-----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, OpmJ9pljQCL4pJrUbMVc0foTY6wkoD0Gug5XcIJAESL/KT3tftunOlE1H4ACYRYH qIelBrQ83rm1eM507skJIw== 0000020388-95-000030.txt : 19950727 0000020388-95-000030.hdr.sgml : 19950727 ACCESSION NUMBER: 0000020388-95-000030 CONFORMED SUBMISSION TYPE: 424B3 PUBLIC DOCUMENT COUNT: 1 FILED AS OF DATE: 19950726 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: 95556106 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 July 24, 1995, to Prospectus, dated March 24, 1995, and Prospectus Supplement, dated April 5, 1995. THE CIT GROUP HOLDINGS, INC. 6.35% 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: 99.815% or $149,722,500. Underwriting Discount: .130%. Issue Price: Variable Price Reoffer, initially at 99.945% Original Issue Date: July 27, 1995. Maturity Date: July 31, 1998. Interest Rate Per Annum: 6.35%. Interest Payment Dates: Each January 31 and July 31 commencing January 31, 1996, 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 Underwriters, as specified herein, subject to receipt and acceptance by them and subject to their 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 July 27, 1995. MORGAN STANLEY & CO. INCORPORATED FIRST CHICAGO CAPITAL MARKETS, INC. Form: Global Note. Specified Currency: U.S. Dollars. Trustee, Registrar, Authenticating and Paying Agent: Citibank, N.A. under Indenture dated as of May 1, 1994 between the Trustee and the Corporation. UNDERWRITING Morgan Stanley & Co. Incorporated and First Chicago Capital Markets, Inc. (the "Underwriters") are acting as principals in this transaction. Subject to the terms and conditions set forth in a Terms Agreement dated July 24, 1995 (the "Terms Agreement"), between the Corporation and the Underwriters, and a letter agreement dated July 25, 1995 between the Corporation and First Chicago Capital Markets, Inc.,incorporating the terms of a Selling Agency Agreement dated April 6, 1995, 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, Salomon Brothers, Inc, and UBS Securities Inc., the Corporation has agreed to sell to the Underwriters, and each of the Underwriters has severally agreed to purchase, the principal amount of the Notes set forth opposite its name below: Principal Amount of Underwriter the Notes Morgan Stanley & Co. Incorporated $125,000,000 First Chicago Capital Markets,Inc. 25,000,000 ------------ 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 have advised the Corporation that they propose 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 Underwriters 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 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-----