Rule 424(b)(3)
Registration Statement
No. 33-58418
PRICING SUPPLEMENT NO. 18,
Dated March 22, 1994, to
Prospectus, dated March 25, 1993, and Prospectus
Supplement, dated March 25, 1993.
THE CIT GROUP HOLDINGS, 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. $55,000,000.
Proceeds to Corporation: 99.95%
Underwriting Discount: 0.05%
Issue Price: Variable Price Reoffer, initially at par.
Specified Currency: U.S. Dollars.
Original Issue Date: March 29, 1994.
Maturity Date: March 29, 1999.
Interest Rate Basis: Constant Maturity Treasury Rate (as
defined below).
Index Maturity: Two Years.
Spread: -19 basis points.
Initial Interest Rate: 4.83%.
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 March 29, 1994.
UBS SECURITIES INC.
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Form: Global Note.
Accrual of Interest: Accrued interest from the Original
Issue Date or from the last date to which interest
has been paid or duly provided for with respect to
any Note will be calculated on the basis of a 360-day
year of twelve 30-day months.
Interest Payment Dates: Quarterly on the 29th day of each
March, June, September, and December, commencing June
29, 1994, provided that if any Interest Payment Date
falls on a day that is not a Business Day, then the
Interest Payment Date will be the next succeeding
Business Day, except that if such day is in the next
succeeding calendar month, such Interest Payment Date
will be the immediately preceding Business Day.
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.
Interest Determination Date: Two days that are both
Business Days and London Business Days prior to each
Interest Reset Date.
Interest Reset Date: Quarterly on the 29th day of each
March, June, September, and December, commencing June
29, 1994, provided that if any Interest Reset Date
falls on a day that is not a Business Day, then the
Interest Reset Date will be the next succeeding
Business Day, except that if such day is in the next
succeeding calendar month, such Interest Reset Date
will be the immediately preceding Business Day.
Calculation Date: The earlier of (i) the fifth Business
Day after each Interest Determination Date, or (ii)
the Business Day next preceding the applicable
Interest Payment Date.
Rate Cutoff Date: Not applicable.
Maximum Interest Rate: Not Applicable.
Minimum Interest Rate: 0.0%.
Calculation Agent: The CIT Group Holdings, Inc.
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Other Provisions:
"Constant Maturity Treasury Rate" means, with respect
to any Interest Determination Date, the rate
displayed on Telerate Page 7055 (as defined below)
for "Daily Treasury Constant Maturities and Money
Markets . . . Federal Reserve Board Release H.15" as
of the applicable Interest Determination Date
opposite the Index Maturity specified above, as
determined by the Calculation Agent. If such rate is
no longer displayed, then the Constant Maturity
Treasury Rate for such Interest Reset Date will be
such Constant Maturity Treasury Rate (or other United
States Treasury rate) in the applicable Index
Maturity for the Interest Determination Date with
respect to such Interest Reset Date as may then be
published by either the Board of Governors of the
Federal Reserve System or the United States
Department of the Treasury that the Calculation Agent
determines to be comparable to the rate formerly
displayed on the Telerate Page 7055 and published in
"Statistical Release H.15(519), Selected Interest
Rates", or any successor publication of the Board of
Governors of the Federal Reserve System
("H.15(519)"), under the heading "U.S.
Government/Securities Treasury Constant Maturities",
in the Index Maturity specified above. If such
information is not provided, then the Constant
Maturity Treasury Rate for the Interest Reset Date
will be calculated by the Calculation Agent and will
be a yield to maturity, based on the arithmetic mean
of the secondary market mid-market quotations as of
approximately 3:30 p.m. (New York City time) on the
Interest Determination Date reported, according to
their written records, by three leading primary
United States government securities dealers (each, a
"Reference Dealer") in the City of New York selected
by the Calculation Agent, for the most recently
issued direct noncallable fixed rate obligations of
the United States ("Treasury Note") with an original
maturity of approximately three years and a remaining
term to maturity of not less than two years. If the
Calculation Agent cannot obtain three such Treasury
Note quotations, the Constant Maturity Rate for such
Interest Reset Date will be calculated by the
Calculation Agent and will be a yield to maturity
based on the arithmetic mean of the secondary market
mid-market quotations as of approximately 3:30 p.m.
New York City time) on the Interest Determination
Date of three Reference Dealers in The City of New
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York (from five such Reference Dealers selected by
the Calculation Agent and eliminating the highest
quotation (or, in the event of equality, one of the
highest) and the lowest quotation (or, in the event
of equality, one of the lowest), for Treasury Notes
with an original maturity of approximately ten years
and a remaining term to maturity closest to the Index
Maturity. If three or four (and not five) of such
Reference Dealers are quoting as described herein,
then the Constant Maturity Treasury Rate will be
based on the arithmetic mean of the mid-market
quotations obtained and neither the highest nor the
lowest of such quotes will be eliminated. If fewer
than three Reference Dealers selected by the
Calculation Agent are quoting as described herein,
the Constant Maturity Treasury Rate will be the
Constant Maturity Treasury Rate in effect on the
preceding Interest Reset Date. If two Treasury Notes
with an original maturity of approximately ten years
have remaining terms to maturity equally close to two
years, the quotes for the Constant Maturity Treasury
Rate with the shorter remaining term to maturity will
be used.
"Telerate Page 7055" means the display page
designated as page 7055 on the Dow Jones Telerate
Service (or such other page as may replace page 7055
on that service for the purpose of displaying
Constant Maturity Treasury Rates).
"Business Day" means any day, other than a Saturday
or Sunday, that is neither a legal holiday nor a day
on which banking institutions are generally
authorized or required by law or regulation to close
in The City of New York.
"London Business Day" means any day on which dealings
in deposits in U.S. dollars are transacted in the
London interbank market.
Trustee, Registrar, Authenticating and Paying Agent:
Citibank, N.A., under Indenture dated as of February
15, 1993 between the Trustee and the Corporation.
PLAN OF DISTRIBUTION
UBS Securities Inc. (the "Agent") is acting as agent
in this transaction, subject to the terms and
conditions set forth in a Selling Agency Agreement,
dated March 25, 1993, between the Corporation and
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Merrill Lynch & Co., Merrill Lynch, Pierce, Fenner &
Smith Incorporated, The First Boston Corporation,
Goldman, Sachs & Co., Morgan Stanley & Co.
Incorporated, Shearson Lehman Brothers Inc.
(currently known as Lehman Brothers Inc.), and UBS
Securities Inc.
The Agent 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 Agent 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 Agent and/or the purchasers of
the Notes for whom they may act as agent. In
connection with the sale of the Notes, the Agent may
be deemed to have received compensation from the
Corporation in the form of underwriting discounts,
and the Agent may also receive commissions from the
purchasers of the Notes for whom they may act as
agent. The Agent and any dealers that participate
with the Agent 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. No assurance can be given as to
the liquidity of the trading market for the Notes.
The Corporation has agreed to indemnify the Agent
against certain liabilities, including liabilities
under the Securities Act of 1933, as amended.
