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SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 8-K
CURRENT REPORT
Pursuant to Section 13 or 15(d) of the
Securities Exchange Act of 1934
Date of Report (Date of earliest event reported) January 15, 1998
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The CIT Group, Inc.
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(Exact name of registrant as specified in its charter)
Delaware 1-1861 13-2994534
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(State or other (Commission (IRS Employer
jurisdiction of File Number) Identification No.)
incorporation)
1211 Avenue of the Americas
New York, New York 10036
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Registrant's telephone number, including area code (212) 536-1390
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(Former name or former address, if changed since last report)
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Item 5. Other Events.
The CIT Group, Inc. (formerly The CIT Group Holdings, Inc.), a
Delaware corporation (the "Company"), hereby amends the consolidated financial
statements set forth in Item 8 of the Company's Annual Report on Form 10-K for
the fiscal year ended December 31, 1996 (the "1996 Form 10-K"), as herein
described. The Independent Auditors' Report set forth in the 1996 Form 10-K is
deleted and replaced in its entirety by the Independent Auditors' Report filed
as Exhibit 99.1 to this Form 8-K, which references an additional footnote as of
a date subsequent to the original Independent Auditors' Report. The Notes to
Consolidated Financial Statements are amended to renumber "Note 22-Selected
Quarterly Financial Data (Unaudited)" to the Consolidated Financial Statements
as "Note 24-Selected Quarterly Financial Data (Unaudited)". The Notes to
Consolidated Financial Statements are further amended to add "Note
22-Subsequent Event-Initial Public Offering" and "Note 23-Business Segment
Information", filed as Exhibit 99.2 to this Form 8-K.
Except as set forth above, the consolidated financial statements of the
Company, as set forth in the 1996 Form 10-K, are unchanged.
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INDEPENDENT AUDITORS' REPORT
The Board of Directors
The CIT Group, Inc.:
We have audited the accompanying consolidated balance sheets of The CIT Group,
Inc. and subsidiaries as of December 31, 1996 and 1995, and the related
consolidated statements of income, changes in stockholders' equity, and cash
flows for each of the years in the three-year period ended December 31, 1996.
These consolidated financial statements are the responsibility of the Company's
management. Our responsibility is to express an opinion on these consolidated
financial statements based on our audits.
We conducted our audits in accordance with generally accepted auditing
standards. Those standards require that we plan and perform the audit to obtain
reasonable assurance about whether the financial statements are free from
material misstatement. An audit includes examining, on a test basis, evidence
supporting the amounts and disclosures in the financial statements. An audit
also includes assessing the accounting principles used and significant estimates
made by management as well as evaluating the overall financial statement
presentation. We believe that our audits provide a reasonable basis for our
opinion.
In our opinion, the consolidated financial statements referred to above present
fairly, in all material respects, the financial position of The CIT Group, Inc.
and subsidiaries at December 31, 1996 and 1995, and the results of their
operations and cash flows for each of the years in the three-year period ended
December 31, 1996 in conformity with generally accepted accounting principles.
KPMG PEAT MARWICK LLP
Short Hills, New Jersey
January 17, 1997, except as to Note 21
which is as of February 21, 1997 and
Note 22 which is as of
September 26, 1997
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NOTE 22--SUBSEQUENT EVENT--INITIAL PUBLIC OFFERING
On September 26, 1997, the Company filed a Registration Statement in connection
with the proposed initial public offering of the Company's common stock.
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NOTE 23--BUSINESS SEGMENT INFORMATION
The Company's primary business activities are comprised of commercial and
consumer operations. The Company's diversified commercial segment is engaged in
equipment financing and leasing, factoring and commercial finance. The Company's
consumer segment offers home equity lending, secured retail sales financing of
manufactured housing, recreation vehicles and recreational boats, as well as
consumer loan servicing.
Segment total revenue is defined as finance income plus fees and other income.
Segment operating income (loss) is defined as total revenue less direct segment
interest and operating expenses. Other includes general corporate expenses, and
revenues and expenses related to other operations of the Company. The following
table sets forth information on the Company's commercial and consumer business
segments (in millions).
<TABLE>
<CAPTION>
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AT DECEMBER 31,
1996 1995 1994
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<S> <C> <C> <C>
Dollars in millions
TOTAL ASSETS
Commercial $15,143.2 $14,590.5 $13,670.7
Consumer 3,563.4 2,587.7 2,122.2
Other 225.9 242.1 166.8
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Total $18,932.5 $17,420.3 $15,959.7
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</TABLE>
<TABLE>
<CAPTION>
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YEARS ENDED DECEMBER 31,
1996 1995 1994
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<S> <C> <C> <C>
Dollars in millions
TOTAL REVENUES
Commercial $1,542.6 $1,443.0 $1,242.7
Consumer 325.6 264.4 177.2
Other 22.1 6.5 18.3
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Total $1,890.3 $1,713.9 $1,438.2
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OPERATING INCOME (LOSS)
Commercial $ 390.2 $ 341.5 $ 336.9
Consumer 67.4 63.9 24.3
Other (41.8) (40.3) (36.2)
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Total $ 415.8 $ 365.1 $ 325.0
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</TABLE>
NOTE 24--SELECTED QUARTERLY FINANCIAL DATA (UNAUDITED)
<TABLE>
<CAPTION>
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1996
FIRST SECOND THIRD FOURTH
QUARTER QUARTER QUARTER QUARTER YEAR
------- ------- ------- ------- ------
<S> <C> <C> <C> <C> <C>
Dollars in millions
Net finance income $195.4 $197.3 $201.4 $203.8 $797.9
Fees and other income 52.7 73.2 50.9 67.3 244.1
Salaries and general operating expenses 95.9 97.6 97.9 101.7 393.1
Provision for credit losses 27.8 26.6 24.2 32.8 111.4
Depreciation on operating lease equipment 27.5 28.8 28.0 37.4 121.7
Provision for income taxes 37.1 45.1 37.1 36.4 155.7
Net income $ 59.8 $ 72.4 $ 65.1 $ 62.8 $260.1
</TABLE>
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<TABLE>
<CAPTION>
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1995
FIRST SECOND THIRD FOURTH
QUARTER QUARTER QUARTER QUARTER YEAR
------- ------- ------- ------- ------
<S> <C> <C> <C> <C> <C>
Dollars in millions
Net finance income $164.5 $171.5 $178.8 $182.9 $697.7
Fees and other income 43.4 41.9 47.8 51.6 184.7
Salaries and general operating expenses 84.8 82.3 85.9 92.7 345.7
Provision for credit losses 21.0 22.2 24.0 24.7 91.9
Depreciation on operating lease equipment 17.6 17.2 21.4 23.5 79.7
Provision for income taxes 31.7 35.2 36.8 36.1 139.8
Net income $ 52.8 $ 56.5 $ 58.5 $ 57.5 $225.3
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