Rule 424(b)(3)
Registration Statement
No. 33-64309
PRICING SUPPLEMENT NO. 26,
Dated April 10, 1997, to
Prospectus, dated May 13, 1996 and
Prospectus Supplement, dated May 15, 1996.
THE CIT GROUP HOLDINGS, INC.
MEDIUM-TERM FIXED RATE NOTES
DUE NINE MONTHS OR MORE FROM DATE OF ISSUE
(X) Senior Note ( ) Senior Subordinated Note
Principal Amount: U.S. $100,000,000.
Proceeds to Corporation: 99.807% or $99,807,000.
Underwriting Discount: .133%.
Issue Price: 99.940%.
Original Issue Date: April 15, 1997.
Maturity Date: April 17, 2000.
Interest Rate Per Annum: 6.80%.
Interest Payment Dates: Each April 17 and October 17, commencing October 17,
1997, 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 April 15, 1997.
CREDIT SUISSE FIRST BOSTON FIRST UNION CAPITAL MARKETS CORP.
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Form: Global Note.
Specified Currency: U.S. Dollars.
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.
UNDERWRITING
Credit Suisse First Boston Corporation and First Union Capital Markets
Corp. (the "Underwriters") are acting as principals in this transaction.
Subject to the terms and conditions set forth in a Term Sheet and
Agreement dated April 10, 1997 (the "Terms Agreement"), between the
Corporation and the Underwriters, incorporating the terms of a Selling
Agency Agreement dated May 15, 1996, between the Corporation and Lehman
Brothers, Lehman Brothers Inc., Credit Suisse First Boston Corporation
(formerly known as 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 Underwriters,
and the Underwriters have each severally agreed to purchase, the principal
amount of the Notes set forth opposite its name below:
Principal Amount of
Underwriter the Notes
Credit Suisse First Boston Corporation $ 75,000,000
First Union Capital Markets Corp. 25,000,000
------------
Total $100,000,000
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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
initially offer the Notes to the public at the Issue Price set forth
above, and to certain dealers at such price less a concession not in
excess of .125% of the principal amount of the Notes, and the Underwriters
may allow, and such dealers may reallow, a concession to certain other
dealers not in excess of .100% of such principal amount. After the initial
public offering, the public offering price and such concessions may be
changed from time to time. 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
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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 Note 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 each 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.
