CSO)

2,772.4


2,953.3


Book value per share (common equity/CSO)

$

74.26


$

69.46


Tangible book value per share (TCE/CSO)

64.57


60.61


In millions of dollars

Year ended December 31, 2016

Year ended December 31, 2015

Net income less preferred dividends

$

13,835


$

16,473


Average common stockholders' equity

$

209,629


$

204,188


Average TCE

$

182,135


$

176,505


Less: Average net DTAs excluded from Common Equity Tier 1 Capital (2)

29,013


31,986


Average TCE, excluding net DTAs excluded from Common Equity Tier 1 Capital

$

153,122


$

144,519


Return on average common stockholders' equity

6.6

%

8.1

%

Return on average TCE

7.6

%

9.3

%

Return on average TCE, excluding net DTAs excluded from Common Equity Tier 1 Capital

9.0

%

11.4

%


(1)

Identifiable intangible assets (other than MSRs) increased by approximately $2.2 billion as a result of the acquisition of the Costco cards portfolio, as well as the renewal and extension of the co-branded credit card program agreement with American Airlines. For additional information, see Note 16 to the Consolidated Financial Statements.

(2)

Represents average net DTAs excluded in arriving at Common Equity Tier 1 Capital under full implementation of the U.S. Basel III rules. The average is based upon quarter-end amounts over the most recent five quarters through December 31, 2016 and 2015, respectively.





53


RISK FACTORS


The following discussion sets forth what management currently believes could be the most significant risks and uncertainties that could impact Citi's businesses, results of operations and financial condition. Other risks and uncertainties, including those not currently known to Citi or its management, could also negatively impact Citi's businesses, results of operations and financial condition. Thus, the following should not be considered a complete discussion of all of the risks and uncertainties Citi may face.


STRATEGIC RISKS


Citi's Inability to Address the Shortcomings Identified by the Federal Reserve Board and FDIC as a Result of the Agencies' Review of Citi's 2015 Resolution Plan Submission and the 2017 Resolution Plan Guidance Could Subject Citi to More Stringent Capital, Leverage or Liquidity Requirements, or Restrictions on Its Growth, Activities or Operations, and Could Eventually Require Citi to Divest Assets or Operations.

Title I of the Dodd-Frank Act requires Citi annually to prepare and submit a plan to the Federal Reserve Board and the FDIC for the orderly resolution of Citigroup (the bank holding company) and its significant legal entities, under the U.S. Bankruptcy Code in the event of future material financial distress or failure (Resolution Plan). Citi's next Resolution Plan submission is due by July 1, 2017.

In April 2016, the Federal Reserve Board and the FDIC notified Citi of certain "shortcomings" (as opposed to "deficiencies") they had jointly identified in Citi's 2015 Resolution Plan which Citi is required to address in its 2017 Resolution Plan submission. The shortcomings related to (i) governance mechanisms, including the lack of detail regarding Citi's entry into resolution, specific actions to be taken at each stage surrounding Citi's entry into resolution and a more robust analysis of potential challenges to Citi's provision of capital and liquidity support to its subsidiaries prior to entry into resolution as well as mitigants to those challenges; (ii) certain of Citi's assumptions regarding its ability to successfully wind down its derivatives portfolios under its Resolution Plan; and (iii) Citi's approach to estimating the minimum operating liquidity for its key operating subsidiaries and the minimum amount of liquidity needed for daily operations of such subsidiaries during resolution.

In addition, also in April 2016, the Federal Reserve Board and FDIC issued guidance for 2017 Resolution Plan submissions (2017 Guidance). The 2017 Guidance sets forth regulatory expectations for 2017 Resolution Plans across numerous areas, including (i) capital; (ii) liquidity; (iii) governance mechanisms; (iv) operational matters such as management information systems and payment and clearing activities; (v) legal entity rationalization and separability; and (vi) derivatives and trading activities. Citi must also address the 2017 Guidance in its 2017 Resolution Plan submission. For additional information on certain actions Citi currently expects to take in connection with its 2017 Resolution Plan submission, see "Liquidity Risk-Resolution Plan" below.

Under Title I, if the Federal Reserve Board and the FDIC jointly determine that Citi's Resolution Plan is not "credible" (which, although not defined, is generally believed to mean the regulators do not believe the plan is feasible or would otherwise allow the regulators to resolve Citi in a way that protects systemically important functions without severe systemic disruption), or would not facilitate an orderly resolution of Citi under the U.S. Bankruptcy Code, and Citi fails to resubmit a resolution plan that remedies any identified deficiencies, Citi could be subjected to more stringent capital, leverage or liquidity requirements, or restrictions on its growth, activities or operations. If within two years from the imposition of any requirements or restrictions Citi has still not remediated any identified deficiencies, then Citi could eventually be required to divest certain assets or operations. Any such restrictions or actions would negatively impact Citi's reputation, market and investor perception, operations and strategy.


Citi's Ability to Return Capital to Shareholders Substantially Depends on the CCAR Process and the Results of Regulatory Stress Tests.

In addition to Board of Director approval, any decision by Citi to return capital to shareholders, whether through its common stock dividend or through a share repurchase program, substantially depends on regulatory approval, including through the CCAR process required by the Federal Reserve Board and the supervisory stress tests required under the Dodd-Frank Act.

Citi's ability to accurately predict, interpret or explain to stakeholders the outcome of the CCAR process, and thus address any such market or investor perceptions, is difficult as the Federal Reserve Board's assessment of Citi's capital adequacy is conducted using the Board's proprietary stress test models, as well as a number of qualitative factors, including a detailed assessment of Citi's "capital adequacy process," as defined by the Board. The Federal Reserve Board has stated that it expects leading capital adequacy practices will continue to evolve and will likely be determined by the Board each year as a result of its cross-firm review of capital plan submissions. Similarly, the Federal Reserve Board has indicated that, as part of its stated goal to continually evolve its annual stress testing requirements, several parameters of the annual stress testing process may be altered from time to time, including the severity of the stress test scenario, the Federal Reserve Board modeling of Citi's balance sheet and the addition of components deemed important by the Federal Reserve Board (e.g., additional macroprudential considerations such as funding and liquidity shocks).

Moreover, during the latter part of 2016, senior officials at the Federal Reserve Board indicated that the Board was considering integration of the annual stress testing requirements with ongoing regulatory capital requirements. While there has been no formal proposal from the Federal Reserve Board to date, changes to the stress testing regime being discussed, among others, include introduction of a firm-specific "stress capital buffer" (SCB) which would be equal to the maximum decline in a firm's Common Equity Tier 1 Capital ratio under a severely adverse scenario over a nine-



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quarter CCAR measurement period, subject to a minimum requirement of 2.5%. Accordingly, a firm's SCB would change annually based on its stress test results in the prior year. Officials discussed the idea that the SCB would replace the capital conservation buffer in both the firm's ongoing regulatory capital requirements and as part of the floor for capital distributions in the CCAR process. Federal Reserve Board senior officials also noted that introduction of the SCB would have the effect of incorporating a firm's then-effective GSIB surcharge into its post-stress test minimum capital requirements, which the Board has previously indicated it is considering.

Although various uncertainties exist regarding the extent of, and the ultimate impact to Citi from, these changes to the Federal Reserve Board's stress testing and CCAR regimes, these changes would likely further increase the level of capital Citi must hold as part of the stress tests, thus potentially impacting the extent to which Citi is able to return capital to shareholders.


Citi, its Management and Businesses Must Continually Review, Analyze and Successfully Adapt to Ongoing Regulatory Uncertainties and Changes in the U.S. and Globally.

Despite the adoption of final regulations in numerous areas impacting Citi and its businesses over the past several years, Citi, its management and businesses continually face ongoing regulatory uncertainties and changes, both in the U.S. and globally. While the areas of ongoing regulatory uncertainties and changes facing Citi are too numerous to list completely, various examples include, but are not limited to: (i) uncertainties and potential changes arising from a new U.S. Presidential administration and Congress, including the potential modification or repeal of regulatory requirements enacted and implemented by Citi in recent years; (ii) potential changes to various aspects of the regulatory capital framework applicable to Citi (see the CCAR risk factor and "Capital Resources-Regulatory Capital Standards Developments" above); and (iii) the terms of and other uncertainties resulting from the U.K.'s vote to withdraw from the European Union (EU) (see the U.K. referendum risk factor below).

Ongoing regulatory uncertainties and changes make Citi's and its management's long-term business, balance sheet and budget planning difficult or subject to change. For example, the new U.S. Presidential administration has discussed various changes to certain regulatory requirements, which would require ongoing assessment by management as to the impact to Citi, its businesses and business planning. Business planning is required to be based on possible or proposed rules or outcomes, which can change dramatically upon finalization, or upon implementation or interpretive guidance from numerous regulatory bodies worldwide, and such guidance can change.

Moreover, U.S. and international regulatory initiatives have not always been undertaken or implemented on a coordinated basis, and areas of divergence have developed and continue to develop with respect to the scope, interpretation, timing, structure or approach, leading to inconsistent or even conflicting regulations, including within a single jurisdiction.

For example, during the latter part of 2016, the European Commission proposed to introduce a new requirement for major banking groups headquartered outside the EU (which would include Citi) to establish an intermediate EU holding company where the foreign bank has two or more institutions (broadly meaning banks, broker-dealers and similar financial firms) established in the EU. While the proposal mirrors an existing U.S. requirement for non-U.S. banking organizations to form U.S. intermediate holding companies, if adopted, it could lead to additional complexity with respect to Citi's resolution planning, capital and liquidity allocation and efficiency in various jurisdictions. Regulatory changes have also significantly increased Citi's compliance risks and costs (see "Operational Risks" below).


Uncertainties Arising as a Result of the Vote in the U.K. to Withdraw from the EU Could Negatively Impact Citi's Businesses, Results of Operations or Financial Condition.

As a result of a referendum held in June 2016, the U.K. elected to withdraw from the EU. The result of the referendum has raised numerous uncertainties, including as to when the U.K. may begin the official process of withdrawal (despite indications this may occur by the end of March 2017) and the commencement of negotiations with the EU regarding the withdrawal as well as the terms of the withdrawal.

Additional areas of uncertainty that could impact Citi include, among others: (i) whether Citi will need to make changes to its legal entity and booking model strategy and/or structure in both the U.K. and the EU based on the outcome of negotiations relating to the regulation of financial services; (ii) the potential impact of the withdrawal to the U.K. economy as well as more broadly throughout Europe; (iii) the potential impact to Citi's exposures to counterparties as a result of any macroeconomic slowdown; (iv) the impact of any withdrawal or the terms of the withdrawal on U.S. monetary policy, such as changes to interest rates; and (v) the potential impact to foreign exchange rates, particularly the Euro and the pound sterling, and the resulting impacts to Citi's results of operations or financial condition. These or other uncertainties arising from any U.K. decision to withdraw from the EU could negatively impact Citi's businesses, results of operations or financial condition.


The Value of Citi's DTAs Could Be Significantly Reduced if Corporate Tax Rates in the U.S. or Certain State, Local or Foreign Jurisdictions Decline or as a Result of Other Changes in the U.S. Corporate Tax System .

Over the past several years, there have been discussions regarding decreasing the U.S. federal corporate tax rate, and such discussions have taken on a new focus and prominence given the new U.S. presidential administration and Congress. Similar discussions have taken place in certain local, state and foreign jurisdictions.

While Citi may benefit on a prospective net income basis from any decrease in corporate tax rates, proposals being discussed currently-such as lowering the corporate tax rate or moving from a worldwide tax system to a territorial tax system-could result in a material decrease in the value of Citi's DTAs, which would also result in a material reduction to



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Citi's net income during the period in which the change is enacted. Citi's regulatory capital could also be reduced if the decrease in the value of Citi's DTAs exceeds certain levels (for additional information on the potential impact to Citi's regulatory capital arising from U.S. corporate tax reform, see the notes to the tables regarding the components of Citi's regulatory capital under both current (transitional) and Basel III full implementation in "Capital Resources" above). Given the number of uncertainties relating to the ultimate form any corporate tax reform may take, it is not possible to quantify the potential negative impact to Citi's income or regulatory capital that could result from corporate tax reform.


Citi's Ability to Utilize Its DTAs, and Thus Reduce the Negative Impact of the DTAs on Citi's Regulatory Capital, Will Be Driven by Its Ability to Generate U.S. Taxable Income.

At December 31, 2016, Citi's net DTAs were approximately $46.7 billion, of which approximately $29.3 billion was excluded from Citi's Common Equity Tier 1 Capital, on a fully implemented basis, under the U.S. Basel III rules (for additional information, see "Capital Resources-Components of Citigroup Capital Under Basel III (Advanced Approaches with Full Implementation)" above). In addition, of the net DTAs as of year-end 2016, approximately $14.2 billion related to foreign tax credit carry-forwards (FTCs). The carry-forward utilization period for FTCs is 10 years and represents the most time-sensitive component of Citi's DTAs. Of the FTCs at year-end 2016, approximately $2.7 billion expire in 2018 and the remaining $11.5 billion expire over the period of 2019-2025. Citi must utilize any FTCs generated in the then-current year tax return prior to utilizing any carry-forward FTCs.

The accounting treatment for realization of DTAs, including FTCs, is complex and requires significant judgment and estimates regarding future taxable earnings in the jurisdictions in which the DTAs arise and available tax planning strategies. Citi's ability to utilize its DTAs, including the FTC components, and thus use the capital supporting the DTAs for more productive purposes, will be dependent upon Citi's ability to generate U.S. taxable income in the relevant tax carry-forward periods. Failure to realize any portion of the DTAs would also have a corresponding negative impact on Citi's net income.

In addition, with regard to FTCs, utilization will be influenced by actions to optimize U.S. taxable earnings for the purpose of consuming the FTC carry-forward component of the DTAs prior to expiration.  These FTC actions, however, may serve to increase the DTAs for other less time sensitive components.  Moreover, tax return limitations on FTCs and general business credits that cause Citi to incur current tax expense, notwithstanding its tax carry-forward position, could impact the rate of overall DTA utilization. DTA utilization will also continue to be driven by movements in Citi's AOCI, which can be impacted by changes in interest rates and foreign exchange rates.

For additional information on Citi's DTAs, including the FTCs, see "Significant Accounting Policies and Significant

Estimates-Income Taxes" below and Note 9 to the Consolidated Financial Statements.


