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Nyse Cit 2012
Nyse Cit 2012
TM
CIT BANK
Founded in 2000, CIT Bank (Member FDIC) is the U.S. commercial bank
subsidiary of CIT. It provides lending and leasing to the small business, middle
market and rail sectors. Through its online bank, BankOnCIT.com, CIT Bank
offers a suite of savings options designed to help customers achieve a range of
financial goals. It is regulated by the Federal Deposit Insurance Corporation and
the Utah Department of Financial Institutions. CIT Bank makes loans without
regard to race, color, religion, national origin, sex, handicap or familial status.
cit.com/citbank
CIT ANNUAL REPORT 2012
April 4, 2013
I am happy to report that CIT maintained strong momentum across all of its businesses
in 2012. As we began the year, our priorities were threefold: accelerate our growth and
business development initiatives; improve our profitability while maintaining financial
strength; and grow our bank assets and funding. Our unmatched knowledge base and
market expertise across the industries we serve differentiates CIT from other lenders and
helps us understand our clients’ needs while ensuring that we are making sound financing
decisions. Thanks to the commitment and efforts of our employees, we achieved all three of
these goals and entered 2013 with a solid foundation for continued progress.
CIT’s ability to combine financing with ideas and advice helped us win new business
among our small business, middle market and transportation sector clients, and grow our
commercial asset base over the course of the year. Given the competitive environment, JOHN A. THAIN
we view this growth as a testament to the fact that we really understand our clients’ CHAIRMAN & CHIEF
businesses. EXECUTIVE OFFICER
We have also been able to put this knowledge to work in our new business initiatives,
where we realized significant progress in 2012. Real Estate Finance, our commercial real
estate lending business that we launched in late 2011, closed 21 transactions last year, while
Capital Equipment Finance, our new equipment finance unit, closed 22 loans in 2012. In the
fourth quarter, we launched a Maritime Finance business in response to strong demand for
financing and attractive opportunities in the global maritime sector. In this short period of
time we have been encouraged with the opportunities that we have seen.
Our efforts to put knowledge to work for our clients helped us grow our commercial
businesses. We grew our commercial financing and leasing assets every quarter, which
increased 8%, or $2.3 billion, during the year. Our funded new business volume was $9.6
billion, a 23% increase over 2011. We head into 2013 with a strong balance sheet and liquidity
position. Our Total Capital ratio stands at 17%, nearly all comprised of common equity, and
we have $7.6 billion of cash and short-term investments. In addition, our credit metrics
remain stable and are near cyclical lows.
We put knowledge to work for our shareholders as we made significant progress improving
our liability structure and further diversifying our funding sources. We refinanced or
eliminated the last of our high-cost restructuring-related debt in 2012, bringing the total
debt refinanced or repaid to about $31 billion since 2010. These efforts have helped
dramatically reduce our cost of funds to 3.2% from 6% in the first quarter of 2010.
Following the establishment of our online bank, BankOnCIT.com, in late 2011, we have
successfully put knowledge to work in raising more than $4.5 billion in online deposits. Total
CIT Bank deposits at year-end were $9.6 billion, representing close to a third of our total
funding. Importantly, CIT Bank funded $6 billion of loans and leases, or 90%, of our total
U.S. lending and leasing volume in 2012, up from 72% in 2011. In addition, CIT Bank’s Tier 1
and Total Capital ratios stood at 21.5% and 22.7%, respectively—well above required levels.
2012 Results
We recorded a pretax loss of $455 million, which reflects $1.5 billion of debt redemption
charges related to the substantial progress we made eliminating our high-cost
restructuring-related debt. Excluding these charges, all four commercial segments were
profitable in 2012, and each continues to maintain a sound credit discipline. Our Corporate
Finance business has generated more than $1 billion in new commitments for seven
CIT ANNUAL REPORT 2012
CIT’s ability to combine consecutive quarters, and this activity continues to occur across a diverse base of clients
financing with ideas and transactions. In Trade Finance, lower credit costs continue to buoy profits, and we are
and advice helped us seeing progress on new client relationships. Our Vendor Finance business had a 17% gain in
win new business new business volume compared to the prior year. Finally, in Transportation Finance, nearly
among our small 100% of our owned aircraft and railcars are currently leased.
business, middle market
Our cumulative progress in 2012 was recognized by the financial markets as the price of our
and transportation
common stock rose by 11% during 2012 and is further reflected in recent upgrades in our
sector clients, and corporate debt ratings. In addition, we recently agreed to acquire a portfolio that consists of
grow our commercial $1.3 billion of commercial loan commitments.
asset base over the
course of the year. 2013 Outlook
As 2013 progresses, CIT will continue to look for ways to drive down our overall costs while
selectively investing in our growth initiatives and building our CIT Bank franchise. We plan
to reduce the quarterly run rate of operating expenses by $15 million to $20 million from
third quarter 2012 levels. These improvements will be phased in over 2013 through improved
operating efficiencies and expense reductions.
Our employees know just how highly we rate industry knowledge and strong performance,
and they also know we are committed to maintaining a strong culture of core values. These
core values drive every decision we make and every action we take, both externally and
internally with each other.
The first value is integrity, which to us means delivering on our promises and building trust
in our relationships. The second is respect, or listening closely to what our colleagues,
clients, regulators and shareholders are saying, and responding with actions that reflect
what we hear. The third value is resilience—recognizing that each challenge in the market
and the economy is an opportunity to think anew, act anew and develop strategies for
moving our business forward.
Given the gains we have made in operational performance, we recognize that this is
precisely the moment to redouble our efforts to invest in our core values. Our continued
growth as a business depends on our reputation for honesty and fairness. Our clients and
shareholders expect to be listened to and respected. And our investors have come to learn
that CIT is a firm that can respond thoughtfully and productively to challenges, no matter
how challenging. I have been fortunate to see all these values up close, and am proud to
lead CIT into what I believe is a bright and prosperous future.
John A. Thain
Chairman & Chief Executive Officer
UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 10-K
|X| Annual Report Pursuant to Section 13 or 15(d) of the or | | Transition Report Pursuant to Section 13 or 15(d) of the
Securities Exchange Act of 1934 Securities Exchange Act of 1934
For the fiscal year ended December 31, 2012
Delaware 65-1051192
(State or other jurisdiction of incorporation or organization) (IRS Employer Identification No.)
(212) 461-5200
Registrant’s telephone number including area code:
Indicate by check mark if the registrant is a well-known seasoned filer”, “accelerated filer” and “smaller reporting company”
issuer, as defined in Rule 405 of the Securities Act. Yes |X| No | | in Rule 12b-2 of the Exchange Act. (check one)
Indicate by check mark if the registrant is not required to file Large accelerated filer |X| Accelerated filer | |
reports pursuant to Section 13 or Section 15(d) of the Act. Non-accelerated filer | | Smaller reporting company | |
Yes | | No |X| At February 11, 2013, there were 201,077,039 shares of CIT’s
Indicate by check mark whether the registrant (1) has filed all common stock, par value $0.01 per share, outstanding.
reports required to be filed by Section 13 or 15(d) of the Securi- Indicate by check mark whether the registrant is a shell company
ties Exchange Act of 1934 during the preceding 12 months (or for (as defined in Rule 12b-2 of the Exchange Act). Yes | | No |X|
such shorter period that the registrant was required to file such The aggregate market value of voting common stock held by
reports), and (2) has been subject to such filing requirements for non-affiliates of the registrant, based on the New York Stock
the past 90 days. Yes |X| No | | Exchange Composite Transaction closing price of Common Stock
Indicate by check mark whether the registrant has submitted ($35.64 per share, 200,456,564 shares of common stock outstand-
electronically and posted on its Corporate Web site, if any, every ing), which occurred on June 30, 2012, was $7,144,271,941. For
interactive Data File required to be submitted and posted pursu- purposes of this computation, all officers and directors of the reg-
ant to Rule 405 of Regulation S-T (232.405 of this chapter) during istrant are deemed to be affiliates. Such determination shall not
the preceding 12 months (or for such shorter period that the reg- be deemed an admission that such officers and directors are, in
istrant was required to submit and post such files). Yes |X| No | | fact, affiliates of the registrant.
Indicate by check mark if disclosure of delinquent filers pursuant Indicate by check mark whether the registrant has filed all documents
to Item 405 of Regulation S-K (229.405 of this Chapter) is not and reports required to be filed by Section 12, 13 or 15(d) of the
contained herein, and will not be contained, to the best of regis- Securities Exchange Act of 1934 subsequent to the distribution of
trant’s knowledge, in definitive proxy or information statements securities under a plan confirmed by a court.
incorporated by reference in Part III of this Form 10-K or any Yes |X| No | |
amendment to this Form 10-K. | | DOCUMENTS INCORPORATED BY REFERENCE
Indicate by check mark whether the registrant is a large acceler- Portions of the registrant’s definitive proxy statement relating to
ated filer, an accelerated filer, a non-accelerated filer, or a smaller the 2013 Annual Meeting of Stockholders are incorporated by
reporting company. See the definitions of “large accelerated reference into Part III hereof to the extent described herein.
CIT ANNUAL REPORT 2012 1
CONTENTS
Part One
Item 1. Business Overview . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 2
Item 2. Properties . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 26
Part Two
Item 5. Market for Registrant’s Common Equity and Related Stockholder Matters and Issuer Purchases of Equity Securities . . . . 28
Item 7. Management’s Discussion and Analysis of Financial Condition and Results of Operations . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 34
Item 9. Changes in and Disagreements with Accountants on Accounting and Financial Disclosure . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 167
Part Three
Item 10. Directors, Executive Officers and Corporate Governance . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 168
Item 12. Security Ownership of Certain Beneficial Owners and Management and Related Stockholder Matters . . . . . . . . . . . . . . . . . . 168
Item 13. Certain Relationships and Related Transactions, and Director Independence . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 168
Part Four
Item 15. Exhibits and Financial Statement Schedules . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 169
Signatures . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 174
Table of Contents
2 CIT ANNUAL REPORT 2012
PART ONE
We source business through marketing efforts directly to borrow- We set underwriting standards for each business unit and employ
ers, lessees, manufacturers, vendors and distributors, and portfolio risk management models to achieve desired portfolio
through referral sources and other intermediaries. We also buy demographics. Our collection and servicing operations are orga-
participations in syndications of finance receivables and lines of nized by business and geography in order to provide efficient
credit and periodically purchase finance receivables on a whole- client interfaces and uniform customer experiences.
loan basis.
Our primary bank subsidiary is CIT Bank, a state chartered bank
We generate revenue by earning interest on loans we hold on our located in Salt Lake City, Utah. CIT Bank is subject to regulation
balance sheet, collecting rentals on equipment we lease, and and examination by the Federal Deposit Insurance Corporation
earning fee and other income for financial services we provide. (“FDIC”) and the Utah Department of Financial Institutions
We syndicate and sell certain finance receivables and equipment (“UDFI”). Though non-bank subsidiaries, both in the U.S. and
to leverage our origination capabilities, reduce concentrations, abroad, currently own the majority of the Company’s assets as
manage our balance sheet and maintain liquidity. of December 31, 2012, the vast majority of new U.S. business
volume and asset growth is being originated in CIT Bank.
CIT ANNUAL REPORT 2012 3
BUSINESS SEGMENTS
CIT meets customer financing requirements through five reportable business segments.
Transportation Finance Large ticket equipment leases and other secured financing, primarily to companies
in aerospace and rail industries.
Trade Finance Factoring, receivables management products and secured financing to retail
supply chain companies.
Vendor Finance Partners with manufacturers and distributors to deliver financing and leasing
solutions to end-user customers.
Financial information about our segments is located in Item 7. Management’s Discussion and Analysis of Financial Condition and Results
of Operations and Item 8. Financial Statements and Supplementary Data (Note 23 - Business Segment Information).
related to competitive pressures from other banks, boutique fac- Vendor Finance is also subject to business risk related to new
tors, and credit insurers. These pressures create risk of reduced business volume and pricing of new business. New business vol-
pricing and volume for CIT. In addition, client de-factoring can ume is impacted by economic conditions that affect business
occur if retail credit conditions are benign for a long period and growth and expenditures, ultimately affecting global demand for
clients no longer demand factoring services for credit protection. essential-use equipment in CIT’s areas of expertise. Additionally,
volume is influenced by CIT’s ability to maintain and develop rela-
VENDOR FINANCE tionships with its vendor partners. With regard to pricing, CIT’s
Vendor Finance business is subject to potential threats from com-
Vendor Finance is a market leader in developing customized
petitor activity or disintermediation by vendor partners, which
business solutions for small businesses and middle market com-
could negatively affect CIT’s margins.
panies, providing equipment financing and value-added services.
Working with manufacturers, distributors and product resellers
across multiple industries, we develop financing programs and CONSUMER
financial solutions tailored to the commercial end-user customer’s Our Consumer segment consists of a portfolio of U.S. Government-
needs that can enable increased sales by our vendor partners. guaranteed student loans that is currently in run-off. We ceased
We provide customer-centric programs ranging from structured offering private student loans in 2007 and government-guaranteed
to referral programs. A key part of these partnership programs is student loans in 2008. CIT’s risk relates mainly to the ability of the
integrating with the go-to-market strategy of our vendor partners borrower to repay its loan and is primarily limited to the portion, gen-
and leveraging the vendor partners’ sales process, thereby maxi- erally 2%–3%, that is not guaranteed by the U.S. Government. CIT
mizing efficiency and effectiveness. also has a risk that it will be denied payment under the guarantee if
it is determined that CIT committed a violation of applicable law or
These alliances allow our partners to focus on core competen- regulation in connection with its origination or servicing of the loan.
cies, reduce capital needs and drive incremental sales volume. CIT does not consider this risk material.
We offer our partners (1) financing to end-user customers for pur-
chase or lease of products, (2) enhanced sales tools such as asset See “Concentrations” section of Item 7. Management’s
management services, loan processing and real-time credit adju- Discussion and Analysis of Financial Condition and Results
dication, and (3) tailored customer service. of Operations for further discussion of our student lending
portfolios.
Vendor Finance end-user customers are diverse, ranging from
sole proprietors to multi-national corporations, but we are largely CORPORATE AND OTHER
focused on small and middle market customers across a diversi-
fied set of industries. Certain activities are not attributed to operating segments and
are included in Corporate and Other. The most significant items
Vendor Finance finances three primary types of equipment, infor- for 2012 and 2011 are the net loss on debt extinguishments and
mation technology, telecom, and office equipment, but in some costs associated with cash liquidity in excess of the amount
geographies, Vendor Finance also finances other types of equip- required by the business units that management determines is
ment, such as healthcare, transportation, industrial equipment, prudent for the overall Company. In 2011 and 2010, Corporate
printing and construction. and Other also included prepayment penalties associated with
Vendor Finance (U.S. and internationally) offers in-country origi- debt repayments (there were no such penalties in 2012). In each
nation and regional servicing centers in many major markets of 2012, 2011 and 2010, Corporate and Other includes mark-to-
around the world, industry and geographic expertise, and dedi- market adjustments on non-qualifying derivatives and
cated sales and credit teams. Our products include standard and restructuring charges for severance and facilities exit activities.
customized financial solutions that meet vendor partner and end- In 2011, we refined our capital and interest allocation methodologies
user customer requirements, including asset-backed loans, for our segments. Management considered these to be changes
capital leases and usage-based programs to the customers. in estimations to better refine segment profitability for users of
Key risks faced by Vendor Finance are credit risk, asset risk and the financial information. The Company did not conform prior
business risk. The primary risk in Vendor Finance is credit risk, periods, but has included certain 2010 data in Item 7. Management’s
which arises through exposures to commercial customers in Discussion and Analysis of Financial Condition and Results of
equipment leasing and financing transactions and their ability Operations and Item 8. Financial Statements and Supplementary
to repay their loans. Data (Note 23 – Business Segment Information) to assist in the
Another risk to which Vendor Finance is exposed is asset risk, year over year comparability.
namely that at the end of the lease term, the value of the asset
will be lower than expected, resulting in reduced future lease
income over the remaining life of the asset or a lower sale value.
CIT ANNUAL REPORT 2012 7
CIT BANK
Founded in 2000, CIT Bank (Member FDIC) is a wholly-owned Transportation Finance and Vendor Finance. In 2012, nearly all of
subsidiary of CIT Group Inc. It is regulated by the FDIC and the CIT’s U.S. new business originations were in CIT Bank.
UDFI. CIT Bank raises deposits from retail and institutional inves-
CIT Bank made significant progress in 2012, raising more than
tors primarily through its online bank (www.BankOnCIT.com) and
$4.5 billion in online deposits; expanding its business activities to
through broker channels in order to fund its lending activities. Its
include equipment financing, commercial real estate lending and
existing suite of deposit products include Certificates of Deposit
railcar leasing; and closing a committed funding facility to sup-
(Achiever, Jumbo, and Term) and Savings Accounts.
port financing to U.S. middle market businesses.
CIT Bank’s assets are primarily commercial loans and leases of
At year-end, CIT Bank remained well capitalized, maintaining Tier
CIT’s four commercial segments. The commercial loans and
1 and Total Capital ratios well above required levels.
leases originated in CIT Bank are reported in the respective com-
mercial segment, i.e. Corporate Finance, Trade Finance,
EMPLOYEES
COMPETITION
Our markets are competitive, based on factors that vary by prod- There has been substantial consolidation and convergence
uct, customer, and geographic region. Our competitors include among companies in the financial services industry. The trend
global and domestic commercial and investment banks, regional toward consolidation and convergence significantly increased the
and community banks, captive finance companies, and leasing geographic reach of some of our competitors and hastened the
companies. In most of our business segments, we have a few globalization of financial services markets. To take advantage of
large competitors with significant penetration and many smaller some of our most significant international challenges and oppor-
niche competitors. tunities, we must continue to compete successfully with financial
institutions that are larger, have better access to low cost funding,
Many of our competitors are large companies with substantial
and may have a stronger local presence and longer operating his-
financial, technological, and marketing resources. Our customer
tory outside the U.S.
value proposition is primarily based on financing terms, structure,
client service and price. From time to time, due to highly com- As a result, we tend not to compete on price, but rather on indus-
petitive markets, we may (i) lose market share if we are unwilling try experience, asset and equipment knowledge, and customer
to match product structure, pricing, or terms of our competitors service. The regulatory environment in which we and/or our cus-
that do not meet our credit standards or return requirements or tomers operate also affects our competitive position.
(ii) receive lower returns or incur higher credit losses if we match
our competitors’ product structure, pricing, or terms.
2009 RESTRUCTURING
On November 1, 2009, the parent company (CIT Group Inc.) and The information contained in this annual report about CIT
one non-operating subsidiary, CIT Group Funding Company of for the years ended December 31, 2012, 2011 and 2010, reflect
Delaware LLC (“Delaware Funding”), filed prepackaged voluntary the impact of fresh start accounting adjustments, and is not nec-
petitions for relief under Chapter 11 of the U.S. Bankruptcy Code. essarily comparable with information provided for prior periods.
CIT emerged from bankruptcy on December 10, 2009. None of Further discussions of these events were disclosed in our Form
the documents filed with the bankruptcy court are incorporated 10-K for the year ended December 31, 2011, Item 8. Financial
by reference into this Form 10-K and such documents should not Statements and Supplementary Data (Notes 1 and 26).
be considered or relied on in making any investment decisions
involving our common stock or other securities.
REGULATION
We are extensively regulated by federal and state banking laws, Protection Act (the Dodd-Frank Act), which was enacted in July
regulations and policies. Such laws and regulations are intended 2010, made extensive changes to the regulatory structure and
primarily for the protection of depositors, customers and the fed- environment affecting banks, BHCs, non-bank financial compa-
eral deposit insurance fund (DIF), as well as to minimize risk to nies, broker dealers, and investment advisory and management
the banking system as a whole, and not for the protection of our firms. The Dodd-Frank Act requires extensive rulemaking by vari-
shareholders or non-depository creditors. Bank regulatory agen- ous regulatory agencies, which is ongoing. Any changes resulting
cies have broad examination and enforcement power over bank from the Dodd-Frank Act rulemaking process, as well as any
holding companies (BHCs) and their subsidiaries, including the other changes in the laws or regulations applicable to us more
power to impose substantial fines, limit dividends, restrict opera- generally, may negatively impact the profitability of our business
tions and acquisitions and require divestitures. BHCs and banks, activities, require us to change certain of our business practices,
as well as subsidiaries of both, are prohibited by law from engag- materially affect our business model or affect retention of key
ing in practices that the relevant regulatory authority deems personnel, require us to raise additional regulatory capital,
unsafe or unsound. CIT is a BHC subject to regulation and exami- increase the amount of liquid assets that we hold, otherwise
nation by the Board of Governors of the Federal Reserve System affect our funding profile or expose us to additional costs
(FRB) and the FRBNY under the BHC Act. As a BHC, CIT is sub- (including increased compliance costs). Any such changes may
ject to certain limitations on our activities, transactions with also require us to invest significant management attention and
affiliates, and payment of dividends and certain standards for resources to make any necessary changes and may adversely
capital and liquidity, safety and soundness, and incentive com- affect our ability to conduct our business as previously conducted
pensation, among other matters. Under the system of “functional or our results of operations or financial condition.
regulation” established under the BHC Act, the FRB supervises
Written Agreement
CIT, including all of its non-bank subsidiaries, as an “umbrella
regulator” of the consolidated organization. CIT Bank is char- On August 12, 2009, CIT entered into a Written Agreement with
tered as a state bank by the UDFI and is not a member bank of the FRBNY. The Written Agreement requires regular reporting to
the Federal Reserve System. CIT’s principal regulator is the FRB the FRBNY, the submission of plans related to corporate gover-
and CIT Bank’s principal regulators are the FDIC and the UDFI. nance, credit risk management, capital, liquidity and funds
management, the Company’s business and the review and revi-
Certain of our subsidiaries are subject to regulation by other sion, as appropriate, of the Company’s consolidated allowances
governmental agencies. Student Loan Xpress, Inc., a Delaware for loan and lease losses methodology. CIT must obtain prior
corporation, conducts its business through various third party written approval by the FRBNY for payment of dividends and dis-
banks authorized by the Department of Education, including tributions; incurrence of debt, other than in the ordinary course of
Fifth Third Bank, Manufacturers and Traders Trust Company, and business; and the purchase or redemption of stock. The Written
The Bank of New York Mellon, as eligible lender trustees. CIT Agreement also requires CIT to notify the FRBNY prior to the
Small Business Lending Corporation, a Delaware corporation, is appointment of new directors or senior executive officers; and
licensed by and subject to regulation and examination by the places restrictions on indemnification and severance payments.
