Citizens Bank’s $1.5 Billion Notes Offerings

February 14, 2019

Cleary Gottlieb represented the dealers, led by Morgan Stanley and J.P. Morgan, in connection with the offering of $700 million 3.25% senior notes due 2022, $300 million floating-rate senior notes due 2022, and $500 million 3.75% senior notes due 2026 by Citizens Bank, N.A. (Citizens Bank).

The notes were offered under the exemption from registration in Section 3(a)(2) of the Securities Act of 1933.

The offerings closed on February 14, 2019.

Citizens Bank is one of the nation’s oldest and largest financial institutions. Cleary has represented the underwriters in numerous offerings by Citizens Bank and its parent, Citizens Financial Group, Inc. (CFG), including the initial public offering of CFG in September 2014.