Citi's Interpretation or Application of the Extensive Tax Laws to Which It Is Subject Could Differ from Those of the Relevant Governmental Authorities, Which Could Result in the Payment of Additional Taxes, Penalties or Interest.

Citi is subject to the various tax laws of the U.S. and its states and municipalities, as well as the numerous foreign jurisdictions in which it operates. These tax laws are inherently complex and Citi must make judgments and interpretations about the application of these laws to its entities, operations and businesses. Citi's interpretations and application of the tax laws, including with respect to withholding tax obligations and stamp and other transactional taxes, could differ from that of the relevant governmental taxing authority, which could result in the payment of additional taxes, penalties or interest, which could be material.


Citi's Ongoing Investments in Its Businesses May Not Be as Successful as it Projects or Expects.

Citi continues to make targeted investments in its businesses, including in its global cards and wealth management businesses in Global Consumer Banking as well as in certain businesses in Institutional Clients Group . Citi also continues to invest in its technology systems to enhance its digital capabilities. In addition, during the latter part of 2016, Citi announced a more than $1 billion investment in Citibanamex expected to be completed by 2020. Citi's investment strategy will likely continue to evolve and change as its business strategy and priorities change.

There is no guarantee that investments Citi has made, or may make, in its businesses or operations will be as productive or effective as Citi expects or at all. Further, Citi's ability to achieve its expected returns on its investments in part depends on factors which it cannot control, such as macroeconomic conditions, customer and client reactions, and ongoing regulatory changes, among others.


Citi Has Co-Branding and Private Label Credit Card Relationships with Various Retailers and Merchants and the Failure to Maintain These Relationships Could Have a Negative Impact on Citi's Results of Operations or Financial Condition .

Through its Citi-branded cards and Citi retail services credit card businesses, Citi has co-branding and private label relationships with various retailers and merchants globally in the ordinary course of business whereby Citi issues credit cards to customers of the retailers or merchants. Citi's co-branding and private label agreements provide for shared economics between the parties and generally have a fixed term. The five largest relationships constituted an aggregate of approximately 11% of Citi's revenues for 2016.

Competition among card issuers, including Citi, for these relationships is significant and it has become increasingly difficult in recent years to maintain such relationships on the same terms or at all. These relationships could also be negatively impacted due to, among other things, operational difficulties of the retailer or merchant, termination due to a



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breach by Citi, the retailer or merchant of its responsibilities, or external factors, including bankruptcies, liquidations, restructurings, consolidations and other similar events. While various mitigating factors could be available to Citi if any of these events were to occur-such as by replacing the retailer or merchant or offering other card products-such events could negatively impact Citi's results of operations or financial condition, including as a result of loss of revenues, impairment of purchased credit card relationships and contract related intangibles or other losses (for information on Citi's credit card related intangibles generally, see Note 16 to the Consolidated Financial Statements).


Macroeconomic and Geopolitical Challenges Globally Could Have a Negative Impact on Citi's Businesses and Results of Operations.

Citi has experienced, and could experience in the future, negative impacts to its businesses and results of operations as a result of macroeconomic and geopolitical challenges, uncertainties and volatility.

For example, energy and other commodity prices significantly deteriorated during the second half of 2015 and into 2016, which impacted various financial markets, countries and industries. The economic and fiscal situations of several European countries remain fragile, and concerns and uncertainties remain in Europe over the potential exit of additional countries from the EU. In addition, governmental fiscal and monetary actions, or expected actions, have impacted the volatilities of global financial markets, foreign exchange rates and capital flows among countries. Moreover, the new U.S. Presidential administration has indicated it may pursue protectionist trade and other policies, which could result in additional macroeconomic and/or geopolitical challenges, uncertainties and volatilities.

These and other global macroeconomic and geopolitical challenges, uncertainties and volatilities have negatively impacted, and could continue to negatively impact, Citi's businesses, results of operations and financial condition, including its credit costs, revenues in its Markets and securities services and other businesses, and AOCI (which would in turn negatively impact Citi's book and tangible book value).


Citi's Presence in the Emerging Markets Subjects It to Various Risks as well as Increased Compliance and Regulatory Risks and Costs.

During 2016, emerging markets revenues accounted for approximately 36% of Citi's total revenues (Citi generally defines emerging markets as countries in Latin America , Asia (other than Japan, Australia and New Zealand), Central and Eastern Europe, the Middle East and Africa).

Citi's presence in the emerging markets subjects it to a number of risks, including sovereign volatility, political events, foreign exchange controls, limitations on foreign investment, sociopolitical instability (including from hyper-inflation), fraud, nationalization or loss of licenses, business restrictions, sanctions or asset freezes, potential criminal charges, closure of branches or subsidiaries and confiscation of assets. For example, Citi operates in several countries that

have, or have had in the recent past, strict foreign exchange controls, such as Argentina and Venezuela, that limit its ability to convert local currency into U.S. dollars and/or transfer funds outside the country. In prior years, Citi has also discovered fraud in certain emerging markets in which it operates. Political turmoil and other instability have occurred in certain countries, such as in Russia, Ukraine and the Middle East, which have required management time and attention in prior years (e.g., monitoring the impact of sanctions on the Russian economy as well as Citi's businesses and results of operations).

Citi's emerging markets presence also increases its compliance and regulatory risks and costs. For example, Citi's operations in emerging markets, including facilitating cross-border transactions on behalf of its clients, subject it to higher compliance risks under U.S. regulations primarily focused on various aspects of global corporate activities, such as anti-money-laundering regulations and the Foreign Corrupt Practices Act. These risks can be more acute in less developed markets and thus require substantial investment in compliance infrastructure or could result in a reduction in certain of Citi's business activities. Any failure by Citi to comply with applicable U.S. regulations, as well as the regulations in the countries and markets in which it operates as a result of its global footprint, could result in fines, penalties, injunctions or other similar restrictions, any of which could negatively impact Citi's results of operations and its reputation.


The Federal Reserve Board's Recently Issued Final Total Loss-Absorbing Capacity Requirements Raise Uncertainties Regarding the Consequences of Noncompliance and the Potential Impact on Citi's Estimates of its Eligible Debt.

Title II of the Dodd-Frank Act grants the FDIC the authority, under certain circumstances, to resolve systemically important financial institutions, including Citi. The FDIC has released a notice describing its preferred "single point of entry strategy" for such resolution, pursuant to which, generally, a bank holding company, such as Citigroup, would be placed into resolution, Citi's operating subsidiaries would be recapitalized and remain outside of any resolution proceedings, and the shareholders and unsecured creditors of Citigroup-including unsecured long-term debt holders-would bear any losses resulting from Citi's resolution.

Consistent with this strategy, on December 15, 2016, the Federal Reserve Board issued final rules requiring GSIBs, including Citi, to (i) issue and maintain minimum levels of external "total loss-absorbing capacity" (TLAC) and long-term debt (LTD), and (ii) adhere to various "clean holding company" requirements at the bank holding company level. For a summary of the final TLAC requirements, see "Liquidity Risk-Total Loss-Absorbing Capacity (TLAC)" below.

While the final TLAC rules addressed several areas of uncertainty arising from the proposed rules, uncertainties regarding certain key aspects of the recently-issued rules remain and will likely require additional clarification or interpretive guidance. First, the consequences of a breach of the external LTD requirement are not clear. Given that there is no "cure" period in the final rules, Citi could be required to issue additional external LTD above the minimum



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requirements to ensure compliance. Similarly, the consequences of a breach of the clean holding company requirements are uncertain, and there is no cure period. Accordingly, Citi will need to determine if it should reduce its third party, non-contingent liabilities at the bank holding company level to well below the 5% cap required under the clean holding company requirements in order to avoid inadvertently breaching the 5% cap, particularly since certain of the liabilities at issue are outside of Citi's control.

In addition, the final rules introduced a new "anti-evasion" provision that authorizes the Federal Reserve Board to exclude from a bank holding company's outstanding external LTD any debt having certain features that would, in the Board's view, "significantly impair" the debt's ability to absorb losses. In effect, this provision could allow the Federal Reserve Board, after notice and opportunity for Citi to respond, to exclude certain LTD, such as certain customer-related debt, from Citi's reported external LTD. This could result in noncompliance with the required external LTD minimums, leading to the uncertainty described above, and negatively impact Citi's reputation in the market.


CREDIT RISKS


Concentrations of Risk Can Increase the Potential for Citi to Incur Significant Losses.

Concentrations of risk, particularly credit and market risk, can increase Citi's risk of significant losses. As of December 31, 2016, Citi's most significant concentration of credit risk was with the U.S. government and its agencies, which primarily results from trading assets and investments issued by the U.S. government and its agencies (for additional information, see Note 23 to the Consolidated Financial Statements). Citi also routinely executes a high volume of securities, trading, derivative and foreign exchange transactions with counterparties in the financial services industry, including banks, insurance companies, investment banks, governments, central banks and other financial institutions.

To the extent regulatory or market developments lead to increased centralization of trading activity through particular clearing houses, central agents, exchanges or other financial market utilities, Citi could also experience an increase in concentration of risk to these industries. These concentrations of risk as well as the risk of failure of a large counterparty, central counterparty clearing house or financial market utility could limit the effectiveness of Citi's hedging strategies and cause Citi to incur significant losses.


LIQUIDITY RISKS


The Maintenance of Adequate Liquidity and Funding Depends on Numerous Factors, Including Those Outside of Citi's Control, Such as Market Disruptions and Increases in Citi's Credit Spreads.

As a global financial institution, adequate liquidity and sources of funding are essential to Citi's businesses. Citi's liquidity and sources of funding can be significantly and negatively impacted by factors it cannot control, such as general disruptions in the financial markets, governmental

fiscal and monetary policies, regulatory changes or negative investor perceptions of Citi's creditworthiness.

In addition, Citi's costs to obtain and access deposits, secured funding and long-term unsecured funding are directly related to its credit spreads. Changes in credit spreads constantly occur and are market driven, including both external market factors and factors specific to Citi, and can be highly volatile. Citi's credit spreads may also be influenced by movements in the costs to purchasers of credit default swaps referenced to Citi's long-term debt, which are also impacted by these external and Citi-specific factors.

Moreover, Citi's ability to obtain funding may be impaired if other market participants are seeking to access the markets at the same time, or if market appetite is reduced, as is likely to occur in a liquidity or other market crisis. A sudden drop in market liquidity could also cause a temporary or more lengthy dislocation of underwriting and capital markets activity. In addition, clearing organizations, regulators, clients and financial institutions with which Citi interacts may exercise the right to require additional collateral based on these market perceptions or market conditions, which could further impair Citi's access to and cost of funding.

As a holding company, Citi relies on interest, dividends, distributions and other payments from its subsidiaries to fund dividends as well as to satisfy its debt and other obligations. Several of Citi's U.S. and non-U.S. subsidiaries are or may be subject to capital adequacy or other regulatory or contractual restrictions on their ability to provide such payments, including any local regulatory stress test requirements. Limitations on the payments that Citi receives from its subsidiaries could also impact its liquidity.

The Credit Rating Agencies Continuously Review the Credit Ratings of Citi and Certain of Its Subsidiaries, and Ratings Downgrades Could Have a Negative Impact on Citi's Funding and Liquidity Due to Reduced Funding Capacity and Increased Funding Costs, Including Derivatives Triggers That Could Require Cash Obligations or Collateral Requirements.

The credit rating agencies, such as Fitch, Moody's and S&P, continuously evaluate Citi and certain of its subsidiaries, and their ratings of Citi and its more significant subsidiaries' long-term/senior debt and short-term/commercial paper, as applicable, are based on a number of factors, including standalone financial strength, as well as factors not entirely within the control of Citi and its subsidiaries, such as the agencies' proprietary rating agency methodologies and assumptions and conditions affecting the financial services industry and markets generally.

Citi and its subsidiaries may not be able to maintain their current respective ratings. Ratings downgrades could negatively impact Citi's ability to access the capital markets and other sources of funds as well as the costs of those funds, and its ability to maintain certain deposits. A ratings downgrade could also have a negative impact on Citi's funding and liquidity due to reduced funding capacity, as well as the impact of derivative triggers, which could require Citi to meet cash obligations and collateral requirements. In addition, a ratings downgrade could also have a negative impact on



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other funding sources, such as secured financing and other margined transactions for which there may be no explicit triggers, as well as on contractual provisions and other credit requirements of Citi's counterparties and clients, which may contain minimum ratings thresholds in order for Citi to hold third-party funds.

Moreover, credit ratings downgrades can have impacts, which may not be currently known to Citi or which are not possible to quantify. For example, some entities may have ratings limitations as to their permissible counterparties, of which Citi may or may not be aware. In addition, certain of Citi's corporate customers and trading counterparties, among other clients, could re-evaluate their business relationships with Citi and limit the trading of certain contracts or market instruments with Citi in response to ratings downgrades. Changes in customer and counterparty behavior could impact not only Citi's funding and liquidity but also the results of operations of certain Citi businesses. For additional information on the potential impact of a reduction in Citi's or Citibank's credit ratings, see "Managing Global Risk-Liquidity Risk" below.


OPERATIONAL RISKS


A Disruption of Citi's Operational Systems Could Negatively Impact Citi's Reputation, Customers, Clients, Businesses or Results of Operations and Financial Condition.

A significant portion of Citi's operations relies heavily on the secure processing, storage and transmission of confidential and other information as well as the monitoring of a large number of complex transactions on a minute-by-minute basis. For example, through its Global Consumer Banking and credit card and securities services businesses in Institutional Clients Group , Citi obtains and stores an extensive amount of personal and client-specific information for its retail, corporate and governmental customers and clients and must accurately record and reflect their extensive account transactions.

With the evolving proliferation of new technologies and the increasing use of the Internet, mobile devices and cloud technologies to conduct financial transactions, large, global financial institutions such as Citi have been, and will continue to be, subject to an increasing risk of operational disruption or cyber or information security incidents from these activities (for additional information on cybersecurity risk, see the discussion below). These incidents are unpredictable and can arise from numerous sources, not all of which are in Citi's control, including among others human error, fraud or malice on the part of employees, accidental technological failure, electrical or telecommunication outages, failures of computer servers or other similar damage to Citi's property or assets. These issues can also arise as a result of failures by third parties with which Citi does business such as failures by Internet, mobile technology, cloud service providers or other vendors to adequately safeguard their systems and prevent system disruptions or cyber attacks.