U.S. Small Business Administration (SBA). The portfolio of gov-
ernment guaranteed small business loans in CIT Bank are also Pursuant to the requirements of the Written Agreement, CIT has
subject to regulation and examination by the SBA. CIT Capital increased its staffing of critical senior control functions, including
Securities L.L.C., a Delaware limited liability company, is a broker- corporate risk management, regulatory reporting, compliance,
dealer licensed by the Financial Industry Regulatory Authority and internal audit. CIT also refined and improved its credit evalu-
(FINRA), and is subject to regulation by FINRA and the Securities ation processes and procedures, the calculation of its allowance
and Exchange Commission (SEC). for loan and lease losses, and its credit reporting to senior
management and the Board of Directors (the Board), including
Our insurance operations are primarily conducted through The providing additional training to credit officers. Under its capital
Equipment Insurance Company, a Vermont corporation; CIT Insur- and liquidity plans, CIT has retained significant cash balances to
ance Company Limited, a Missouri corporation; CIT Insurance manage short term funding risk, modified its debt structure to
Agency, Inc., a Delaware corporation; and Equipment Protection develop more diverse market access, and enhanced its capital
Services (Europe) Limited, an Irish company. Each company is allocation model and stress tests to better monitor its capital
licensed to enter into insurance contracts and is subject to regu- requirements. The primary impact of the Written Agreement on
lation and examination by insurance regulators. We have various CIT’s financial results has been to increase expense levels as a
other banking corporations in Brazil, France, Italy, and Sweden, result of additional hiring in control functions and additional
each of which is subject to regulation and examination by bank- expenditures on consultants and systems and technology, most
ing and securities regulators. CIT Bank Limited, an English of which would have been incurred in any event.
corporation, is licensed as a bank and broker-dealer and is sub-
Pursuant to the Written Agreement, the Board appointed a
ject to regulation and examination by the Financial Services
Special Compliance Committee of the Board to monitor and
Authority of the United Kingdom.
coordinate compliance with the Written Agreement. We provide
The regulation and oversight of the financial services industry periodic reports to the FRBNY on our progress in fulfilling the
have undergone significant revision in the past several years. requirements of the Written Agreement. Management believes it
In particular, the Dodd-Frank Wall Street Reform and Consumer
CIT ANNUAL REPORT 2012 9
has satisfied the requirements of the Written Agreement and adjustments. In addition, Tier 2 capital includes perpetual pre-
continues to communicate closely with the FRBNY. ferred stock not qualifying as Tier 1 capital, qualifying mandatory
convertible debt securities, and qualifying subordinated debt,
Banking Supervision and Regulation
none of which CIT currently has outstanding. The sum of Tier 1
Bank Holding Company Activities and Tier 2 capital represents our qualifying “total capital”. Our
Tier 1 capital must represent at least half of our qualifying “total
In general the BHC Act limits the business of BHCs that have not
capital”. Under the capital guidelines of the FRB, assets and cer-
elected to be treated as financial holding companies under the
tain off-balance sheet commitments and obligations, which are
BHC Act to banking, managing or controlling banks, performing
assigned asset equivalent weightings, are divided into risk cat-
servicing activities for subsidiaries, and engaging in activities that
egories, each of which is assigned a risk weighting ranging from
the FRB has determined, by order or regulation, are so closely
0% (e.g., for U.S. Treasury Bonds) to 100%.
related to banking as to be a proper incident thereto. CIT is a
BHC that has not elected to be treated as a financial holding CIT, like other BHCs, currently is required to maintain Tier 1
company under the BHC Act. capital and “total capital” equal to at least 4.0% and 8.0%,
respectively, of its total risk-weighted assets (including various
The Dodd-Frank Act places additional limits on the activities
off-balance sheet items, such as letters of credit). CIT Bank, like
of banks and their affiliates by prohibiting them from engaging
other depository institutions, is required to maintain equivalent
in proprietary trading and investing in and sponsoring certain
capital levels under capital adequacy guidelines. In addition, for
unregistered investment companies (defined as hedge funds
a depository institution to be considered “well capitalized” under
and private equity funds) and requires the federal financial regu-
the regulatory framework for prompt corrective action discussed
latory agencies to adopt rules implementing these prohibitions.
under “Prompt Corrective Action” below, its Tier 1 capital and
This statutory provision is commonly called the “Volcker Rule”.
“total capital” ratios must be at least 6.0% and 10.0% on a risk-
It became effective in July 2012, and banking entities subject to
adjusted basis, respectively.
the Volcker Rule have two years, until July 2014, to bring their
activities and investments into compliance with the rule’s require- CIT has committed to the FRB to maintain a total capital ratio of
ments. In October 2011, federal regulators proposed rules to 13.0%. CIT’s Tier 1 capital and total capital ratios at December 31,
implement the Volcker Rule that included an extensive request 2012 were 16.3% and 17.0%, respectively. CIT Bank’s Tier 1 capital
for comments on the proposal. Although the comment period and total capital ratios at December 31, 2012 were 21.5% and
has closed, a final rule has not been adopted. The proposed rules 22.7%, respectively. The calculation of regulatory capital ratios by
are highly complex, and many aspects of their application remain CIT is subject to review and consultation with the FRB, or the
uncertain. Based on the proposed rules, CIT does not currently FDIC in the case of CIT Bank, which may result in refinements to
anticipate that the Volcker Rule will have a material effect on the estimated amounts.
operations of CIT and its subsidiaries. CIT would incur costs if it
Leverage Requirements. BHCs and depository institutions are
is required to adopt additional policies and systems to ensure
also required to comply with minimum Tier 1 Leverage ratio
compliance with the Volcker Rule. Until a final rule is adopted,
requirements. The Tier 1 Leverage ratio is the ratio of a banking
the precise financial impact of the rule on CIT, its customers
organization’s Tier 1 capital to its total adjusted quarterly average
or the financial industry more generally cannot be determined.
assets (as defined for regulatory purposes). BHCs and FDIC-
Capital Requirements supervised banks that either have the highest supervisory rating
or have implemented the appropriate federal regulatory authori-
As a BHC, CIT is subject to consolidated regulatory capital
ty’s risk-adjusted measure for market risk are required to maintain
requirements administered by the FRB. CIT Bank is subject to
a minimum Tier 1 Leverage ratio of 3.0%. All other BHCs and
similar capital requirements administered by the FDIC. The cur-
FDIC-supervised banks are required to maintain a minimum Tier 1
rent risk-based capital guidelines applicable to CIT are based
Leverage ratio of 4.0%, unless a different minimum is specified by
upon the 1988 capital accord (Basel I) of the Basel Committee
an appropriate regulatory authority. In addition, for a depository
on Banking Supervision (the Basel Committee).
institution to be considered “well capitalized” under the regula-
General Risk-Based Capital Requirements. CIT computes and tory framework for prompt corrective action discussed under
reports its risk-based capital ratios in accordance with the general “Prompt Corrective Action” below, its Tier 1 Leverage ratio must
risk based capital rules set by the U.S. banking agencies and be at least 5.0%.
based upon Basel I. As applicable to CIT, Tier 1 capital generally
At December 31, 2012, CIT’s Tier 1 leverage ratio was 18.3% and
includes common shareholders’ equity, retained earnings, and
CIT Bank’s Tier 1 leverage ratio was 20.2%.
minority interests in equity accounts of consolidated subsidiaries,
less the effect of certain items in accumulated other comprehen- Basel III and the New Standardized Risk-based Approach. In
sive income, goodwill and intangible assets, one-half of the June 2012, the U.S. banking agencies issued three joint notices
investment in unconsolidated subsidiaries and other adjustments. of proposed rulemaking (NPRs) that would substantially revise
Under currently applicable guidelines, Tier 1 capital can also the risk-based capital requirements applicable to bank holding
include qualifying non-cumulative perpetual preferred stock and companies and depository institutions, such as CIT and CIT Bank,
a limited amount of trust preferred securities and qualifying compared to the current U.S. risk-based capital rules based on
cumulative perpetual preferred stock, none of which CIT currently Basel I. The NPRs would implement the additional guidelines for
has outstanding. Tier 2 capital consists of the allowance for credit strengthening international capital and liquidity regulation (Basel
losses up to 1.25 percent of risk-weighted assets less one-half III) for U.S. banking organizations largely as proposed by the
of the investment in unconsolidated subsidiaries and other Basel Committee. The first NPR, the Basel III NPR, restricts the
definition of regulatory capital, introduces a new common Basel III revisions governing capital requirements are subject
equity Tier 1 capital requirement, and proposes higher minimum to a phased-in transition period, with full implementation on
regulatory capital requirements, including a requirement that January 1, 2019. If Basel III is fully implemented in the current
institutions maintain a capital conservation buffer above the form, CIT will be required to maintain risk-based capital ratios
heightened minimum regulatory capital requirements to absorb at January 1, 2019 as follows:
losses during periods of economic stress. The Basel III NPR also
limits the ability of institutions to pay dividends and other capital
distributions and certain discretionary bonuses if regulatory
capital levels decline into the capital conservation buffer.
The Basel III NPR would also revise the prompt corrective action There can be no guarantee that the Basel III and the Standard-
framework discussed under “Prompt Corrective Action” below by ized Approach NPRs will be adopted in their current form, what
(i) introducing a common equity Tier 1 capital ratio requirement changes may be made before adoption, or when ultimate adop-
at each level (other than critically undercapitalized), with the tion will occur. Our compliance with requirements imposed as
required common equity Tier 1 capital ratio being 6.5% for well- part of our stress tests, as discussed under “Stress Test and
capitalized status; (ii) increasing the minimum Tier 1 capital ratio Capital Plan Requirements” below, may effectively require our
requirement for each category, with the minimum Tier 1 capital compliance with the standards of Basel III and the NPRs, or with
ratio for well-capitalized status being 8.0% (as compared to the some higher capital standard, sooner than would otherwise
current 6.0%); and (iii) eliminating the current provision that cer- be required.
tain highly-rated depository institutions may have a 3.0%
Stress Test and Capital Plan Requirements
leverage ratio and still be well capitalized.
In October 2012, the FRB issued final regulations detailing stress
The second NPR, the Standardized Approach NPR, proposes
test requirements for BHCs, savings and loan companies and
changes to the current generalized risk-based capital require-
state member banks with total consolidated assets greater than
ments for determining risk-weighted assets that expands the
$10 billion.
risk-weighting categories from the current four Basel I-derived
categories (0%, 20%, 50%, and 100%) to a much larger number With assets at December 31, 2012 of $44.0 billion, beginning this
of categories, depending on the nature of the assets, generally year CIT will be required to conduct annual stress tests using sce-
ranging from 0% for U.S. government and agency securities to narios provided by the FRB, with final submission in March 2014.
600% for certain equity exposures, and resulting in higher risk A stress test is defined as processes to assess the potential
weights for a variety of asset categories. impact of scenarios on the consolidated earnings, losses, and
capital of a company over a planning horizon, taking into account
CIT expects to be subject to the Basel III and Standardized
the company’s current condition, risks, exposures, strategies, and
Approach NPRs. CIT does not meet the thresholds to be consid-
activities. Beginning in 2013, CIT will conduct annual stress tests
ered an advanced approach bank, however, and would not be
in the fall for a 9 quarter planning horizon and using the FRB
subject to the Basel III NPR’s supplementary leverage ratio or
scenarios issued prior to November 15th of each year. CIT must
countercyclical capital buffer implemented during times of exces-
submit its annual stress test results to the FRB by March 31st
sive credit growth. The Basel III NPR was initially to become
of each year. Beginning with the 2014 stress test, CIT will be
effective on January 1, 2013, and the Standardized Approach NPR
required to publicly disclose its stress test results in a forum
was to become effective January 1, 2015. In November 2012, the
easily accessible to the public, such as CIT’s website.
U.S. bank regulatory agencies announced that they were indefi-
nitely suspending the effective date of the NPRs. Similarly, the FDIC published regulations requiring annual stress
tests for FDIC-insured state nonmember banks and FDIC-insured
Management believes that, as of December 31, 2012, CIT and CIT
state-chartered savings organizations with total consolidated
Bank would meet all capital adequacy requirements under the
assets of more than $10 billion1. CIT Bank is an FDIC-insured
Basel III and Standardized Approach NPRs on a fully phased-in
state nonmember bank with total assets of $12.2 billion as of
basis if such requirements were then effective. As required by the
December 31, 2012. CIT Bank exceeded $10 billion in assets at
Dodd-Frank Act, in June 2011, the FRB and the FDIC adopted
June 30, 2012 and will be required to conduct its first annual
regulations imposing a continuing “floor” of the Basel I-based
stress test using scenarios provided by the FDIC in the fall of
capital requirements in cases where any changes in capital
2013. Annual stress test results must be submitted before March
regulations resulting from Basel III otherwise would permit
31st to the FDIC and the FRB and publicly disclosed, starting with
lower requirements.
(1) Total consolidated assets are determined as the average reported total assets in the Call Report over the most recent four quarters.
CIT ANNUAL REPORT 2012 11
the 2014 stress test, between June 15th and June 30th of the fol- January 1, 2019. It also contemplates that the NSFR will be sub-
lowing year. ject to an observation period through mid-2016 and, subject
to any revisions resulting from the analyses conducted and data
Should our total consolidated assets equal or exceed $50 billion2,
collected during the observation period, implemented as a mini-
CIT would be required to submit a capital plan annually to the
mum standard by January 1, 2018. The federal banking agencies
FRB under the Capital Plan rules finalized in November 2011 as
have not proposed rules implementing the final liquidity frame-
well as updated instructions and guidance published annually.
work of Basel III and have not determined to what extent they
While CIT is not currently subject to the Capital Plan rule, the FRB
will apply to U.S. banks that are not large, internationally
has the authority to require any bank holding company to submit
active banks.
annual capital plans based on the institution’s size, level of com-
plexity, risk profile, scope of operations, or financial condition. Prompt Corrective Action
Furthermore, CIT would also be subject to stress test require- The Federal Deposit Insurance Corporation Improvement Act of
ments for covered companies (subpart G of the FRB’s Regulation 1991 (“FDICIA”), among other things, establishes five capital cat-
YY). Annually, CIT would be required to complete and submit a egories for FDIC-insured banks: well capitalized, adequately
Supervisory stress test with the FRB’s economic scenarios, as part capitalized, undercapitalized, significantly undercapitalized and
of its capital plan, by January 5th. Summary stress test results for critically undercapitalized. A depository institution is deemed to
the “severely adverse” scenario would be publicly disclosed be “well capitalized,” the highest category, if it has a total capital
between March 15th and March 31st. Furthermore, CIT would ratio of 10% or greater, a Tier 1 capital ratio of 6% or greater and
also be required to run annual Company-run mid-cycle stress a Tier 1 leverage ratio of 5% or greater and is not subject to any
tests with company-developed economic scenarios for submis- order or written directive by any such regulatory authority to
sion to the FRB by July 5th. Public disclosure of the summary meet and maintain a specific capital level for any capital measure.
stress test results for the bank holding company’s “severely CIT Bank’s capital ratios were all in excess of minimum guidelines
adverse” scenario would be made between September 15th for well capitalized at December 31, 2012 and 2011. Neither CIT
and September 30th. nor CIT Bank is subject to any order or written agreement regard-
ing any capital requirements, but CIT has committed to its
In January 2013, CIT submitted a capital plan to the FRBNY con-
principal regulator to maintain a Total Capital ratio above the
structed in the spirit of a Capital Plan Review (“CapPR”) on a
minimum requirement, as described above under “Capital
voluntary basis, which included a request for a modest return of
Requirements – General Risk-Based Capital Requirements”.
capital. The capital plan and request considered the results of
stress tests which were established in line with the supervisory FDICIA requires the applicable federal regulatory authorities to
guidance for stress testing and the FRB’s supervisory economic implement systems for “prompt corrective action” for insured
scenarios for the 2013 capital plan assessments. depository institutions that do not meet minimum requirements.
FDICIA imposes progressively more restrictive constraints on
Liquidity Requirements
operations, management and capital distributions as the capital
Historically, regulation and monitoring of bank and BHC liquidity category of an institution declines. Undercapitalized, significantly
has been addressed as a supervisory matter, without required for- undercapitalized and critically undercapitalized depository insti-
mulaic measures. The Basel III final framework requires banks and tutions are required to submit a capital restoration plan to their
BHCs to measure their liquidity against specific liquidity tests primary federal regulator. Although prompt corrective action
that, although similar in some respects to liquidity measures his- regulations apply only to depository institutions and not to BHCs,
torically applied by banks and regulators for management and the holding company must guarantee any such capital restoration
supervisory purposes, going forward will be required by regula- plan in certain circumstances. The liability of the parent holding
tion. One test, referred to as the liquidity coverage ratio (“LCR”), company under any such guarantee is limited to the lesser of five
is designed to ensure that the banking entity maintains an percent of the bank’s assets at the time it became “undercapital-
adequate level of unencumbered high-quality liquid assets equal ized” or the amount needed to comply. The parent holding
to the entity’s expected net cash outflow for a 30-day time hori- company might also be liable for civil money damages for failure
zon (or, if greater, 25% of its expected total cash outflow) under to fulfill that guarantee. In the event of the bankruptcy of the par-
an acute liquidity stress scenario. The other, referred to as the net ent holding company, such guarantee would take priority over
stable funding ratio (“NSFR”), is designed to promote more the parent’s general unsecured creditors.
medium-and long-term funding of the assets and activities of
Regulators take into consideration both risk-based capital ratios
banking entities over a one-year time horizon. These require-
and other factors that can affect a bank’s financial condition,
ments may create an incentive for banking entities to increase
including (a) concentrations of credit risk, (b) interest rate risk,
their holdings of U.S. Treasury securities and other sovereign
and (c) risks from non-traditional activities, along with an institu-
debt as a component of assets and increase the use of long-term
tion’s ability to manage those risks, when determining capital
debt as a funding source. The Basel III liquidity framework con-
adequacy. This evaluation is made during the institution’s safety
templates that the LCR will be subject to an observation period
and soundness examination. An institution may be downgraded
continuing through mid-2013 and, subject to any revisions result-
to, or deemed to be in, a capital category that is lower than is
ing from the analyses conducted and data collected during the
indicated by its capital ratios if it is determined to be in an unsafe
observation period, begin a phased implementation process
starting on January 1, 2015 that is expected to complete by
(2)
Total consolidated assets are determined as the average reported total assets in the FR Y-9C over the most recent four quarters.
or unsound condition or if it receives an unsatisfactory examina- on intercompany loans to its subsidiaries and dividends from its
tion rating with respect to certain matters. subsidiaries.
Heightened Prudential Requirements for Large Bank Holding Under the terms of the Written Agreement, CIT cannot declare or
Companies pay dividends on common stock without the prior written consent
of the FRBNY and the Director of the Division of Banking Supervi-
The Dodd-Frank Act imposes heightened prudential require-
sion of the FRB.
ments on, among others, BHCs with at least $50 billion in total
consolidated assets, based on the average of total consolidated The ability of CIT to pay dividends on common stock may be
assets for the last four quarters, and requires the FRB to establish affected by, among other things, various capital requirements,
prudential standards for those large BHCs that are more stringent particularly the capital and non-capital standards established for
than those applicable to other BHCs. In December 2011, the depository institutions under FDICIA, which may limit the ability
FRB issued for public comment a notice of proposed rulemaking of CIT Bank to pay dividends to CIT. The right of CIT, its stock-
establishing enhanced prudential standards responsive to these holders, and its creditors to participate in any distribution of the
provisions for risk-based capital requirements and leverage limits, assets or earnings of its subsidiaries is further subject to prior
liquidity requirements, risk-management requirements, stress claims of creditors of CIT Bank and CIT’s other subsidiaries.
testing, concentration limits, and a debt-to-equity limit for cer-
Utah state law imposes limitations on the payment of dividends
tain companies that the Financial Stability Oversight Council
by CIT Bank. A Utah state bank may declare a dividend out of the
(“FSOC”) has determined pose a grave threat to financial stabil-
net profits of the bank after providing for all expenses, losses,
ity. To date, only the regulations with regard to stress tests as
interest, and taxes accrued or due from the bank. Furthermore,
discussed in “Stress Test and Capital Plan Requirements” above
before declaring any dividend, a Utah bank must provide for not
have been finalized. The FRB has discretionary authority to estab-
less than 10% of the net profits of the bank for the period cov-
lish additional prudential standards, on its own or at the FSOC’s
ered by the dividend to be carried to a surplus fund until the
recommendation, regarding contingent capital, enhanced
surplus is equal to the bank’s capital. Utah law may also impose
public disclosures, short-term debt limits, and otherwise as it
additional restrictions on the payment of dividends if CIT Bank
deems appropriate.
sustains losses in excess of its reserves for loan losses and
Most of the proposed rules will not apply to CIT for so long as its undivided profits.
total consolidated assets remain below $50 billion. However, if
It is the policy of the FRB that a BHC generally only pay divi-
CIT’s total consolidated assets are $50 billion or more, these rules
dends on common stock out of net income available to common
will apply. Two aspects of the proposed rules – requirements for
shareholders over the past year; only if the prospective rate of
annual stress testing of capital under one base and two stress
earnings retention appears consistent with capital needs, asset
scenarios and certain corporate governance provisions requiring,
quality, and overall financial condition; and only if the BHC is
among other things, that each BHC establish a risk committee of
not in danger of failing to meet its minimum regulatory capital
its board of directors with a “risk management expert” as one of
adequacy ratios. In the current financial and economic environ-
its members – apply to BHCs with total consolidated assets of
ment, the FRB indicated that BHCs should not maintain high
$10 billion or more, including CIT.
dividend pay-out ratios unless both asset quality and capital are
Acquisitions very strong. A BHC should not maintain a dividend level that
places undue pressure on the capital of bank subsidiaries, or that
Federal and state laws impose notice and approval requirements
may undermine the BHC’s ability to serve as a source of strength.
for mergers and acquisitions involving depository institutions or
BHCs. The BHC Act requires the prior approval of the FRB for the We anticipate that our capital ratios reflected in the stress test
direct or indirect acquisition by a BHC of more than 5% of any calculations required of us and the voluntary capital plan that we
class of voting shares or all or substantially all of the assets of a submitted as described under “Stress Test and Capital Require-
bank or the merger or consolidation of any BHC with another ments”, above, will be an important factor considered by the
BHC. In reviewing bank acquisition and merger applications, the FRB in evaluating whether our proposed return of capital may be
bank regulatory authorities will consider, among other things, the an unsafe or unsound practice. Additionally, should our total con-
competitive effect of the transaction, financial and managerial solidated assets equal or exceed $50 billion, we would likely also
issues including the capital position of the combined organiza- be limited to paying dividends and repurchasing stock only in
tion, convenience and needs factors, including the applicant’s accordance with our annual capital plan submitted to the FRB
record under the Community Reinvestment Act of 1977 (“CRA”), under the Capital Plan rules. FRB guidance in the CapPR 2013
the effectiveness of the subject organizations in combating Summary Instructions and Guidance provide that capital plans
money laundering activities and the transaction’s effect on the contemplating dividend payout ratios exceeding 30% of pro-
stability of the U.S. banking and financial systems. In addition, jected after-tax net income will receive particularly close scrutiny.
other acquisitions by CIT may be subject to formal or informal
Source of Strength Doctrine and Support for Subsidiary Banks
notice and approval by the FRB or other regulatory authorities.
