-----BEGIN PRIVACY-ENHANCED MESSAGE----- Proc-Type: 2001,MIC-CLEAR Originator-Name: keymaster@town.hall.org Originator-Key-Asymmetric: MFkwCgYEVQgBAQICAgADSwAwSAJBALeWW4xDV4i7+b6+UyPn5RtObb1cJ7VkACDq pKb9/DClgTKIm08lCfoilvi9Wl4SODbR1+1waHhiGmeZO8OdgLUCAwEAAQ== MIC-Info: RSA-MD5,RSA, Z9aiQEw64l3M985/QEtxOXP/d3rAtplQjMdgzwRIdEPmRd7q6Xxp0t5BvqVDJ6Hk X93roTmTz/MjRyrJUcIIEg== 0000020388-94-000027.txt : 19940325 0000020388-94-000027.hdr.sgml : 19940325 ACCESSION NUMBER: 0000020388-94-000027 CONFORMED SUBMISSION TYPE: 424B3 PUBLIC DOCUMENT COUNT: 1 FILED AS OF DATE: 19940324 FILER: COMPANY DATA: COMPANY CONFORMED NAME: CIT GROUP HOLDINGS INC /DE/ CENTRAL INDEX KEY: 0000020388 STANDARD INDUSTRIAL CLASSIFICATION: 6153 IRS NUMBER: 132994534 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 424B3 SEC ACT: 33 SEC FILE NUMBER: 033-58418 FILM NUMBER: 94517726 BUSINESS ADDRESS: STREET 1: 650 CIT DRIVE CITY: LIVINGSTON STATE: NJ ZIP: 07039 BUSINESS PHONE: 2122706000 MAIL ADDRESS: STREET 1: 1211 AVENUE OF THE AMERICAS CITY: NEW YORK STATE: NY ZIP: 10036 FORMER COMPANY: FORMER CONFORMED NAME: CIT FINANCIAL CORP/OLD/ DATE OF NAME CHANGE: 19860512 424B3 1 PRICING SUPP. #18 - MED.-TERM FLOATING RATE NOTE Rule 424(b)(3) Registration Statement No. 33-58418 PRICING SUPPLEMENT NO. 18, Dated March 22, 1994, to Prospectus, dated March 25, 1993, and Prospectus Supplement, dated March 25, 1993. THE CIT GROUP HOLDINGS, INC. MEDIUM-TERM FLOATING RATE NOTES DUE NINE MONTHS OR MORE FROM DATE OF ISSUE (X) Senior Note ( ) Senior Subordinated Note Principal Amount: U.S. $55,000,000. Proceeds to Corporation: 99.95% Underwriting Discount: 0.05% Issue Price: Variable Price Reoffer, initially at par. Specified Currency: U.S. Dollars. Original Issue Date: March 29, 1994. Maturity Date: March 29, 1999. Interest Rate Basis: Constant Maturity Treasury Rate (as defined below). Index Maturity: Two Years. Spread: -19 basis points. Initial Interest Rate: 4.83%. The Notes are offered by the Underwriter, as specified herein, subject to receipt and acceptance by it and subject to its right to reject any order in whole or in part. It is expected that the Notes will be ready for delivery in book-entry form on or about March 29, 1994. UBS SECURITIES INC. Form: Global Note. Accrual of Interest: Accrued interest from the Original Issue Date or from the last date to which interest has been paid or duly provided for with respect to any Note will be calculated on the basis of a 360-day year of twelve 30-day months. Interest Payment Dates: Quarterly on the 29th day of each March, June, September, and December, commencing June 29, 1994, provided that if any Interest Payment Date falls on a day that is not a Business Day, then the Interest Payment Date will be the next succeeding Business Day, except that if such day is in the next succeeding calendar month, such Interest Payment Date will be the immediately preceding Business Day. Interest payments will include the amount of interest accrued from and including the most recent Interest Payment Date to which interest has been paid (or from and including the Original Issue Date) to but excluding the applicable Interest Payment Date. Interest Determination Date: Two days that are both Business Days and London Business Days prior to each Interest Reset Date. Interest Reset Date: Quarterly on the 29th day of each March, June, September, and December, commencing June 29, 1994, provided that if any Interest Reset Date falls on a day that is not a Business Day, then the Interest Reset Date will be the next succeeding Business Day, except that if such day is in the next succeeding calendar month, such Interest Reset Date will be the immediately preceding Business Day. Calculation Date: The earlier of (i) the fifth Business Day after each Interest Determination Date, or (ii) the Business Day next preceding the applicable Interest Payment Date. Rate Cutoff Date: Not applicable. Maximum Interest Rate: Not Applicable. Minimum Interest Rate: 0.0%. Calculation Agent: The CIT Group Holdings, Inc. Other Provisions: "Constant Maturity Treasury Rate" means, with respect to any Interest Determination Date, the rate displayed on Telerate Page 7055 (as defined below) for "Daily Treasury Constant Maturities and Money Markets . . . Federal Reserve Board Release H.15" as of the applicable Interest Determination Date opposite the Index Maturity specified above, as determined by the Calculation Agent. If such rate is no longer displayed, then the Constant Maturity Treasury Rate for such Interest Reset Date will be such Constant Maturity Treasury Rate (or other United States Treasury rate) in the applicable Index Maturity for the Interest Determination Date with respect to such Interest Reset Date as may then be published by either the Board of Governors of the Federal Reserve System or the United States Department of the Treasury that the Calculation Agent determines to be comparable to the rate formerly displayed on the Telerate Page 7055 and published in "Statistical Release H.15(519), Selected Interest Rates", or any successor publication of the Board of Governors of the Federal Reserve System ("H.15(519)"), under the heading "U.S. Government/Securities Treasury