-----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, DJLOBtf4RgrxZ/WHqp23L1X1HkAqJ7r5SQsZzXrgkmlZ2R7UxoAmpHJ/IlN+LojS JGmbVPcSfNmC/PKEoV4K2Q== 0000020388-94-000084.txt : 19941108 0000020388-94-000084.hdr.sgml : 19941108 ACCESSION NUMBER: 0000020388-94-000084 CONFORMED SUBMISSION TYPE: 424B3 PUBLIC DOCUMENT COUNT: 1 FILED AS OF DATE: 19941107 SROS: NONE 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: 1933 Act SEC FILE NUMBER: 033-52685 FILM NUMBER: 94557923 BUSINESS ADDRESS: STREET 1: 1211 AVE OF THE AMERICAS CITY: NEW YORK STATE: NY ZIP: 10036 BUSINESS PHONE: 2125361950 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 Rule 424(b)(3) Registration Statement No. 33-52685 PRICING SUPPLEMENT NO. 11, Dated November 3, 1994, to Prospectus, dated May 11, 1994, and Prospectus Supplement, dated May 11, 1994. THE CIT GROUP HOLDINGS, INC. 7.125% MEDIUM-TERM NOTES DUE NINE MONTHS OR MORE FROM DATE OF ISSUE (X) Senior Note ( ) Senior Subordinated Note Principal Amount: U.S. $150,000,000. Proceeds to Corporation: 99.643%. Underwriting Discount: 0.250%. Issue Price: 99.893%. Original Issue Date: November 10, 1994. Maturity Date: November 15, 1996. Interest Rate Per Annum: 7.125%. Interest Payment Dates: Each May 15 and November 15, commencing May 15, 1995, provided that if any such day is not a Business Day, the payment will be made on the next succeeding Business Day as if it were made on the date such payment was due, and no interest will accrue on the amount payable for the period from and after such Interest Payment Date or the Maturity Date, as the case may be. 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. 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 November 10, 1994. MERRILL LYNCH & CO. DONALDSON, LUFKIN & JENRETTE SECURITIES CORPORATION PAINEWEBBER INCORPORATED PRUDENTIAL SECURITIES INCORPORATED Form: Global Note. Specified Currency: U.S. Dollars. Trustee, Registrar, Authenticating and Paying Agent: PNC Bank, National Association, under Indenture dated as of May 1, 1994 between the Trustee and the Corporation. UNDERWRITING Merrill Lynch & Co., Merrill Lynch, Pierce, Fenner & Smith Incorporated, Donaldson, Lufkin & Jenrette Securities Corporation, PaineWebber Incorporated, and Prudential Securities Incorporated (the "Underwriters"), are acting as principals in this transaction. Subject to the terms and conditions set forth in a Terms Agreement dated November 3, 1994 (the "Terms Agreement"), between the Corporation and the Underwriters, and a Selling Agency Agreement, dated May 12, 1994, between the Corporation and Lehman Brothers, Lehman Brothers Inc., CS First Boston Corporation, Goldman, Sachs & Co., Merrill Lynch & Co., Merrill Lynch, Pierce, Fenner & Smith Incorporated, Morgan Stanley & Co. Incorporated, and UBS Securities Inc., the Corporation has agreed to sell to each of the Underwriters, and each of the Underwriters has severally agreed to purchase, the principal amount of Notes set forth opposite its name below: Principal Amount Underwriter of the Notes ----------- ---------------- Merrill Lynch, Pierce, Fenner & Smith $ 37,500,000 Incorporated Donaldson, Lufkin & Jenrette Securities Corporation 37,500,000 PaineWebber Incorporated 37,500,000 Prudential Securities Incorporated 37,500,000 ------------ Total $150,000,000 Under the terms and conditions of the Terms Agreement, the Underwriters are committed to take and pay for all of the Notes, if any are taken. The Underwriters may effect 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 Underwriters and/or the purchasers of the Notes for whom they may act as agent. In connection with the sale of the Notes, the Underwriters may be deemed to have received compensation from the Corporation in the form of underwriting discounts, and the Underwriters may also receive commissions from the purchasers of the Notes for whom they may act as agent. The Underwriters and any dealers that participate with the Underwriters 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. The Corporation has been advised by the Underwriters that they intend to make a market in the Notes but are not obligated to do so and may discontinue any market making at any time without notice. No assurance can be given as to the liquidity of the trading market for the Notes. The Corporation has agreed to indemnify the Underwriters against certain liabilities, including liabilities under the Securities Act of 1933, as amended. -----END PRIVACY-ENHANCED MESSAGE-----