FRB policy and federal statute require BHCs such as CIT to serve
Dividends
as a source of strength to subsidiary banks and to commit capital
CIT is a legal entity separate and distinct from CIT Bank and CIT’s and other financial resources. This support may be required at
other subsidiaries. CIT provides a significant amount of funding times when CIT may not be able to provide such support without
to its subsidiaries, which is generally recorded as intercompany adversely affecting its ability to meet other obligations. If CIT is
loans or equity. Most of CIT’s cash flow is comprised of interest unable to provide such support, the FRB could instead require
CIT ANNUAL REPORT 2012 13
the divestiture of CIT Bank and impose operating restrictions proceeding compared to those that would exist under the resolu-
pending the divestiture. Any capital loans by a BHC to any of its tion model for insured depository institutions.
subsidiary banks are subordinate in right of payment to deposi-
An Orderly Liquidation Fund will fund OLA liquidation proceed-
tors and to certain other indebtedness of the subsidiary bank. If a
ings through borrowings from the Treasury and risk-based
BHC commits to a federal bank regulator that it will maintain the
assessments made, first, on entities that received more in the
capital of its bank subsidiary, whether in response to the FRB’s
resolution than they would have received in liquidation to the
invoking its source of strength authority or in response to other
extent of such excess, and second, if necessary, on BHCs with
regulatory measures, that commitment will be assumed by the
total consolidated assets of $50 billion or more; any non-bank
bankruptcy trustee and the bank will be entitled to priority pay-
financial company supervised by the FRB; and certain other
ment in respect of that commitment.
financial companies with total consolidated assets of $50 billion
Enforcement Powers of Federal Banking Agencies or more. If an orderly liquidation is triggered, CIT, if its total
consolidated assets increase to $50 billion or more, could face
The FRB and other U.S. banking agencies have broad enforce-
assessments for the Orderly Liquidation Fund. We do not yet
ment powers with respect to an insured depository institution
have an indication of the level of such assessments. Furthermore,
and its holding company, including the power to impose cease
were CIT to become subject to the OLA, the regime may also
and desist orders, substantial fines and other civil penalties, ter-
require changes to CIT’s structure, organization and funding
minate deposit insurance, and appoint a conservator or receiver.
pursuant to the guidelines described above.
Failure to comply with applicable laws or regulations could sub-
ject CIT or CIT Bank, as well as their officers and directors, to FDIC Deposit Insurance
administrative sanctions and potentially substantial civil and
Deposits of CIT Bank are insured by the FDIC Deposit Insurance
criminal penalties.
Fund (DIF) up to applicable limits and are subject to premium
Resolution Planning assessments.
As required by the Dodd-Frank Act, the FRB and FDIC have The current assessment system applies different methods to
jointly issued a final rule that requires certain organizations, small institutions with assets of less than $10 billion, which are
including BHCs with consolidated assets of $50 billion or more, to classified as small institutions, and large institutions with assets of
report periodically to regulators a resolution plan for their rapid greater than $10 billion for more than four consecutive quarters.
and orderly resolution in the event of material financial distress or CIT Bank is an FDIC-insured state nonmember bank with total
failure. Such a resolution plan must, among other things, ensure assets of $12.2 billion as of December 31, 2012. CIT Bank
that its depository institution subsidiaries are adequately pro- exceeded $10 billion in assets at June 30, 2012, and has main-
tected from risks arising from its other subsidiaries. The final rule tained total assets in excess of $10 billion for three sequential
sets specific standards for the resolution plans, including requir- quarters. If at March 31, 2013 CIT Bank has more than $10 billion
ing a detailed resolution strategy, a description of the range of in assets, it would be considered a large institution.
specific actions the company proposes to take in resolution, and
Small institutions are broken down into four risk categories
an analysis of the company’s organizational structure, material
according to their capitalization levels and supervisory evalua-
entities, interconnections and interdependencies, and manage-
tions. Small institutions that are well-capitalized and are assigned
ment information systems, among other elements. If CIT’s total
to the highest supervisory group (those determined to be finan-
consolidated assets increase to $50 billion or more, it would
cially sound institutions with only a few minor weaknesses) are
become subject to this requirement.
assigned to Risk Category I, for which initial assessment rates
Orderly Liquidation Authority are based on a combination of financial ratios and supervisory
ratings (its CAMELS ratings). Small institutions that are not well-
The Dodd-Frank Act created the Orderly Liquidation Authority
capitalized or are assigned to lower supervisory groups are
(OLA), a resolution regime for systemically important non-bank
assigned to Risk Categories II through IV, each of which has an
financial companies, including BHCs and their non-bank affiliates,
associated initial assessment rate. The initial base assessment
under which the FDIC may be appointed receiver to liquidate
rates for Risk Category I range from 5-9 basis points on an
such a company upon a determination by the Secretary of the
annualized basis (basis points representing cents per $100 of
U.S. Department of the Treasury (Treasury), after consultation with
assessable assets). The initial base assessment rates for Risk Cat-
the President, with support by a supermajority recommendation
egories II through IV are set at 14, 23 and 35 basis points on an
from the FRB and, depending on the type of entity, the approval
annualized basis, respectively. After the effect of potential base
of the director of the Federal Insurance Office, a supermajority
rate adjustments described below (but not including the deposi-
vote of the SEC, or a supermajority vote of the FDIC, that the
tory institution debt adjustment), the total base assessment rate
company is in danger of default; that such default presents a sys-
can range from 2.5 to 9 basis points on an annualized basis for
temic risk to U.S. financial stability and that the company should
Risk Category I and from 9 to 24, 18 to 33 and 30 to 45 basis
be subject to the OLA process. This resolution authority is similar
points on an annualized basis for Risk Categories II through
to the FDIC resolution model for depository institutions, with cer-
IV, respectively.
tain modifications to reflect differences between depository
institutions and non-bank financial companies and to reduce dis- For larger institutions, the FDIC uses a two scorecard system,
parities between the treatment of creditors’ claims under the one for most large institutions that have had more than $10 bil-
U.S. Bankruptcy Code and in an orderly liquidation authority lion in assets as of December 31, 2006 (unless the institution
subsequently reported assets of less than $10 billion for four
consecutive quarters) or have had more than $10 billion in total specified amounts and types of collateral. These regulations
assets for at least four consecutive quarters since December 31, generally do not apply to transactions between CIT Bank and
2006 and another for (i) “highly complex” institutions that have its subsidiaries.
had over $50 billion in assets for at least four consecutive quar-
All transactions subject to Sections 23A and 23B between CIT
ters and are directly or indirectly controlled by a U.S. parent with
Bank and its affiliates are done on an arms-length basis. In addi-
over $500 billion in assets for four consecutive quarters and (ii)
tion, during 2012, approximately $280 million in loans and cash
certain processing banks and trust companies with total fiduciary
was transferred to CIT Bank and its subsidiaries from CIT as
assets of $500 billion or more for at least four consecutive quar-
equity contributions in support of capital agreements related to
ters. Each scorecard has a performance score and a loss-severity
student loans purchased from affiliates under a 23A and 23B
score that is combined to produce a total score, which is trans-
exemption granted by the FRB. Furthermore, to ensure ongoing
lated into an initial assessment rate. In calculating these scores,
compliance with Sections 23A and 23B, CIT Bank maintains suffi-
the FDIC utilizes a bank’s capital level and CAMELS ratings and
cient collateral in the form of cash deposits and pledged loans
certain financial measures designed to assess an institution’s abil-
to cover any extensions of credit to affiliates.
ity to withstand asset-related stress and funding-related stress.
The FDIC also has the ability to make discretionary adjustments The Dodd-Frank Act significantly expanded the coverage and
to the total score, up or down, by a maximum of 15 basis points, scope of the limitations on affiliate transactions within a banking
based upon significant risk factors that are not adequately cap- organization and changes the procedure for seeking exemptions
tured in the scorecard. The total score translates to an initial base from these restrictions. For example, the Dodd-Frank Act
assessment rate on a non-linear, sharply increasing scale. For expanded the definition of a “covered transaction” to include
large institutions, the initial base assessment rate ranges from derivatives transactions and securities lending transactions with a
5 to 35 basis points on an annualized basis. After the effect of non-bank affiliate under which a bank (or its subsidiary) has credit
potential base rate adjustments described below (but not includ- exposure (with the term “credit exposure” to be defined by the
ing the depository institution debt adjustment), the total base FRB under its existing rulemaking authority). Collateral require-
assessment rate could range from 2.5 to 45 basis points on an ments will apply to such transactions as well as to certain
annualized basis. repurchase and reverse repurchase agreements.
The potential adjustments to an institution’s initial base assess- Safety and Soundness Standards
ment rate include (i) potential decrease of up to 5 basis points for FDICIA requires the federal bank regulatory agencies to
certain long-term unsecured debt (unsecured debt adjustment) prescribe standards, by regulations or guidelines, relating to
and, (ii) except for well capitalized institutions with a CAMELS internal controls, information systems and internal audit systems,
rating of 1 or 2, a potential increase of up to 10 basis points for loan documentation, credit underwriting, interest rate risk expo-
brokered deposits in excess of 10% of domestic deposits (bro- sure, asset growth, asset quality, earnings, stock valuation,
kered deposit adjustment). As the DIF reserve ratio grows, the compensation, fees and benefits, and such other operational
rate schedule will be adjusted downward. Additionally, an institu- and managerial standards as the agencies deem appropriate.
tion must pay an additional premium (the depository institution Guidelines adopted by the federal bank regulatory agencies
debt adjustment) equal to 50 basis points on every dollar (above establish general standards relating to internal controls and infor-
3% of an institution’s Tier 1 capital) of long-term, unsecured debt mation systems, internal audit systems, loan documentation,
held that was issued by another insured depository institution credit underwriting, interest rate exposure, asset growth and
(excluding debt guaranteed under the Temporary Liquidity Guar- compensation, fees and benefits. In general, the guidelines
antee Program). require, among other things, appropriate systems and practices
Under the Federal Deposit Insurance Act (FDIA), the FDIC may to identify and manage the risk and exposures specified in the
terminate deposit insurance upon a finding that the institution guidelines. The guidelines prohibit excessive compensation as
has engaged in unsafe and unsound practices, is in an unsafe or an unsafe and unsound practice and describe compensation
unsound condition to continue operations, or has violated any as excessive when the amounts paid are unreasonable or dispro-
applicable law, regulation, rule, order or condition imposed by portionate to the services performed by an executive officer,
the FDIC. employee, director or principal stockholder. In addition, the
agencies adopted regulations that authorize, but do not require,
Transactions with Affiliates
an agency to order an institution that has been given notice by an
Transactions between CIT Bank and its subsidiaries, on the one agency that it is not satisfying any of such safety and soundness
hand, and CIT and its other subsidiaries and affiliates, on the standards to submit a compliance plan. If, after being so notified,
other hand, are regulated by the FRB and the FDIC pursuant to an institution fails to submit an acceptable compliance plan or
Sections 23A and 23B of the Federal Reserve Act. These regula- fails in any material respect to implement an acceptable compli-
tions limit the types and amounts of transactions (including loans ance plan, the agency must issue an order directing action to
due and credit extensions from CIT Bank or its subsidiaries to CIT correct the deficiency and may issue an order directing other
and its other subsidiaries and affiliates) as well as restrict certain actions of the types to which an undercapitalized institution is
other transactions (such as the purchase of existing loans or other subject under the “prompt corrective action” provisions of the
assets by CIT Bank or its subsidiaries from CIT and its other sub- FDIA. See “Prompt Corrective Action” above. If an institution
sidiaries and affiliates) that may otherwise take place and fails to comply with such an order, the agency may seek to
generally require those transactions to be on an arms-length enforce such order in judicial proceedings and to impose civil
basis and, in the case of extensions of credit, be secured by money penalties.
CIT ANNUAL REPORT 2012 15
Insolvency of an Insured Depository Institution or that could lead to material financial loss to the entity. In addi-
tion, these regulators must establish regulations or guidelines
If the FDIC is appointed the conservator or receiver of an insured
requiring enhanced disclosure to regulators of incentive-based
depository institution, upon its insolvency or in certain other
compensation arrangements. The agencies proposed such regu-
events, the FDIC has the power:
lations in April 2011, but these regulations have not yet been
- to transfer any of the depository institution’s assets and finalized. If the regulations are adopted in the form initially pro-
liabilities to a new obligor without the approval of the posed, they will impose limitations on the manner in which CIT
depository institution’s creditors; may structure compensation for its executives.
- to enforce the terms of the depository institution’s contracts
In June 2010, the FRB and the FDIC issued comprehensive final
pursuant to their terms; or
guidance intended to ensure that the incentive compensation
- to repudiate or disaffirm any contract or lease to which the
policies of banking organizations do not undermine the safety
depository institution is a party, the performance of which
and soundness of such organizations by encouraging excessive
is determined by the FDIC to be burdensome and the
risk-taking. The guidance, which covers all employees that have
disaffirmance or repudiation of which is determined by the
the ability to materially affect the risk profile of an organization,
FDIC to promote the orderly administration of the depository
either individually or as part of a group, is based upon the key
institution.
principles that a banking organization’s incentive compensation
In addition, under federal law, the claims of holders of deposit arrangements should (i) provide incentives that do not encourage
liabilities, including the claims of the FDIC as the guarantor risk-taking beyond the organization’s ability to effectively identify
of insured depositors, and certain claims for administrative and manage risks, (ii) be compatible with effective internal con-
expenses against an insured depository institution would be trols and risk management, and (iii) be supported by strong
afforded priority over other general unsecured claims against corporate governance, including active and effective oversight
such an institution, including claims of debt holders of the institu- by the organization’s board of directors. These three principles
tion, in the liquidation or other resolution of such an institution are incorporated into the proposed joint compensation regula-
by any receiver. As a result, whether or not the FDIC ever seeks tions under the Dodd-Frank Act discussed above.
to repudiate any debt obligations of CIT Bank, the debt holders
Anti-Money Laundering (“AML”) and Economic Sanctions
would be treated differently from, and could receive, if anything,
substantially less than CIT Bank’s depositors. In the U.S., the Bank Secrecy Act, as amended by the USA
PATRIOT Act of 2001, imposes significant obligations on financial
Consumer Financial Protection Bureau Supervision
institutions, including banks, to detect and deter money launder-
The Consumer Financial Protection Bureau (“CFPB”) is authorized ing and terrorist financing, including requirements to implement
to interpret and administer federal consumer financial laws and AML programs, verify the identity of customers that maintain
to examine and enforce compliance with those laws by deposi- accounts, file currency transaction reports, and monitor and
tory institutions with assets over $10 billion for each of the prior report suspicious activity to appropriate law enforcement or regu-
four quarters. CIT Bank reached $10 billion in assets at June 30, latory authorities. Anti-money laundering laws outside the United
2012 and therefore will be subject to the direct supervision of States contain similar requirements to implement AML programs.
the CFPB beginning in the third quarter of 2013 with respect to The Company has implemented policies, procedures, and inter-
examinations and enforcement of compliance with applicable nal controls that are designed to comply with all applicable AML
federal consumer financial laws. laws and regulations. The Company has also implemented poli-
Community Reinvestment Act (“CRA”) cies, procedures, and internal controls that are designed to
comply with the regulations and economic sanctions programs
The CRA requires depository institutions to assist in meeting the administered by the U.S. Treasury’s Office of Foreign Assets
credit needs of their market areas consistent with safe and sound Control (“OFAC”), which administers and enforces economic and
banking practice. Under the CRA, each depository institution is trade sanctions against targeted foreign countries, and regimes,
required to help meet the credit needs of its market areas by, terrorists, international narcotics traffickers, those engaged in
among other things, providing credit to low-and moderate- activities related to the proliferation of weapons of mass destruc-
income individuals and communities. Depository institutions tion, and other threats to the national security, foreign policy, or
are periodically examined for compliance with the CRA and are economy of the United States, as well as sanctions based on
assigned ratings. Furthermore, banking regulators take into United Nations and other international mandates.
account CRA ratings when considering approval of a proposed
transaction. CIT Bank received a rating of “Satisfactory” on its Anti-corruption
most recent CRA examination by the FDIC. The Company is subject to the Foreign Corrupt Practices Act
(“FCPA”), which prohibits offering, promising, giving, or authoriz-
Incentive Compensation
ing others to give anything of value, either directly or indirectly,
The Dodd-Frank Act requires the federal bank regulatory agen- to a non-U.S. government official in order to influence official
cies and the SEC to establish joint regulations or guidelines action or otherwise gain an unfair business advantage, such as to
prohibiting incentive-based payment arrangements at specified obtain or retain business. The Company is also subject to appli-
regulated entities, such as CIT and CIT Bank, having at least cable anti-corruption laws in the jurisdictions in which it operates,
$1 billion in total assets that encourage inappropriate risks by such as the U.K. Bribery Act, which became effective on July 1,
providing an executive officer, employee, director or principal 2011 and which generally prohibits commercial bribery, the
shareholder with excessive compensation, fees, or benefits receipt of a bribe, and the failure to prevent bribery by an
associated person, in addition to prohibiting improper payments foreign governmental authorities. Additionally, our operations
to foreign government officials. The Company has implemented may be subject to various laws and judicial and administrative
policies, procedures, and internal controls that are designed to decisions. This oversight may serve to:
comply with such laws, rules, and regulations. - regulate credit granting activities, including establishing
Protection of Customer and Client Information licensing requirements, if any, in various jurisdictions;
Certain aspects of the Company’s business are subject to legal
- establish maximum interest rates, finance charges and other
requirements concerning the use and protection of customer charges;
information, including those adopted pursuant to the Gramm-
- regulate customers’ insurance coverages;
Leach-Bliley Act and the Fair and Accurate Credit Transactions
- require disclosures to customers;
Act of 2003 in the U.S., the E.U. Data Protection Directive, and
- govern secured transactions;
various laws in Asia and Latin America. In the U.S., the Company
- set collection, foreclosure, repossession and claims handling
is required periodically to notify its customers and clients of procedures and other trade practices;
its policy on sharing nonpublic customer or client information
- prohibit discrimination in the extension of credit and
with its affiliates or with third party non-affiliates, and, in some administration of loans; and
circumstances, allow its customers and clients to prevent disclo-
- regulate the use and reporting of information related to a
sure of certain personal information to affiliates and third party borrower’s credit experience and other data collection.
non-affiliates. In many foreign jurisdictions, the Company is also Changes to laws of states and countries in which we do busi-
restricted from sharing customer or client information with third ness could affect the operating environment in substantial and
party non-affiliates. unpredictable ways. We cannot accurately predict whether such
changes will occur or, if they occur, the ultimate effect they would
Other Regulation
have upon our financial condition or results of operations.
In addition to U.S. banking regulation, our operations are subject
to supervision and regulation by other federal, state, and various
A copy of our Annual Report on Form 10-K, Quarterly Reports on reports, as well as our Proxy Statement, are available free of
Form 10-Q, Current Reports on Form 8-K, and amendments to those charge on the Company’s Internet site at http://www.cit.com as
reports, as well as our Proxy Statement, may be read and copied at soon as reasonably practicable after such material is electroni-
the SEC’s Public Reference Room at 100 F Street, NE, Washington cally filed with the SEC. Copies of our Corporate Governance
D.C. 20549. Information on the Public Reference Room may be Guidelines, the Charters of the Audit Committee, the Compensa-
obtained by calling the SEC at 1-800-SEC-0330. In addition, the SEC tion Committee, the Nominating and Governance Committee,
maintains an Internet site at http://www.sec.gov, from which inter- and the Risk Management Committee, and our Code of Business
ested parties can electronically access the Annual Report on Form Conduct are available, free of charge, on our internet site at
10-K, Quarterly Reports on Form 10-Q, Current Reports on Form 8-K, www.cit.com/investor, and printed copies are available by con-
and amendments to those reports, as well as our Proxy Statement. tacting Investor Relations, 1 CIT Drive, Livingston, NJ 07039 or
by telephone at (973) 740-5000.
The Annual Report on Form 10-K, Quarterly Reports on Form
10-Q, Current Reports on Form 8-K, and amendments to those
GLOSSARY OF TERMS
Accretable / Non-accretable fresh start accounting adjustments Average Earning Assets (“AEA”) is computed using month end
reflect components of the fair value adjustments to assets and balances and is the average of finance receivables (defined
liabilities. Accretable adjustments flow through the related line below), operating lease equipment, and financing and leasing
items on the statement of operations (interest income, interest assets held for sale, less the credit balances of factoring clients.
expense, non-interest income and depreciation expense) on a We use this average for certain key profitability ratios, including
regular basis over the remaining life of the asset or liability. These return on AEA and Net Finance Revenue as a percentage of AEA.
primarily relate to interest adjustments on loans and leases, as
Average Finance Receivables (“AFR”) is computed using month
well as debt. Non-accretable adjustments, for instance credit
end balances and is the average of finance receivables (defined
related write-downs on loans, become adjustments to the basis
below), which includes loans and capital lease receivables. We
of the asset and flow back through the statement of operations
use this average to measure the rate of net charge-offs for the
only upon the occurrence of certain events, such as repayment
period.
or sale.
CIT ANNUAL REPORT 2012 17
Average Operating Leases (“AOL”) is computed using month Net Interest Income Sensitivity (“NII Sensitivity”) measures the
end balances and is the average of operating lease equipment. impact of hypothetical changes in interest rates on NFR.