Such events could cause interruptions or malfunctions in the operations of Citi (such as the temporary loss of availability of Citi's online banking system or mobile banking platform), as well as the operations of its clients, customers or

other third parties. Given Citi's global footprint and the high volume of transactions processed by Citi, certain errors or actions may be repeated or compounded before they are discovered and rectified, which would further increase these costs and consequences. Any such events could also result in financial losses as well as misappropriation, corruption or loss of confidential and other information or assets, which could negatively impact Citi's reputation, customers, clients, businesses or results of operations and financial condition, perhaps significantly.


Citi's Computer Systems and Networks Have Been, and Will Continue to Be, Subject to an Increasing Risk of Continually Evolving Cybersecurity Risks Which Could Result in the Theft, Loss, Misuse or Disclosure of Confidential Client or Customer Information, Damage to Citi's Reputation, Additional Costs to Citi, Regulatory Penalties, Legal Exposure and Financial Losses.

Citi's computer systems, software and networks are subject to ongoing cyber incidents such as unauthorized access, loss or destruction of data (including confidential client information), account takeovers, unavailability of service, computer viruses or other malicious code, cyber attacks and other similar events.

These threats can arise from external parties, including criminal organizations, extremist parties and certain foreign state actors that engage in cyber activities. Third parties with which Citi does business, as well as retailers and other third parties with which Citi's customers do business, may also be sources of cybersecurity risks, particularly where activities of customers are beyond Citi's security and control systems. For example, Citi outsources certain functions, such as processing customer credit card transactions, uploading content on customer-facing websites, and developing software for new products and services. These relationships allow for the storage and processing of customer information by third-party hosting of or access to Citi websites, which could result in compromise or the potential to introduce vulnerable or malicious code, resulting in security breaches impacting Citi customers. Furthermore, because financial institutions are becoming increasingly interconnected with central agents, exchanges and clearing houses, including as a result of the derivatives reforms over the last few years, Citi has increased exposure to cyber attacks through third parties.

As further evidence of the increasing and potentially significant impact of cyber incidents, in recent years, several U.S. retailers and financial institutions and other multinational companies reported cyber incidents that compromised customer data, resulted in theft of funds or theft or destruction of corporate information or other assets. In addition, in prior years, the U.S. government as well as several multinational companies reported cyber incidents affecting their computer systems that resulted in the data of millions of customers and employees being compromised.

While Citi has not been materially impacted by these reported or other cyber incidents, Citi has been subject to other intentional cyber incidents from external sources over the last several years, including (i) denial of service attacks, which attempted to interrupt service to clients and customers; (ii)



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data breaches, which obtained unauthorized access to customer account data; and (iii) malicious software attacks on client systems, which attempted to allow unauthorized entrance to Citi's systems under the guise of a client and the extraction of client data. While Citi's monitoring and protection services were able to detect and respond to the incidents targeting its systems before they became significant, they still resulted in limited losses in some instances as well as increases in expenditures to monitor against the threat of similar future cyber incidents. There can be no assurance that such cyber incidents will not occur again, and they could occur more frequently and on a more significant scale.

Further, although Citi devotes significant resources to implement, maintain, monitor and regularly upgrade its systems and networks with measures such as intrusion detection and prevention and firewalls to safeguard critical business applications, there is no guarantee that these measures or any other measures can provide absolute security. In addition, because the methods used to cause cyber attacks change frequently or, in some cases, are not recognized until launched, Citi may be unable to implement effective preventive measures or proactively address these methods until they are discovered. In addition, while Citi engages in certain actions to reduce the exposure resulting from outsourcing, such as performing onsite security control assessments and limiting third-party access to the least privileged level necessary to perform job functions, these actions cannot prevent all external cyber attacks, information breaches or similar losses.

Cyber incidents can result in the disclosure of personal, confidential or proprietary customer or client information, damage to Citi's reputation with its clients and the market, customer dissatisfaction, additional costs (including credit costs) to Citi (such as repairing systems, replacing customer payment cards or adding new personnel or protection technologies), regulatory penalties, exposure to litigation and other financial losses, including loss of funds, to both Citi and its clients and customers (for additional information on the potential impact from cyber incidents, see the operational systems risk factor above).

While Citi maintains insurance coverage that may, subject to policy terms and conditions including significant self-insured deductibles, cover certain aspects of cyber risks, such insurance coverage may be insufficient to cover all losses.


Incorrect Assumptions or Estimates in Citi's Financial Statements Could Cause Significant Unexpected Losses in the Future, and Changes to Financial Accounting and Reporting Standards or Interpretations Could Have a Material Impact on How Citi Records and Reports Its Financial Condition and Results of Operations.

Citi is required to use certain assumptions and estimates in preparing its financial statements under U.S. GAAP, including reserves related to litigation and regulatory exposures, valuation of DTAs, the estimate of the allowance for credit losses and the fair values of certain assets and liabilities, among other items. If Citi's assumptions or estimates underlying its financial statements are incorrect or differ from

actual future events, Citi could experience unexpected losses, some of which could be significant.

The Financial Accounting Standards Board (FASB) has issued several financial accounting and reporting standards that will govern key aspects of Citi's financial statements or interpretations thereof when those standards become effective, including those areas where Citi is required to make assumptions or estimates. For example, the FASB's new accounting standard on credit losses, which will become effective for Citi on January 1, 2020, will require earlier recognition of credit losses on financial assets. The new accounting model requires that lifetime "expected credit losses" on financial assets not recorded at fair value through net income, such as loans and held-to-maturity securities, be recorded at inception of the financial asset, replacing the multiple existing impairment models under U.S. GAAP which generally require that a loss be "incurred" before it is recognized (for additional information on this and other accounting standards, see Note 1 to the Consolidated Financial Statements).

Changes to financial accounting or reporting standards or interpretations, whether promulgated or required by the FASB or other regulators, could present operational challenges and could require Citi to change certain of the assumptions or estimates it previously used in preparing its financial statements, which could negatively impact how it records and reports its financial condition and results of operations generally and/or with respect to particular businesses. For additional information on the key areas for which assumptions and estimates are used in preparing Citi's financial statements, see "Significant Accounting Policies and Significant Estimates" below and Note 27 to the Consolidated Financial Statements.


Ongoing Implementation and Interpretation of Regulatory Changes and Requirements in the U.S. and Globally Have Increased Citi's Compliance Risks and Costs.

As referenced above, over the past several years, Citi has been required to implement a significant number of regulatory changes across all of its businesses and functions, and these changes continue. In some cases, Citi's implementation of a regulatory requirement is occurring simultaneously with changing or conflicting regulatory guidance, legal challenges or legislative action to modify or repeal final rules. Moreover, in many cases, these are entirely new regulatory requirements or regimes, resulting in much uncertainty regarding regulatory expectations as to what is definitely required in order to be in compliance with the requirements. Accompanying this compliance uncertainty is heightened regulatory scrutiny and expectations in the U.S. and globally for the financial services industry with respect to governance and risk management practices, including its compliance and regulatory risks (for a discussion of heightened regulatory expectations on "conduct risk" at, and the overall "culture" of, financial institutions such as Citi, see the legal and regulatory proceedings risk factor below). All of these factors have resulted in increased compliance risks and costs for Citi.

Examples of regulatory changes that have resulted in increased compliance risks and costs include (i) the Volcker



60


Rule, which requires Citi to maintain an extensive global compliance regime, including significant documentation to support the prohibition against proprietary trading, and (ii) a proliferation of laws relating to the limitation of cross-border data movement, including data localization and protection and privacy laws, which can conflict with or increase compliance complexity with respect to anti-money laundering laws.

Extensive compliance requirements can result in increased reputational and legal risks, as failure to comply with regulations and requirements, or failure to comply as expected, can result in enforcement and/or regulatory proceedings (for additional discussion, see the legal and regulatory proceedings risk factor below). In addition, increased and ongoing compliance requirements and uncertainties have resulted in higher costs for Citi. For example, Citi employed approximately 29,000 risk, regulatory and compliance staff as of year-end 2016, out of a total employee population of 219,000, compared to approximately 14,000 as of year-end 2008 with a total employee population of 323,000. These higher regulatory and compliance costs can impede Citi's ongoing, business-as-usual cost reduction efforts, and can also require management to reallocate resources, including potentially away from ongoing business investment initiatives, as discussed above.


Citi Is Subject to Extensive Legal and Regulatory Proceedings, Investigations and Inquiries That Could Result in Significant Penalties and Other Negative Impacts on Citi, Its Businesses and Results of Operations.

At any given time, Citi is defending a significant number of legal and regulatory proceedings and is subject to numerous governmental and regulatory examinations, investigations and other inquiries. Over the last several years, the frequency with which such proceedings, investigations and inquiries are initiated have increased substantially, and the global judicial, regulatory and political environment has generally been unfavorable for large financial institutions. The complexity of the federal and state regulatory and enforcement regimes in the U.S., coupled with the global scope of Citi's operations, also means that a single event or issue may give rise to a large number of overlapping investigations and regulatory proceedings, either by multiple federal and state agencies in the U.S. or by multiple regulators and other governmental entities in different jurisdictions.

Moreover, U.S. and non-U.S. regulators have been increasingly focused on "conduct risk," a term that is used to describe the risks associated with behavior by employees and agents, including third-party vendors utilized by Citi, that could harm clients, customers, investors or the markets, such as improperly creating, selling, marketing or managing products and services or improper incentive compensation programs with respect thereto, failures to safeguard a party's personal information, or failures to identify and manage conflicts of interest. In addition to increasing Citi's compliance risks, this focus on conduct risk could lead to more regulatory or other enforcement proceedings and civil litigation, including for practices which historically were acceptable but are now receiving greater scrutiny. Further, while Citi takes numerous steps to prevent and detect conduct

by employees and agents that could potentially harm clients, customers, investors or the markets, such behavior may not always be deterred or prevented. Banking regulators have also focused on the overall culture of financial services firms, including Citi. In addition to regulatory restrictions or structural changes that could result from perceived deficiencies in Citi's culture, such focus could also lead to additional regulatory proceedings.

Further, the severity of the remedies sought in legal and regulatory proceedings to which Citi is subject has increased substantially in recent years. U.S. and certain international governmental entities have increasingly brought criminal actions against, or have sought criminal convictions from, financial institutions, and criminal prosecutors in the U.S. have increasingly sought and obtained criminal guilty pleas or deferred prosecution agreements against corporate entities and other criminal sanctions from those institutions. In May 2015 an affiliate of Citi pleaded guilty to an antitrust violation and paid a substantial fine to resolve a DOJ investigation into Citi's foreign exchange business practices. These types of actions by U.S. and international governmental entities may, in the future, have significant collateral consequences for a financial institution, including loss of customers and business, and the inability to offer certain products or services and/or operate certain businesses. Citi may be required to accept or be subject to similar types of criminal remedies, consent orders, sanctions, substantial fines and penalties or other requirements in the future, including for matters or practices not yet known to Citi, any of which could materially and negatively affect Citi's businesses, business practices, financial condition or results of operations, require material changes in Citi's operations or cause Citi reputational harm.

Further, many large claims-both private civil and regulatory-asserted against Citi are highly complex, slow to develop and may involve novel or untested legal theories. The outcome of such proceedings is difficult to predict or estimate until late in the proceedings. Although Citi establishes accruals for its legal and regulatory matters according to accounting requirements, Citi's estimates of, and changes to, these accruals, involve significant judgment and may be subject to significant uncertainty and the amount of loss ultimately incurred in relation to those matters may be substantially higher than the amounts accrued. In addition, certain settlements are subject to court approval and may not be approved.

For additional information relating to Citi's legal and regulatory proceedings and matters, including Citi's policies on establishing legal accruals, see Note 27 to the Consolidated Financial Statements.


If Citi's Risk Models Are Ineffective or Require Modification or Enhancement, Citi Could Incur Significant Losses or Its Regulatory Capital and Capital Ratios Could Be Negatively Impacted.

Citi utilizes models extensively as part of its risk management and mitigation strategies, including in analyzing and monitoring the various risks Citi assumes in conducting its activities. For example, Citi uses models as part of its various stress testing initiatives across the firm. Management of these



61


risks is made even more challenging within a global financial institution such as Citi, particularly given the complex, diverse and rapidly changing financial markets and conditions in which Citi operates.

These models and strategies are inherently limited because they involve techniques, including the use of historical data in many circumstances, and judgments that cannot anticipate every economic and financial outcome in the markets in which Citi operates, nor can they anticipate the specifics and timing of such outcomes. Citi could incur significant losses if its risk management models or strategies are ineffective in properly anticipating or managing these risks.

Moreover, Citi's Basel III regulatory capital models, including its credit, market and operational risk models, currently remain subject to ongoing regulatory review and approval, which may result in refinements, modifications or enhancements (required or otherwise) to these models. Modifications or requirements resulting from these ongoing reviews, as well as any future changes or guidance provided by the U.S. banking agencies regarding the regulatory capital framework applicable to Citi, have resulted in, and could continue to result in, significant changes to Citi's risk-weighted assets. These changes can negatively impact Citi's capital ratios and its ability to achieve its regulatory capital requirements as it projects or as required.


Citi's Performance and the Performance of Its Individual Businesses Could Be Negatively Impacted if Citi Is Not Able to Hire and Retain Highly Qualified Employees for Any Reason.

Citi's performance and the performance of its individual businesses is largely dependent on the talents and efforts of highly skilled employees. Specifically, Citi's continued ability to compete in its businesses, to manage its businesses effectively and to continue to execute its overall global strategy depends on its ability to attract new employees and to retain and motivate its existing employees. If Citi is unable to continue to attract and retain the most highly qualified employees for any reason, Citi's performance, including its competitive position, the successful execution of its overall strategy and its results of operations could be negatively impacted.

Citi's ability to attract and retain employees depends on numerous factors, some of which are outside of its control. For example, given the heightened regulatory and political environment in which Citi operates relative to competitors for talent both within and outside of the financial services area, it may be more difficult for Citi to hire or retain highly qualified employees in the future. Other factors that impact Citi's ability to attract and retain employees include its culture, compensation, the management and leadership of the company as well as its individual businesses, Citi's presence in the particular market or region at issue and the professional opportunities it offers. Generally, the banking industry is subject to more stringent regulation of executive and employee compensation than other industries, including deferral and clawback requirements for incentive compensation and other limitations. Citi often competes in the

market for talent with entities that are not subject to such significant regulatory restrictions on the structure of incentive compensation.





