the potential negative impact to Citi of regulatoryrequirements in the U.S. and other jurisdictions aimed atfacilitating the orderly resolution of large financialinstitutions;Citi‘s ability to hire and retain highly qualified employeesas a result of regulatory requirements regardingcompensation practices or otherwise;the impact of existing and potential future regulations onCiti‘s ability and costs to participate in securitizationtransactions, as well as the nature and profitability ofsecuritization transactions generally;potential future changes to key accounting standardsutilized by Citi and their impact on how Citi records andreports its financial condition and results of operations,including whether Citi would be able to meet any requiredtransition timelines;the potential negative impact the ongoing Eurozone debtcrisis could have on Citi‘s businesses, results of operations,financial condition and liquidity, particularly if sovereigndebt defaults, significant bank failures or defaults and/or theexit of one or more countries from the European MonetaryUnion occur;the continued uncertainty relating to the sustainability andpace of economic recovery and their continued effect oncertain of Citi‘s businesses, particularly S&B and the U.S.mortgage businesses within Citi Holdings – LocalConsumer Lending;the potential impact of any further downgrade of the U.S.government credit rating, or concerns regarding a potentialdowngrade, on Citi‘s businesses, results of operations,capital and funding and liquidity;risks arising from Citi‘s extensive operations outside theU.S., particularly in emerging markets, including, withoutlimitation, exchange controls, limitations on foreigninvestments, sociopolitical instability, nationalization,closure of branches or subsidiaries, confiscation of assets,and sovereign volatility, as well as increased complianceand regulatory risks and costs;the impact of external factors, such as market disruptions ornegative market perceptions of Citi or the financial servicesindustry generally, on Citi‘s liquidity and/or costs offunding;the potential negative impact on Citi‘s funding and liquidity,as well as the results of operations for certain of itsbusinesses, resulting from a reduction in Citi‘s or itssubsidiaries‘ credit ratings;the potential outcome of the extensive litigation,investigations and inquiries pertaining to Citi‘s U.S.mortgage-related activities and the impact of any suchoutcomes on Citi‘s businesses, business practices,reputation, financial condition or results of operations;the negative impact of the remaining assets in Citi Holdingson Citi‘s results of operations and Citi‘s ability to moreproductively utilize the capital supporting these assets;the potential negative impact to Citi‘s common stock priceand market perception if Citi is unable to increase itscommon stock dividend or initiate a share repurchaseprogram;Citi‘s ability to achieve its targeted expense reduction levelsas well as ensuring the highest level of productivity ofCiti‘s previous or future investment spending;87CITIGROUP – 2012 FIRST QUARTER 10-Qthe potential negative impact on the value of Citi‘s deferredtax assets (DTAs) if U.S., state or foreign tax rates arereduced, or if other changes are made to the U.S. tax system,such as changes to the tax treatment of foreign businessincome;the expiration of the active financing income exception onCiti‘s tax expense;the potential impact to Citi from evolving cybersecurity andother technological risks and attacks, which could result inadditional costs, reputational damage, regulatory penaltiesand financial losses;the accuracy of Citi‘s assumptions and estimates used toprepare its financial statements and the potential for Citi toexperience significant losses if these assumptions orestimates are incorrect;the inability to predict the potential outcome of theextensive legal and regulatory proceedings that Citi issubject to at any given time, and the impact of any suchoutcomes on Citi‘s businesses, business practices,reputation, financial condition or results of operations;Citi‘s inability to maintain the value of the Citi brand;Citi‘s concentration of risk and the potential ineffectivenessof Citi‘s risk management processes, including its riskmonitoring and risk mitigation techniques;Citi‘s ability to maintain its various contractualrelationships with partners within its Consumer businesses;andwhat impact, if any, the national mortgage settlemententered into by Citi, other major mortgage servicers, theUnited States and the Attorneys General for 49 states andthe District of Columbia will have on the behavior ofresidential mortgage borrowers in general, whether or nottheir loans are within the scope of the settlement.Any forward-looking statements made by or on behalf of<strong>Citigroup</strong> speak only as to the date they are made, and Citi doesnot undertake to update forward-looking statements to reflectthe impact of circumstances or events that arise after the date theforward-looking statements were made.
FINANCIAL STATEMENTS AND NOTES TABLE OF CONTENTSCONSOLIDATED FINANCIAL STATEMENTSConsolidated Statement of Income (Unaudited)—For the Three Months Ended March 31, 2012 and2011 89Consolidated Statement of Comprehensive Income(Unaudited)—For the Three Months EndedMarch 31, 2012 and 2011 90Consolidated Balance Sheet—March 31, 2012(Unaudited) and December 31, 2011 91Consolidated Statement of Changes in Stockholders‘Equity (Unaudited)—For the Three Months EndedMarch 31, 2012 and 2011 92Consolidated Statement of Cash Flows (Unaudited)—For the Three Months Ended March 31, 2012 and2011 94NOTES TO CONSOLIDATED FINANCIALSTATEMENTSNote 1 – Basis of Presentation 95Note 2 – Discontinued Operations 98Note 3 – Business Segments 99Note 4 – Interest Revenue and Expense 100Note 5 – Commissions and Fees 100Note 6 – Principal Transactions 101Note 7 – Incentive Plans 101Note 8 – Retirement Benefits 103Note 9 – Earnings per Share 104Note 10 – Trading Account Assets and Liabilities 105Note 11 – Investments 106Note 12 – Loans 116Note 13 – Allowance for Credit Losses 127Note 14 – Goodwill and Intangible Assets 128Note 15 – Debt 130Note 16 – Changes in Accumulated OtherComprehensive Income (Loss) 132Note 17 – Securitizations and Variable Interest Entities 133Note 18 – Derivatives Activities 150Note 19 – Fair Value Measurement 158Note 20 – Fair Value Elections 176Note 21 – Guarantees and Commitments 181Note 22 – Contingencies 187Note 23 – Condensed Consolidating FinancialStatement Schedules 18988CITIGROUP – 2012 FIRST QUARTER 10-Q
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