We use this average to measure the rate of return on our operat-
Net Interest Revenue reflects interest and fees on finance receiv-
ing lease portfolio for the period.
ables and interest/dividends on investments less interest expense
Delinquent loan categorization occurs when payment is not on deposits and long term borrowings.
received when contractually due. Delinquent loan trends are used
Net Operating Loss Carryforward / Carryback (“NOL”) is a tax
as a gauge of potential portfolio degradation or improvement.
concept, whereby tax losses in one year can be used to offset
Derivative Contract is a contract whose value is derived from a taxable income in other years. For example, a U.S. Federal NOL
specified asset or an index, such as an interest rate or a foreign can first be carried-back and applied against taxable income
currency exchange rate. As the value of that asset or index recorded in the two preceding years with any remaining amount
changes, so does the value of the derivative contract. We use being carried-forward for the next twenty years to offset future
derivatives to reduce interest rate, foreign currency or credit risks. taxable income. The rules pertaining to the number of years
The derivative contracts we use may include interest-rate swaps, allowed for the carryback or carryforward of an NOL varies
interest rate caps, cross-currency swaps, foreign exchange for- by jurisdiction.
ward contracts, and credit default swaps.
New business volume – Funded represents the initial cash outlay
Economic Value of Equity (“EVE”) measures the net economic related to new transactions entered into during the period.
value of equity by assessing the market value of assets, liabilities The amount includes CIT’s portion of a syndicated transaction,
and derivatives. whether it acts as the agent or a participant, and in certain
instances, it includes portfolio purchases from third parties. Com-
Finance Receivables include loans, capital lease receivables
mitted – represents the amount of funding CIT is committed to
and factoring receivables. In certain instances, we use the term
lend under the terms of an agreement. The amount reported is
“Loans” synonymously, as presented on the balance sheet.
net of any syndicated amounts. The differentiation from funded
Financing and Leasing Assets include finance receivables, operat- volume is that commitment volume includes amounts that may
ing lease equipment, and assets held for sale. be drawn down in the future.
Fresh Start Accounting (“FSA”) was adopted upon emergence Non-accrual Assets include finance receivables greater than
from bankruptcy. FSA recognizes that CIT has a new enterprise $500,000 that are individually evaluated and determined to be
value following its emergence from bankruptcy and requires impaired, as well as finance receivables less than $500,000 that
asset values to be remeasured using fair value in accordance with are delinquent (generally for more than 90 days), unless it is both
accounting requirements for business combinations. The excess well secured and in the process of collection. Non-accrual assets
of reorganization value over the fair value of tangible and intan- also include finance receivables maintained on a cash basis
gible assets was recorded as goodwill. In addition, FSA also because of deterioration in the financial position of the borrower.
requires that all liabilities, other than deferred taxes, be stated
Non-performing Assets include non-accrual assets (described
at fair value. Deferred taxes were determined in conformity with
above) and assets received in satisfaction of loans (repossessed
accounting requirements for Income Taxes.
assets).
Interest income includes interest earned on finance receivables,
Other Income includes gains on equipment sales, factoring com-
cash balances and dividends on investments.
missions, and fee revenue from activities such as loan servicing
Lease – capital is an agreement in which the party who owns the and loan syndications. Also included are gains on loan sales and
property (lessor), which is CIT as part of our finance business, per- investment sales and, as a result of FSA, recoveries on pre-FSA
mits another party (lessee), which is our customer, to use the loan charge-offs. Other income combined with rental income on
property with substantially all of the economic benefits and risks operating leases is defined as Non-interest income.
of asset ownership passed to the lessee.
Regulatory Credit Classifications used by CIT are as follows:
Lease – operating is a lease in which CIT retains ownership of the
- Pass assets do not meet the criteria for classification in one of
asset, collects rental payments, recognizes depreciation on the
the other categories;
asset, and retains the risks of ownership, including obsolescence.
- Special Mention assets exhibit potential weaknesses that
Lower of Cost or Fair Value relates to the carrying value of an deserve management’s close attention and if left uncorrected,
asset. The cost refers to the current book balance of certain these potential weaknesses may, at some future date, result in
assets, such as held for sale assets, and if that balance is higher the deterioration of the repayment prospects;
than the fair value, an impairment charge is reflected in the cur-
Classified assets range from: 1) assets that exhibit a well defined
rent period statement of operations.
weakness and are inadequately protected by the current sound
Net Finance Revenue (“NFR”) is a non-GAAP measurement and worth and paying capacity of the borrower, and are characterized
reflects Net Interest Revenue plus rental income on operating by the distinct possibility that some loss will be sustained if the
leases less depreciation on operating lease equipment, which is deficiencies are not corrected to 2) assets with weaknesses that
a direct cost of equipment ownership. When divided by AEA, the make collection or liquidation in full unlikely on the basis of cur-
product is defined as Net Finance Margin. These are key mea- rent facts, conditions, and values. Assets in this classification can
sures in the evaluation of our business. be accruing or on non-accrual depending on the evaluation of
these factors. Loans rated as substandard, doubtful and loss are other things, other preferred stock that does not qualify as Tier 1,
considered classified loans. Classified loans plus special mention mandatory convertible debt, limited amounts of subordinated
loans are considered criticized loans. debt, other qualifying term debt, and allowance for loan losses
up to 1.25% of risk weighted assets.
- Substandard assets are inadequately protected by the current
sound worth and paying capacity of the borrower, and are Total Capital is the sum of Tier 1 and Tier 2 Capital, subject to
characterized by the distinct possibility that some loss will be certain adjustments, as applicable.
sustained if the deficiencies are not corrected;
Total Net Revenue is a non-GAAP measurement and is the
- Doubtful assets have weaknesses that make collection or
combination of NFR and other income. This amount excludes
liquidation in full unlikely on the basis of current facts,
provision for credit losses from total revenue and is a measure-
conditions, and values and
ment of our revenue growth.
- Loss assets are considered uncollectible and of little or no
value and are generally charged off. Total Return Swap is a swap where one party agrees to pay the
other the “total return” of a defined underlying asset (e.g., a
Residual Values represent the estimated value of equipment at
loan), usually in return for receiving a stream of LIBOR-based cash
the end of the lease term. For operating leases, it is the value
flows. The total returns of the asset, including interest and any
to which the asset is depreciated at the end of its estimated
default shortfall, are passed through to the counterparty. The
useful life.
counterparty is therefore assuming the risks and rewards of the
Risk Weighted Assets (“RWA”) is the denominator to which Total underlying asset.
Capital and Tier 1 Capital is compared to derive the respective
Troubled Debt Restructuring occurs when a lender, for economic
risk based regulatory ratios. RWA is comprised of both
or legal reasons, grants a concession to the borrower related to
on-balance sheet assets and certain off-balance sheet items (for
the borrower’s financial difficulties that it would not otherwise
example loan commitments, purchase commitments or derivative
consider.
contracts), all of which are adjusted by certain risk-weightings as
defined by the regulators, which are based upon, among other Variable Interest Entity (“VIE”) is a corporation, partnership,
things, the relative credit risk of the counterparty. limited liability company, or any other legal structure used to
conduct activities or hold assets. These entities: lack sufficient
Syndication and Sale of Receivables result from originating leases
equity investment at risk to permit the entity to finance its activi-
and receivables with the intent to sell a portion, or the entire bal-
ties without additional subordinated financial support from other
ance, of these assets to other financial institutions. We earn and
parties; have equity owners who either do not have voting rights
recognize fees and/or gains on sales, which are reflected in other
or lack the ability to make significant decisions affecting the enti-
income, for acting as arranger or agent in these transactions.
ty’s operations; and/or have equity owners that do not have an
Tangible Metrics, including tangible capital, exclude goodwill obligation to absorb the entity’s losses or the right to receive the
and intangible assets. We use tangible metrics in measuring entity’s returns.
book value.
Yield-related Fees are collected in connection with our assump-
Tier 1 Capital and Tier 2 Capital are regulatory capital as defined tion of underwriting risk in certain transactions in addition to
in the capital adequacy guidelines issued by the Federal Reserve. interest income. We recognize yield-related fees, which include
Tier 1 Capital is total stockholders’ equity reduced by goodwill prepayment fees and certain origination fees, in interest income
and intangibles and adjusted by elements of other comprehen- over the life of the lending transaction.
sive income and other items. Tier 2 Capital consists of, among
A number of strategic issues affect our business, including how judgments by regulators about the entities’ status as well-
we allocate our capital and liquidity, our business strategy, and managed, about the safety and soundness of the entities’
the quality and efficiency of operations. Among the capital and operations, including their risk management, and about the
liquidity issues, we must address how we will use our excess capi- entities’ compliance with obligations under the Community
tal, and our funding model, including the amount, availability, Reinvestment Act of 1977, and failure to meet any of those
and cost of secured and unsecured debt in the capital markets standards may have a material adverse effect on our business.
and bank deposits in a bank-centric model. See “Risks Related to If we do not maintain sufficient regulatory capital, the FRBNY
Capital and Liquidity.” Among the business strategy issues, we and the FDIC could take action to require the Company to divest
must continue to evaluate which platforms to operate within CIT its interest in CIT Bank or otherwise limit access to CIT Bank by
Bank or at the holding company, the scope of our international the Company and its creditors. The FDIC, in the case of CIT Bank,
operations, and whether to acquire any new business platforms, and the FRBNY, in the case of the Company, could place restric-
or to expand, contract, or sell any existing platforms, some of tions on the ability of CIT Bank and the Company to take certain
which may be material. Among operational issues, we must con- actions without the prior approval of the applicable regulators.
tinuously originate new business, service our existing portfolio, If we are unable to implement our strategy and business plan,
and upgrade our policies, procedures, systems, and internal con- and access the credit markets to meet our capital and liquidity
trols. There is no assurance that we will be able to implement our needs in the future, or if we otherwise suffer adverse effects on
strategic decisions effectively, and it may be necessary to refine, our liquidity and operating results, we may be subject to formal
supplement, or modify our business plan and strategy in signifi- and informal enforcement actions by the FRBNY and the FDIC,
cant ways. If we are unable to fully implement our business we may be forced to divest CIT Bank, and/or CIT Bank may be
plan and strategy, it may have a material adverse effect on our placed in FDIC conservatorship or receivership or suffer other
business, results of operations and financial condition. consequences. Such actions could impair our ability to success-
We developed our strategy and business plan based upon cer- fully execute our strategy and business plan and have a material
tain assumptions, analyses, and financial forecasts, including with adverse effect on our business, results of operations, and finan-
respect to revenue growth, earnings, interest margins, expense cial condition.
levels, cash flow, credit losses, liquidity and financing sources,
customer confidence, retention of key employees, and the overall Our liquidity and/or ability to issue debt in the capital markets
strength and stability of general economic conditions. Financial will be affected by our capital structure and level of encum-
forecasts are inherently subject to many uncertainties and are bered assets, the performance of our business, market
necessarily speculative, and it is likely that one or more of the conditions, credit ratings, and regulatory or contractual restric-
assumptions and estimates that are the basis of these financial tions. Inadequate liquidity could materially adversely affect our
forecasts will not be accurate. Accordingly, our actual financial future business operations. Also, if we are unable to generate
condition and results of operations may differ materially from sufficient cash flow from operations to satisfy our obligations
what we have forecast. There can be no assurance that the results as they come due, it would adversely affect our future business
or developments contemplated by our strategy and business operations.
plan will occur or, if they do occur, that they will have the antici- We believe that conducting a greater proportion of our business
pated effects on us and our subsidiaries or our businesses or activities within CIT Bank will facilitate greater funding stability.
operations. If any such results or developments do not material- CIT Bank has access to certain funding sources, such as insured
ize as anticipated, it could materially adversely affect the deposits, that are not available to non-banking institutions. How-
successful execution of our strategy and business plan. ever, CIT Bank generally cannot fund any of CIT’s businesses
conducted outside the Bank and we will need to obtain funding
Risks Related to Capital and Liquidity for those businesses in the capital markets and through third-
If the Company does not maintain sufficient capital to satisfy party bank borrowings. Access to the capital markets may be
the FRBNY, the FDIC and the UDFI, there could be an adverse dependent upon our ratings from credit rating agencies, which
effect on the manner in which we do business, or we could currently are not investment grade.
become subject to various enforcement or regulatory actions. There can be no assurance that we will be able to access the
We have committed to the FRBNY to maintain a total risk-based capital markets at attractive pricing and terms and at volumes
capital ratio of at least 13% for the bank holding company. that meet our expectations and needs, particularly during peri-
Although our capital levels currently exceed the minimum levels ods of market instability. If we are unable to do so, it would
committed to with the regulators, current and future losses may adversely affect our business, operating results and financial
reduce our capital levels and we have no assurances that we will condition. Even if we successfully implement our strategy
be able to maintain our regulatory capital at satisfactory levels and business plan, obtain additional financing from third
based on the performance of our business. Failure to maintain party sources to continue operations, and successfully operate
the appropriate capital levels would adversely affect the Compa- our business, our liquidity may be inadequate to expand our
ny’s status as a bank holding company, have a material adverse business, upgrade our operations, or make necessary capital
effect on the Company’s financial condition and results of opera- expenditures and we may be required to sell assets or engage
tions, and subject the Company to a variety of enforcement in other capital generating actions over and above our normal
actions, as well as certain restrictions on its business. In addition financing activities or cut back or eliminate other programs that
to the requirement to be well-capitalized, the Company and CIT are important to the future success of our business. In addition,
Bank are subject to regulatory guidelines that involve qualitative as part of our business, we enter into financial commitments and
extend lines of credit, and our customers and counterparties control functions, (ii) a credit risk management plan, (iii) a written
might respond to any weakening of our liquidity position by program to review and revise, as appropriate, its program for
requesting quicker payment, requiring additional collateral, or determining, documenting and recording the allowance for loan
increasing draws on our outstanding commitments and lines of and lease losses, (iv) a capital plan for the Company and CIT
credit. If this were to happen, our need for cash would be intensi- Bank, (v) a liquidity plan, including meeting short term funding
fied and it could have a material adverse effect on our business, needs and longer term funding, and (vi) a business plan, and we
financial condition, or results of operations. update various of these plans on a periodic basis. The Written
If we are unable to maintain profitability, we may not be able to Agreement also prohibits the Company, without the prior
generate sufficient cash flow from operations in the future to approval of the FRBNY, from paying dividends, paying interest
allow us to service our debt, pay our other obligations as on subordinated debt, incurring or guaranteeing debt outside of
required and make necessary capital expenditures, in which case the ordinary course of business, prepaying debt, or purchasing or
we may need to dispose of additional assets and/or minimize redeeming the Company’s stock. Under the Written Agreement,
capital expenditures and/or try to raise additional financing. the Company must comply with certain procedures and restric-
There is no assurance that any of these alternatives would be tions on appointing or changing the responsibilities of any senior
available to us, if at all, on satisfactory terms. officer or director, the provision of indemnification to officers and
directors, and the payment of severance to employees.
Our business may be adversely affected if we do not success- When we converted our business to a banking model, we identi-
fully expand our deposit-taking capabilities at CIT Bank. fied areas that required improved policies and procedures to
There is no assurance that CIT Bank will become a reliable fund- meet the regulatory requirements and standards for banks and
ing source as to either the amount of borrowings we might need bank holding companies, including but not limited to compli-
or the cost of funding. This will depend in significant part on the ance, risk management, finance, treasury, and operations. During
ability of CIT Bank to attract deposits, which currently is limited 2010, 2011 and 2012, we developed and implemented project
by its lack of a branch network and its reliance upon brokered plans to improve policies, procedures, and systems in the
and online deposits, and on whether CIT Bank will be accepted areas identified and we continue to make improvements on an
by depositors and lenders as a reliable borrower. While CIT Bank ongoing basis.
plans to expand the retail online banking platform to diversify the The additional resources hired for internal audit, risk manage-
types of deposits that it accepts, such expansion may require sig- ment, and other control functions, and the cost of implementing
nificant time and effort to implement. In addition, the acquisition other measures to comply with the Written Agreement, have
of a retail branch network will be subject to regulatory approval, increased our expenses for the foreseeable future. If we do not
which may not be obtained. We are likely to face significant com- comply with the terms of the Written Agreement, it could result
petition for deposits from stronger bank holding companies who in additional regulatory action and it could have a material
are similarly seeking larger and more stable pools of funding. If adverse effect on our business. If we have not identified all of the
CIT Bank is unable to expand and diversify its deposit-taking required improvements, particularly in our control functions, or
capability, it could have a material adverse effect on our business, if we are unsuccessful in implementing the policies, procedures,
results of operations, and financial condition. and systems that have been identified, or if we do not implement
the policies, procedures, and systems quickly enough, we may
Many of our regulated subsidiaries could be negatively affected
not be able to operate our business as efficiently as we need to.
by a significant decrease in regulatory capital ratios or perfor-
In addition, we could be subject to a variety of formal and infor-
mance of our business.
mal enforcement actions that could result in the imposition of
In addition to CIT Bank, we have a number of other regulated certain restrictions on our business, or preclude us from making
subsidiaries that may be affected by a significant decrease in our acquisitions, and such actions could impair our ability to execute
regulatory capital ratios or performance of our business. If such our business plan and have a material adverse effect on our busi-
decreases occur, the regulators of our banking subsidiaries in the ness, results of operations, or financial condition.
United Kingdom, Sweden, France and Brazil, as well as our Small
Business Lending and insurance subsidiaries, may take action Our business, financial condition and results of operations could
against such entities, including limiting or prohibiting transac- be adversely affected by regulations to which we are subject as
tions with CIT Group Inc. and/or seizing such entities. a bank holding company, by new regulations or by changes in
other regulations or the application thereof.
Risks Related to Regulatory Obligations and Limitations
The financial services industry, in general, is heavily regulated.
We are currently subject to the Written Agreement, which may We are subject to the comprehensive, consolidated supervision
adversely affect our business. In addition, our business may be of the Federal Reserve, including risk-based and leverage capital
adversely affected if we do not successfully implement our plan requirements and information reporting requirements. In addi-
to transform our compliance, risk management, finance, trea- tion, CIT Bank is subject to supervision by the FDIC and UDFI,
sury, operations, and other areas of our business to meet the including risk-based capital requirements and information report-
standards of a bank holding company. ing requirements. This regulatory oversight is established to
Under the terms of the Written Agreement, the Company pro- protect depositors, federal deposit insurance funds and the bank-
vided the FRBNY with (i) a corporate governance plan, focusing ing system as a whole, and is not intended to protect debt and
on strengthening internal audit, risk management, and other equity security holders.
CIT ANNUAL REPORT 2012 21
Proposals for legislation to further regulate, restrict, and tax cer- lead to losses or defaults by us or by other institutions. Many of
tain financial services activities are continually being introduced these transactions could expose CIT to credit risk in the event of
in the United States Congress and in state legislatures. In 2010, default of its counterparty or client. In addition, CIT’s credit risk
the Dodd-Frank Act established additional regulatory bodies, may be impacted when the collateral held by it cannot be real-
including the FSOC and the CFPB, and included provisions ized upon or is liquidated at prices not sufficient to recover the
affecting, among other things, (i) corporate governance and full amount of the financial instrument exposure due to CIT. There
executive compensation of companies whose securities are regis- is no assurance that any such losses would not adversely affect,
tered with the SEC, (ii) FDIC insurance assessments based on possibly materially in nature, CIT.
asset levels rather than deposits, (iii) minimum capital levels for
bank holding companies, (iv) derivatives activities, proprietary Risks Related to the Operation of Our Businesses
trading, and private investment funds offered by financial institu- Revenue growth from new business initiatives and expense
tions, and (v) the regulation of large financial institutions. The reductions from efficiency improvements may not be achieved.
agencies regulating the financial services industry periodically
As part of its ongoing business, CIT often enters into new busi-
adopt changes to their regulations and are still finalizing regula-
ness initiatives and has targeted certain expense reductions to be
tions to implement various provisions of the Dodd-Frank Act. In
phased in during 2013. The revenues anticipated from the new
recent years, regulators have increased significantly the level and
business initiatives and the target expense reductions may not be
scope of their supervision and regulation of the financial services
achieved and may be subject to various risks inherent in CIT’s
industry. We are unable to predict the form or nature of any
business and operations. The new business initiatives may not be
future changes to statutes or regulation, including the interpreta-
successful in the marketplace, due to lack of name recognition,
tion or implementation thereof. Such increased supervision and
lack of a record of prior performance, or otherwise, or may
regulation could significantly affect our ability to conduct certain
require higher expenditures than anticipated to generate new
of our businesses in a cost-effective manner, or could restrict the
business volume. The expense initiatives may not reduce
type of activities in which we are permitted to engage, or subject
expenses as much as anticipated, due to delays in implementa-
us to stricter and more conservative capital, leverage, liquidity,
tion, higher than expected or unanticipated costs to implement
and risk management standards. Any such action could have a
them, or for other reasons. If CIT is unable to achieve the antici-
substantial impact on us, significantly increase our costs, limit
pated revenue growth from its new business initiatives or the
our growth opportunities, affect our strategies and business
projected expense reductions from efficiency improvements, its
operations and increase our capital requirements, and could
results of operations and profitability may be negatively affected.
have an adverse effect on our business, financial condition and
results of operations. We may be adversely affected if we do not maintain adequate
The financial services industry is also heavily regulated in many internal control over financial reporting, which could result in
jurisdictions outside of the United States. We have subsidiaries in a material misstatement of the Company’s annual or interim
various countries that are licensed as banks, banking corpora- financial statements.
tions, broker-dealers, and insurance companies, all of which are Management of CIT is responsible for establishing and maintain-
subject to regulation and examination by banking, securities, and ing adequate internal control over financial reporting designed to
insurance regulators in their home jurisdiction. In certain jurisdic- provide reasonable assurance regarding the reliability of financial
tions, including the United Kingdom, the local banking regulators reporting and the preparation of financial statements for external
expect the local regulated entity to maintain contingency plans purposes in accordance with generally accepted accounting prin-
to operate on a stand-alone basis in the event of a crisis. Given ciples. If we fail to maintain adequate internal controls, we may
the evolving nature of regulations in many of these jurisdictions, be unable to (i) maintain records that, in reasonable detail, accu-
it may be difficult for us to meet all of the regulatory require- rately and fairly reflect the transactions and dispositions of the
ments, establish operations and receive approvals. Our inability assets of the Company, (ii) provide reasonable assurance that
to remain in compliance with regulatory requirements in a par- transactions are recorded as necessary to permit preparation
ticular jurisdiction could have a material adverse effect on our of financial statements in accordance with generally accepted
operations in that market and on our reputation generally. accounting principles, (iii) ensure that receipts and expenditures
are being made only in accordance with authorizations of
We could be adversely affected by the actions and commercial
management and directors of the Company, and (iv) provide
soundness of other financial institutions.