62


Managing Global Risk Table of Contents


MANAGING GLOBAL RISK

64

  Overview

64

CREDIT RISK (1)

68

   Overview

68

   Consumer Credit

69

   Corporate Credit

78

   Additional Consumer and Corporate Credit Details

81

       Loans Outstanding

81

       Details of Credit Loss Experience

82

       Allowance for Loan Losses

84

       Non-Accrual Loans and Assets and Renegotiated Loans

85

       Forgone Interest Revenue on Loans

88

LIQUIDITY RISK

89

     Overview

89

     High-Quality Liquid Assets (HQLA)

89

     Loans

90

     Deposits

91

     Long-Term Debt

91

     Secured Funding Transactions and Short-Term Borrowings

94

     Liquidity Monitoring and Measurement

96

     Credit Ratings

97

MARKET RISK (1)

99

  Overview

99

   Market Risk of Non-Trading Portfolios

99

        Net Interest Revenue at Risk

99

        Interest Rate Risk of Investment Portfolios-Impact on AOCI

99

        Changes in Foreign Exchange Rates-Impacts on AOCI and Capital

101

        Interest Revenue/Expense and Net Interest Margin

102

        Additional Interest Rate Details

103

   Market Risk of Trading Portfolios

107

        Factor Sensitivities

108

        Value at Risk (VAR)

108

        Stress Testing

112

OPERATIONAL RISK

113

  Overview

113

  Compliance Risk

113

  Conduct Risk

114

  Legal Risk

115

  Reputational Risk

115

STRATEGIC RISK

115

   Country Risk

116


(1)

For additional information regarding certain credit risk, market risk and other quantitative and qualitative information, refer to Citi's Pillar 3 Basel III Advanced Approaches Disclosures, as required by the rules of the Federal Reserve Board, on Citi's Investor Relations website.



63


MANAGING GLOBAL RISK


Overview

For Citi, effective risk management is of primary importance to its overall operations. Accordingly, Citi's risk management process has been designed to monitor, evaluate and manage the principal risks it assumes in conducting its activities. Specifically, the activities that Citi engages in, and the risks those activities generate, must be consistent with Citi's mission and value proposition, the key principles that guide it, and Citi's risk appetite.

Risk management must be built on a foundation of ethical culture. Under Citi's mission and value proposition, which was developed by Citi's senior leadership and distributed throughout the firm, Citi strives to serve its clients as a trusted partner by responsibly providing financial services that enable growth and economic progress while earning and maintaining the public's trust by constantly adhering to the highest ethical standards. As such, Citi asks all employees to ensure that their decisions pass three tests: they are in our clients' interests, create economic value and are always systemically responsible. Additionally, Citi evaluates employees' performance against behavioral expectations set out in Citi's leadership standards, which were designed in part to effectuate Citi's mission and value proposition. Other culture-related efforts in connection with conduct risk, ethics and leadership, escalation, and treating customers fairly help Citi to execute its mission and value proposition.

Citi's firm-wide Risk Governance Framework consists of the policies, procedures, and processes through which Citi identifies, measures, manages, monitors, reports, and controls risks across the firm. It also emphasizes Citi's risk culture and lays out standards, procedures and programs that are designed and undertaken to enhance the firm's risk culture, embed this culture deeply within the organization, and give employees tools to make sound and ethical risk decisions and to escalate issues appropriately. The Risk Governance Framework has been developed in alignment with the expectations of the Office of the Comptroller of the Currency (OCC) Heightened Standards. It is also aligned with the relevant components of the Basel Committee on Banking Supervision's corporate governance principles for banks and relevant components of the Federal Reserve's Enhanced Prudential Standards for Bank Holding Companies and Foreign Banking Organizations.

Four key principles-common purpose, responsible finance, ingenuity and leadership-guide Citi as it performs its mission. Citi's risk appetite, which is approved by the Citigroup Board of Directors, specifies the aggregate levels and types of risk the Board and management are willing to assume to achieve Citi's strategic objectives and business plan, consistent with applicable capital, liquidity and other regulatory requirements.

Citi selectively takes risks in support of its underlying business strategy, while striving to ensure it operates within its mission and value proposition and risk appetite.

Citi's risks are generally categorized and summarized as follows:


Credit risk is the risk of loss resulting from the failure of a borrower, counterparty, third party or issuer to honor its financial or contractual obligations.

Liquidity risk is the risk that the firm will not be able to efficiently meet both expected and unexpected current and future cash flow and collateral needs without adversely affecting either daily operations or financial conditions of the firm. The risk may be exacerbated by the inability of the firm to access funding sources or monetize assets and the composition of liability funding and liquidity assets.

Market risk is the risk of loss arising from changes in the value of Citi's assets and liabilities resulting from changes in market variables, such as interest rates, exchange rates or credit spreads. Losses can be exacerbated by the presence of basis or correlations risks.

Operational risk is the risk of loss resulting from inadequate or failed internal processes, systems, or human factors, or from external events. It includes risk of failing to comply with applicable laws and regulations, but excludes strategic risk (see below). It also includes the reputation and franchise risk associated with business practices or market conduct in which Citi is involved. Operational risk is inherent in Citi's global business activities, as well as the internal processes that support those business activities, and can result in losses arising from events related to fraud, theft and unauthorized activity; employment practices and workplace environment; clients, products and business practices; physical assets and infrastructure; and execution, delivery and process management. Operational risk includes compliance, conduct, reputational and legal risks:


Compliance risk is the risk arising from violations of, or non-conformance with, local, national, or cross-border laws, rules, or regulations, Citi's internal policies and procedures, or other relevant standards of conduct.

Conduct risk is the risk that Citi's employees or agents may (intentionally or through negligence) harm customers, clients, or the integrity of the markets, and thereby the integrity of Citi.

Reputational risk is the risk to current or anticipated earnings, capital, or franchise or enterprise value arising from negative public opinion.

Legal risk includes the risk from uncertainty due to legal or regulatory actions, proceedings, or investigations, or uncertainty in the applicability or interpretation of contracts, laws or regulations.


Strategic risk is the risk to current or anticipated earnings, capital, or franchise or enterprise value arising from flawed business decisions, an inability to adapt to changes in the operating environment, or other external factors that may impair the ability to carry out a business strategy. Strategic risk also includes:


Country risk which is the risk that an event in a country (precipitated by developments within or



64


external to a country) will impair the value of Citi's franchise or will adversely affect the ability of obligors within that country to honor their obligations. Country risk events may include sovereign defaults, banking crises, currency crises, currency convertibility and/or transferability restrictions, or political events.


Citi manages its risks through each of its three lines of defense: (i) business management, (ii) independent control functions and (iii) Internal Audit. The three lines of defense collaborate with each other in structured forums and processes to bring various perspectives together and to steer the organization toward outcomes that are in clients' interests, create economic value and are systemically responsible.


First Line of Defense: Business Management

Each of Citi's businesses owns its risks and is responsible for assessing and managing its risks. Each business is also responsible for having controls in place to mitigate key risks, assessing internal controls and promoting a culture of compliance and control. In doing so, a business is required to maintain appropriate staffing and implement appropriate procedures to fulfill its risk governance responsibilities.

The CEOs of each region and business report to the Citigroup CEO. The Head of Operations and Technology and the Head of Productivity, who are considered part of the first line of defense, also report to the Citigroup CEO.

Businesses at Citi organize and chair many committees and councils that cover risk considerations with participation from independent control functions, including committees or councils that are designed to consider matters related to capital, assets and liabilities, business practices, business risks and controls, mergers and acquisitions, the Community Reinvestment Act and fair lending and incentives.


Second Line of Defense: Independent Control Functions

Citi's independent control functions, including Risk, Compliance, Human Resources, Legal, Finance and Finance & Risk Infrastructure, set standards by which Citi and its businesses are expected to manage and oversee risks, including compliance with applicable laws, regulatory requirements, policies and other relevant standards of conduct. Additionally, among other responsibilities, the independent control functions provide advice and training to Citi's businesses and establish tools, methodologies, processes and oversight for controls used by the businesses to foster a culture of compliance and control.


Risk

The Risk organization is designed to act as an independent partner of the business to manage market, credit and operational risk in a manner consistent with Citi's risk appetite. Risk establishes policies and guidelines for risk assessments and risk management and contributes to controls and tools to manage, measure and mitigate risks taken by the firm.

The Chief Risk Officer reports to the Citigroup CEO and the Risk Management Committee of the Citigroup Board of

Directors. The Chief Risk Officer has regular and unrestricted access to the Risk Management Committee of the Board and also to the Citigroup Board of Directors to address risks and issues identified through Risk's activities.


Compliance

The Compliance organization is designed to protect Citi not only by managing adherence to applicable laws, regulations, and other standards of conduct, but also by promoting business behavior that is consistent with Citi's mission and value proposition, the principle of responsible finance and Citi's compliance risk appetite. For further information on Citi's compliance risk appetite, see "Compliance, Conduct and Legal Risk" below.

The Chief Compliance Officer reports to the Citigroup CEO and has regular and unrestricted access to the Audit Committee, Ethics and Culture Committee and other ad hoc committees of the Citigroup Board of Directors to report on, among other items, possible breaches of Citi's compliance risk appetite.


Human Resources

The Human Resources organization provides personnel support and governance in connection with, among other things: recognizing and rewarding employees who demonstrate Citi's values and excel in their roles and responsibilities; setting ethical- and performance-related expectations and developing and promoting employees who meet those expectations; and searching for, assessing, and hiring staff who exemplify Citi's leadership standards, which outline Citi's expectations of its employees' behavior.

The Head of Human Resources reports to the Citigroup CEO and interacts regularly with the Personnel and Compensation Committee of the Citigroup Board of Directors.


Legal

The Legal organization is involved in a number of activities designed to promote the appropriate management of Citi's exposure to legal risk, which includes the risk of loss, whether financial or reputational, due to legal or regulatory actions, proceedings, or investigations, or uncertainty in the applicability or interpretation of contracts, laws or regulations.  Activities designed to promote appropriate management of legal risk include, among others: promoting and supporting Citigroup's governance processes; advising business management, other independent control functions, the Citigroup Board of Directors and committees of the Board regarding analysis of laws and regulations, regulatory matters, disclosure matters, and potential risks and exposures on key litigation and transactional matters, among other things; advising other independent control functions in their efforts to ensure compliance with applicable laws and regulations as well as internal standards of conduct; serving on key management committees; reporting and escalating key legal issues to senior management or other independent control functions; participating in internal investigations and overseeing regulatory investigations; and advising businesses on a day-to-day basis on legal, regulatory and contractual matters.



65


The General Counsel reports to the Citigroup CEO and is responsible to the full Citigroup Board. In addition to having regular and unrestricted access to the full Citigroup Board of Directors, the General Counsel or his/her delegates regularly attend meetings of the Risk Management Committee, Audit Committee, Personnel and Compensation Committee, Ethics and Culture Committee, Operations and Technology Committee, and Nomination, Governance and Public Affairs Committee as well as other ad hoc committees of the Citigroup Board of Directors.


Finance

The Finance organization is primarily composed of the following disciplines: treasury, controllers, tax and financial planning and analysis. These disciplines partner with the businesses, providing key data and consultation to facilitate sound decisions in support of the businesses' objectives. Through these activities, Finance serves as an independent control function advising business management, escalating identified risks and establishing policies or processes to manage risk.

Through the treasury discipline, Finance has overall responsibility for managing Citi's balance sheet and accordingly partners with the businesses to manage Citi's liquidity and interest rate risk (price risk for non-trading portfolios). Treasury works with the businesses to establish balance sheet targets and limits, as well as sets policies on funding costs charged for business assets based on their liquidity and duration.

Principally through the controllers discipline, Finance is responsible for establishing a strong control environment over Citi's financial reporting processes consistent with the 2013 Committee of Sponsoring Organizations of the Treadway Commission, or COSO, Internal Control-Integrated Framework.

Finance is led by Citi's Chief Financial Officer (CFO), who reports directly to the Citigroup CEO. The CFO chairs or co-chairs several management committees that serve as key governance and oversight forums for business activities. In addition, the CFO has regular and unrestricted access to the full Citigroup Board of Directors as well as to the Audit Committee of the Board of Directors.


Finance & Risk Infrastructure

Finance & Risk Infrastructure (FRI) is a Citi global function that was formed in April 2016 from groups within the Finance and Risk global functions. FRI was established to globally implement common data and data standards, common processes and integrated technology platforms as well as integrate infrastructure activities across both Finance and Risk. FRI works to drive straight through data processing and produce more effective and efficient processes and governance aimed at supporting both the Finance and Risk organizations.

The co-heads of the FRI global function report jointly to Citi's CFO and Chief Risk Officer.


Third Line of Defense: Internal Audit

Citi's Internal Audit function independently reviews activities of the first two lines of defense based on a risk-based audit plan and methodology approved by the Audit Committee of the Citigroup Board of Directors. Internal Audit also provides independent assurance to the Citigroup Board of Directors, the Audit Committee of the Board, senior management and regulators regarding the effectiveness of Citi's governance and controls designed to mitigate Citi's exposure to risks and to enhance Citi's culture of compliance and control.

The Chief Auditor reports functionally to the Chairman of the Citigroup Audit Committee and administratively to the CEO of Citigroup. Internal Audit's responsibilities are carried out independently under the oversight of the Audit Committee. Internal Audit's employees accordingly report to the Chief Auditor and do not have reporting lines to front-line units or senior management. Internal Audit's staff members are not permitted to provide internal-audit services for a business line or function in which they had business line or function responsibilities within the previous 12 months.




66


Three Lines of Defense


Citigroup Board of Directors and Committees of the Board

Citigroup's Board of Directors oversees Citi's risk-taking activities. To do so, directors review risk assessments and reports prepared by Risk, Compliance, Human Resources, Legal, Finance and Internal Audit and exercise independent judgment to question, challenge and, when necessary, oppose recommendations and decisions made by senior management that could cause Citi's risk profile to exceed its risk appetite or jeopardize the safety and soundness of the firm.

The standing committees of the Citigroup Board of Directors are the Executive Committee, Risk Management Committee, Audit Committee, Personnel and Compensation Committee, Ethics and Culture Committee, Operations and Technology Committee and Nomination, Governance and Public Affairs Committee. In addition to the standing committees, the Board creates ad hoc committees from time to time in response to regulatory, legal or other requirements.





