-----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, mN+9R3XTWys0bNxLQI4sZPHe6Om1nIkFWWtigZAQp9VgxV6n00iRb/HWl3dNVP3F djhAoGaLkc3yS2E0pBOENg== 0000020388-95-000006.txt : 19950110 0000020388-95-000006.hdr.sgml : 19950110 ACCESSION NUMBER: 0000020388-95-000006 CONFORMED SUBMISSION TYPE: 424B3 PUBLIC DOCUMENT COUNT: 1 FILED AS OF DATE: 19950109 SROS: NONE FILER: COMPANY DATA: COMPANY CONFORMED NAME: CIT GROUP HOLDINGS INC /DE/ CENTRAL INDEX KEY: 0000020388 STANDARD INDUSTRIAL CLASSIFICATION: SHORT-TERM BUSINESS CREDIT INSTITUTIONS [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: 95500688 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. 4, Dated January 5, 1995, to Prospectus, dated May 11, 1994, and Prospectus Supplement, dated December 6, 1994. THE CIT GROUP HOLDINGS, INC. 8.00% MEDIUM-TERM NOTES DUE NINE MONTHS OR MORE FROM DATE OF ISSUE (X) Senior Note ( ) Senior Subordinated Note Principal Amount: U.S. $100,000,000. Proceeds to Corporation: 99.897%. Underwriting Discount: 0.103%. Issue Price: Variable Price Reoffer, initially at par. Original Issue Date: January 12, 1995. Maturity Date: January 13, 1997. Interest Rate Per Annum: 8.00%. Interest Payment Dates: Each January 12 and July 12, commencing July 12, 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. Form: Global Note. 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 January 12, 1995. CHEMICAL SECURITIES INC. Specified Currency: U.S. Dollars. Trustee, Registrar, Authenticating and Paying Agent: The First National Bank of Boston, under Indenture dated as of May 1, 1994 between the Trustee and the Corporation. UNDERWRITING Chemical Securities Inc. (the "Underwriter") is acting as principal in this transaction. Subject to the terms and conditions set forth in a Terms Agreement dated January 5, 1995 (the "Terms Agreement"), between the Corporation and the Underwriter, and a Letter Agreement dated January 5, 1995, between the Corporation and the Underwriter, incorporating the terms of 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 the Underwriter, and the Underwriter has agreed to purchase, the aggregate principal amount of the Notes equal to $100,000,000. Under the terms and conditions of the Terms Agreement, the Underwriter is committed to take and pay for all of the Notes, if any are taken. The Underwriter 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 Underwriter 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 Underwriter and/or the purchasers of the Notes for whom it may act as agent. In connection with the sale of the Notes, the Underwriter may be deemed to have received compensation from the Corporation in the form of underwriting discounts, and the Underwriter may also receive commissions from the purchasers of the Notes for whom it may act as agent. The Underwriter and any dealers that participate with the Underwriter 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 Underwriter that it intends to make a market in the Notes but is 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 Underwriter against certain liabilities, including liabilities under the Securities Act of 1933, as amended. For purposes of Schedule E to the By-Laws ("Schedule E") of the National Association of Securities Dealers, Inc. (the "NASD"), the Underwriter is an affiliate of the Corporation. When an NASD member, such as the Underwriter, participates in the distribution of an affiliated company's securities, the offering must be conducted in accordance with the applicable provisions of Schedule E. The offer and sale of the Notes by the Underwriter will comply with the requirements of Schedule E regarding the underwriting of securities of affiliates. This Pricing Supplement and the accompanying Prospectus and Prospectus Supplement may be used by affiliates of the Corporation in connection with offers and sales related to secondary market transactions in the Notes. Such affiliates may act as principal or agent in such transactions. Such sales will be made at prices related to prevailing market prices at the time of sale. -----END PRIVACY-ENHANCED MESSAGE-----