reasonable assurance regarding prevention or timely detection
CIT’s ability to engage in routine funding transactions could be of unauthorized acquisition, use, or disposition of the Com-
adversely affected by the actions and commercial soundness of pany’s assets that could have a material effect on the financial
other financial institutions. Financial institutions are interrelated statements.
as a result of trading, clearing, counterparty, or other relation-
If we identify material weaknesses, or if material weaknesses exist
ships. CIT has exposure to many different industries and
that we fail to identify, our risk will be increased that a material
counterparties, and it routinely executes transactions with coun-
misstatement to the annual or interim financial statements will
terparties in the financial services industry, including brokers and
not be prevented or detected on a timely basis. Any such poten-
dealers, commercial banks, investment banks, mutual and hedge
tial material misstatement, if not prevented or detected, could
funds, and other institutional clients. As a result, defaults by, or
have a material adverse effect on our business, results of opera-
even rumors or questions about, one or more financial institu-
tions, and financial condition.
tions, or the financial services industry generally, have led, and
may further lead, to market-wide liquidity problems and could
Our allowance for loan losses may prove inadequate. We may not be able to achieve the expected benefits from
Our business depends on the creditworthiness of our customers acquiring a business or assets or adequate consideration for
and their ability to fulfill their obligations to us. We maintain a disposing of a business or assets.
consolidated allowance for loan losses on finance receivables As part of our strategy and business plan, we may consider
that reflects management’s judgment of losses inherent in the a number of measures designed to manage our business, the
portfolio. We regularly review our consolidated allowance for products and services we offer, and our asset levels, credit expo-
adequacy considering economic conditions and trends, collateral sures, or liquidity position, including potential business or asset
values, and credit quality indicators, including past charge-off acquisitions or sales. There can be no assurance that we will be
experience and levels of past due loans, past due loan migration successful in completing all or any of these transactions.
trends, and non-performing assets. Our credit losses were signifi- If CIT engages in business acquisitions, it may be necessary to
cantly more severe from 2007 to 2009 than in prior economic pay a premium over book and market values to complete the
downturns, due to a significant decline in real estate values, an transaction, which may result in some dilution of our tangible
increase in the proportion of cash flow loans versus asset based book value and net income per common share. If CIT uses sub-
loans in our corporate finance segment, the limited ability of stantial cash or other liquid assets or incurs substantial debt to
borrowers to restructure their liabilities or their business, and acquire a business or assets, we could become more susceptible
reduced values of the collateral underlying the loans. to economic downturns and competitive pressures. Inherent
While our portfolio credit quality improved since mid-2010, the uncertainties exist when integrating the operations of an
economic environment is dynamic, and our portfolio credit qual- acquired entity. CIT may not be able to fully achieve its strategic
ity could decline in the future. Our allowance for loan losses may objectives and planned operating efficiencies in an acquisition.
not keep pace with changes in the credit-worthiness of our cus- CIT may also be exposed to other risks inherent in an acquisition,
tomers or in collateral values. If the credit quality of our customer including potential exposure to unknown or contingent liabilities,
base declines, if the risk profile of a market, industry, or group of exposure to potential asset quality issues, potential disruption
customers changes significantly, or if the markets for accounts of our existing business and diversion of management’s time
receivable, equipment, real estate, or other collateral deterio- and attention, possible loss of key employees or customers of
rates significantly, our allowance for loan losses may prove the acquired business, potential risk that certain items were
inadequate, which could have a material adverse effect on our not accounted for properly by the seller in accordance with
business, results of operations, and financial condition. financial accounting and reporting standards. Failure to realize
In addition to customer credit risk associated with loans and the expected revenue increases, cost savings, increases in geo-
leases, we are exposed to other forms of credit risk, including graphic or product presence, and/or other projected benefits
counterparties to our derivative transactions, loan sales, syndica- from an acquisition could have a material adverse effect on our
tions and equipment purchases. These counterparties include business, financial condition, and results of operations.
other financial institutions, manufacturers, and our customers. If As a result of economic cycles and other factors, the value of cer-
our credit underwriting processes or credit risk judgments fail to tain asset classes may fluctuate and decline below their historic
adequately identify or assess such risks, or if the credit quality of cost. If CIT is holding such businesses or asset classes, we may
our derivative counterparties, customers, manufacturers, or other not recover our carrying value if we sell such businesses or assets.
parties with which we conduct business materially deteriorates, In addition, potential purchasers may be unwilling to pay an
we may be exposed to credit risk related losses that may nega- amount equal to the face value of a loan or lease if the purchaser
tively impact our financial condition, results of operations or is concerned about the quality of the Company’s credit under-
cash flows. writing. There is no assurance that we will receive adequate
consideration for any dispositions. These transactions, if com-
Uncertainties related to our business may result in the loss of or pleted, may reduce the size of our business and we may not be
decreased business with customers. able to replace the volume associated with these businesses. As
Our business depends upon our customers believing that we will a result, our future disposition of assets could have a material
be able to provide them with funding on a timely basis through adverse effect on our business, financial condition and results
a wide range of products. Many of our customers rely upon our of operations.
funding to provide them with the working capital necessary to
operate their business or to fund capital improvements that allow We are restricted from paying dividends or repurchasing our
them to maintain or expand their business. In many instances, common stock.
these funding requirements are time sensitive. If our customers Under the terms of the Written Agreement, we are restricted
are uncertain as to our ability to continue to provide them with from declaring dividends on our common stock or repurchasing
funding on a timely basis or to provide the same breadth and our common stock without prior written approval of the FRBNY.
quality of products, we may be unable to attract new customers We are not currently paying dividends on our common stock
and we may experience lower business volume or a loss of busi- and have not repurchased any common stock since our emer-
ness with our existing customers. gence from bankruptcy. Even when the Written Agreement is
CIT ANNUAL REPORT 2012 23
terminated, we may still require regulatory approval to pay divi- We are currently involved, and may from time to time in the
dends on our common stock or repurchase our common stock, future be involved, in a number of judicial, regulatory, and arbi-
and we cannot determine when, if ever, we will be permitted to tration proceedings related to the conduct of our business, the
do so. Although we recently submitted our 2013 capital plan to results of which could have a material adverse effect on our
the Federal Reserve, which included a modest return of capital, business, financial condition, or results of operation.
we cannot determine whether the Federal Reserve will object to We are currently involved, and from time to time in the future
such capital return. may be involved, in a number of judicial, regulatory, and arbitra-
tion proceedings relating to matters that arise in connection
Uncertainties related to our business may create a distraction
with the conduct of our business (collectively, “Litigation”). It is
for employees and may otherwise materially adversely affect
inherently difficult to predict the outcome of Litigation matters,
our ability to retain existing employees and/or attract new
particularly when such matters are in their early stages or where
employees.
the claimants seek indeterminate damages. We cannot state with
Our future results of operations will depend in part upon our certainty what the eventual outcome of the pending Litigation
ability to retain existing highly skilled and qualified employees will be, what the timing of the ultimate resolution of these mat-
and to attract new and retain qualified executive officers and ters will be, or what the eventual loss, fines, or penalties related
management, financial, technical, marketing, sales, and support to each pending matter will be, if any. Although we have estab-
employees. Competition for qualified executive officers and lished reserves for certain matters, the actual results of resolving
employees is intense, and CIT cannot ensure success in attract- such matters may be substantially higher than the amounts
ing or retaining such individuals. If we fail to attract and retain reserved, or judgments may be rendered, or fines or penalties
qualified executive officers and employees, it could materially assessed in matters for which we have no reserves. Adverse judg-
adversely affect our ability to compete and it could have a mate- ments, fines or penalties in one or more Litigation matters could
rial adverse effect on our ability to successfully operate our have a material adverse effect on our business, financial condi-
business or to meet our operations, risk management, compli- tion, or results of operation.
ance, regulatory, funding and financial reporting requirements.
We and our subsidiaries are party to various financing arrange-
We may not be able to realize our entire investment in the ments, commercial contracts and other arrangements that
equipment we lease to our customers. under certain circumstances give, or in some cases may give,
The realization of equipment values (residual values) during the the counterparty the ability to exercise rights and remedies
life and at the end of the term of a lease is an important element under such arrangements which, if exercised, may have material
in the leasing business. At the inception of each lease, we record adverse consequences.
a residual value for the leased equipment based on our estimate We and our subsidiaries are party to various financing arrange-
of the future value of the equipment at the expected disposition ments, commercial contracts and other arrangements, such as
date. Internal equipment management specialists, as well as securitization transactions, derivatives transactions, funding facili-
external consultants, determine residual values. ties, and agreements for the purchase or sale of assets, that give,
If the market value of leased equipment decreases at a rate or in some cases may give, the counterparty the ability to exer-
greater than we projected, whether due to rapid technological or cise rights and remedies upon the occurrence of certain events.
economic obsolescence, unusual wear and tear on the equip- Such events may include a material adverse effect or material
ment, excessive use of the equipment, recession or other adverse adverse change (or similar event), a breach of representations or
economic conditions, or other factors, it would adversely affect warranties, a failure to disclose material information, a breach
the current values or the residual values of such equipment. of covenants, certain insolvency events, a default under certain
Further, certain equipment residual values, including commercial specified other obligations, or a failure to comply with certain
aerospace residuals, are dependent on the manufacturers’ or financial covenants. The counterparty could have the ability,
vendors’ warranties, reputation, and other factors, including mar- depending on the arrangement, to, among other things, require
ket liquidity. In addition, we may not realize the full market value early repayment of amounts owed by us or our subsidiaries and
of equipment if we are required to sell it to meet liquidity needs in some cases payment of penalty amounts, or require the repur-
or for other reasons outside of the ordinary course of business. chase of assets previously sold to the counterparty. Additionally, a
Consequently, there can be no assurance that we will realize our default under financing arrangements or derivatives transactions
estimated residual values for equipment. that exceed a certain size threshold in the aggregate may also
cause a cross-default under instruments governing our other
The degree of residual realization risk varies by transaction type.
financing arrangements or derivatives transactions. If the ability
Capital leases bear the least risk because contractual payments
of any counterparty to exercise such rights and remedies is trig-
cover approximately 90% of the equipment’s cost at the incep-
gered and we are unsuccessful in avoiding or minimizing the
tion of the lease. Operating leases have a higher degree of
adverse consequences discussed above, such consequences
risk because a smaller percentage of the equipment’s value is
could have a material adverse effect on our business, results of
covered by contractual cash flows over the term of the lease. Lev-
operations, and financial condition.
eraged leases bear the highest level of risk as third parties have a
priority claim on equipment cash flows. A significant portion of For example, in 2008, we entered into a purchase agreement
our leasing portfolios are comprised of operating leases, and a (the “Purchase Agreement”) to sell our home lending business,
small portion is comprised of leveraged leases, both of which including the related residential mortgage loan portfolio and
increase our residual realization risk. mortgage backed securities, to a company created by a private
equity fund for the purpose of entering into the Purchase Investment in and revenues from our foreign operations are
Agreement (the “Purchaser”). Prior to the sale of our home lend- subject to various risks and requirements associated with
ing business to the Purchaser, we periodically had securitized a transacting business in foreign countries.
portion of the residential mortgage loans that we originated, An economic recession or downturn, increased competition, or
and we sold residential mortgage loans or residential mortgage business disruption associated with the political or regulatory
backed securities to Government Sponsored Entities, monoline environments in the international markets in which we operate
home lenders, and investors. Pursuant to the Purchase Agree- could adversely affect us.
ment with the Purchaser, we made certain representations and
In addition, our foreign operations generally conduct business
warranties regarding the business and portfolio, nearly all of
in foreign currencies, which subject us to foreign currency
which have since expired. In addition, the Purchaser agreed to
exchange rate fluctuations. These exposures, if not effectively
assume all repurchase obligations for residential mortgage loans
hedged could have a material adverse effect on our investment in
under the securitization and loan sale agreements entered into
international operations and the level of international revenues
prior to the Purchase Agreement and scheduled as part of the
that we generate from international financing and leasing trans-
Purchase Agreement.
actions. Reported results from our operations in foreign countries
The Purchaser has not given any indication that it has been may fluctuate from period to period due to exchange rate move-
subject to significant repurchase obligations or that it does ments in relation to the U.S. dollar, particularly exchange rate
not intend to honor its agreement to assume such repurchase movements in the Canadian dollar, which is our largest non-U.S.
obligations. However, if the Purchaser is subject to repurchase exposure.
obligations and is unable or unwilling to accept responsibility
Foreign countries have various compliance requirements for
for such repurchase obligations, and particularly if the Purchaser
financial statement audits and tax filings, which are required in
does not have sufficient capital to address such repurchase
order to obtain and maintain licenses to transact business. If we
obligations, then we may become subject to claims under such
are unable to properly complete and file our statutory audit
repurchase obligations. If we become responsible for such repur-
reports or tax filings, regulators or tax authorities in the appli-
chase obligations to third parties, it may have a material adverse
cable jurisdiction may restrict our ability to do business.
effect on our results of operations and financial condition.
Furthermore, our international operations could expose us to
Adverse or volatile market conditions could continue to trade and economic sanctions or other restrictions imposed by
negatively impact fees and other income. the United States or other governments or organizations. The
A portion of our revenue base is generated through loan syndica- U.S. Department of Justice (“DOJ”) and other federal agencies
tion fees and participation income, advisory fees, servicing fees, and authorities have a broad range of civil and criminal penalties
and other types of fee income, which are recorded in other they may seek to impose against corporations and individuals
income. In addition, we also generate significant fee income from for violations of trade sanctions laws, the Foreign Corrupt
our factoring business. These revenue streams are dependent on Practices Act (“FCPA”) and other federal statutes. Under trade
market conditions and the confidence of clients, customers, and sanctions laws, the government may seek to impose modifica-
syndication partners in our ability to perform our obligations, tions to business practices, including cessation of business
and, therefore, are more volatile than interest payments on loans activities in sanctioned countries, and modifications to compli-
and rentals on leased equipment. Current market conditions, ance programs, which may increase compliance costs, and may
including lower liquidity levels in the syndication market, have subject us to fines, penalties and other sanctions. If any of the
significantly reduced our syndication activity, and have resulted risks described above materialize, it could adversely impact our
in significantly lower fee income. In addition, if our clients, cus- operating results and financial condition.
tomers, or syndication partners become concerned about our These laws also prohibit improper payments or offers of pay-
ability to meet our obligations on a transaction, it may become ments to foreign governments and their officials and political
more difficult for us to originate new transactions, to syndicate parties for the purpose of obtaining or retaining business. We
transactions that we originate, or to participate in syndicated have operations, deal with government entities and have con-
transactions originated by others, which could further negatively tracts in countries known to experience corruption. Our activities
impact our fee income and have a material adverse effect on our in these countries create the risk of unauthorized payments or
business. If we are unable to sell or syndicate a transaction after it offers of payments by one of our employees, consultants, sales
is originated, we will end up holding a larger portion of the trans- agents, or associates that could be in violation of various laws,
action and assume greater underwriting risk than we originally including the FCPA, even though these parties are not always
intended, which could increase our capital and liquidity require- subject to our control. Our existing safeguards and procedures
ments to support our business or expose us to the risk of may prove to be less than fully effective, and our employees, con-
valuation allowances for assets held for sale. If the capital markets sultants, sales agents, or associates may engage in conduct for
are disrupted or if we otherwise fail to produce increased fees which we may be held responsible. Violations of the FCPA may
and other income, it could adversely affect our financial condition result in severe criminal or civil sanctions, and we may be subject
and results of operations. to other liabilities, which could negatively affect our business,
operating results, and financial condition.
CIT ANNUAL REPORT 2012 25
We may be adversely affected by significant changes in demand for the products of various manufacturing customers due
interest rates. to recession may adversely affect their ability to repay their loans
In addition to our equity capital, we rely on borrowed money and leases with us. Similarly, a decrease in the level of airline pas-
from unsecured debt, secured debt, and deposits to fund our senger traffic or a decline in railroad shipping volumes due to
business. We derive the bulk of our income from net finance rev- reduced demand for certain raw materials or bulk products may
enue, which is the difference between interest and rental income adversely affect our aerospace or rail businesses, the value of our
on our financing and leasing assets and interest expense on aircraft and rail assets, and the ability of our lessees to make
deposits and other borrowing and depreciation on our operating lease payments.
lease equipment. Prevailing economic conditions, the trade, fis- We are also affected by the economic and other policies adopted
cal, and monetary policies of the federal government and the by various governmental authorities in the U.S. and other jurisdic-
policies of various regulatory agencies all affect market rates of tions in reaction to economic conditions. Changes in monetary
interest and the availability and cost of credit, which in turn sig- policies of the Federal Reserve and non-U.S. central banking
nificantly affects our net finance revenue. Volatility in interest authorities directly impact our cost of funds for lending, capital
rates can also result in disintermediation, which is the flow of raising, and investment activities, and may impact the value of
funds away from financial institutions into direct investments, financial instruments we hold. In addition, such changes may
such as federal government and corporate securities and other affect the credit quality of our customers. Changes in domestic
investment vehicles, which, because of the absence of federal and international monetary policies are beyond our control and
insurance premiums and reserve requirements, generally pay difficult to predict.
higher rates of return than financial institutions.
Competition from both traditional competitors and new market
Although interest rates are currently lower than usual, as interest
entrants may adversely affect our market share, profitability,
rates rise and fall over time, any significant decrease in market
and returns.
interest rates may result in a change in net interest margins. A
substantial portion of our loans and other financing products, Our markets are highly competitive and are characterized by
as well as our deposits and other borrowings, bear interest at competitive factors that vary based upon product and geo-
floating interest rates. If interest rates increase, monthly interest graphic region. We have a wide variety of competitors that
obligations owed by our customers to us will also increase, as will include captive and independent finance companies, commercial
our own interest expense. Demand for our loans or other financ- banks and thrift institutions, industrial banks, community banks,
ing products may decrease as interest rates rise or if interest rates leasing companies, hedge funds, insurance companies, mortgage
are expected to rise in the future. In addition, if prevailing inter- companies, manufacturers and vendors.
est rates increase, some of our customers may not be able to We compete primarily on the basis of pricing, terms and struc-
make the increased interest payments or refinance their balloon ture. If we are unable to match our competitors’ terms, we could
and bullet payment transactions, resulting in payment defaults lose market share. Should we match competitors’ terms, it is pos-
and loan impairments. Conversely, if interest rates remain low, sible that we could experience lower returns and/or increased
our interest expense may decrease, but our customers may refi- losses.
nance the loans they have with us at lower interest rates, or with
others, leading to lower revenues. As interest rates rise and fall We rely on our systems, employees, and certain third party ven-
over time, any significant change in market rates may result in a dors and service providers in conducting our operations, and
decrease in net finance revenue, particularly if the interest rates certain failures, including internal or external fraud, operational
we pay on our deposits and other borrowings and the interest errors, systems malfunctions, or cybersecurity incidents, could
rates we charge our customers do not change in unison, which materially adversely affect our operations.
may have a material adverse effect on our business, operating We are exposed to many types of operational risk, including the
results, and financial condition. risk of fraud by employees and outsiders, clerical and record-
keeping errors, and computer or telecommunications systems
We may be adversely affected by deterioration in economic malfunctions. Our businesses depend on our ability to process a
conditions that is general in scope or affects specific industries, large number of increasingly complex transactions. If any of our
products or geographic areas. operational, accounting, or other data processing systems fail or
Prolonged economic weakness, or other adverse economic or have other significant shortcomings, we could be materially
financial developments in the U.S. or global economies in gen- adversely affected. We are similarly dependent on our employ-
eral, or affecting specific industries, geographic locations and/or ees. We could be materially adversely affected if one of our
products, would likely impact credit quality as borrowers may fail employees causes a significant operational break-down or failure,
to meet their debt payment obligations, particularly customers either as a result of human error or intentional sabotage or
with highly leveraged loans. Adverse economic conditions have fraudulent manipulation of our operations or systems. Third par-
in the past and could in the future result in declines in collateral ties with which we do business, including vendors that provide
values, which also decreases our ability to fund against collateral. services or security solutions for our operations, could also be
Accordingly, higher credit and collateral related losses could sources of operational and information security risk to us, includ-
impact our financial position or operating results. ing from breakdowns, failures, or capacity constraints of their own
In addition, a downturn in certain industries may result in reduced systems or employees. Any of these occurrences could diminish
demand for products that we finance in that industry or nega- our ability to operate one or more of our businesses, or cause
tively impact collection and asset recovery efforts. Decreased financial loss, potential liability to clients, inability to secure
insurance, reputational damage, or regulatory intervention, which and other information, or otherwise disrupt CIT’s or its customers’
could materially adversely affect us. or other third parties’ business operations.
We may also be subject to disruptions of our operating systems Since January 1, 2010, we have not experienced any material
arising from events that are wholly or partially beyond our information security breaches involving either proprietary or cus-
control, which may include, for example, electrical or telecommu- tomer information. However, in two instances, data on consumer
nications outages, natural or man-made disasters, such as accounts serviced by a third party provider, including certain cus-
earthquakes, hurricanes, floods, or tornados, disease pandemics, tomers of the Company, were taken by insiders of the third party
or events arising from local or regional politics, including terrorist provider without authorization. In both instances, the suspects
acts. Such disruptions may give rise to losses in service to clients were identified, the data was recovered, and there was no dam-
and loss or liability to us. In addition, there is the risk that our age to either the Company or the customers. Although to date
controls and procedures as well as business continuity and data neither the Company nor our customers has experienced any
security systems prove to be inadequate. The computer systems material losses relating to cyber attacks or other information
and network systems we and others use could be vulnerable to security breaches, there can be no assurance that we will not
unforeseen problems. These problems may arise in both our suffer such losses in the future. Our risk and exposure to these
internally developed systems and the systems of third-party ser- matters remains heightened because of, among other things, the
vice providers. In addition, our computer systems and network evolving nature of these threats, the prominent size and scale of
infrastructure present security risks, and could be susceptible to CIT and its role in the financial services industry, our plans to con-
hacking, computer viruses, or identity theft. Any such failure tinue to implement our online banking channel strategies and
could affect our operations and could materially adversely affect develop additional remote connectivity solutions to serve our
our results of operations by requiring us to expend significant customers when and how they want to be served, our expanded
resources to correct the defect, as well as by exposing us to liti- geographic footprint and international presence, the outsourcing
gation or losses not covered by insurance. Although we have of some of our business operations, and the continued uncertain
business continuity plans and other safeguards in place, our busi- global economic environment. As a result, cyber security and
ness operations may be adversely affected by significant and the continued development and enhancement of our controls,
widespread disruption to our physical infrastructure or operating processes and practices designed to protect our systems, com-
systems that support our businesses and customers. puters, software, data and networks from attack, damage or
Information security risks for large financial institutions such as unauthorized access remain a priority for CIT. As cyber threats
CIT have generally increased in recent years in part because of continue to evolve, we may be required to expend significant
the proliferation of new technologies, the use of the Internet and additional resources to continue to modify or enhance our pro-
telecommunications technologies to conduct financial transac- tective measures or to investigate and remediate any information
tions, and the increased sophistication and activities of organized security vulnerabilities.
crime, hackers, terrorists, activists, and other external parties. Disruptions or failures in the physical infrastructure or operating
Our operations rely on the secure processing, transmission and systems that support our businesses and customers, or cyber
storage of confidential information in our computer systems and attacks or security breaches of the networks, systems or devices
networks. Our businesses rely on our digital technologies, com- that our customers use to access our products and services
puter and email systems, software, and networks to conduct their could result in customer attrition, regulatory fines, penalties or
operations. Although we believe we have robust information intervention, reputational damage, reimbursement or other com-
security procedures and controls, our technologies, systems, net- pensation costs, and/or additional compliance costs, any of which
works, and our customers’ devices may become the target of could materially adversely affect our results of operations or
cyber attacks or information security breaches that could result in financial condition.
the unauthorized release, gathering, monitoring, misuse, loss or
destruction of CIT’s or our customers’ confidential, proprietary
Item 2. Properties
CIT operates in the United States, Canada, Europe, Latin America, and Asia. CIT occupies approximately 1.4 million square feet of office
space, the majority of which is leased.