67


CREDIT RISK



Overview

Credit risk is the potential for financial loss resulting from the deterioration in creditworthiness or the failure of a borrower, counterparty or others to honor its financial or contractual obligations. Credit risk arises in many of Citigroup's business activities, including:


consumer, commercial and corporate lending;

capital markets derivative transactions;

structured finance; and

securities financing transactions (repurchase and reverse repurchase agreements, securities loaned and borrowed).


Credit risk also arises from settlement and clearing activities, when Citi transfers an asset in advance of receiving its counter-value or advances funds to settle a transaction on behalf of a client. Concentration risk, within credit risk, is the risk associated with having credit exposure concentrated within a specific client, industry, region or other category.

Credit risk is one of the most significant risks Citi faces as an institution. As a result, Citi has a well-established framework in place for managing credit risk across all businesses. This includes a defined risk appetite, credit limits and credit policies, both at the business level as well as at the company-wide level. Citi's credit risk management also includes processes and policies with respect to problem recognition, including "watch lists," portfolio reviews, stress tests, updated risk ratings and classification triggers.

With respect to Citi's settlement and clearing activities, intra-day client usage of lines is monitored against limits, as well as against usage patterns. To the extent a problem develops, Citi typically moves the client to a secured (collateralized) operating model. Generally, Citi's intra-day settlement and clearing lines are uncommitted and cancelable at any time.

To manage concentration of risk within credit risk, Citi has in place a correlation framework consisting of industry limits, an idiosyncratic framework consisting of single name concentrations for each business and across Citigroup and a specialized framework consisting of product limits.

Credit exposures are generally reported in notional terms for accrual loans, reflecting the value at which the loans as well as loan and other off-balance sheet commitments are carried on the Consolidated Balance Sheet. Credit exposure arising from capital markets activities is generally expressed as the current mark-to-market, net of margin, reflecting the net value owed to Citi by a given counterparty.

The credit risk associated with these credit exposures is a function of the idiosyncratic creditworthiness of the obligor, as well as the terms and conditions of the specific obligation. Citi assesses the credit risk associated with its credit exposures on a regular basis through its loan loss reserve process (see "Significant Accounting Policies and Significant Estimates-Allowance for Credit Losses" below and Notes 1 and 15 to the Consolidated Financial Statements), as well as through regular stress testing at the company, business, geography and product levels. These stress-testing processes typically estimate

potential incremental credit costs that would occur as a result of either downgrades in the credit quality or defaults of the obligors or counterparties.

There is an independent Chief Risk Officer for each of Citi's consumer, commercial and corporate lending businesses within ICG and GCB (Business CROs). Each of these Business CROs reports directly to Citi's Chief Risk Officer. The Business CROs are the focal point for most day-to-day risk decisions, such as setting risk limits and approving transactions within the businesses. In addition there are Regional and Legal Entity Chief Risk Officers. There is an independent Chief Risk Officer for Asia , EMEA and Latin America , including Mexico (Regional CROs). Each of these Regional CROs reports directly to Citi's Chief Risk Officer. The Regional CROs are accountable for overseeing the management of all risks in their geographic areas, across businesses, and are the primary risk contacts for the Regional Chief Executive Officers and local regulators. Legal Entity Chief Risk Officers are responsible for identifying and managing risks in Citibank as well as other specific legal entities, with Citibank's Chief Risk Officer reporting directly to Citi's Chief Risk Officer.

For additional information on Citi's credit risk management, see Note 14 to the Consolidated Financial Statements.




68


Consumer Credit

Citi provides traditional retail banking, including commercial banking, and credit card products in 19 countries through North America GCB , Latin America GCB and Asia GCB in Citicorp. The retail banking products include consumer mortgages, home equity, personal, commercial loans and lines of credit, and similar related products with a focus on lending to prime customers. Citi uses its risk appetite framework to define its lending parameters. In addition, Citi uses proprietary scoring models for new customer approvals. As stated in "Citicorp- Global Consumer Banking " above, GCB's overall strategy is to leverage Citi's global footprint and seek to be the preeminent bank for the affluent and emerging affluent consumers in large urban centers. In credit cards and in certain retail markets, Citi serves customers in a somewhat broader set of segments and geographies. GCB's commercial banking business focuses on small to mid-sized businesses.



Consumer Credit Portfolio

The following tables show Citi's quarterly end-of-period consumer loans: (1)

In billions of dollars

4Q'15

1Q'16

2Q'16

3Q'16

4Q'16

Retail banking:

Mortgages

$

80.2


$

82.2


$

81.6


$

81.4


$

79.4


Commercial banking

31.8


32.1


32.6


33.5


32.3


Personal and other

28.7


28.0


27.6


27.0


24.9


Total retail banking

$

140.7


$

142.3


$

141.8


$

141.9


$

136.6


Cards:

Citi-branded cards (2)

$

90.2


$

87.8


$

100.1


$

103.9


$

108.3


Citi retail services

46.1


42.5


43.3


43.9


47.3


Total cards

$

136.3


$

130.3


$

143.4


$

147.8


$

155.6


Total Citicorp

$

277.0


$

272.6


$

285.2


$

289.7


$

292.2


Citicorp regional distribution:

North America

60

%

59

%

61

%

62

%

64

%

Latin America

9


9


9


8


8


Asia (3)

31


32


30


30


28


Total Citicorp

100

%

100

%

100

%

100

%

100

%

Citi Holdings

$

48.8


$

45.3


$

41.2


$

39.0


$

33.2


Total consumer loans

$

325.8


$

317.9


$

326.4


$

328.7


$

325.4



(1)

End-of-period loans include interest and fees on credit cards.

(2)

In the second quarter of 2016, Citi completed the acquisition of the $10.6 billion Costco U.S. co-brand credit card portfolio.

(3)

Asia includes loans and leases in certain EMEA countries for all periods presented.


For information on changes to Citi's end-of-period consumer loans, see "Liquidity Risk-Loans" below.





69


Overall Consumer Credit Trends

The following charts show the quarterly trends in delinquencies and net credit losses across both retail banking, including commercial banking, and cards for total GCB and by region.


Global Consumer Banking


North America


Latin America


Asia (1)


(1)

Asia includes GCB activities in certain EMEA countries for all periods presented.

North America GCB provides mortgages, home equity loans, personal loans and commercial banking products through Citi's retail banking network, and card products through Citi-branded cards and Citi retail services businesses. The retail bank is concentrated in six major metropolitan cities in the United States (for additional information on the U.S. retail bank, see "Citicorp- North America GCB " above).

As of December 31, 2016, approximately 71% of North America GCB consumer loans consisted of Citi-branded and Citi retail services cards and thus the credit performance of these portfolios drive North America GCB's overall credit performance (for additional information on North America GCB 's cards portfolios, including delinquencies and net credit losses, see "Credit Card Trends" below).

Latin America GCB operates in Mexico through Citibanamex, one of Mexico's largest banks, and provides credit cards, consumer mortgages, personal loans and commercial banking products. Latin America GCB serves a more mass market segment in Mexico and focuses on developing multi-product relationships with customers.

As set forth in the chart above, 90+ days past due delinquencies and net credit loss rates improved in Latin America GCB year-over-year as of the fourth quarter of 2016, while the delinquency rate improved and the net credit loss rate was largely unchanged quarter-over-quarter. The improvements were primarily driven by higher payment rates in Mexico resulting from improved credit quality in the portfolio.

Asia GCB operates in 17 countries in Asia and EMEA and provides credit cards, consumer mortgages, personal loans and commercial banking products.

As shown in the chart above, 90+ days past due and net credit loss rates were largely stable in Asia GCB year-over-year and quarter-over-quarter as of the fourth quarter of 2016. This stability reflects the strong credit profiles in Asia GCB's target customer segments. In addition, regulatory changes in many markets in Asia over the past few years have resulted in stable or improved portfolio credit quality, despite weaker macroeconomic conditions in several countries.

For additional information on cost of credit, loan delinquency and other information for Citi's consumer loan portfolios, see each respective business's results of operations above and Note 14 to the Consolidated Financial Statements.




70


Credit Card Trends

The following charts show the quarterly trends in delinquencies and net credit losses for total GCB cards, Citi's North America Citi-branded cards and Citi retail services portfolios in Citicorp as well as for Citi's Latin America and Asia Citi-branded cards portfolios.


Total Cards



North America Citi-Branded Cards



North America Citi Retail Services

Latin America Citi-Branded Cards



Asia Citi-Branded Cards (1)


(1)

Asia includes loans and leases in certain EMEA countries for all periods presented.




71


North America GCB 's Citi-branded cards portfolio issues proprietary and co-branded cards. As shown in the chart above, 90+ days past due delinquency rates in Citi-branded cards increased year-over-year and quarter-over-quarter as of the fourth quarter of 2016, primarily driven by seasoning and the impact of regulatory changes on collections. Net credit loss rates decreased modestly year-over-year, but increased sequentially as of the fourth quarter of 2016 reflecting the above delinquency rate trends and lower asset sale volumes. Net credit losses also increased as the business began to incur losses in the Costco portfolio.

Citi retail services partners directly with more than 20 retailers and dealers to offer private-label and co-brand consumer and commercial cards. Citi retail services' target market is focused on select industry segments such as specialty retail, consumer electronics, and fuel. Citi retail services continually evaluates opportunities to add partners within target industries that have strong loyalty, lending or payment programs and growth potential.

Citi retail services' delinquency and net credit loss rates increased year-over-year and quarter-over-quarter as of the fourth quarter of 2016, primarily due to seasoning as well as the impact of regulatory changes on collections.

Latin America GCB issues proprietary and co-branded cards. As set forth in the chart above, 90+ days past due delinquency and net credit loss rates have continued to improve or remained stable, primarily driven by the higher payment rates in Mexico resulting from improved credit quality in the portfolio.

Asia GCB issues proprietary and co-branded cards. As set forth in the chart above, 90+ days past due delinquency and net credit loss rates have remained broadly stable, driven by mature and well-diversified cards portfolios. 

For additional information on cost of credit, delinquency and other information for Citi's cards portfolios, see each respective business's results of operations above and Note 14 to the Consolidated Financial Statements.


North America Cards FICO Distribution

The following tables show the current FICO score distributions for Citi's North America Citi-branded cards and Citi retail services portfolios. FICO scores are updated monthly for substantially all of the portfolio and on a quarterly basis for the remaining portfolio.


Citi-Branded

December 31,

FICO distribution

2016

2015

  > 720

64

%

60

%

   660 - 720

26


29


   620 - 660

6


7


  < 620

4


4


Total

100

%

100

%


Citi Retail Services

December 31,

FICO distribution

2016

2015

   > 720

42

%

42

%

   660 - 720

35


35


   620 - 660

13


13


  < 620

10


10


Total

100

%

100

%


The improvement in Citi-branded cards' FICO distribution was primarily driven by the impact of the strong underlying credit quality of the Costco portfolio, while Citi retail services' FICO distribution has remained stable.

For additional information on FICO scores, see Note 14 to the Consolidated Financial Statements.





72


North America Consumer Mortgage Portfolio

Citi's North America consumer mortgage portfolio consists of both residential first mortgages and home equity loans. The following table shows the outstanding quarterly end-of-period loans for Citi's North America residential first mortgage and home equity loan portfolios:

In billions of dollars

4Q'15

1Q'16

2Q'16

3Q'16

4Q'16

Citicorp:

Residential firsts

$

38.3


$

39.2


$

40.1


$

40.1


$

40.2


Home equity

3.6


3.7


3.8


3.9


4.0


Total Citicorp

$

41.9


$

42.9


$

43.9


$

44.0


$

44.2


Citi Holdings:

Residential firsts

$

18.7


$

17.6


$

15.8


$

14.8


$

13.4


Home equity

19.1


18.3


17.3


16.1


15.0


Total Citi Holdings

$

37.8


$

35.9


$

33.1


$

30.9


$

28.4


Total Citigroup- North America

$

79.7


$

78.8


$

77.0


$

74.9


$

72.6



For additional information on delinquency and net credit loss trends in Citi's consumer mortgage portfolio, see "Additional Consumer Credit Details" below.


Home Equity Loans-Revolving HELOCs

As set forth in the table above, Citi had $19.0 billion of home equity loans as of December 31, 2016 , of which $5.0 billion are fixed-rate home equity loans and $14.0 billion are extended under home equity lines of credit (Revolving HELOCs). Fixed-rate home equity loans are fully amortizing. Revolving HELOCs allow for amounts to be drawn for a period of time with the payment of interest only and then, at the end of the draw period, the then-outstanding amount is converted to an amortizing loan, or "reset" (the interest-only payment feature during the revolving period is standard for this product across the industry). Upon reset, these borrowers will be required to pay both interest, usually at a variable rate, and principal that amortizes typically over 20 years, rather than the standard 30-year amortization.

Of the Revolving HELOCs at December 31, 2016, $6.2 billion had reset (compared to $4.2 billion at December 31, 2015 ) and $7.8 billion were still within their revolving period and had not reset (compared to $12.3 billion at December 31, 2015 ). The following chart indicates the FICO and combined loan-to-value (CLTV) characteristics of Citi's Revolving HELOCs portfolio and the year in which they reset:

North America Home Equity Lines of Credit Amortization – Citigroup

Total ENR by Reset Year

In billions of dollars as of December 31, 2016


Note: Totals may not sum due to rounding.


Approximately 44% of Citi's total Revolving HELOCs portfolio had reset as of December 31, 2016 (compared to 25% as of December 31, 2015 ). Of the remaining Revolving HELOCs portfolio, approximately 42% will reset during 2017. Citi's customers with Revolving HELOCs that reset could experience "payment shock" due to the higher required payments on the loans. Citi currently estimates that the monthly loan payment for its Revolving HELOCs that reset during 2017 could increase on average by approximately $362, or 151%. Increases in interest rates could further increase these payments given the variable nature of the interest rates on these loans post-reset. Of the Revolving HELOCs that will reset during 2017, approximately $111 million, or 3%, of the loans have a CLTV greater than 100% as of December 31, 2016 . Borrowers' high loan-to-value positions, as well as the cost and availability of refinancing options, could limit borrowers' ability to refinance their Revolving HELOCs as these loans reset.

