UNITED STATES
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): April 17, 2006
----------------------------------------------------------------
CIT GROUP INC.
--------------
(Exact name of registrant as specified in its charter)
Delaware 001-31369 65-1051192
------------------------------------------------------------------------
(State or other (Commission (IRS Employer
jurisdiction of File Number) Identification No.)
incorporation)
(Address of registrant's principal executive office)
505 Fifth Avenue
New York, New York 10017
------------------------
Registrant's telephone number, including area code: (212) 771-0505
------------------------------------------------------------------
1211 Avenue of the Americas
New York, New York 10036
-------------------------------------------------------------
(Former Name or Former Address, if Changed Since Last Report)
----------
Check the appropriate box below if the Form 8-K filing is intended to
simultaneously satisfy the filing obligation of the registrant under any of the
following provisions (see General Instruction A.2. below):
|_| Written communications pursuant to Rule 425 under the Securities Act (17
CFR 230.425)
|_| Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR
240.14a-12)
|_| Pre-commencement communications pursuant to Rule 14d-2(b) under the
Exchange Act (17 CFR 240.14d-2(b))
|_| Pre-commencement communications pursuant to Rule 13e-4(c) under the
Exchange Act (17 CFR 240.13e-4(c))
================================================================================
Item 2.02. Results of Operations and Financial Condition.
This Current Report on Form 8-K includes as an exhibit a press release,
dated April 19, 2006, reporting the financial results of CIT Group Inc. as of
and for the quarter ended March 31, 2006. The press release is attached as
Exhibit 99.1. This press release includes certain non-GAAP financial measures. A
reconciliation of those measures to the most directly comparable GAAP measures
is included as a table to the press release.
Item 7.01. Regulation FD Information
This Current Report on Form 8-K includes a statement in the seventh
paragraph of the press release, dated April 19, 2006, attached as Exhibit 99.1,
regarding the financial targets for 2006. Such statement regarding the financial
targets is furnished pursuant to this Item 7.01.
Item 8.01. Other Events.
This Current Report on Form 8-K includes as an exhibit a press release,
dated April 17, 2006, reporting that the Board of Directors of CIT Group Inc.
declared (a) a cash dividend in the amount of $.20 per share for the quarter
ended March 31, 2006 on the Company's common stock, payable on May 30, 2006 to
holders of record on May 15, 2006, (b) a cash dividend in the amount of
$0.3968750 per share on the Company's Series A preferred stock in the aggregate
amount of $5,556,250.00 for the quarter ended March 31, 2006, payable on June
15, 2006 to holders of record on May 31, 2006, and (c) a cash dividend in the
amount of $1.2972500 per share on the Company's Series B preferred stock in the
aggregate amount of $1,945,875.00 for the quarter ended March 31, 2006, payable
on June 15, 2006 to holders of record on May 31, 2006. The press release is
attached as Exhibit 99.2.
Item 9.01. Financial Statements and Exhibits.
(c) Exhibits.
99.1 Press release issued by CIT Group Inc. on April 19, 2006.
99.2 Press release issued by CIT Group Inc. on April 17, 2006.
This document contains "forward-looking statements" within the meaning of
the Private Securities Litigation Reform Act of 1995. All forward-looking
statements (including statements regarding future financial and operating
results) involve risks, uncertainties and contingencies, many of which are
beyond CIT's control, which may cause actual results, performance, or
achievements to differ materially from anticipated results, performance, or
achievements. All statements contained in this document that are not clearly
historical in nature are forward-looking, and the words "anticipate," "believe,"
"expect," "estimate," "plan," "target," and similar expressions are generally
intended to identify forward-looking statements. Economic, business, funding
market, competitive and/or regulatory factors, among others, affecting CIT's
businesses are examples of factors that could cause actual results to differ
materially from those described in the forward-looking statements. More detailed
information about these factors are described in CIT's filings with the
Securities and Exchange Commission, including its Annual Report on Form 10-K for
the year ended December 31, 2005. CIT is under no obligation to (and expressly
disclaims any such obligation to) update or alter its forward-looking
statements, whether as a result of new information, future events or otherwise.
2
SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934, the
Registrant has duly caused this report to be signed on its behalf by the
undersigned hereunto duly authorized.
CIT GROUP INC.
(Registrant)
By: /s/ William J. Taylor
-------------------------------------
William J. Taylor
Executive Vice President & Controller
(Principal Accounting Officer)
Dated: April 19, 2006
3