CIT ANNUAL REPORT 2012 27
PART TWO
Item 5. Market for Registrant’s Common Equity and Related Stockholder Matters
and Issuer Purchases of Equity Securities
Market Information – CIT’s common stock trades on the New The following tables set forth the high and low reported closing
York Stock Exchange (“NYSE”) under the symbol “CIT.” prices for CIT’s common stock.
Common Stock
2012 2011
High Low High Low
First Quarter $43.19 $34.84 $49.01 $41.82
Second Quarter $41.60 $32.57 $44.33 $39.60
Third Quarter $41.38 $34.20 $44.74 $30.27
Fourth Quarter $40.81 $36.12 $36.60 $29.12
Holders of Common Stock – As of February 11, 2013, there were Return of Capital – We have requested from the Federal Reserve
110,598 beneficial owners of common stock. permission for a modest return of capital during 2013.
Dividends – We have not declared nor paid any common stock Securities Authorized for Issuance Under Equity Compensation
dividends on the shares of common stock during 2011 and 2012. Plans – Our equity compensation plans in effect following the
Effective Date were approved by the Court and do not require
Issuer Purchases of Equity Securities – There were no purchases
shareholder approval. Equity awards associated with these plans
of equity securities made during 2012 and there are no repur-
are presented in the following table.
chase plans or programs under which shares may be purchased.
During 2012, we had no equity compensation plans that were not Based on the Confirmation Order, the Company relied on Section
approved by the Court or by shareholders. For further informa- 1145(a)(1) of the United States Bankruptcy Code to exempt from
tion on our equity compensation plans, including the weighted the registration requirements of the Securities Act of 1933, as
average exercise price, see Item 8. Financial Statements and amended, the issuance of the new securities.
Supplementary Data, Note 18 – Retirement, Other Postretirement
Shareholder Return – The following graph shows the semi-annual
and Other Benefit Plans.
cumulative total shareholder return for common stock during the
Unregistered Sales of Equity Securities – There were no sales period from December 10, 2009 to December 31, 2012. Five year
of common stock during 2012, however, there were issuances historical data is not presented since we emerged from bank-
of common stock under equity compensation plans and an ruptcy on December 10, 2009 and the stock performance of
employee stock purchase plan. CIT’s common stock is not comparable to the performance of
pre-bankruptcy CIT’s common stock. The chart also shows the
On December 10, 2009, the effective date of our plan of reorgani-
cumulative returns of the S&P 500 Index and S&P Banks Index for
zation, we provided for 600,000,000 shares of authorized common
the same period. The comparison assumes $100 was invested on
stock, par value $0.01 per share, of which 200,000,000 shares were
December 10, 2009 (the date our new common stock began trad-
issued, and 100,000,000 shares of authorized new preferred stock,
ing on the NYSE). Each of the indices shown assumes that all
par value $0.01 per share, of which no shares were issued. We
dividends paid were reinvested.
reserved 10,526,316 shares of common stock for future issuance
under the Amended and Restated CIT Group Inc. Long-Term
Incentive Plan.
CIT ANNUAL REPORT 2012 29
$200
$150
$143.11
$138.48
$133.79
$100
$50
$0
12/10/09 12/31/09 6/30/10 12/31/10 6/30/11 12/31/11 6/30/12 12/31/12
CIT __♦__ $100 $102.26 $125.41 $174.44 $163.93 $129.15 $132.00 $143.11
S&P 500 __¶__ $100 $101.60 $ 94.84 $116.90 $123.95 $119.38 $130.70 $138.48
S&P Banks __m__ $100 $100.54 $103.15 $120.49 $112.18 $107.69 $128.93 $133.79
2009 returns based on opening prices on December 10, 2009, the effective date of the Company’s plan of reorganization, through year-end. The opening
prices were: CIT: $27.00, S&P 500: 1098.69, and S&P Banks: 124.73.
The following table presents CIT’s individual components of net interest revenue and operating lease margins.
Average Balances(1) and Associated Income for the year ended: (dollars in millions)
December 31, 2012 December 31, 2011 December 31, 2010
Average Average Average Average Average Average
Balance Interest Rate (%) Balance Interest Rate (%) Balance Interest Rate (%)
Interest bearing deposits $ 6,612.2 $ 21.8 0.33% $ 7,032.1 $ 24.2 0.34% $ 9,382.0 $ 19.6 0.21%
Investments 1,320.9 10.5 0.79% 1,962.3 10.6 0.54% 397.2 12.1 3.05%
Loans (including held for sale)(2)(3)
U.S. 17,190.7 1,131.7 7.07% 19,452.5 1,608.3 8.76% 24,561.1 2,732.9 11.55%
Non-U.S. 4,029.1 405.1 10.06% 4,566.2 585.6 12.83% 6,280.0 954.4 15.22%
Total loans(2) 21,219.8 1,536.8 7.67% 24,018.7 2,193.9 9.57% 30,841.1 3,687.3 12.32%
Total interest earning assets / interest
income(2)(3) 29,152.9 1,569.1 5.61% 33,013.1 2,228.7 6.98% 40,620.3 3,719.0 9.37%
Operating lease equipment, net
(including held for sale)(4)
U.S.(4) 6,139.0 596.9 9.72% 5,186.7 428.1 8.25% 4,922.1 383.9 7.80%
Non-U.S.(4) 6,299.0 654.5 10.39% 6,220.0 664.3 10.68% 6,062.7 588.7 9.71%
Total operating lease
equipment, net(4) 12,438.0 1,251.4 10.06% 11,406.7 1,092.4 9.58% 10,984.8 972.6 8.85%
Total earning assets(2) 41,590.9 $2,820.5 6.98% 44,419.8 $3,321.1 7.67% 51,605.1 $4,691.6 9.25%
Non interest earning assets
Cash due from banks 435.4 938.8 1,039.1
Allowance for loan losses (405.1) (412.0) (288.3)
All other non-interest
earning assets 2,671.1 3,094.0 3,557.1
Total Average Assets $44,292.3 $48,040.6 $55,913.0
Average Liabilities
Borrowings
Deposits $ 7,707.9 $ 152.5 1.98% $ 4,796.6 $ 111.2 2.32% $ 4,780.1 $ 87.4 1.83%
Long-term borrowings(5) 24,235.5 2,744.9 11.33% 30,351.5 2,683.2 8.84% 38,769.3 2,992.3 7.72%
Total interest-bearing liabilities 31,943.4 $2,897.4 9.07% 35,148.1 $2,794.4 7.95% 43,549.4 $3,079.7 7.07%
Credit balances of factoring clients 1,194.4 1,098.1 910.5
Other non-interest bearing liabilities 2,665.5 2,834.1 2,763.1
Noncontrolling interests 5.0 1.1 (3.5)
Stockholders’ equity 8,484.0 8,959.2 8,693.5
Total Average Liabilities and
Stockholders’ Equity $44,292.3 $48,040.6 $55,913.0
Net revenue spread (2.09)% (0.28)% 2.18%
Impact of non-interest
bearing sources 1.90% 1.50% 1.00%
Net revenue/yield on
earning assets(2) $ (76.9) (0.19)% $ 526.7 (1.22)% $1,611.9 3.18%
(1) The average balances presented are derived based on month end balances during the year. Tax exempt income was not significant in any of the years
presented. Average rates are impacted by FSA accretion and amortization.
(2)
The rate presented is calculated net of average credit balances for factoring clients.
(3)
Non-accrual loans and related income are included in the respective categories.
(4)
Operating lease rental income is a significant source of revenue; therefore, we have presented the rental revenues net of depreciation.
(5)
Interest and average rates include FSA accretion, including amounts accelerated due to redemptions or extinguishments, prepayment penalties, and
accelerated original issue discount on debt extinguishment related to the GSI facility.
The table below disaggregates CIT’s year-over-year changes tables between volume (level of lending or borrowing) and
(2012 versus 2011 and 2011 versus 2010) in net interest revenue rate (rates charged customers or incurred on borrowings). See
and operating lease margins as presented in the preceding ‘Net Finance Revenue’ section for further discussion.
The average long-term borrowings balances presented below, December 31, 2012, were as follows: Senior Unsecured Notes –
both quarterly and for the full year, were derived based on daily 4.90%, Series C Notes (other) – 5.37%, Other Debt – 6.02% (pre-
balances and the average rates are based on a 30 days per month FSA basis), Secured Borrowings – 2.30% (pre-FSA basis), and
day count convention. The average rates include FSA accretion, Revolving Credit Facility – 2.71%. The aggregate long-term bor-
including amounts accelerated due to redemptions or extinguish- rowing weighted average rate at December 31, 2012 was 3.81%,
ments and prepayment costs. The debt coupon rates at 5.12% at December 31, 2011 and 5.54% at December 31, 2010.
Years Ended
December 31, 2012 December 31, 2011 December 31, 2010
Unsecured
Revolving Credit Facility $ 284.1 $ 8.8 3.07% $ – $ – – $ – $ – –
Senior Unsecured 3,742.2 192.0 5.13% – – – – – –
Series C Notes (Exchanged)(1) 4,206.3 1,132.5 26.92% – – – – – –
Series C Notes (other) 4,923.1 270.5 5.49% – – – – – –
Other debt(1) 85.6 18.7 21.86% – – – – – –
Total Unsecured Debt 13,241.3 1,622.5 12.25% – – – – – –
Secured
Secured borrowings(1) 10,355.1 438.6 4.24% 10,022.3 563.3 5.62% 13,006.6 526.1 4.04%
First Lien Term Facility(1) – – – 1,916.3 42.9 2.24% 4,907.4 455.9 9.29%
Revolving Credit Facility – – – 479.3 14.9 3.11% – – –
Series A Notes(1) 856.2 683.8 79.86% 11,970.8 1,538.0 12.85% 18,915.0 1,779.2 9.41%
Series B Notes(1) – – – 6.3 2.1 16.03% 1,944.3 209.1 10.75%
Series C Notes (Exchanged)(1) – – – 4,282.3 415.3 9.70% – – –
Series C Notes (other) – – – 1,505.5 91.1 6.05% – – –
Other debt – – – 127.9 15.6 12.19% 206.8 22.0 10.64%
Total Secured Debt 11,211.3 1,122.4 10.01% 30,310.7 2,683.2 8.85% 38,980.1 2,992.3 7.68%
Total Long-term Borrowings $24,452.6 $2,744.9 11.22% $30,310.7 $2,683.2 8.85% $38,980.1 $2,992.3 7.68%
(1) Interest expense includes accelerated FSA accretion (amortization), prepayment penalties, and accelerated original issue discount on debt extinguishment
related to the GSI facility, as presented in the following table.
(3)
Pre-tax income excluding debt redemption charges and accelerated OID on debt extinguishment related to the GSI facility is a non-GAAP measure. Debt
redemption charges include accelerated fresh start accounting debt discount amortization, loss on debt extinguishments and prepayment costs. See
“Non-GAAP Financial Measurements” for components and for reconciliation of non-GAAP to GAAP financial information.
CIT ANNUAL REPORT 2012 35
3. Expand CIT Bank Assets and Funding Impacts of FSA Accretion and Debt Refinancing Costs on
Pre-tax Income (Loss) (dollars in millions)
- Increased bank assets. Total assets at CIT Bank increased
to $12.2 billion at December 31, 2012, from $9.0 billion and Years Ended December 31,
$7.1 billion at December 31, 2011 and 2010, respectively, 2012 2011 2010
reflecting growth in commercial financing and leasing assets. Pre-tax income/(loss) – reported $ (454.8) $ 178.4 $ 771.4
- Increased asset origination activity. Funded new business Accelerated FSA net discount/
volume totaled $6.0 billion, which represents over 90% of (premium) on debt
extinguishments and repurchases 1,450.9 279.2 (85.8)
total U.S. volume in 2012, up from 72% in 2011. Committed
Debt related – loss on debt
loan volume rose to $7.6 billion from $4.4 billion for 2011.
extinguishments 61.2 134.8 –
- Diversified deposit sources. Placed approximately $4.5 billion
Accelerated OID on debt
of deposits since launching online banking platform in the 2011 extinguishments related to the
fourth quarter. CIT Bank began offering on-line savings accounts in GSI facility (52.6) – –
March 2012 to supplement the suite of CD offerings. Debt related – prepayment costs – 114.2 137.9
Total debt redemption charges
2012 FINANCIAL OVERVIEW and OID acceleration 1,459.5 528.2 52.1
Pre-tax income – excluding debt
Our 2012 operating results reflected increased commercial busi-
redemption charges and OID
ness activity and debt redemption and refinancing activities. We acceleration 1,004.7 706.6 823.5
achieved our goal of refinancing or redeeming all the approxi- Net FSA accretion (excluding
mately $31 billion of debt incurred in the 2009 restructuring, debt related acceleration) (365.2) (414.4) (1,404.7)
including over $15 billion in 2012, which caused acceleration of Pre-tax income (loss) – excluding
FSA debt discount accretion. debt redemption charges, FSA
net accretion and OID
Net loss for 2012 totaled $592 million, $2.95 per diluted share, acceleration $ 639.5 $ 292.2 $ (581.2)
and was largely influenced by debt redemption charges. The net
loss compares to net income of $15 million for 2011, or $0.07 per Net finance revenue(5) (“NFR”) continued to be impacted by
diluted share and $521 million for 2010, $2.60 per diluted share. accelerated interest expense related to the redemption of high
The 2012 amounts included $1.5 billion of debt redemption cost debt during 2012. The negative NFR for 2012 was driven
charges, while the prior periods included debt redemption by the FSA discount accretion resulting from repayments of over
charges of $528 million and $52 million for 2011 and 2010, $15 billion of high cost debt. NFR was $527 million for 2011 and
respectively. $1.6 billion for 2010. Average earning assets(5) (“AEA”) were
Pre-tax loss totaled $455 million for 2012 compared to pre-tax $32.5 billion in 2012, down $1.8 billion from 2011 and $8.3 billion
income of $178 million for 2011 and $771 million in 2010. from 2010, primarily due to student loan sales. Average commer-
Although down on a GAAP basis, pre-tax income excluding debt cial earning assets increased during 2012 to $27.6 billion in 2012,
redemption charges, net FSA accretion/amortization and acceler- from $26.7 billion 2011 but was down from $31.9 billion in 2010.
ated OID on debt extinguishment related to the GSI facility(4) for NFR as a percentage of AEA (“net finance margin” or “NFM”)
2012 was nearly $640 million, up from $292 million in 2011 and a was negative and below 2011 and 2010 reflecting debt redemp-
pre-tax loss of $581 million in 2010, driven by lower funding costs tion costs. Excluding net FSA accretion, debt redemption charges
and lower credit costs. 2012 included net FSA costs of $1.1 bil- and accelerated OID on debt extinguishment related to the GSI
lion, primarily due to the acceleration of interest expense related facility, net finance margin was 2.95% for 2012, improved from
to the redemption of over $15 billion of high cost debt, while 1.60% in 2011 and 0.74% in 2010, driven by lower funding costs
2011 and 2010 included net FSA benefits of $135 million and and the reduction of low yielding assets. Net operating lease
$1.5 billion, respectively. revenue increased compared to 2011 and 2010 on higher assets.
While other institutions may use net interest margin (“NIM”),
The following table presents pre-tax results adjusted for debt
defined as interest income less interest expense, we discuss NFR,
redemption charges, net FSA accretion / amortization and accel-
which includes operating lease rental revenue and depreciation
erated OID on debt extinguishment related to the GSI facility.
expense, due to their significant impact on revenue and expense.
This is a non-GAAP measurement.
Provision for credit losses for 2012 was $52 million, down from
$270 million last year and $820 million in 2010. The 2010 provision
included $416 million for the establishment of loan loss reserves
post the adoption of FSA. The lower trend in provisions reflects
a reduction in specific reserves and the overall improvements in
credit metrics, including lower net charge-offs and non-accrual
balances.
(4) Pre-tax income excluding debt redemption charges, net FSA accretion/amortization and accelerated OID on debt extinguishment related to the GSI facility
is a non-GAAP measure. See “Non-GAAP Financial Measurements” for reconciliation of non-GAAP financial information.
(5) Net finance revenue and average earning assets are non-GAAP measures; see “Non-GAAP Financial Measurements” for a reconciliation of non-GAAP to
GAAP financial information.
Other income of $653 million decreased from $953 million in fourth quarter results but, when combined with the other out-of-
2011 and $1.0 billion in 2010, largely due to reduced gains on period errors previously identified this year, were determined by
assets sold and fewer recoveries of loans charged off pre- management to be material to the full year 2012 results.
emergence and loans charged off prior to transfer to held for
The cumulative effect of these revisions was to increase tangible
sale. Factoring commissions of $127 million were down from
book value (“TBV”) by $8 million, as accumulated deficit decreased
2011 and 2010, reflecting lower factoring volume.
by $9 million, accumulated other comprehensive loss decreased
Operating expenses were $918 million, up from $897 million by $14 million and goodwill increased by $15 million. As a result
in 2011, as higher compensation and benefit costs along with of these revisions, the net loss for the quarters ended Septem-
costs related to raising deposits offset lower professional fees, ber 30 and March 31, 2012 was decreased by approximately
and down from $1.0 billion in 2010 on lower compensation and $6 million and $20 million, respectively, and the net loss for the
benefit costs and professional fees. Headcount at December 31, quarter ended June 30, 2012 was increased by $2 million, from
2012, 2011 and 2010 was approximately 3,560, 3,530, and our previously reported amounts. As a result of these revisions,
3,780, respectively. the net income for the years ended December 31, 2011 and 2010
decreased by $12 million and $3 million, respectively, from previ-
Provision for income taxes was $134 million for 2012, compared
ously reported amounts. As a result of our adoption of fresh
to $159 million for 2011 and $246 million for 2010. The tax provision
start accounting, the recognition of amounts relating to periods
predominantly reflects provisions for taxable income generated
prior to 2010 resulted in a corresponding $15 million increase
by our international operations and no income tax benefit on our
to goodwill.
U.S. losses.
Management will revise in subsequent quarterly filings on Form
Total assets at December 31, 2012 were $44.0 billion, down from
10-Q and has revised in Item 8 Financial Data and Supplementary
$45.3 billion and $51.5 billion at December 31, 2011 and 2010,
Data, Note 27 – Select Quarterly Data, its previously reported
respectively, as growth in commercial financing and leasing assets
financial statements for 2012, 2011 and 2010. All prior period data
was offset by sales and runoff of over $4 billion of government-
reflects the revised balances.
guaranteed student loans since 2010. Commercial financing
and leasing assets increased to $30.2 billion, up $2.3 billion
from a year-ago and $1.5 billion from December 31, 2010. 2013 PRIORITIES
Cash and short-term investments totaled $7.6 billion, down During 2013, we will focus on continued progress toward profit-
from $8.4 billion and $11.2 billion at December 31, 2011 and ability targets by growing earning assets, managing expenses
2010, respectively. and growing CIT Bank assets and deposits. Enhancing internal
control functions and our relationships with our regulators will
Funded new business volume of $9.6 billion during 2012
also remain a focus for 2013.
increased 23% from 2011 on strong Corporate Finance activity,
while committed new business volume of $11.3 billion increased Specific business objectives established for 2013 include:
20%. Both metrics were significantly above 2010 levels. Trade - Prudently Grow Assets – We plan to grow earning assets, either
Finance factoring volume of $25.1 billion decreased 3% from organically or through portfolio acquisitions, by focusing on
2011 and 6% from 2010. existing products and markets as well as newer initiatives,
Credit metrics reflected favorable trends. Net charge-offs of including equipment finance, real estate finance, and maritime
$74 million declined from $265 million in 2011 and $465 million finance.
in 2010, essentially due to improvements in Corporate Finance
- Execute on Expense Initiatives – In order to achieve and
and Vendor Finance. Net charge-offs in the commercial segments maintain our target pre-tax return on average earning assets
were 0.46%, down significantly from 1.68% in 2011 and 2.04% in of between 2.0% and 2.5%, we plan to reduce the quarterly run
2010. Non-accrual balances declined over 50% to $332 million rate of operating expenses by $15 million to $20 million from
at December 31, 2012 from $702 million a year ago and down third quarter 2012 levels. These improvements will be phased
significantly from $1.6 billion at December 31, 2010. in over 2013 through improved operating efficiencies and
expense reductions.
PRIOR PERIOD REVISIONS
- Continue to Expand CIT Bank – CIT Bank will continue to
fund virtually all of our U.S. lending and leasing volume,
In preparing its quarterly financial statements for the first three expand on-line deposit offerings and begin to implement
quarters of 2012, the Company discovered, corrected and dis- a thin branch network.
closed the larger amounts in those quarters immaterial errors - Continue Progress Towards Profitability Targets – We will
that impacted prior periods. Additional out-of-period errors were focus on managing towards our return on asset targets in
identified in the fourth quarter. These additional out-of-period order to improve profitability and grow book value.
errors were individually and in the aggregate not material to the
CIT ANNUAL REPORT 2012 37
PERFORMANCE MEASUREMENTS
The following chart reflects key performance indicators evaluated by management and used throughout this management discussion
and analysis:
Asset Generation – to originate new business and build - Origination volumes; and
earning assets. - Financing and leasing assets balances.
