CIT gets tenders for $8.77 billion 7% series A notes in exchange offer

By Angela McDaniels

Tacoma, Wash., June 14 - CIT Group Inc. received tenders for $8,765,388,000 of its three series of 7% series A second-priority secured notes during an exchange offer that ended at 11:59 p.m. ET on June 13, according to a company news release.

Holders tendered:

• $1,554,262,000, or 49.2%, of the company's $3,156,011,226 of 7% series A second-priority secured notes due May 1, 2015;

• $3,094,627,000, or 58.8%, of its $5,260,018,699 of 7% series A second-priority secured notes due May 1, 2016; and

• $4,116,499,000, or 55.9%, of its $7,364,026,178 of 7% series A second-priority secured notes due May 1, 2017.

CIT also solicited consents to generally replace the covenants and events of default for the series A notes with the same covenants governing its existing $1.3 billion of 5¼% series C second-priority secured notes due 2014 and $700 million of 6 5/8% series C notes due 2018.

Noteholders could grant their consents with or without tendering their notes.

Holders separately delivered consents for $2,171,908,606 of the notes, including $333,166,734 of the notes due 2015, $653,797,152 of the notes due 2016 and $1,184,944,720 of the notes due 2017. Enough consents were received to make the amendments.

The consent fee is $2.50 per $1,000 of notes.

The company offered new 7% series C second-priority secured notes due May 4, 2015, 7% series C second-priority secured notes due May 2, 2016 and 7% series C second-priority secured notes due May 2, 2017 in exchange for the existing notes maturing in the same year.

Those who tendered their securities prior to 5 p.m. ET on May 27 will receive a like amount of new series C notes in exchange for the series A notes. This includes a $30 early tender premium.

Those who tendered after the early deadline and before the exchange deadline will receive $970 of new notes in exchange for each $1,000 of old notes.

The company will also pay accrued interest.

The new exchange notes have essentially the same terms as the old notes except that they will mature one business day later than the series A notes, and the series C notes will afford additional call protection to investors, the company said in a news release.

The series A notes are callable at 102 and become callable at par on Jan. 1, 2012. The new notes will not be callable until Jan. 1, 2012 and thereafter may only be optionally redeemed at par if no series A notes maturing in that year remain outstanding at the time.

In addition, prior to Jan. 1, 2012, if CIT completes either an optional redemption or any offer to repurchase series A notes that mature in any year, the company will be required to offer to purchase a pro rata principal amount of series C securities that mature in the same year at the same price.

The exchange offer and consent solicitation began May 17.

Bank of America Merrill Lynch was the dealer manager and solicitation agent. D.F. King & Co., Inc. (800 628-8536 or 212 269-5550) was the information agent.

CIT is a New York-based provider of financing to small businesses and middle-market companies.

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