Approximately 6.7% of the Revolving HELOCs that have reset as of December 31, 2016 were 30+ days past due, compared to 3.9% of the total outstanding home equity loan portfolio (amortizing and non-amortizing). This compared to 6.7% and 3.2%, respectively, as of December 31, 2015 . As newly amortizing loans continue to season, the delinquency rate of Citi's total home equity loan portfolio could continue to increase. In addition, resets to date have generally occurred during a period of historically low interest rates, which Citi believes has likely reduced the overall "payment shock" to the borrower.

Citi monitors this reset risk closely and will continue to consider any potential impact in determining its allowance for loan loss reserves. In addition, management continues to review and take additional actions to offset potential reset risk, such as a borrower outreach program to provide reset risk education and proactively working with high-risk borrowers through a specialized single point of contact unit.




73


GCB Commercial Banking Exposure to the Energy and Energy-Related Sector

In addition to the total corporate credit exposure to the energy and energy-related sector described under "Corporate Credit" below, Citi's commercial banking business, reported within GCB retail banking, had total credit exposure to the energy and energy-related sector of approximately $1.9 billion as of December 31, 2016, with approximately $1.3 billion of direct outstanding funded loans, or 4%, of the total outstanding commercial banking loans. This compared to $2.0 billion and $2.4 billion of total credit exposure as of September 30, 2016 and December 31, 2015, respectively.

As of December 31, 2016, approximately 90% of commercial banking's total credit exposure to the energy and energy-related sector was in the U.S., compared to 89% and 85% as of September 30, 2016 and December 31, 2015, respectively. Approximately 53% of commercial banking's total energy and energy-related exposure was rated investment grade at December 31, 2016, compared to approximately 39% and 52% as of September 30, 2016 and December 31, 2015, respectively. During the fourth quarter of 2016, Citi released additional energy and energy-related loan loss reserves of approximately $51 million, and incurred net credit losses of approximately $49 million on this commercial banking portfolio. As of December 31, 2016, Citi held loan loss reserves against its funded energy and energy-related commercial banking loans equal to approximately 5.5% of these loans (compared to approximately 8.7% and 4.0% as of September 30, 2016 and December 31, 2015, respectively).




74


Additional Consumer Credit Details


Consumer Loan Delinquency Amounts and Ratios

EOP

loans (1)

90+ days past due (2)

30–89 days past due (2)

December 31,

December 31,

December 31,

In millions of dollars, except EOP loan amounts in billions

2016

2016

2015

2014

2016

2015

2014

Citicorp (3)(4)

Total

$

292.2


$

2,296


$

2,119


$

2,444


$

2,542


$

2,418


$

2,586


Ratio

0.79

%

0.77

%

0.87

%

0.87

%

0.88

%

0.92

%

Retail banking

Total

$

136.6


$

474


$

523


$

736


$

726


$

739


$

794


Ratio

0.35

%

0.37

%

0.52

%

0.53

%

0.53

%

0.56

%

North America

55.3


181


165


225


214


221


212


Ratio

0.33

%

0.32

%

0.49

%

0.39

%

0.43

%

0.46

%

Latin America

18.3


136


185


325


185


184


235


Ratio

0.74

%

0.92

%

1.53

%

1.01

%

0.92

%

1.10

%

Asia (5)

63.0


157


173


186


327


334


347


Ratio

0.25

%

0.25

%

0.25

%

0.52

%

0.49

%

0.47

%

Cards

Total

$

155.6


$

1,822


$

1,596


$

1,708


$

1,816


$

1,679


$

1,792


Ratio

1.17

%

1.17

%

1.23

%

1.17

%

1.23

%

1.29

%

North America-Citi-branded

86.0


748


538


593


688


523


568


Ratio

0.87

%

0.80

%

0.88

%

0.80

%

0.78

%

0.84

%

North America-Citi retail services

47.3


761


705


678


777


773


748


Ratio

1.61

%

1.53

%

1.46

%

1.64

%

1.68

%

1.61

%

Latin America

4.8


130


173


242


125


157


220


Ratio

2.71

%

3.20

%

3.61

%

2.60

%

2.91

%

3.28

%

Asia (5)

17.5


183


180


195


226


226


256


Ratio

1.05

%

1.02

%

1.05

%

1.29

%

1.28

%

1.38

%

Citi Holdings (6)(7)

Total

$

33.2


$

834


$

927


$

2,188


$

735


$

1,036


$

1,928


Ratio

2.62

%

1.99

%

2.69

%

2.31

%

2.23

%

2.37

%

International

2.4


94


157


225


49


179


265


Ratio

3.92

%

1.91

%

1.56

%

2.04

%

2.18

%

1.84

%

North America

30.8


740


770


1,963


686


857


1,663


Ratio

2.52

%

2.01

%

2.94

%

2.33

%

2.24

%

2.49

%

Total Citigroup

$

325.4


$

3,130


$

3,046


$

4,632


$

3,277


$

3,454


$

4,514


Ratio

0.97

%

0.94

%

1.28

%

1.01

%

1.07

%

1.25

%

(1)

End-of-period (EOP) loans include interest and fees on credit cards.

(2)

The ratios of 90+ days past due and 30–89 days past due are calculated based on EOP loans, net of unearned income.

(3)

The 90+ days past due balances for North America-Citi-branded and North America-Citi retail services are generally still accruing interest. Citigroup's policy is generally to accrue interest on credit card loans until 180 days past due, unless notification of bankruptcy filing has been received earlier.

(4)

The 90+ days and 30–89 days past due and related ratios for Citicorp North America exclude U.S. mortgage loans that are guaranteed by U.S. government-sponsored entities since the potential loss predominantly resides within the U.S. government-sponsored entities. The amounts excluded for loans 90+ days past due and (EOP loans) were $327 million ($0.7 billion), $491 million ($1.1 billion) and $562 million ($1.1 billion) at December 31, 2016 , 2015 and 2014 , respectively. The amounts excluded for loans 30–89 days past due (EOP loans have the same adjustment as above) were $70 million, $87 million and $122 million at December 31, 2016 , 2015 and 2014 , respectively.

(5)

Asia includes delinquencies and loans in certain EMEA countries for all periods presented.

(6)

The 90+ days and 30–89 days past due and related ratios for Citi Holdings North America exclude U.S. mortgage loans that are guaranteed by U.S. government-sponsored entities since the potential loss predominantly resides within the U.S. government-sponsored entities. The amounts excluded for loans 90+ days past due (and EOP loans) were $0.9 billion ($1.4 billion), $1.5 billion ($2.2 billion) and $2.2 billion ($4.0 billion) at December 31, 2016 , 2015 and 2014 , respectively.


75


The amounts excluded for loans 30–89 days past due (EOP loans have the same adjustment as above) for each period were $0.2 billion, $0.2 billion and $0.5 billion at December 31, 2016 , 2015 and 2014 , respectively.

(7)

The December 31, 2016 , 2015 and 2014 loans 90+ days past due and 30–89 days past due and related ratios for North America exclude $7 million, $11 million and $14 million, respectively, of loans that are carried at fair value.



Consumer Loan Net Credit Losses and Ratios

Average

loans (1)

Net credit losses (2)(3)(4)

In millions of dollars, except average loan amounts in billions

2016

2016

2015

2014

Citicorp

Total

$

280.0


$

5,612


$

5,752


$

6,512


Ratio

2.00

%

2.11

%

2.32

%

Retail banking

Total

$

140.5


$

1,009


$

1,058


$

1,156


Ratio

0.72

%

0.75

%

0.80

%

North America

54.3


207


150


139


Ratio

0.38

%

0.30

%

0.30

%

Latin America

19.3


541


589


699


Ratio

2.80

%

2.85

%

3.01

%

Asia (5)

66.9


261


319


318


Ratio

0.39

%

0.45

%

0.43

%

Cards

Total

$

139.5


$

4,603


$

4,694


$

5,356


Ratio

3.30

%

3.59

%

3.94

%

North America-Citi-branded

73.2


1,909


1,892


2,197


Ratio

2.61

%

2.96

%

3.31

%

North America-Retail services

43.8


1,805


1,709


1,866


Ratio

4.12

%

3.94

%

4.32

%

Latin America

5.1


499


691


816


Ratio

9.78

%

11.71

%

11.18

%

Asia (4)

17.4


390


402


477


Ratio

2.24

%

2.28

%

2.51

%

Citi Holdings (3)(4)

Total

$

41.2


$

438


$

1,306


$

2,163


Ratio

1.06

%

1.96

%

2.24

%

International

5.2


269


443


605


Ratio

5.17

%

4.43

%

3.31

%

North America

36.0


169


863


1,558


Ratio

0.47

%

1.52

%

1.97

%

Total Citigroup

$

321.2


$

6,050


$

7,058


$

8,675


Ratio

1.88

%

2.08

%

2.30

%

(1)

Average loans include interest and fees on credit cards.

(2)

The ratios of net credit losses are calculated based on average loans, net of unearned income.

(3)

As a result of Citigroup's entry into agreements in October 2016 to sell its Brazil and Argentina consumer banking businesses, these businesses were classified as held-for-sale (HFS) at the end of the fourth quarter 2016. Loans HFS are excluded from this table as they are recorded in Other assets . In addition, as a result of HFS accounting treatment, approximately $42 million of net credit losses (NCLs) was recorded as a reduction in revenue ( Other revenue ) during 2016 . Accordingly, these NCLs are not included in this table.

(4)

As a result of the entry into an agreement to sell OneMain Financial (OneMain), OneMain was classified as HFS beginning March 31, 2015. Loans HFS are excluded from this table as they are recorded in Other assets . In addition, as a result of HFS accounting treatment, approximately $350 million of NCLs were recorded as a reduction in revenue ( Other revenue ) during 2015. Accordingly, these NCLs are not included in this table. The OneMain sale was completed on November 15, 2015.

(5)

Asia includes average loans and NCLs in certain EMEA countries for all periods presented.




76


Loan Maturities and Fixed/Variable Pricing

U.S. Consumer Mortgages

In millions of dollars at year end 2016

Due

within

1 year

Greater

than 1 year

but within

5 years

Greater

than 5

years

Total

U.S. consumer mortgage loan portfolio

Residential first mortgages

$

100


$

682


$

54,091


$

54,873


Home equity loans

28


963


17,093


18,084


Total

$

128


$

1,645


$

71,184


$

72,957


Fixed/variable pricing of U.S. consumer mortgage loans with maturities due after one year

Loans at fixed interest rates

$

1,319


$

40,879


Loans at floating or adjustable interest rates

327


30,305


Total

$

1,646


$

71,184





77


Corporate Credit

Consistent with its overall strategy, Citi's corporate clients are typically large, multi-national corporations which value Citi's global network. Citi aims to establish relationships with these clients that encompass multiple products, consistent with client needs, including cash management and trade services, foreign exchange, lending, capital markets and M&A advisory.


Corporate Credit Portfolio

The following table sets forth Citi's corporate credit portfolio within ICG (excluding private bank), before consideration of collateral or hedges, by remaining tenor for the periods indicated:


At December 31, 2016

At September 30, 2016

At December 31, 2015

In billions of dollars

Due

within

1 year

Greater

than 1 year

but within

5 years

Greater

than

5 years

Total

exposure

Due
within
1 year

Greater
than 1 year
but within
5 years

Greater
than
5 years

Total
exposure

Due

within

1 year

Greater

than 1 year

but within

5 years

Greater

than

5 years

Total

exposure

Direct outstandings

(on-balance sheet) (1)

$

109


$

94


$

22


$

225


$

109


$

102


$

24


$

235


$

98


$

97


$

25


$

220


Unfunded lending commitments

(off-balance sheet) (2)

103


218


23


344


102


209


27


338


99


231


26


356


Total exposure

$

212


$

312


$

45


$

569


$

211


$

311


$

51


$

573


$

197


$

328


$

51


$

576



(1)

Includes drawn loans, overdrafts, bankers' acceptances and leases.

(2)

Includes unused commitments to lend, letters of credit and financial guarantees.


Portfolio Mix-Geography, Counterparty and Industry

Citi's corporate credit portfolio is diverse across geography and counterparty. The following table shows the percentage by region based on Citi's internal management geography:

December 31,
2016

September 30,
2016

December 31,
2015

North America

55

%

54

%

56

%

EMEA

26


26


25


Asia

12


12


12


Latin America

7


8


7


Total

100

%

100

%

100

%


The maintenance of accurate and consistent risk ratings across the corporate credit portfolio facilitates the comparison of credit exposure across all lines of business, geographic regions and products. Counterparty risk ratings reflect an estimated probability of default for a counterparty and are derived primarily through the use of validated statistical models, scorecard models and external agency ratings (under defined circumstances), in combination with consideration of factors specific to the obligor or market, such as management experience, competitive position, regulatory environment and commodity prices. Facility risk ratings are assigned that reflect the probability of default of the obligor and factors that affect the loss-given-default of the facility, such as support or collateral. Internal obligor ratings that generally correspond to BBB and above are considered investment grade, while those below are considered non-investment grade.

Citigroup also has incorporated climate risk assessment and reporting criteria for certain obligors, as necessary. Factors evaluated include consideration of climate risk to an

obligor's business and physical assets and, when relevant, consideration of cost-effective options to reduce greenhouse gas emissions.

The following table presents the corporate credit portfolio by facility risk rating as a percentage of the total corporate credit portfolio:

Total exposure

December 31,
2016

September 30,
2016

December 31,
2015

AAA/AA/A

48

%

49

%

48

%

BBB

34


34


35


BB/B

16


15


15


CCC or below

2


2


2


Total

100

%

100

%

100

%


Note: Total exposure includes direct outstandings and unfunded lending commitments.



78


Citi's corporate credit portfolio is also diversified by industry. The following table shows the allocation of Citi's total corporate credit portfolio by industry:

Total exposure

December 31,
2016

September 30,
2016

December 31,
2015

Transportation and

  industrial

22

%

21

%

20

%

Consumer retail and health

16


16


16


Technology, media

  and telecom

12


11


12


Power, chemicals,

commodities and

metals and mining

11


11


11


Energy (1)

9


8


9


Real estate

7


7


6


Banks/broker-dealers/finance companies

6


6


7


Hedge funds

5


5


5


Insurance and special purpose entities

5


5


5


Public sector

5


5


5


Other industries

2


5


4


Total

100

%

100

%

100

%


Note: Total exposure includes direct outstandings and unfunded lending commitments.