Revenue Generation – lend money at rates in excess of cost of - Net finance revenue and other income;
borrowing, earn rentals on the equipment we lease - Asset yields and funding costs;
commensurate with the risk, and generate other revenue - Net finance revenue as a percentage of average earning assets
streams. (AEA); and
- Operating lease revenue as a percentage of average operating
lease equipment (AOL).
Expense Management – maintain efficient operating platforms - Operating expenses and trends; and
and related infrastructure. - Operating expenses as percentage of AEA.
Profitability – generate income and appropriate returns - Net income per common share (EPS);
to shareholders. - Net income as a percentage of average earning assets
(ROA); and
- Net income as a percentage of average common equity (ROE).
Capital Management – maintain a strong capital position. - Tier 1 and Total capital ratio; and
- Tier 1 capital as a percentage of adjusted average assets
(“Tier 1 Leverage Ratio”).
Liquidity Risk – maintain access to ample funding at - Cash and short term investment securities;
competitive rates. - Committed and available funding facilities;
- Debt maturity profile; and
- Debt ratings.
Market Risk – substantially insulate profits from movements in - Net Interest Income Sensitivity; and
interest and foreign currency exchange rates. - Economic Value of Equity (EVE).
The following tables present management’s view of consolidated margin and includes revenues from loans and leased equipment, net of
interest expense and depreciation, in dollars and as a percent of average earning assets.
Net finance revenue (“NFR”) and NFR as a percentage of AEA decreased NFR by $1.2 billion during 2012, compared to
(Net Finance Margin or “NFM”) are key metrics used by manage- increases of $25 million in 2011 and $1.4 billion in 2010. The 2012
ment to measure the profitability of our lending and leasing period included significantly higher debt FSA discount accretion
assets. NFR includes interest and fee income on our loans and resulting from repayments of high cost debt (“accelerated debt
capital leases, interest and dividend income on cash and invest- FSA accretion”) and accelerated OID on debt extinguishment
ments, rental revenue and depreciation from our leased related to the GSI facility (“accelerated OID accretion”), which
equipment, as well as funding costs. Given our asset composition when discussed in combination is referred to as “accelerated
includes a high level of operating lease equipment (38% of aver- debt FSA and OID accretion”. See Fresh Start Accounting section
age earning assets), NFM is a more appropriate metric for CIT for FSA accretion details and the first table in Segments for accel-
than net interest margin (“NIM”) (a common metric used by other erated debt FSA and OID accretion balances. As detailed in the
bank holding companies), as NIM does not fully reflect the earn- following table, absent net FSA accretion, accelerated OID accre-
ings of our portfolio because it includes the impact of debt costs tion and prepayment costs, adjusted NFR was $1.1 billion, up
on all our assets but excludes the net revenue (rental revenue less from $616 million in 2011 and $353 million in 2010. The improve-
depreciation) from operating leases. ment from both periods reflects lower funding costs, while the
increase from 2011 also reflects a benefit from higher commercial
NFR continued to be significantly impacted by FSA accretion in
segment average earning assets.
2012. Net FSA accretion (FSA accretion included in interest
income and expense, and depreciation and rental income)
CIT ANNUAL REPORT 2012 39
As detailed below, NFM included significant impact from net FSA accretion, accelerated OID on debt extinguishments related to the GSI
facility and debt prepayment costs.
NFR and Adjusted NFR are non-GAAP measures, see “Non-GAAP Financial Measurements” for a reconciliation of non-GAAP to GAAP
financial information.
NFM was down from 2011 and 2010 reflecting accelerated debt Interest income was down from 2011 and 2010 primarily reflecting
FSA and lower net FSA, partially offset by OID accretion. Adjusted lower FSA accretion, which totaled $268 million in 2012, $745 mil-
NFM, improved over the prior-year periods due to continued lion in 2011 and $1.6 billion in 2010. The remaining accretable
reduction in funding costs, a continued shift in asset mix to FSA discount on loans was $355 million at December 31, 2012.
higher-yielding commercial assets, as well as higher amount of The decline from 2011 was partially offset by higher commercial
suspended depreciation and other yield related items. Lower earning assets. While total AEA was down 5% from 2011 and 20%
funding costs resulted from our liability actions, which included from 2010, both primarily driven by assets sales, principally con-
paying off high cost debt and deposit growth. Suspended depre- sumer loans, commercial segment AEA increased about 4%
ciation on operating lease equipment held for sale, described from 2011.
below, benefits NFM until the asset is sold. Interest recoveries,
Interest expense included $1.6 billion of FSA accretion and
which resulted from non-accrual asset prepayments, sales and
accelerated OID accretion ($1.4 billion due to accelerated debt
assets returning to accrual status, and certain other yield-related
extinguishments), while 2011 and 2010 included FSA accretion
fees, were up in 2012.
and prepayment costs of $1.0 billion ($393 million due to acceler-
Generally, 2012 new business yields in Corporate Finance ated debt extinguishments) and $533 million ($52 million due to
remained relatively stable within product types. Utilization rates accelerated debt extinguishments), respectively. The higher 2012
in air and railcar assets in Transportation Finance remained strong amounts resulted from repayments of over $15 billion in high cost
as discussed below. Asset yields, which vary by vendor program, debt in the first three quarters and $1.0 billion of secured debt in
geography and types of credit in Vendor Finance, were generally the last quarter of 2012. During 2011, CIT had $9.5 billion in debt
stable in 2012, but there was some pricing pressure. redemptions and extinguishments.
2011 NFM excluding FSA and prepayment penalties improved As a result of our 2012 debt redemption activities and the
over 2010 as lower funding costs and stabilizing asset yields par- increased proportion of deposits to total funding, we reduced
tially offset reduced benefits from the GSI Facilities. While the weighted average coupon rates of outstanding deposits and
benefits from the GSI Facilities were down, net finance margin long-term borrowings to 3.18% at December 31, 2012, from
continued to benefit from discount recapture stemming from col- 4.69% at December 31, 2011 and 5.30% at December 31, 2010.
lateral prepayments on the underlying securities. Excluding FSA The weighted average coupon rate of long-term borrowings
and the effect of prepayment penalties on high-cost debt, margin at December 31, 2012 was 3.81%, compared to 5.12% at
during 2010 grew sequentially during the first three quarters due December 31, 2011 and 5.54% at December 31, 2010. Long-term
to a decrease in high cost debt. During the fourth quarter, our borrowings are discussed in Funding and Liquidity. See Select
yield compressed as the sale of non-strategic consumer receiv- Financial Data section for more information on Long-term
ables (which carried higher yields and a higher risk profile) in borrowing rates.
Vendor Finance and the pressure on rental margins, including
Deposits have increased, both in dollars and proportion of
the impact from the return of aircraft from a bankrupt carrier,
total CIT funding; 31% at December 31, 2012 compared to
more than offset the benefits of paying down high cost debt.
19% at December 31, 2011 and 12% at December 31, 2010. The
NFM continued to be impacted by our changing business mix, weighted average rate of total CIT deposits at December 31,
in which cash and short-term investments and student loans con- 2012 was 1.75%, compared to 2.68% at December 31, 2011 and
tinue to represent a sizable but declining portion of the overall 3.13% at December 31, 2010.
balance sheet. Continued growth in the relative proportion of
commercial loans and leases and further declines in non-accrual
loan balances, contributed to the improved margin.
The following table sets forth the details on net operating lease revenue(6), before and after the impact of FSA:
Net Operating Lease Revenue as a % of Average Operating Leases (AOL) (dollars in millions)
Years Ended December 31,
2012 2011 2010
Rental income on operating leases 14.78% 14.85% 15.01%
Depreciation on operating lease equipment (4.42)% (5.12)% (6.15)%
Net operating lease revenue % 10.36% 9.73% 8.86%
Net operating lease revenue %, excluding FSA 7.20% 6.42% 5.68%
Net operating lease revenue $ 1,251.4 $ 1,092.4 $ 972.6
Average Operating Lease Equipment (“AOL”) $12,072.9 $11,228.9 $10,981.0
Net operating lease revenue increased in amount compared to equipment being recorded as held for sale. Once a long-lived
2011 and 2010 on higher assets in Transportation Finance and asset is classified as held for sale, depreciation expense is no longer
lower depreciation expense in Vendor Finance (discussed further recognized, but the asset is evaluated for impairment with any
below). Net operating lease revenue also reflects a benefit from such charge recorded in other income. As a result, net operat-
net FSA accretion of $189 million, $184 million and $171 million ing lease revenue includes rental income on operating lease
for the years ended December 31, 2012, 2011 and 2010, respec- equipment classified as held for sale, but there is no related
tively. These factors also drove the increases in net operating depreciation expense. The amount of depreciation not recog-
lease revenue as a percent of AOL. nized on operating lease equipment in assets held for sale
totaled $96 million for 2012, $68 million for the 2011 and was not
Net operating lease revenue was primarily generated from the
significant in 2010. The amount of impairment on operating lease
aircraft and rail transportation portfolios. Net operating lease
assets held for sale totaled $114 million for 2012, $85 million for
revenue from these portfolios improved from the prior years,
2011 and $2 million for 2010. Operating lease equipment in
reflecting higher asset balances and strong asset utilization.
assets held for sale totaled $344 million at December 31, 2012
Commercial aircraft utilization rates remained strong at over
and $237 million at December 31, 2011, reflecting assets relating
99% leased at December 31, 2012, essentially unchanged from
to transportation equipment and the previously announced Dell
2011 and 2010. In the rail portfolio, fleet utilization, including
Europe platform sale in Vendor Finance, and none at
commitments, was over 98%, increased from 97% and 94% at
December 31, 2010.
December 31, 2011 and 2010, respectively.
See “Non-interest Income – Impairment on assets held for sale”,
In addition, the 2012 results compared to 2011 and 2010
“Expenses – Depreciation on operating lease equipment” and
benefited from lower depreciation expense, primarily in the
“Concentrations – Operating Leases” for additional information.
Vendor Finance business, as a result of certain operating lease
CREDIT METRICS
Since the Company’s emergence from bankruptcy, management expected losses. The result was continued reduction in non-
has analyzed credit trends both before and after FSA in order to accrual loans and charge-offs remaining at low levels.
provide comparability with our longer-term credit trends (which
Management believes that credit metrics are at, or near, cyclical
included pre-emergence / historical accounting) and credit trends
lows, and does not expect sustained improving trends from these
experienced by other market participants. These dual comparisons
levels. Given current levels, sequential quarterly movements in
are less relevant in 2012 than in prior post emergence periods,
non-accrual loans and charge-offs in Corporate Finance, Trade
and will become even less so prospectively as FSA discount
Finance and Transportation Finance are subject to volatility
related to loans has declined to $377 million at December 31,
around longer term trends if larger accounts migrate in and
2012 from $5.0 billion at December 31, 2009. As a result, this
out of non-accrual status or get resolved. Given the smaller
dual reporting had been de-emphasized during 2012.
ticket, flow nature of Vendor Finance, we do not expect quarter-
Our credit metrics began to improve in the latter half of 2010; a over-quarter movement in these metrics to be as significant in
trend that has continued through the end of 2012. This positive this business.
trend is consistent with improved global economic conditions,
As a percentage of average finance receivables, net charge-offs
as well as circumstances specific to our portfolio, including the
in the Commercial segments were 0.46% in the current year, ver-
liquidation of lower credit quality legacy assets that had higher
sus 1.68% in 2011 and 2.04% in 2010. Non-accrual loans in the
(6)
Net operating lease revenue and average operating lease equipment are non-GAAP measures; see reconciliation of non-GAAP to GAAP
financial information.
CIT ANNUAL REPORT 2012 41
Commercial segments declined 53% to $330 million (1.93% of The allowance for loan losses is intended to provide for losses
Finance receivables) from $701 million (4.61%) at December 31, inherent in the portfolio based on estimates of the ultimate
2011. This follows a 57% improvement in non-accrual loans in outcome of collection efforts, realization of collateral values, and
2011 from 2010, as non-accrual loans have declined from the other pertinent factors, such as estimation risk related to perfor-
post-emergence peak of $2.1 billion at June 30, 2010. mance in prospective periods. We may make adjustments to the
allowance depending on general economic conditions and spe-
The provision for credit losses was $52 million for the current
cific industry weakness or trends in our portfolio credit metrics,
year, down from $270 million and $820 million in 2011 and 2010,
including non-accrual loans and charge-off levels and realization
respectively. While the improving trend was largely driven by
rates on collateral.
lower charge-offs, the 2010 provision, in particular, included
higher amounts to rebuild an allowance following the elimination Our allowance for loan losses includes: (1) specific reserves for
of the previous amount as FSA was adopted in December 2009 impaired loans, (2) non-specific reserves for losses inherent in
in conjunction with the Company’s emergence from bankruptcy. non-impaired loans utilizing the Company’s internal probability
of default / loss given default ratings system, generally with a two
As a result of adopting FSA, the allowance for loan losses at
year loss emergence period assumption, to determine estimated
December 31, 2009 was eliminated and effectively recorded as
loss levels and (3) a qualitative adjustment to the reserve for eco-
discounts on loans as part of the fair value of finance receivables.
nomic risks, industry and geographic concentrations, and other
A portion of the discount attributable to embedded credit losses
factors not adequately captured in our methodology. Our policy
was recorded as non-accretable discount and is utilized as such
is to recognize losses through charge-offs when there is high like-
losses occurred, primarily on impaired, non-accrual loans. Any
lihood of loss after considering the borrower’s financial condition,
incremental deterioration of loans in this group results in incre-
underlying collateral and guarantees, and the finalization of
mental provisions or charge-offs. Improvements or an increase in
collection activities.
forecasted cash flows in excess of the non-accretable discount
reduces any allowance on the loan established after emergence For all presentation periods, qualitative adjustments largely
from bankruptcy. Once such allowance (if any) has been reduced related to instances where management believed that the Com-
and the account is returned to accruing status, the non-accretable pany’s current risk ratings in selected portfolios did not yet fully
discount is reclassified to accretable discount and is recorded as reflect the corresponding inherent risk. The qualitative adjust-
finance income over the remaining life of the account. For per- ments did not exceed 10% of the total allowance for any of such
forming pre-emergence loans, an allowance for loan losses is periods and are recorded by class and included in the allowance
established to the extent our estimate of inherent loss exceeds for loan losses.
the FSA discount. Recoveries on pre-emergence (2009 and prior)
Management updated and enhanced credit grading models in
charge-offs, and on charge-offs prior to transfer to held-for-sale,
the quarter ended June 30, 2012 as part of its ongoing model
are recorded in non-interest income, and totaled $55 million,
development life cycle. These updates and enhancements did
$124 million and $279 million for 2012, 2011 and 2010,
not have a significant impact in the period relative to other fac-
respectively. These declining amounts reflect the longer period
tors affecting the allowance. See Risk Management for additional
away from the emergence date.
discussion on the new model development and the allowance for
loan losses.
The following table presents detail on our allowance for loan losses, including charge-offs and recoveries and provides summarized com-
ponents of the provision and allowance:
Allowance for Loan Losses and Provision for Credit Losses (dollars in millions)
Years ended December 31
CIT Predecessor CIT
2012 2011 2010 2009 2008
Allowance – beginning of period $ 407.8 $ 416.2 $ – $ 1,096.2 $ 574.3
Provision for credit losses(1) 51.6 269.7 820.3 2,660.8 1,049.2
Change related to new accounting guidance(2) – – 68.6 – –
Other(1) (5.9) (12.9) (8.2) (12.2) (36.8)
Net additions 45.7 256.8 880.7 2,648.6 1,012.4
Gross charge-offs (141.8) (368.8) (510.3) (2,068.2) (557.8)
Recoveries(3) 67.6 103.6 45.8 109.6 67.3
Net Charge-offs (74.2) (265.2) (464.5) (1,958.6) (490.5)
Allowance before fresh start adjustments 379.3 407.8 416.2 1,786.2 1,096.2
Fresh start adjustments – – – (1,786.2) –
Allowance – end of period $ 379.3 $ 407.8 $ 416.2 $ – $ 1,096.2
Loans
Commercial Segments $17,150.2 $15,223.1 $16,572.5 $25,501.4 $40,654.0
Consumer 3,697.4 4,682.8 8,075.9 9,683.7 12,472.6
Total loans $20,847.6 $19,905.9 $24,648.4 $35,185.1 $53,126.6
Allowance
Commercial Segments $ 379.3 $ 407.8 $ 416.2 $ – $ 857.9
Consumer – – – – 238.3
Total allowance $ 379.3 $ 407.8 $ 416.2 $ – $ 1,096.2
(1) Includes amounts related to reserves on unfunded loan commitments, letters of credit and for deferred purchase agreements, which are reflected in other
liabilities, as well as foreign currency translation adjustments.
(2)
Reflects reserves associated with loans consolidated in accordance with 2010 adoption of accounting guidance on consolidation of variable interest entities.
(3) Recoveries for the years ended December 31, 2012, 2011 and 2010 do not include $55.0 million, $124.1 million and $278.8 million, respectively, of recoveries
of loans charged off pre-emergence and loans charged off prior to transfer to held for sale, which are included in Other Income.
The allowance for loan losses as a percentage of finance receiv- for loan loss percentages were 1.82%, 2.05% and 1.69%, as of
ables for the Commercial Segments (excluding U.S. government- December 31, 2012, 2011 and 2010, respectively. The declining
guaranteed student loans) was 2.21%, 2.68% and 2.51% as of proportion of student loans in the periods presented narrows the
December 31, 2012, 2011 and 2010, respectively. The declining gap between the consolidated and commercial allowance rates,
trend in 2012 reflects the previously-mentioned liquidation of and therefore affects the comparability between the overall and
lower credit quality legacy assets that had higher expected commercial portfolio rate trends.
losses. The rate increase in 2011 also reflects the re-establishment
The decline in specific reserves over the past two years, particu-
of allowance corresponding to FSA discount accretion.
larly during 2011, is consistent with reduced non-accrual inflows
Including the U.S. government guaranteed student loans, which and balances.
have no related reserves, the comparable consolidated allowance
CIT ANNUAL REPORT 2012 43
FSA discount and allowance balances by segment are presented in the following tables:
Segment FSA Loans Discount and Allowance for Loan Losses (dollars in millions)
The following table presents charge-offs, by business segment. See Results by Business Segment for additional information.
Charge-offs as a Percentage of Average Finance Receivables (dollars in millions)
Years Ended December 31,
CIT Predecessor CIT
2012 2011 2010 2009 2008
Gross Charge-offs
Corporate Finance $ 52.7 0.70% $239.6 3.31% $257.7 2.49% $1,427.2 7.92% $186.6 0.89%
Transportation Finance 11.7 0.69% 6.6 0.48% 4.8 0.29% 3.4 0.14% – –
Trade Finance 8.6 0.36% 21.1 0.85% 29.8 1.12% 111.8 2.42% 64.1 0.95%
Vendor Finance 67.8 1.49% 97.2 2.16% 191.9 2.81% 386.4 3.36% 181.2 1.57%
Commercial Segments 140.8 0.87% 364.5 2.34% 484.2 2.25% 1,928.8 5.27% 431.9 1.04%
Consumer 1.0 0.02% 4.3 0.06% 26.1 0.30% 139.4 1.17% 125.9 0.99%
Total $141.8 0.70% $368.8 1.61% $510.3 1.68% $2,068.2 4.27% $557.8 1.02%
Recoveries(1)
Corporate Finance $ 20.3 0.27% $ 33.5 0.46% $ 12.0 0.12% $ 40.4 0.22% $ 14.5 0.06%
Transportation Finance – – 0.1 0.01% – – 0.9 0.04% 1.3 0.05%
Trade Finance 7.8 0.33% 10.9 0.44% 1.2 0.04% 3.2 0.07% 1.9 0.03%
Vendor Finance 39.0 0.86% 57.9 1.29% 31.8 0.47% 58.0 0.50% 43.6 0.38%
Commercial Segments 67.1 0.41% 102.4 0.66% 45.0 0.21% 102.5 0.28% 61.3 0.15%
Consumer 0.5 0.01% 1.2 0.02% 0.8 0.01% 7.1 0.06% 6.0 0.05%
Total $ 67.6 0.33% $103.6 0.45% $ 45.8 0.15% $ 109.6 0.23% $ 67.3 0.12%
Net Charge-offs(1)
Corporate Finance $ 32.4 0.43% $206.1 2.85% $245.7 2.37% $1,386.8 7.70% $172.1 0.83%
Transportation Finance 11.7 0.69% 6.5 0.47% 4.8 0.29% 2.5 0.10% (1.3) (0.05)%
Trade Finance 0.8 0.03% 10.2 0.41% 28.6 1.08% 108.6 2.35% 62.2 0.92%
Vendor Finance 28.8 0.63% 39.3 0.87% 160.1 2.34% 328.4 2.86% 137.6 1.19%
Commercial Segments 73.7 0.46% 262.1 1.68% 439.2 2.04% 1,826.3 4.99% 370.6 0.89%
Consumer 0.5 0.01% 3.1 0.04% 25.3 0.29% 132.3 1.11% 119.9 0.94%
Total $ 74.2 0.37% $265.2 1.16% $464.5 1.53% $1,958.6 4.04% $490.5 0.90%
(1)
Net charge-offs do not include recoveries of loans charged off pre-emergence and loans charged off prior to transfer to held for sale, which are recorded in
Other Income.
Gross and net charge-offs, both in amount and as a percentage Following a spike in 2009, Vendor Finance charge-offs were high
of AFR, declined to their lowest levels since 2007. Net charge-offs in 2010 due to a policy refinement in the third quarter, which
in the Commercial segments declined to 0.46% of AFR from accelerated delinquency-based charge-offs to 150 days from the
1.68% in 2011, with all segments except Transportation Finance previous 180 days. Charge-off trends have consistently improved
contributing to the decline. The Transportation Finance write-offs since then. The decline in Consumer charge-offs over the time
of 0.69% for the current year primarily reflected charge-offs on period above reflects the reduction in the private student loan
two loans secured by aviation equipment, which introduced portfolio. As of December 31, 2012, the Consumer portfolio con-
short-term volatility to the trends. Recoveries, while down from sists of student loans that are 97%–98% guaranteed by the U.S.
2011 in amount, remained strong in relation to gross charge-offs. government, thereby mitigating our ultimate credit risk.
