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Base Prospectus for Warrants Dated 12 January 2021 Of Citigroup Global Markets Europe AG Frankfurt am Main (Issuer) Base Prospectus for the issuance, increase, a resumption or continuation of the offer of Warrants relating to shares or securities representing shares, indices, exchange rates, commodities, funds, exchange traded funds, futures contracts Date of the Base Prospectus is 12 January 2021. TABLE OF CONTENTS Table of Contents I. GENERAL DESCRIPTION OF THE PROGRAMME ....................................................... 8 1. General description of the Base Prospectus ....................................................................... 8 2. General information about the Issuer ................................................................................. 8 3. General information about the Securities ........................................................................... 8 4. Overview regarding the of the offer and trading of the Securities ..................................... 9 5. Important Notice ............................................................................................................... 10 II. RISK FACTORS................................................................................................................. 12 A. Risk factors relating to the Issuer .......................................................................................... 12 B. Risk factors associated with the Warrants ............................................................................. 12 1. Risk related to the redemption profile of the Securities ................................................... 13 1.1 Product No. 1: Risks resulting from the redemption profile of classic (plain vanilla) Call or Put Warrants ................................................................................. 13 1.2 Product No. 2: Risks resulting from the redemption profile of Turbo Bull / Limited Turbo Bull or Turbo Bear / Limited Turbo Bear Warrants with knock- out ........................................................................................................................... 15 1.3 Product No. 3: Risks resulting from the redemption profile of Open End Turbo Bull / BEST Turbo Bull Warrants or Open End Turbo Bear / BEST Turbo Bear Warrants with knock-out ..................................................................... 17 1.4 Product No. 4: Risks resulting from the redemption profile of Mini Future Long / Unlimited Turbo Long Warrants or Mini Future Short / Unlimited Turbo Short Warrants ............................................................................................. 22 1.5 Product No. 5: Risks resulting from the redemption profile of Call Spread or Put Spread Warrants .............................................................................................. 28 1.6 Product No. 6: Risks resulting from the redemption profile of Straddle Warrants ................................................................................................................. 29 1.7 Product No. 7: Risks resulting from the redemption profile of Digital Call or Digital Put Warrants .............................................................................................. 30 1.8 Product No. 8: Risks resulting from the redemption profile of Barrier Warrants with knock-out (Up-and-Out Call or Down-and-Out Put Warrants) ..... 30 2. Risks arising from the Terms and Conditions of the Securities ....................................... 33 2.1 Risks due to ordinary or extraordinary termination of the Securities .................... 33 2.2 Risk due to market disruption events and currency disruption events ................... 35 2.3 Risks due to adjustments ......................................................................................... 37 2.4 Risk of extraordinary termination due to a withholding or reporting obligation under Section 871(m) ............................................................................ 38 2 TABLE OF CONTENTS 2.5 Special risks associated with the exercise of Warrants with American type of exercise (Product No. 1), Barrier Warrants with American type of exercise (Product No. 8), Open End Turbo / BEST Turbo Warrants (Product No. 3) and Mini Future / Unlimited Turbo Warrants (Product No. 4) .............................. 39 2.6 Postponement of the maturity for legal or factual reasons .................................... 41 2.7 Exchange rate risk in connection with the Securities ............................................. 41 2.8 Risk in the case of a replacement of the Issuer ....................................................... 43 2.9 Risk in connection with determinations by the calculation agent .......................... 43 2.10 Risk in case of corrections, changes, or amendments to the Terms and Conditions ............................................................................................................... 44 3. Risks related to the investment in, the holding and selling of the Securities ................... 44 3.1 Market price risk ..................................................................................................... 45 3.2 Liquidity risks ......................................................................................................... 45 3.3 Risks in connection with the determination of the prices of the Securities in the secondary market / pricing risks ....................................................................... 48 3.4 Special pricing risks for Warrants with barriers, i.e. Turbo Warrants (Product No. 2), Open End Turbo / BEST Turbo Warrants (Product No. 3), Mini Future / Unlimited Turbo Warrants (Product No. 4) and Barrier Warrants (Product No. 8) ....................................................................................................... 50 3.5 Risk of tradability of the Warrants immediately before final maturity ................... 52 3.6 Special risks in connection with tradability for Warrants with barriers, i.e. Turbo Warrants (Product No. 2), Open End Turbo / BEST Turbo Warrants (Product No. 3), Mini Future / Unlimited Turbo Warrants (Product No. 4) and Barrier Warrants (Product No. 8) ................................................................... 53 3.7 Risks in connection with conflicts of interest .......................................................... 54 3.8 Taxation risks.......................................................................................................... 55 4. Risks that apply to individual underlyings ....................................................................... 58 4.1 Risks in connection with indices as underlying ...................................................... 58 4.2 Risks in connection with shares or securities representing shares as the underlying ............................................................................................................... 61 4.3 Special Risks in connection with securities representing shares as the underlying ............................................................................................................... 62 4.4 Risk in connection with dividends as constituent of an underlying ........................ 63 4.5 Risk in connection with exchange rates as the underlying ..................................... 64 4.6 Risk in connection with commodities as the underlying ......................................... 66 4.7 Risk in connection with funds as the underlying .................................................... 68 3 TABLE OF CONTENTS 4.8 Special risk in connection with exchange traded funds as the underlying ............. 70 4.9 Risk in connection with futures contracts as the underlying .................................. 70 5. Special material risks which apply to all or several underlyings ..................................... 72 5.1 Risk upon termination of hedging transactions of the Issuer ................................. 72 5.2 Special risk upon the unwinding of hedging transactions for Warrants with barriers, i.e. Turbo Warrants (Product No. 2), Open End Turbo / BEST Turbo Warrants (Product No. 3), Mini Future / Unlimited Turbo Warrants (Product No. 4) and Barrier Warrants (Product No. 8) ........................................................ 73 5.3 Risk in connection with the regulation and reform of reference values ("Benchmarks")....................................................................................................... 74 III. INFORMATION CONCERNING THE SECURITIES ..................................................... 76 1. General information about the Warrants .......................................................................... 76 1.1 Type and class of the Securities and ISIN .............................................................. 76 1.2 Form of the Securities, transferability and depository agents ................................ 76 1.3 Applicable law, classification and ranking of the Securities .................................. 78 1.4 Redemption procedures for the Securities .............................................................. 79 1.5 Paying agents and calculation agents...................................................................... 80 1.6 Description of the rights ......................................................................................... 80 1.7 Procedure for the exercise ...................................................................................... 80 1.8 Issue date, exercise date, valuation date ................................................................. 81 1.9
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