(1) In addition to this exposure, Citi has energy-related exposure within the "Public sector" (e.g., energy-related state-owned entities) and "Transportation and industrial" sector (e.g., off-shore drilling entities) included in the table above. As of December 31, 2016 , Citi's total exposure to these energy-related entities remained largely consistent with the prior quarter, at approximately $7 billion, of which approximately $4 billion consisted of direct outstanding funded loans.


Exposure to the Energy and Energy-Related Sector

As of December 31, 2016 , Citi's total corporate credit exposure to the energy and energy-related sector (see footnote 1 to the table above) was $55.2 billion, with $19.8 billion consisting of direct outstanding funded loans, or 3% of Citi's total outstanding loans. This compared to $55.0 billion and $58.0 billion of total exposure and $20.6 billion and $21.0 billion of funded loans as of September 30, 2016 and December 31, 2015, respectively. In addition, as of December 31, 2016 , approximately 72% of ICG 's total corporate credit energy and energy-related exposure was in the United States, United Kingdom and Canada (unchanged from September 30, 2016 and December 31, 2015). Also, as of December 31, 2016 , approximately 76% of Citi's total energy and energy-related exposures were rated investment grade (compared to approximately 74% and 80% as of September 30, 2016 and December 31, 2015, respectively).

During the fourth quarter of 2016, Citi released $62 million of energy and energy-related loan loss reserves and recognized $32 million of net credit losses in the energy and energy-related loan portfolio. As of December 31, 2016 , Citi held loan loss reserves against its funded energy and energy-

related loans equal to approximately 3.8% of these loans (down slightly from 4.0% as of September 30, 2016 and unchanged from 3.8% as of December 31, 2015), with a funded reserve ratio of approximately 10.4% on the non-investment grade portion of the portfolio (down slightly from 10.6% as of September 30, 2016 and up from 10.3% as of December 31, 2015).

For information on Citi's energy and energy-related exposures within GCB 's commercial banking business within retail banking, see "Consumer Credit- GCB Commercial Banking Exposure to the Energy and Energy-Related Sector" above.


Exposure to Banks, Broker-Dealers and Finance Companies

As of December 31, 2016 , Citi's total corporate credit exposure to banks, broker-dealers and finance companies was approximately $36.5 billion, of which $25.1 billion represented direct outstanding funded loans, or 4% of Citi's total outstanding loans. This compared to $35.5 billion and $38.5 billion of total exposure and $24.9 billion and $27.5 billion of funded loans as of September 30, 2016 and December 31, 2015, respectively. Also as of December 31, 2016 , September 30, 2016 and December 31, 2015, approximately 77%, 78% and 83%, respectively, of Citi's banks, broker-dealers and finance companies total corporate credit exposure was rated investment grade.

Included in the amounts above, as of December 31, 2016 , September 30, 2016 and December 31, 2015, Citi's total corporate credit exposure to banks was approximately $24.3 billion, $23.8 billion and $26.1 billion, respectively, with approximately $19.0 billion, $18.5 billion and $20.7 billion, respectively, consisting of direct outstanding funded loans. As of December 31, 2016, the direct outstanding loans to banks represented approximately 3% of Citi's total outstanding loans. Of the approximately $24.3 billion as of December 31, 2016 , approximately 30% related to Asia , 26% related to EMEA , 20% related to North America and 24% related to Latin America . Approximately two-thirds of Citi's total corporate credit exposure to banks had a tenor of less than 12 months as of December 31, 2016 .

In addition to the amounts above, Citi has additional exposure to banks, broker-dealers and finance companies in the form of derivatives and securities financing transactions, which are typically executed as repurchase and reverse repurchase agreements or securities loaned or borrowed arrangements. As of December 31, 2016 , September 30, 2016 and December 31, 2015, Citi had net derivative credit exposure to banks, broker-dealers and finance companies of approximately $9.6 billion, $9.0 billion and $5.0 billion, respectively, after the application of netting arrangements, legally enforceable margin agreements and other collateral arrangements. The collateral considered as part of the net derivative credit exposure was represented primarily by high quality, liquid assets. As of December 31, 2016 , September 30, 2016 and December 31, 2015, Citi had net credit exposure to banks, broker-dealers and finance companies in the form of securities financing transactions of approximately $4.8 billion, $5.0 billion and $7.0 billion, respectively, after the application of netting and collateral arrangements. The collateral



79


considered in the net exposure for the securities financing transactions exposure was primarily cash and highly liquid investment grade securities.


Credit Risk Mitigation

As part of its overall risk management activities, Citigroup uses credit derivatives and other risk mitigants to hedge portions of the credit risk in its corporate credit portfolio, in addition to outright asset sales. The results of the mark-to-market and any realized gains or losses on credit derivatives are reflected primarily in Other revenue on the Consolidated Statement of Income.

As of December 31, 2016 , September 30, 2016 and December 31, 2015 , $29.5 billion, $37.8 billion and $34.5 billion, respectively, of the corporate credit portfolio was economically hedged. Citigroup's expected loss model used in the calculation of its loan loss reserve does not include the favorable impact of credit derivatives and other mitigants that are marked-to-market. In addition, the reported amounts of direct outstandings and unfunded lending commitments in the tables above do not reflect the impact of these hedging transactions. The credit protection was economically hedging underlying corporate credit portfolio exposures with the following risk rating distribution:


Rating of Hedged Exposure

December 31,
2016

September 30,
2016

December 31,
2015

AAA/AA/A

16

%

20

%

21

%

BBB

49


53


48


BB/B

31


24


27


CCC or below

4


3


4


Total

100

%

100

%

100

%


The credit protection was economically hedging underlying corporate credit portfolio exposures with the following industry distribution:


Industry of Hedged Exposure

December 31,
2016

September 30,
2016

December 31,
2015

Transportation and industrial

29

%

28

%

28

%

Energy

20


16


13


Technology, media and telecom

13


14


16


Power, chemicals, commodities and metals and mining

12


12


12


Consumer retail and health

10


16


17


Public sector

5


4


4


Banks/broker-dealers

4


3


4


Insurance and special purpose entities

3


3


5


Other industries

4


4


1


Total

100

%

100

%

100

%


Loan Maturities and Fixed/Variable Pricing of Corporate

Loans

In millions of dollars at December 31, 2016

Due

within

1 year

Over 1

year

but

within

5 years

Over 5

years

Total

Corporate loans

In U.S. offices

Commercial and industrial loans

$

21,851


$

15,799


$

11,936


$

49,586


Financial institutions

15,652


11,316


8,549


35,517


Mortgage and real estate

17,051


12,327


9,313


38,691


Installment, revolving credit and other

15,203


10,993


8,305


34,501


Lease financing

669


484


365


1,518


In offices outside the U.S.

93,993


35,808


10,093


139,894


Total corporate loans

$

164,419


$

86,727


$

48,561


$

299,707


Fixed/variable

pricing of corporate

loans with

maturities due after

one year (1)

Loans at fixed

interest rates

$

11,017


$

13,065


Loans at floating or

adjustable interest

rates

75,710


35,496


Total

$

86,727


$

48,561



(1)

Based on contractual terms. Repricing characteristics may effectively

be modified from time to time using derivative contracts. See Note 22

to the Consolidated Financial Statements.



80


Additional Consumer and Corporate Credit Details


Loans Outstanding

December 31,

In millions of dollars

2016

2015

2014

2013

2012

Consumer loans

In U.S. offices

Mortgage and real estate (1)

$

72,957


$

80,281


$

96,533


$

108,453


$

125,946


Installment, revolving credit and other

3,395


3,480


14,450


13,398


14,070


Cards

132,654


112,800


112,982


115,651


111,403


Commercial and industrial

7,159


6,407


5,895


6,592


5,344


$

216,165


$

202,968


$

229,860


$

244,094


$

256,763


In offices outside the U.S.

Mortgage and real estate (1)

$

42,803


$

47,062


$

54,462


$

55,511


$

54,709


Installment, revolving credit and other

24,887


29,480


31,128


33,182


33,958


Cards

23,783


27,342


32,032


36,740


40,653


Commercial and industrial

16,871


17,741


18,594


20,623


19,415


Lease financing

81


362


546


710


747


$

108,425


$

121,987


$

136,762


$

146,766


$

149,482


Total consumer loans

$

324,590


$

324,955


$

366,622


$

390,860


$

406,245


Unearned income (2)

776


830


(679

)

(567

)

(411

)

Consumer loans, net of unearned income

$

325,366


$

325,785


$

365,943


$

390,293


$

405,834


Corporate loans

In U.S. offices

Commercial and industrial

$

49,586


$

46,011


$

39,542


$

36,993


$

30,586


Loans to financial institutions

35,517


36,425


36,324


25,130


18,179


Mortgage and real estate (1)

38,691


32,623


27,959


25,075


21,052


Installment, revolving credit and other

34,501


33,423


29,246


34,467


32,478


Lease financing

1,518


1,780


1,758


1,647


1,410


$

159,813


$

150,262


$

134,829


$

123,312


$

103,705


In offices outside the U.S.

Commercial and industrial

$

81,579


$

82,358


$

83,206


$

86,147


$

85,748


Loans to financial institutions

26,886


28,704


33,269


38,372


37,739


Mortgage and real estate (1)

5,363


5,106


6,031


6,274


6,485


Installment, revolving credit and other

19,965


20,853


19,259


18,714


14,959


Lease financing

251


303


419


586


639


Governments and official institutions

5,850


4,911


2,236


2,341


1,159


$

139,894


$

142,235


$

144,420


$

152,434


$

146,729


Total corporate loans

$

299,707


$

292,497


$

279,249


$

275,746


$

250,434


Unearned income (3)

(704

)

(665

)

(557

)

(567

)

(804

)

Corporate loans, net of unearned income

$

299,003


$

291,832


$

278,692


$

275,179


$

249,630


Total loans-net of unearned income

$

624,369


$

617,617


$

644,635


$

665,472


$

655,464


Allowance for loan losses-on drawn exposures

(12,060

)

(12,626

)

(15,994

)

(19,648

)

(25,455

)

Total loans-net of unearned income 
and allowance for credit losses

$

612,309


$

604,991


$

628,641


$

645,824


$

630,009


Allowance for loan losses as a percentage of total loans-
net of unearned income
(4)

1.94

%

2.06

%

2.50

%

2.97

%

3.92

%

Allowance for consumer loan losses as a percentage of
total consumer loans-net of unearned income
(4)

2.88

%

3.02

%

3.70

%

4.36

%

5.58

%

Allowance for corporate loan losses as a percentage of
total corporate loans-net of unearned income
(4)

0.91

%

0.97

%

0.90

%

0.99

%

1.17

%

(1)

Loans secured primarily by real estate.

(2)

Unearned income on consumer loans primarily represents unamortized origination fees, costs, premiums and discounts. Prior to December 31, 2015, these items were more than offset by prepaid interest on loans outstanding issued by OneMain Financial. The sale of OneMain Financial was completed on November 15, 2015.

(3)

Unearned income on corporate loans primarily represents interest received in advance but not yet earned on loans originated on a discount basis.

(4)

All periods exclude loans that are carried at fair value.



81


Details of Credit Loss Experience

In millions of dollars

2016

2015

2014

2013

2012

Allowance for loan losses at beginning of period

$

12,626


$

15,994


$

19,648


$

25,455


$

30,115


Provision for loan losses

Consumer

$

6,323


$

6,228


$

6,695


$

7,587


$

10,312


Corporate

426


880


133


17


146


$

6,749


$

7,108


$

6,828


$

7,604


$

10,458


Gross credit losses

Consumer

In U.S. offices (1)(2)

$

4,970


$

5,500


$

6,780


$

8,402


$

12,226


In offices outside the U.S. 

2,674


3,192


3,870


3,922


4,107


Corporate

Commercial and industrial, and other

In U.S. offices

274


112


66


125


154


In offices outside the U.S. 

254


182


314


220


337


Loans to financial institutions

In U.S. offices

5


-


2


2


33


In offices outside the U.S. 

5


4


13


7


68


Mortgage and real estate

In U.S offices

34


8


8


62


59


In offices outside the U.S.

6


43


55


29


21


$

8,222


$

9,041


$

11,108


$

12,769


$

17,005


Credit recoveries (3)

Consumer

In U.S. offices

$

980


$

975


$

1,122


$

1,073


$

1,302


In offices outside the U.S. 

614


659


853


1,008


1,068


Corporate

Commercial and industrial, and other

In U.S. offices

23


22


64


62


243


In offices outside the U.S. 

41


67


84


109


82


Loans to financial institutions

In U.S. offices

1


7


1


1


-


In offices outside the U.S. 

1


2


11


20


43


Mortgage and real estate

In U.S. offices

1


7


-


31


17


In offices outside the U.S. 

-


-


-


2


19


$

1,661


$

1,739


$

2,135


$

2,306


$

2,774


Net credit losses

In U.S. offices

$

4,278


$

4,609


$

5,669


$

7,424


$

10,910


In offices outside the U.S. 

2,283


2,693


3,304


3,039


3,321


Total

$

6,561


$

7,302


$

8,973


$

10,463


$

14,231


Other-net (4)(5)(6)(7)(8)(9)(10)

$

(754

)

$

(3,174

)

$

(1,509

)

$

(2,948

)

$

(887

)

Allowance for loan losses at end of period

$

12,060


$

12,626


$

15,994


$

19,648


$

25,455


Allowance for loan losses as a percentage of total loans (11)

1.94

%

2.06

%

2.50

%

2.97

%

3.92

%

Allowance for unfunded lending commitments (10)(12)

$

1,418


$

1,402


$

1,063


$

1,229


$

1,119


Total allowance for loan losses and unfunded lending commitments

$

13,478


$

14,028


$

17,057


$

20,877


$

26,574


Net consumer credit losses

$

6,050


$

7,058


$

8,675


$

10,243


$

13,963


As a percentage of average consumer loans

1.88

%

2.08

%

2.31

%

2.63

%

3.42

%

Net corporate credit losses

$

511


$

244


$

298


$

220


$

268



82


As a percentage of average corporate loans

0.17

%

0.08

%

0.11

%

0.09

%

0.11

%

Allowance for loan losses at end of period (13)

Citicorp

$

10,721


$

10,331


$

10,809


$

12,410


$

13,775


Citi Holdings

1,339


2,295


5,185


7,238


11,680


Total Citigroup

$

12,060


$

12,626


$

15,994


$

19,648


$

25,455


Allowance by type

Consumer

$

9,358


$

9,835


$

13,547


$

16,974


$

22,585


Corporate

2,702


2,791


2,447


2,674


2,870


Total Citigroup

$

12,060


$

12,626


$

15,994


$

19,648


$

25,455


(1)

2012 includes approximately $635 million of incremental charge-offs related to the Office of the Comptroller of the Currency (OCC) guidance issued in the third quarter of 2012, which required mortgage loans to borrowers that have gone through Chapter 7 U.S. Bankruptcy Code to be written down to collateral value. There was a corresponding approximate $600 million release in the third quarter of 2012 Allowance for loan losses related to these charge-offs. 2012 also includes a benefit to charge-offs of approximately $40 million related to finalizing the impact of the OCC guidance in the fourth quarter of 2012.

