Rule 424(b)(3)
Registration Statement
No. 33-58107
PRICING SUPPLEMENT NO. 9,
Dated September 13, 1996 to
Prospectus, dated May 13, 1996, and
Prospectus Supplement, dated May 15, 1996.
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. $150,000,000.
Proceeds to Corporation: 100.0%
Underwriting Discount: 0.0%
Issue Price: Variable Price Reoffer, initially at par.
Specified Currency: U.S. Dollars.
Original Issue Date: September 18, 1996.
Maturity Date: September 18, 1998.
Interest Rate Basis: Federal Funds Rate.
Spread: +20 basis points.
Initial Interest Rate: The Federal Funds Rate determined one Business Day prior
to the Original Issue Date plus twenty basis points.
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 September 18, 1996.
SALOMON BROTHERS INC
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Form: Global Note.
Interest Reset Date: Each Business Day to but excluding the Maturity Date.
Rate Cutoff Date: Two Business Days prior to each Interest Payment Date. The
interest rate in effect for each day following the Rate Cutoff Date to but
excluding the Interest Payment Date will be the rate prevailing on the Rate
Cutoff 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 Payment Dates: Quarterly on each March 18, June 18, September 18, and
December 18, commencing December 18, 1996, provided that if any Interest
Payment Date (other than the Maturity Date) would otherwise fall on a day
that is not a Business Day, then the Interest Payment Date will be the
first following day that is a Business Day. If the Maturity Date would
otherwise fall on a day that is not a Business Day, the payment of
principal and interest will be made on the first following day that is a
Business Day as if it were made on the date such payment was due, and no
interest on such payment will accrue for the period from and after the
Maturity Date.
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.
Interest Determination Date: One Business Day prior to each Interest Reset
Date.
Minimum Interest Rate: 0.00%.
Calculation Agent: The CIT Group Holdings, Inc.
Trustee, Registrar, Authenticating and Paying Agent:
The Bank of New York, under Indenture dated as of May 1, 1994 between the
Trustee and the Corporation.
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UNDERWRITING
Salomon Brothers Inc (the "Underwriter") is acting as principal in this
transaction.
Subject to the terms and conditions set forth in a Term Sheet and
Agreement dated September 13, 1996 (the "Terms Agreement"), between the
Corporation and the Underwriter, and a Selling Agency Agreement, dated May
15, 1996, 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 LLC, the
Corporation has agreed to sell to the Underwriter, and the Underwriter has
agreed to purchase, $150,000,000 principal amount of the Notes.
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 they 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 they 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.
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While there is no separately charged underwriting discount or commission
being paid to the Underwriter, a subsidiary of the Underwriter is the
counterparty to an interest rate swap transaction being entered into
simultaneously with the above-described transaction.
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