Rule 424(b)(3)
Registration Statement Nos. 333-84859 and
333-71361
Cusip # 12560PBL4
PRICING SUPPLEMENT NO. 1,
Dated January 13, 2000 to
Prospectus, dated September 23, 1999 and
Prospectus Supplement, dated November 2, 1999.
THE CIT GROUP, 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. $300,000,000.
Proceeds to Corporation: 100% or $300,000,000.
Underwriting Discount: 0%.
Issue Price: Variable Price Reoffer, Initially at Par.
Specified Currency: U.S. Dollars.
Original Issue Date: January 19, 2000.
Maturity Date: January 19, 2001.
Interest Rate Basis: Prime Rate.
Spread: -284 basis points.
Initial Interest Rate: The Prime Rate determined one Business Day prior to the
Original Issue Date minus 284 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 January 19, 2000.
MERRILL LYNCH & CO.
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Form: Global Note.
Interest Reset Date: Each Business Day to but excluding the Maturity Date.
Rate Cut-Off Date: Two Business Days prior to each Interest Payment Date.
The interest rate for each day following the Rate Cut-Off Date to but
excluding the Interest Payment Date will be the rate prevailing on the
Rate Cut-Off 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 April 19, July 19, October 19 and January
19, commencing April 19, 2000, 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, then principal and
interest on the Note will be paid on the next succeeding Business Day,
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: 0.0%.
Calculation Agent: The CIT Group, Inc. (the "Corporation")
Trustee, Registrar, Authenticating and Paying Agent:
Bank One Trust Company, N.A. (successor in interest to The First
National Bank of Chicago), under Indenture dated as of September
24, 1998 between the Trustee and the Corporation.
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UNDERWRITING
Merrill Lynch, Pierce, Fenner & Smith Incorporated (the "Underwriter") is acting
as principal in this transaction.
Subject to the terms and conditions set forth in a Term Sheet and Agreement
dated January 13, 2000 (the "Terms Agreement"), between the Corporation and the
Underwriter, incorporating the terms of a Selling Agency Agreement dated
November 2, 1999, among the Corporation and Lehman Brothers Inc., Chase
Securities Inc., Credit Suisse First Boston Corporation, J.P. Morgan Securities
Inc., Merrill Lynch, Pierce, Fenner & Smith Incorporated, Morgan Stanley & Co.
Incorporated, Salomon Smith Barney Inc, and Warburg Dillon Read LLC, the
Corporation has agreed to sell to the Underwriter, and the Underwriter has
agreed to purchase, $300,000,000 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 it 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.