(2)

2012 includes approximately $370 million of incremental charge-offs related to previously deferred principal balances on modified loans in the first quarter of 2012. These charge-offs were related to anticipated forgiveness of principal in connection with the national mortgage settlement. There was a corresponding approximate $350 million reserve release in the first quarter of 2012 related to these charge-offs.

(3)

Recoveries have been reduced by certain collection costs that are incurred only if collection efforts are successful.

(4)

Includes all adjustments to the allowance for credit losses, such as changes in the allowance from acquisitions, dispositions, securitizations, FX translation, purchase accounting adjustments, etc.

(5)

2016 includes reductions of approximately $574 million related to the sale or transfer to held-for-sale (HFS) of various loan portfolios, which includes approximately $106 million related to the transfer of various real estate loan portfolios to HFS. Additionally, 2016 includes a reduction of approximately $199 million related to FX translation.

(6)

2015 includes reductions of approximately $ 2.4 billion related to the sale or transfer to held-for-sale (HFS) of various loan portfolios, which includes approximately $ 1.5 billion related to the transfer of various real estate loan portfolios to HFS. Additionally, 2015 includes a reduction of approximately $ 474 million related to FX translation.

(7)

2014 includes reductions of approximately $1.1 billion related to the sale or transfer to HFS of various loan portfolios, which includes approximately $411 million related to the transfer of various real estate loan portfolios to HFS, approximately $204 million related to the transfer to HFS of a business in Greece, approximately $177 million related to the transfer to HFS of a business in Spain, approximately $29 million related to the transfer to HFS of a business in Honduras, and approximately $108 million related to the transfer to HFS of various EMEA loan portfolios. Additionally, 2014 includes a reduction of approximately $463 million related to FX translation.

(8)

2013 includes reductions of approximately $2.4 billion related to the sale or transfer to HFS of various loan portfolios, which includes approximately $360 million related to the sale of Credicard and approximately $255 million related to a transfer to HFS of a loan portfolio in Greece, approximately $230 million related to a non-provision transfer of reserves associated with deferred interest to other assets which includes deferred interest and approximately $220 million related to FX translation.

(9)

2012 includes reductions of approximately $875 million related to the sale or transfer to HFS of various U.S. loan portfolios.

(10)

2015 includes a reclassification of $271 million of Allowance for loan losses to allowance for unfunded lending commitments, included in the Other line item. This reclassification reflects the re-attribution of $271 million in allowance for credit losses between the funded and unfunded portions of the corporate credit portfolios and does not reflect a change in the underlying credit performance of these portfolios.

(11)

December 31, 2016, December 31, 2015, December 31, 2014, December 31, 2013 and December 31, 2012 exclude $3.5 billion, $5.0 billion, $5.9 billion, $5.0 billion and $5.3 billion, respectively, of loans which are carried at fair value.

(12)

Represents additional credit reserves recorded as Other liabilities on the Consolidated Balance Sheet.

(13)

Allowance for loan losses represents management's best estimate of probable losses inherent in the portfolio, as well as probable losses related to large individually evaluated impaired loans and troubled debt restructurings. See "Significant Accounting Policies and Significant Estimates" and Note 1 to the Consolidated Financial Statements below. Attribution of the allowance is made for analytical purposes only and the entire allowance is available to absorb probable credit losses inherent in the overall portfolio.


83


Allowance for Loan Losses

The following tables detail information on Citi's allowance for loan losses, loans and coverage ratios:

December 31, 2016

In billions of dollars

Allowance for

loan losses

Loans, net of

unearned income

Allowance as a

percentage of loans (1)

North America  cards (2)

$

5.2


$

133.3


3.9

%

North America  mortgages (3)

1.1


72.6


1.5


North America  other

0.5


13.6


3.7


International cards

1.2


23.1


5.2


International other (4)

1.4


82.8


1.7


Total consumer

$

9.4


$

325.4


2.9

%

Total corporate

2.7


299.0


0.9


Total Citigroup

$

12.1


$

624.4


1.9

%

(1)

Allowance as a percentage of loans excludes loans that are carried at fair value.

(2)

Includes both Citi-branded cards and Citi retail services. The $5.2 billion of loan loss reserves represented approximately 15 months of coincident net credit loss coverage.

(3)

Of the $1.1 billion , approximately $1.0 billion was allocated to North America mortgages in Citi Holdings. Of the $1.1 billion , approximately $0.4 billion and $0.7 billion are determined in accordance with ASC 450-20 and ASC 310-10-35 (troubled debt restructurings), respectively. Of the $72.6 billion in loans, approximately $67.7 billion and $4.8 billion of the loans are evaluated in accordance with ASC 450-20 and ASC 310-10-35 (troubled debt restructurings), respectively. For additional information, see Note 15 to the Consolidated Financial Statements.

(4)

Includes mortgages and other retail loans.


December 31, 2015

In billions of dollars

Allowance for

loan losses

Loans, net of

unearned income

Allowance as a

percentage of loans (1)

North America  cards (2)

$

4.5


$

113.4


4.0

%

North America  mortgages (3)

1.7


79.6


2.1


North America  other

0.5


13.0


3.8


International cards

1.6


26.7


6.0


International other (4)

1.5


93.1


1.6


Total consumer

$

9.8


$

325.8


3.0

%

Total corporate

2.8


291.8


1.0


Total Citigroup

$

12.6


$

617.6


2.1

%

(1)

Allowance as a percentage of loans excludes loans that are carried at fair value.

(2)

Includes both Citi-branded cards and Citi retail services. The $4.5 billion of loan loss reserves represented approximately 15 months of coincident net credit loss coverage.

(3)

Of the $1.7 billion, approximately $1.6 billion was allocated to North America mortgages in Citi Holdings. Of the $1.7 billion, approximately $0.6 billion and $1.1 billion are determined in accordance with ASC 450-20 and ASC 310-10-35 (troubled debt restructurings), respectively. Of the $79.6 billion in loans, approximately $72.3 billion and $7.1 billion of the loans are evaluated in accordance with ASC 450-20 and ASC 310-10-35 (troubled debt restructurings), respectively. For additional information, see Note 15 to the Consolidated Financial Statements.

(4)

Includes mortgages and other retail loans.



84


Non-Accrual Loans and Assets and Renegotiated Loans

There is a certain amount of overlap among non-accrual loans and assets and renegotiated loans. The following summary provides a general description of each category:


Non-Accrual Loans and Assets:

Corporate and consumer (including commercial banking) non-accrual status is based on the determination that payment of interest or principal is doubtful.

A corporate loan may be classified as non-accrual and still be performing under the terms of the loan structure. Payments received on corporate non-accrual loans are generally applied to loan principal and not reflected as interest income. Approximately 64%, 67% and 54% of Citi's corporate non-accrual loans were performing at December 31, 2016 , September 30, 2016 and December 31, 2015 , respectively.

Consumer non-accrual status is generally based on aging, i.e., the borrower has fallen behind on payments.

Mortgage loans in regulated bank entities discharged through Chapter 7 bankruptcy, other than FHA insured loans, are classified as non-accrual. Non-bank mortgage loans discharged through Chapter 7 bankruptcy are classified as non-accrual at 90 days or more past due. In addition, home equity loans in regulated bank entities are classified as non-accrual if the related residential first mortgage loan is 90 days or more past due.

North America Citi-branded cards and Citi retail services are not included because, under industry standards, credit card loans accrue interest until such loans are charged off, which typically occurs at 180 days contractual delinquency.

Renegotiated Loans:

Includes both corporate and consumer loans whose terms have been modified in a troubled debt restructuring (TDR).

Includes both accrual and non-accrual TDRs.




85


Non-Accrual Loans

The table below summarizes Citigroup's non-accrual loans as of the periods indicated. Non-accrual loans may still be current on interest payments. In situations where Citi reasonably expects that only a portion of the principal owed

will ultimately be collected, all payments received are reflected as a reduction of principal and not as interest income. For all other non-accrual loans, cash interest receipts are generally recorded as revenue.


December 31,

In millions of dollars

2016

2015

2014

2013

2012

Citicorp

$

3,858


$

2,991


$

2,884


$

3,660


$

3,734


Citi Holdings

1,721


2,263


4,223


5,343


7,796


Total non-accrual loans

$

5,579


$

5,254


$

7,107


$

9,003


$

11,530


Corporate non-accrual loans (1)(2)

North America

$

984


$

818


$

321


$

735


$

735


EMEA

904


347


285


812


1,195


Latin America

379


303


417


132


125


Asia

154


128


179


279


339


Total corporate non-accrual loans

$

2,421


$

1,596


$

1,202


$

1,958


$

2,394


Citicorp

$

2,376


$

1,543


$

1,145


$

1,630


$

1,971


Citi Holdings

45


53


57


328


423


Total corporate non-accrual loans

$

2,421


$

1,596


$

1,202


$

1,958


$

2,394


Consumer non-accrual loans (1)(3)

North America

$

2,160


$

2,515


$

4,411


$

5,239


$

7,150


Latin America

711


874


1,188


1,420


1,288


Asia (4)

287


269


306


386


698


  Total consumer non-accrual loans

$

3,158


$

3,658


$

5,905


$

7,045


$

9,136


Citicorp

$

1,482


$

1,448


$

1,739


$

2,030


$

1,763


Citi Holdings

1,676


2,210


4,166


5,015


7,373


Total consumer non-accrual loans          

$

3,158


$

3,658


$

5,905


$

7,045


$

9,136


(1)

Excludes purchased distressed loans, as they are generally accreting interest. The carrying value of these loans was $187 million at December 31, 2016 , $250 million at December 31, 2015 , $ 421 million at December 31, 2014, $ 703 million at December 31, 2013 and $ 537 million at December 31, 2012.

(2)

The increase in corporate non-accrual loans from December 31, 2015 to December 31, 2016 was primarily related to Citi's North America and EMEA energy and energy-related corporate credit exposure during 2016. For additional information, see "Corporate Credit Details" above.

(3) 2015 decline includes the impact related to the transfer of approximately $8 billion of mortgage loans to Loans, held-for-sale (HFS) (included within Other assets ).

(4) Asia includes balances in certain EMEA countries for all periods presented.


The changes in Citigroup's non-accrual loans were as follows:


Year ended

Year ended

December 31, 2016

December 31, 2015

In millions of dollars

Corporate

Consumer

Total

Corporate

Consumer

Total

Non-accrual loans at beginning of period

$

1,596


$

3,658


$

5,254


$

1,202


$

5,905


$

7,107


Additions

2,713


4,460


7,173


1,318


5,219


6,537


Sales and transfers to held-for-sale

(82

)

(738

)

(820

)

(222

)

(2,249

)

(2,471

)

Returned to performing

(150

)

(606

)

(756

)

(64

)

(1,080

)

(1,144

)

Paydowns/settlements

(1,198

)

(1,648

)

(2,846

)

(459

)

(1,255

)

(1,714

)

Charge-offs

(386

)

(1,855

)

(2,241

)

(145

)

(2,659

)

(2,804

)

Other

(72

)

(113

)

(185

)

(34

)

(223

)

(257

)

Ending balance

$

2,421


$

3,158


$

5,579


$

1,596


$

3,658


$

5,254




86


Non-Accrual Assets


The table below summarizes Citigroup's other real estate owned (OREO) assets as of the periods indicated. This represents the carrying value of all real estate property acquired by foreclosure or other legal proceedings when Citi has taken possession of the collateral:

December 31,

In millions of dollars

2016

2015

2014

2013

2012

OREO (1)

Citicorp

$

86


$

70


$

90


$

71


$

35


Citi Holdings

100


139


170


345


406


Total OREO

$

186


$

209


$

260


$

416


$

441


North America

$

161


$

166


$

196


$

304


$

299


EMEA

-


1


7


59


99


Latin America

18


38


47


47


41


Asia

7


4


10


6


2


Total OREO

$

186


$

209


$

260


$

416


$

441


Other repossessed assets

$

-


$

-


$

-


$

-


$

1


Non-accrual assets-Total Citigroup

Corporate non-accrual loans

$

2,421


$

1,596


$

1,202


$

1,958


$

2,394


Consumer non-accrual loans (2)

3,158


3,658


5,905


7,045


9,136


Non-accrual loans (NAL)

$

5,579


$

5,254


$

7,107


$

9,003


$

11,530


OREO

$

186


$

209


$

260


$

416


$

441


Non-accrual assets (NAA)

$

5,765


$

5,463


$

7,367


$

9,419


$

11,972


NAL as a percentage of total loans

0.89

%

0.85

%

1.10

%

1.35

%

1.76

%

NAA as a percentage of total assets

0.32


0.32


0.40


0.50


0.64


Allowance for loan losses as a percentage of NAL (3)

216


240


225


218


221



December 31,

Non-accrual assets-Total Citicorp

2016

2015

2014

2013

2012

Non-accrual loans (NAL)

$

3,858


$

2,991


$

2,884


$

3,660


$

3,734


OREO

86


70


90


71


35


Non-accrual assets (NAA)

$

3,944


$

3,061


$

2,974


$

3,731


$

3,769


NAA as a percentage of total assets

0.23

%

0.19

%

0.17

%

0.22

%

0.23

%

Allowance for loan losses as a percentage of NAL (3)

278


345


375


339


369


Non-accrual assets-Total Citi Holdings

Non-accrual loans (NAL) (2)

$

1,721


$

2,263


$

4,223


$

5,343


$

7,796


OREO

100


139


170


345


406


Non-accrual assets (NAA)

$

1,821


$

2,402


$

4,393


$

5,688


$

8,202


NAA as a percentage of total assets