Underwriting AgreementUnderwriting Agreement • March 16th, 2012 • Cit Group Inc • Finance lessors • New York
Introductory. CIT Group Inc., a Delaware corporation (the “Company”), proposes to issue and sell to the several underwriters named in Schedule A hereto (the “Underwriters”), for whom Morgan Stanley & Co. LLC, Credit Suisse Securities (USA) LLC, Deutsche Bank Securities Inc. and UBS Securities LLC (the “Representatives”) are acting as representatives, $1,500,000,000 aggregate principal amount of its 5.250% Senior Unsecured Notes due 2018 (the “Securities”). The Securities will be issued pursuant to an indenture dated as of the Closing Date (as defined in Section 4 hereof) (the “Base Indenture”), between the Company, Wilmington Trust, National Association, as trustee (the “Trustee”) and Deutsche Bank Trust Company Americas, as paying agent, securities registrar and authenticating agent. Certain terms of the Securities will be established pursuant to a supplemental indenture dated as of the Closing Date (the “Supplemental Indenture”) to the Base Indenture (together with the Base Indenture
Reconciliation and tie between Trust Indenture Act of 1939 (the “Trust Indenture Act”) and IndentureIndenture • March 16th, 2012 • Cit Group Inc • Finance lessors • New York
INDENTURE, dated as of March 15, 2012 (the “Base Indenture”), between CIT Group Inc., a corporation duly organized and existing under the laws of the State of Delaware (the “Company”), Wilmington Trust, National Association, as trustee (the “Trustee”), and Deutsche Bank Trust Company Americas, as paying agent, security registrar and authenticating agent (the “Agent”).
5.25% Senior Unsecured Notes due 2018 CIT GROUP INC., as Issuer, and WILMINGTON TRUST, NATIONAL ASSOCIATION, as Trustee, and DEUTSCHE BANK TRUST COMPANY AMERICAS, as Paying Agent, Security Registrar and Authenticating Agent FIRST SUPPLEMENTAL...Senior Unsecured Notes Indenture • March 16th, 2012 • Cit Group Inc • Finance lessors • New York
THIS FIRST SUPPLEMENTAL INDENTURE, dated as of March 15, 2012 (the “Supplemental Indenture”), among CIT Group Inc., a corporation duly organized and existing under the laws of the State of Delaware (the “Company”), Wilmington Trust, National Association, as trustee (the “Trustee”), and Deutsche Bank Trust Company Americas, as paying agent, security registrar and authenticating agent (the “Agent”), amending and supplementing the Indenture, dated as of March 15, 2012 among the Company, the Trustee and the Agent, governing the issuance of debt securities (the “Base Indenture”). The Base Indenture, as amended and supplemented by the Supplemental Indenture, shall be referred to herein as the “Indenture.”
