CIT GROUP INC. (NYSE:CIT) Files An 8-K Entry into a Material Definitive Agreement
Item 1.01. Entry into a Material Definitive Agreement.
On December 23, 2016, CIT Group Inc. (CIT) completed the early
settlement of its previously announced offer to certain eligible
noteholders to exchange (the Exchange Offer) any and all of the
outstanding 5.000% Senior Unsecured Notes due May 2017 (the Old
Notes) for its newly issued 5.000% Senior Unsecured Notes due May
2018 (the New Notes), and issued $955.1 million aggregate
principal amount of New Notes in exchange for a like amount of
Old Notes accepted in the Exchange Offer. Interest on the New
Notes will be payable semi-annually in cash in arrears on May 15
and November 15 of each year, commencing on May 15, 2017.
The New Notes are unsecured obligations of CIT and are not
guaranteed by any of CITs subsidiaries.
The New Notes were issued under a base indenture, dated as of
March 15, 2012, as supplemented by a sixth supplemental
indenture, dated as of December 23, 2016 (together, the
Indenture), each between CIT, Wilmington Trust, National
Association, as trustee and Deutsche Bank Trust Company Americas,
as paying agent, security registrar and authenticating agent. The
Indenture contains certain covenants that, subject to exceptions,
limit CITs ability to (i) create liens and (ii) merge or
consolidate, or sell, transfer, lease or dispose of all or
substantially all of its assets.
The New Notes may be redeemed at any time prior to May 15, 2017,
at a redemption price equal to the greater of (1)100.50% of the
aggregate principal amount of the New Notes redeemed, and (2) the
sum of the present values of (a) the redemption price of 100.50%
of the aggregate principal amount of New Notes that would be
payable if the New Notes were redeemed on May 15, 2017, and (b) a
make-whole premium based on a discount rate of the applicable
U.S. Treasury rate plus 50 basis points; in either case, plus
accrued and unpaid interest, if any, to the redemption date. On
or after May 15, 2017, CIT may redeem all or part of the New
Notes at a redemption price equal to 100.50% of the aggregate
principal amount of New Notes redeemed, plus accrued and unpaid
interest, if any, thereon to the date of redemption. In addition,
CIT may at any time and from time to time purchase New Notes in
open market transactions, tender offers or otherwise. If CIT
experiences a Change of Control Triggering Event (as defined in
the Indenture), the holders of the New Notes may require CIT to
repurchase for cash all or a portion of their Notes at a price
equal to 101% of the aggregate principal amount of the New Notes,
plus accrued and unpaid interest.
The Indenture (including the Form of 5.000% Senior Unsecured Note
due 2018 included therein) has been filed as an exhibit to this
Current Report on Form 8-K, and the description of the Indenture
contained herein is qualified in its entirety by reference to the
Indenture.
Item 9.01. Financial Statements and Exhibits.
(d) Exhibits.
| 4.1 |
Indenture, dated as of March 15, 2012, among CIT Group Inc., Wilmington Trust, National Association, as trustee, and Deutsche Bank Trust Company Americas, as paying agent, security registrar and authenticating agent (incorporated by reference to Exhibit 4.1 to our Current Report on Form 8-K filed March 16, 2012). |
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| 4.2 |
Sixth Supplemental Indenture, dated as of December 23, 2016, among CIT Group Inc., Wilmington Trust, National Association, as trustee, and Deutsche Bank Trust Company Americas, as paying agent, security registrar and authenticating agent (including the Form of 5.000% Senior Unsecured Note due 2018). |
About CIT GROUP INC. (NYSE:CIT)
CIT Group Inc. (CIT) is a bank holding company. The Company, together with its subsidiaries, provides financing, leasing and advisory services to middle market companies in a range of industries in North America, and equipment financing and leasing solutions to the transportation industry around the world. The Company’s segments include North America Banking (NAB), including Commercial Real Estate, Commercial Banking and Consumer Banking divisions; Transportation & International Finance (TIF), including Aerospace, Rail, Maritime Finance and International Finance divisions, and Legacy Consumer Mortgages (LCM), which includes single-family residential mortgage (SFR) loans and reverse mortgage loans. CIT products and services include account receivables collection; equipment leases; acquisition and expansion financing; factoring services; financial risk management; asset management and servicing; asset-based loans; insurance services; credit protection; debt restructuring, and deposits. CIT GROUP INC. (NYSE:CIT) Recent Trading Information
CIT GROUP INC. (NYSE:CIT) closed its last trading session up +0.05 at 43.82 with 769,869 shares trading hands.