Constant Maturities", in the Index Maturity specified above. If such information is not provided, then the Constant Maturity Treasury Rate for the Interest Reset Date will be calculated by the Calculation Agent and will be a yield to maturity, based on the arithmetic mean of the secondary market mid-market quotations as of approximately 3:30 p.m. (New York City time) on the Interest Determination Date reported, according to their written records, by three leading primary United States government securities dealers (each, a "Reference Dealer") in the City of New York selected by the Calculation Agent, for the most recently issued direct noncallable fixed rate obligations of the United States ("Treasury Note") with an original maturity of approximately three years and a remaining term to maturity of not less than two years. If the Calculation Agent cannot obtain three such Treasury Note quotations, the Constant Maturity Rate for such Interest Reset Date will be calculated by the Calculation Agent and will be a yield to maturity based on the arithmetic mean of the secondary market mid-market quotations as of approximately 3:30 p.m. New York City time) on the Interest Determination Date of three Reference Dealers in The City of New York (from five such Reference Dealers selected by the Calculation Agent and eliminating the highest quotation (or, in the event of equality, one of the highest) and the lowest quotation (or, in the event of equality, one of the lowest), for Treasury Notes with an original maturity of approximately ten years and a remaining term to maturity closest to the Index Maturity. If three or four (and not five) of such Reference Dealers are quoting as described herein, then the Constant Maturity Treasury Rate will be based on the arithmetic mean of the mid-market quotations obtained and neither the highest nor the lowest of such quotes will be eliminated. If fewer than three Reference Dealers selected by the Calculation Agent are quoting as described herein, the Constant Maturity Treasury Rate will be the Constant Maturity Treasury Rate in effect on the preceding Interest Reset Date. If two Treasury Notes with an original maturity of approximately ten years have remaining terms to maturity equally close to two years, the quotes for the Constant Maturity Treasury Rate with the shorter remaining term to maturity will be used. "Telerate Page 7055" means the display page designated as page 7055 on the Dow Jones Telerate Service (or such other page as may replace page 7055 on that service for the purpose of displaying Constant Maturity Treasury Rates). "Business Day" means any day, other than a Saturday or Sunday, that is neither a legal holiday nor a day on which banking institutions are generally authorized or required by law or regulation to close in The City of New York. "London Business Day" means any day on which dealings in deposits in U.S. dollars are transacted in the London interbank market. Trustee, Registrar, Authenticating and Paying Agent: Citibank, N.A., under Indenture dated as of February 15, 1993 between the Trustee and the Corporation. PLAN OF DISTRIBUTION UBS Securities Inc. (the "Agent") is acting as agent in this transaction, subject to the terms and conditions set forth in a Selling Agency Agreement, dated March 25, 1993, between the Corporation and Merrill Lynch & Co., Merrill Lynch, Pierce, Fenner & Smith Incorporated, The First Boston Corporation, Goldman, Sachs & Co., Morgan Stanley & Co. Incorporated, Shearson Lehman Brothers Inc. (currently known as Lehman Brothers Inc.), and UBS Securities Inc. The Agent has advised the Corporation that it proposes to offer the Notes for sale from time to time in one or more transactions (which may include block transactions), in negotiated transactions or otherwise, or a combination of such methods of sale, at market prices prevailing at the time of sale, at prices related to such prevailing market prices or at negotiated prices. The Agent may effect such transactions by selling the Notes to or through dealers, and such dealers may receive compensation in the form of underwriting discounts, concessions or commissions from the Agent and/or the purchasers of the Notes for whom they may act as agent. In connection with the sale of the Notes, the Agent may be deemed to have received compensation from the Corporation in the form of underwriting discounts, and the Agent may also receive commissions from the purchasers of the Notes for whom they may act as agent. The Agent and any dealers that participate with the Agent in the distribution of the Notes may be deemed to be underwriters, and any discounts or commissions received by them and any profit on the resale of the Notes by them may be deemed to be underwriting discounts or commissions. The Notes are a new issue of securities with no established trading market. The Corporation currently has no intention to list the Notes on any securities exchange. No assurance can be given as to the liquidity of the trading market for the Notes. The Corporation has agreed to indemnify the Agent against certain liabilities, including liabilities under the Securities Act of 1933, as amended. -----END PRIVACY-ENHANCED MESSAGE-----