424B3 1 0001.txt PROSPECTUS SUPPLEMENT Rule 424(b)(3) Registration Statement No. 333-84859 Cusip # 12560MCCO PRICING SUPPLEMENT NO. 20 Dated November 29, 2000 to Prospectus, dated September 23, 1999 and Prospectus Supplement, dated November 2, 1999. THE CIT GROUP, 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. $180,000,000. Proceeds to Corporation: 99.94381% or $179,898,858.00 Underwriting Discount: 0.05619% Issue Price: $180,000,000. Original Issue Date: December 5, 2000. Maturity Date: December 5, 2002, provided that if such day is not a Business Day, the payment of principal and interest may be made on the next succeeding Business Day, and no interest on such payment will accrue for the period from and after the Maturity Date. Interest Rate Basis: Federal Funds Rate. Spread: +47 basis points ( 0.47%). Interest Rate Calculation: Federal Funds Rate determined on the Interest Determination Date plus the Spread. Initial Interest Rate: Federal Funds Rate determined one Business Day prior to the Original Issue Date plus the Spread. Specified Currency: U.S. Dollars 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 December 5, 2000. SALOMON SMITH BARNEY INC. LEHMAN BROTHERS INC. Form: Global Note. Interest Reset Date: Each Business Day to but excluding the Maturity Date. Interest Determination Date: One Business Day prior to each Interest Reset Date. Interest Rate Cut-Off Date: Two Business Days prior to each Interest Payment Date. The interest rate for each day following the Interest Rate Cut-Off Date to but excluding the Interest Payment Date will be the rate prevailing on the Interest Rate Cut-Off Date. Interest Payment Dates: Quarterly on March 5, 2001, June 5, 2001, September 5, 2001, December 5, 2001, March 5, 2002, June 5, 2002, September 5, 2002 and December 5, 2002, commencing March 5, 2001, provided that if any such day is not a Business Day, the Interest Payment Date will be the next succeeding Business Day, except that if such Business Day is in the next succeeding calendar month, such Interest Payment Date will be the immediately preceding Business Day, and no interest on such payment will accrue for the period from and after the Maturity Date. Accrual of Interest: Accrued interest will be computed by adding the Interest Factors calculated for each day from the Original Issue Date or from the last date to which interest has been paid or duly provided for up to but not including the day for which accrued interest is being calculated. The "Interest Factor" for any Note for each such day will be computed by multiplying the face amount of the Note by the interest rate applicable to such day and dividing the product thereof by 360. 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. Calculation Date: The earlier of (i) the fifth Business Day after each Interest Determination Date, or (ii) the Business Day immediately preceding the applicable Interest Payment Date. Maximum Interest Rate: Maximum rate permitted by New York law. Minimum Interest Rate: 0.0%. Other Provisions: Trustee, Registrar, Authenticating and Paying Agent: Harris Trust and Savings Bank, under Indenture dated as of September 24, 1998 between the Trustee and the Corporation. UNDERWRITING Salomon Smith Barney Inc. and Lehman Brothers, Inc. (the "Underwriters") are acting as principals in this transaction. Subject to the terms and conditions set forth in a Term Sheet and Agreement dated as of November 29, 2000 (the "Terms Agreement"), between the Corporation and the Underwriters, incorporating the terms of a Selling Agency Agreement dated November 2, 1999, among the Corporation and Lehman Brothers Inc., Chase Securities Inc., Credit Suisse First Boston Corporation, J.P. Morgan Securities Inc., Merrill Lynch, Pierce, Fenner & Smith Incorporated, Morgan Stanley & Co. Incorporated, Salomon Smith Barney Inc., and UBS Warburg LLC (formerly known as Warburg Dillon Read LLC), the Corporation has agreed to sell to the Underwriters, and the Underwriters have each severally agreed to purchase the principal amount of the Notes set forth below opposite their names. Underwriter Principal Amount Salomon Smith Barney Inc. $100,000,000 Lehman Brothers Inc. $ 80,000,000 Total $180,000,000 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.