CIT ANNUAL REPORT 2012 45
The tables below present information on non-performing loans, which includes assets held for sale for each period:
Non-accrual and Accruing Past Due Loans at December 31 (dollars in millions)
CIT Predecessor CIT
2012 2011 2010 2009 2009(1) 2008
Non-accrual loans
U.S. $273.2 $623.3 $1,336.1 $1,465.5 $2,335.3 $1,081.7
Foreign 57.0 77.8 280.7 108.8 292.4 138.8
Commercial Segments 330.2 701.1 1,616.8 1,574.3 2,627.7 1,220.5
Consumer 1.6 0.9 0.7 0.1 197.7 194.1
Non-accrual loans $331.8 $702.0 $1,617.5 $1,574.4 $2,825.4 $1,414.6
Troubled Debt Restructurings
U.S. $263.2 $427.5 $ 412.4 $ 116.5 $ 189.2 $ 107.6
Foreign 25.9 17.7 49.3 4.5 24.9 21.7
Restructured loans $289.1 $445.2 $ 461.7 $ 121.0 $ 214.1 $ 129.3
Accruing loans past due 90 days or more
Government guaranteed accruing student loans
past due 90 days or more $231.4 $390.3 $ 433.6 $ 480.7 $ 493.7 $ 466.5
Other accruing loans past due 90 days or more 3.4 2.2 1.7 89.4 88.2 203.1
Accruing loans past due 90 days or more $234.8 $392.5 $ 435.3 $ 570.1 $ 581.9 $ 669.6
(1)
Reflects balances pre-FSA.
Similar to last year, non-accrual loans declined in excess of 50% challenged by reduced consumer demand resulting from high
from the prior year, with all commercial segments reporting reduc- unemployment levels.
tions, both in amount and as a percentage of finance receivables.
Approximately 80% of our non-accrual accounts were paying
The improvement in 2012 was particularly noteworthy in Trade
currently at December 31, 2012, and our impaired loan carrying
Finance and Corporate Finance, which reflected repayments and
value (including FSA discount, specific reserves and charge-offs)
resolutions, as well as returns to accrual status where appropriate.
to estimated outstanding contractual balances approximated
As mentioned earlier, our credit metrics have been improving 65%. For this purpose, impaired loans are comprised principally
since the latter half of 2010. Non-accrual levels at June 30, 2010 of non-accrual loans over $500,000 and TDRs.
were at, or near, historical highs, due to the combination of con-
Total delinquency (30 days or more) in our commercial segments
tinued global economic weakness and circumstances specific to the
were flat as a percentage of finance receivables at 1.7%, but did
Company’s emergence from bankruptcy. This was most evident
experience a $27 million increase compared to December 31,
in Corporate Finance and Trade Finance. In Corporate Finance,
2011. An increase in the 30 – 59 day category of $73 million was
non-accrual loans had increased significantly in the printing,
partially offset by decreases in the 60-89 and 90+ categories, and
publishing, commercial real estate, energy, lodging, leisure and
reflected certain non-credit (administrative) delinquencies in
small business sectors. The segment’s cash flow portfolio was
Vendor Finance, as well as normal month to month fluctuations.
most severely impacted. In Trade Finance, nonaccrual balances
increased in 2010 from 2009 as clients and retailers remained
Foregone Interest on Non-accrual Loans and Troubled Debt Restructurings (dollars in millions)
2012 2011 2010
U.S. Foreign Total U.S. Foreign Total U.S. Foreign Total
Interest revenue that would have been earned at
original terms $66.5 $12.1 $78.6 $169.4 $18.6 $188.0 $244.7 $35.6 $280.3
Less: Interest recorded 23.7 3.7 27.4 18.7 6.0 24.7 35.4 15.0 50.4
Foregone interest revenue $42.8 $ 8.4 $51.2 $150.7 $12.6 $163.3 $209.3 $20.6 $229.9
The Company periodically modifies the terms of loans / finance borrower. Borrower compliance with the modified terms is the
receivables in response to borrowers’ difficulties. Modifications primary measurement that we use to determine the success
that include a financial concession to the borrower, which other- of these programs.
wise would not have been considered, are accounted for as
The tables that follow reflect loan carrying values as of
troubled debt restructurings (“TDRs”). For those accounts that
December 31, 2012 and 2011 of accounts that have been
were modified but were not considered to be TDRs, it was deter-
modified.
mined that no concessions had been granted by CIT to the
NON-INTEREST INCOME
Non-interest Income includes Rental Income on Operating Gains on loan and portfolio sales reflected 2012 sales volume of
Leases and Other Income. $2.5 billion, which consisted of $2.1 billion in Consumer (student
loans) and $0.4 billion in Corporate Finance. Although the majority
Rental income on operating leases from equipment we lease is
of the assets sold were student loans, over 80% of the gains
recognized on a straight line basis over the lease term. Rental
were on the Corporate Finance sales. The high gain percentage
income is discussed in “Net Finance Revenues” and “Results by
related to Corporate Finance resulted from the low carrying val-
Business Segment”. See also “Note 4 — Operating Lease Equip-
ues as many of the loans sold were on non-accrual and included
ment” and “Concentrations – Operating Leases” for additional
FSA adjustments. The 2011 sales volume totaled $2.5 billion,
information on operating leases.
which consisted of $1.3 billion in Consumer, $0.7 billion in Corpo-
Other income declined in 2012 and 2011 reflecting the following: rate Finance, $0.4 billion in Vendor Finance, and approximately
Factoring commissions declined from 2011 and 2010, reflecting $0.1 billion in Transportation Finance. Corporate Finance gener-
lower factoring volumes. ated over 70% of the gains. Sales volume was $4.2 billion in 2010,
which consisted of $1.8 billion in Corporate Finance, $1.6 billion
Gains on sales of leasing equipment resulted from sales volume in Vendor Finance, $0.7 billion in Consumer, and $0.1 billion
of $1.3 billion in 2012, $1.1 billion in 2011, and $0.9 billion in in Transportation Finance.
2010. The amount of gains will vary based on volume and type of
equipment sold. Equipment sales for 2012 consisted of $0.7 bil- Counterparty receivable accretion relates to the FSA accretion
lion in Transportation Finance assets, with the remainder split of a fair value discount on the receivable from Goldman Sachs
between Vendor Finance assets and Corporate Finance assets. International (“GSI”) related to the GSI Facilities, which are total
Equipment sales for 2011 consisted of $0.5 billion in Transporta- return swaps (as discussed in Funding and Liquidity). The dis-
tion Finance assets, $0.4 billion in Vendor Finance assets and $0.2 count is accreted into income over the expected term of the
billion in Corporate Finance assets. Equipment sales for 2010 payout of the associated receivables. FSA accretion remaining
consisted of $0.5 billion in Vendor Finance assets, $0.2 billion in on the counterparty receivable was $21 million at December 31,
Transportation Finance assets and $0.2 billion in Corporate 2012. See Fresh Start Accounting and Funding and Liquidity
Finance assets. and Note 8 — Long-term Borrowings and Note 9 — Derivative
Financial Instruments.
Fee revenues include fees on lines of credit and letters of credit,
syndication related fees, agent and advisory fees, and servicing Recoveries of loans charged off pre-emergence and loans charged
fees for the loans we sell but retain servicing. Agent and advisory off prior to transfer to held for sale reflected repayments or other
fees declined over the past three years due to lower deal activity, workout resolutions on loans charged off prior to emergence
and asset management and servicing fees declined on lower from bankruptcy and loans charged off prior to classification as
asset levels. Fee revenues are mainly driven by our Corporate held for sale. Unlike recoveries on loans charged off after our
Finance segment, which includes fees from servicing SBL loans. restructuring, these recoveries are recorded as other income,
not as a reduction to the provision for loan losses. The decrease
from the prior years, reflected a general downward trend as the
Company moves further away from its emergence date. Recover- related. When a long-lived asset is classified as held for sale,
ies of loans charged off prior to transfer to held for sale increased depreciation expense is suspended and the asset is evaluated
in 2011 as Corporate Finance moved a pool of predominantly for impairment with any such charge recorded in other income.
non-accrual loans to held for sale on which there was subsequent (See Expenses for related discussion on depreciation on operat-
recovery activity. ing lease equipment.) The 2011 balance included $61 million
of impairment charges related to Vendor Finance, $24 million
Gains on investment sales reflected sales of equity investments,
related to $2.2 billion of government-guaranteed student loans
primarily in Corporate Finance.
and $22 million related to idle center beam railcars, which were
Losses on derivatives and foreign currency exchange Transactional scrapped in 2012. The 2010 balance included $11 million of
foreign currency movements resulted in gains of $37 million in impairment related to student loans and $12 million related to
2012 and losses of $(42) million and $(64) million in 2011 and sale of Corporate Finance loans.
2010, respectively. These were partially offset by losses of $(33)
Other revenues include items that are more episodic in nature,
million in 2012, gains of $35 million in 2011 and $3 million in 2010
such as proceeds received in excess of carrying value on non-
on derivatives that economically hedge foreign currency move-
accrual accounts held for sale, which were repaid or had another
ments and other exposures. The 2010 losses were largely incurred
workout resolution, and insurance proceeds in excess of carrying
in the first quarter before hedges were reestablished following
value on damaged leased equipment, and also includes income
our 2009 bankruptcy. In addition, derivative losses for 2012
from joint ventures. The 2012 amount included $8 million, down
included $(6) million related to the valuation of the derivatives
from $59 million in 2011, of proceeds received in excess of
within the GSI facility. Other significant amounts were losses of
carrying value on non-accrual accounts held for sale, primarily
$(4) million in 2012 and gains of $2 million in 2011 on the realiza-
Corporate Finance loans. Principal recovery on these accounts
tion of cumulative translation adjustment (CTA) amounts from
was reported in recoveries of loans charged off prior to transfer
AOCI upon the sale or substantial liquidation of a subsidiary.
to held for sale. In the 2012 fourth quarter, Vendor Finance recog-
For additional information on the impact of derivatives on the
nized a $14 million gain on a sale of a platform related to the
income statement, please refer to Note 9 — Derivative Financial
Dell Europe transaction. Transportation Finance benefited in
Instruments.
2011 from $14 million related to an aircraft insurance claim and
Impairment on assets held for sale in 2012 included $80 million $11 million related to a change in the aircraft order book and
of charges related to Vendor Finance operating lease equipment corresponding acceleration of FSA. Other revenues in 2010 were
that were transferred to held for sale in 2011 and $34 million not significant.
related to Transportation Finance equipment, mostly aerospace
EXPENSES
Depreciation on operating lease equipment is recognized on Transportation Finance operating lease equipment portfolio,
owned equipment over the lease term or estimated useful life of which includes long-lived assets such as rail cars and aircraft.
the asset. Key influences on depreciation are asset mix and Impairments recorded on equipment held in portfolio are
impairments. Depreciation expense is primarily driven by the reported as depreciation expense. Also impacting the balance
CIT ANNUAL REPORT 2012 49
are assets held for sale and FSA accretion. Depreciation expense 2012 reflected amounts received on favorable legal and tax
is suspended on operating lease equipment once it is transferred resolutions and lower (although still elevated) consulting costs
to held for sale. While in held for sale, the Company tests for for risk management and other projects. The 5% increase in
impairment, and charges are recorded in Other Income. The 2011 was primarily due to higher risk management consulting
amount of depreciation not recognized on operating lease fees and litigation-related costs.
equipment in assets held for sale totaled $96 million for 2012 and - Advertising and marketing expenses increased, reflecting
$68 million for 2011, most of which related to Vendor Finance and higher amounts associated with CIT Bank. CIT Bank costs
was not significant in 2010. Depreciation expense includes a com- totaled $24 million in 2012, up from $1 million in 2011,
ponent of FSA adjustments, which reduced depreciation expense reflecting costs associated with raising deposits.
by $214 million for 2012, $240 million for 2011 and $274 million - Provision for severance and facilities exiting activities reflects
for 2010. See “Net Finance Revenues” and “Non-interest Income”. costs associated with various organization efficiency initiatives.
Severance costs include employee termination benefits
Operating expenses include Bank deposit raising costs of
incurred in conjunction with these initiatives. The facility exiting
approximately $35 million in 2012, which are reflected across
activities primarily relate to location closings and include
various expense categories but mostly within advertising and
impact of outsourcing of student loan portfolio servicing in
marketing. Operating expenses were up 2% in 2012 and declined
2011 and facility consolidation charges principally in the New
13% in 2011 reflecting the following:
York region in 2010. See Note 25 — Severance and Facility
- Compensation and benefits were up during 2012, driven by Exiting Liabilities for additional information.
incentive compensation expense, which includes the amortization - Other expenses includes items such as travel and entertainment,
of deferred compensation, and a higher number of employees. insurance, FDIC costs, office equipment and supply costs and
Deferred compensation plans were re-instated annually post taxes (other than income taxes).
emergence and the costs associated with the plans are amortized
Losses (gains) on debt extinguishments for 2012 reflect the write-
over a three year period. Thus, 2012 included two years of
off of accelerated fees and underwriting costs related to liability
amortization of deferred costs, which will increase to the full
management actions taken, which included the repayment of the
three years in 2013 and therafter. Compensation and benefits
remaining Series A Notes and all of the 7% Series C Notes. The
decreased in 2011 primarily due to headcount reduction
2011 loss is primarily due to the write-off of original issue dis-
and because 2010 included additional retention related
count and fees associated with the repayment of the first lien
incentive compensation costs. See Note 18 — Retirement,
term loan, partially offset by a modest gain from the repurchase
Postretirement and Other Benefit Plans.
of approximately $400 million of Series A debt at a discount in
- Professional fees includes legal and other professional fees
open market transactions.
such as tax, audit, and consulting services. The decrease in
Upon emergence from bankruptcy in 2009, CIT applied Fresh has diminished due to the significant acceleration of debt related
Start Accounting (FSA) in accordance with generally accepted FSA associated with debt repayment activity, the remaining amor-
accounting principles in the United States of America (GAAP). tization of long-term borrowings FSA discount (most of which is
See Note 1 — Business and Summary of Significant Accounting on secured borrowings) will more closely match the accretion of
Policies. Accretion and amortization of certain FSA adjustments FSA discount on loans, reducing volatility of net finance revenue.
are reflected in operating results as briefly described below. Therefore, the most significant remaining discount of $2.6 billion
relates to operating lease equipment, which is accreted over a
FSA remained a significant factor on our Net Finance Revenue
long period of time.
in 2012, while the impact on Credit Metrics trends had lessened.
Net finance revenue reflected the accretion of the FSA adjust- Given the impact of FSA on CIT’s financial statements and, to a
ments to the loans and leases, debt, as well as depreciation and, lesser extent, credit metrics, the results are generally not compa-
to a lesser extent, rental income. As the FSA remaining on debt rable with those of other financial institutions.
Interest income is increased by the FSA accretion on loans. Going for the secured borrowings at December 31, 2012, range from
forward, most of this will relate to Consumer as the majority of 2013 – 2040. Approximately 80% of the FSA discount is expected
the remaining balance as of December 31, 2012 is associated with to be recognized by the end of 2021. The remaining $39 million
this portfolio. Due to the contractual maturity of the underlying of FSA accretion on long term borrowings relates to other debt.
loans, the majority of the accretion on consumer loans will be
Depreciation expense is reduced by the accretion of the operat-
over a long time period, generally 10 years, while most commer-
ing lease equipment discount, essentially all of which is related
cial loan accretion income will be realized within the next 2 years.
to Transportation Finance aircraft and rail operating lease assets.
In addition to the yield related accretion on loans, the decline in
We estimated an economic average life before disposal of
accretable balance has been accelerated, primarily as a result
these assets of approximately 15 years for aerospace assets
of asset sales. There is $22 million of non-accretable discount
and 30 years for rail assets.
remaining at December 31, 2012.
An intangible asset was recorded to adjust operating lease
Interest expense is increased by the accretion of the FSA dis-
rents that were, in aggregate, above then current market rental
counts on long-term borrowings, which is recognized over the
rates. These adjustments (net) will be amortized, thereby lower-
time to contractual maturity of the underlying debt. We have
ing rental income (a component of Non-interest Income) over the
repaid debt prior to its contractual maturity, and the repayments
remaining term of the lease agreements on a straight line basis.
were accounted for as a debt extinguishment, which accelerated
The majority of the remaining accretion has a contractual maturity
the accretion of the FSA discount on the underlying debt,
of less than two years.
resulting in an increase to interest expense of approximately
$1.5 billion in 2012 and $279 million in 2011 and a decrease in Other assets relates primarily to a discount on receivables
interest expense of $86 million in 2010. If the repayments had from GSI in conjunction with the GSI Facilities. The discount is
been accounted for as a debt modification, the FSA discount accreted into other income as ‘counterparty receivable accretion’
would have been amortized over the term of the new financing over the expected payout of the associated receivables. The GSI
on an effective yield method. Facilities are discussed in “Funding, Liquidity and Capital” and
also in Note 8 — Long-term Borrowings, and Note 9 — Derivative
At December 31, 2012, long-term borrowings included approxi-
Financial Instruments in Item 8 Financial Statements and
mately $330 million of remaining FSA discount on secured
Supplementary Data.
borrowings, consisting primarily of approximately 75% secured
by student loans and 20% secured by aircraft. The maturity dates
CIT ANNUAL REPORT 2012 51
The following table summarizes the impact of accretion and amortization of FSA adjustments on the Consolidated Statement
of Operations:
Accretion/(Amortization) of Fresh Start Accounting Adjustments (dollars in millions)
Corporate Transportation Trade Vendor Corporate
Finance Finance Finance Finance Consumer and Other Total CIT
Year Ended December 31, 2012
Interest income $ 136.8 $ 29.0 $ – $ 46.0 $ 55.8 $ – $ 267.6
Interest expense (268.3) (725.0) (49.9) (211.9) (187.5) (195.9) (1,638.5)
Rental income on operating leases – (24.8) – – – – (24.8)
Depreciation expense 2.5 208.9 – 2.5 – – 213.9
FSA – net finance revenue (129.0) (511.9) (49.9) (163.4) (131.7) (195.9) (1,181.8)
Other income 73.9 14.8 – – 7.4 – 96.1
Total $ (55.1) $(497.1) $(49.9) $(163.4) $(124.3) $(195.9) $(1,085.7)
INCOME TAXES
Income Tax Data (dollars in millions)
Years Ended December 31,
2012 2011 2010
Provision for income taxes, before discrete items $ 93.3 $139.4 $190.4
Discrete items 40.5 19.2 55.3
Provision for income taxes $133.8 $158.6 $245.7
Effective tax rate (29.4)% 89.0% 31.8%
The effective tax rate each year is impacted by a number of fac- on the domestic losses. The Company has not recognized any
tors, including the relative mix of domestic and foreign earnings, tax benefit on its domestic losses due to uncertainties related
valuation allowances in various jurisdictions, and discrete items. to the ability to realize in the future its net deferred tax assets.
As a result, the effective tax rate is not indicative of the rate for At December 31, 2012, the Company maintains valuation allow-
near term future periods. ances of approximately $187 million on the net deferred tax assets
related to its foreign reporting entities. Certain foreign entities
The 2012 provision reflects income tax expense on the earnings
with net operating loss carry-forwards have recently generated
of certain international operations and no income tax benefit
profits, however, the Company continues to record a full valuation authorities and a $98.4 million tax benefit associated with a tax
allowance on these entities’ net deferred tax assets due to their position taken on a prior-year restructuring transaction. Both of
history of losses. A sustained period of profitability in these for- these benefits were fully offset by corresponding increases to
eign entities is required before the Company would change their the domestic valuation allowance.
judgment regarding the need for valuation allowances against
The 2011 tax provision before discrete items of $139.4 million
the net deferred tax assets. The Company utilizes a rolling three
was primarily related to income tax expense on the earnings of
years of actual earnings as the primary measure of assessing a
certain international operations and no income tax benefit on its
need for or possible release of valuation allowances, adjusted for
domestic losses. The discrete items of $19.2 million included an
any non-recurring items. Continued improvement in operating
increase to an uncertain federal and state tax position that the
results, could lead to reversal of some of the foreign reporting
Company has taken with respect to the recognition of certain
entities’ valuation allowances.
losses, offset by a reduction in the domestic valuation allowance.
The Company’s 2012 tax provision of $133.8 million decreased Also, in the fourth quarter of 2011, consequent to a change in the
from $158.6 million in 2011 and $245.7 million in 2010. The Company’s assertions regarding indefinite reinvestment for certain
decreases primarily reflect a reduction in foreign tax expense unremitted foreign earnings, the Company recorded deferred tax
driven by lower international earnings offset by several discrete expense of $12.2 million of foreign withholding taxes.
charges during the year.
The 2010 tax provision before discrete items of $190.4 million was
The 2012 tax provision includes $40.5 million of net discrete tax primarily driven by taxes on earnings from international operations
expense items. The discrete items include: and no income tax benefit recorded on the domestic losses. The
tax provision of $55.3 million for discrete items primarily related
- Incremental taxes associated with international audit
to the establishment of valuation allowances against certain
settlements.
international net deferred tax assets partially offset by favorable
- An increase in a U.S. deferred tax liability on certain indefinite
settlements of prior year international tax audits. Income tax ben-
life assets that cannot be used as a source of future taxable
efits were not recognized on domestic losses due to uncertainties
income in the assessment of the domestic valuation allowance.
related to the ability to realize in the future the net deferred
- A tax benefit of $146.5 million caused by a release of tax
tax assets.
reserves established on an uncertain tax position taken on
certain tax losses following a favorable ruling from the tax See Note 17 — Income Taxes for additional information.
Although down on a GAAP basis, pre-tax income was up in each the most impact on Transportation Finance given the capital
segment except Vendor Finance when excluding debt redemp- requirements for their forward-purchase commitments and
tion charges, net FSA accretion/amortization and accelerated reduced the interest expense charged to this segment. The
OID on debt extinguishment related to the GSI facility for 2012. refinement was not significant to the other segments. The 2010
Financing and leasing assets were up in three of the commercial balances were not conformed to the 2011 presentation, but
segments, while Trade Finance was down slightly. impacts on pre-tax earnings in Transportation Finance and
Corporate and Other are noted in the respective sections.
We refined our expense and capital allocation methodologies
during the first quarter of 2011. For 2011 and thereafter, Corpo- See Note 23 — Business Segment Information for additional
rate and other includes certain costs that had been previously details.
allocated to the segments, including prepayment penalties on
The following table summarizes the reported pre-tax earnings
high-cost debt payments and certain corporate liquidity costs,
of each segment, and the impacts of certain debt redemption
along with other debt extinguishment costs. In addition, we
actions. The pre-tax amounts excluding these actions are Non-
refined the capital and interest allocation methodologies for the
GAAP measurements. See Non-GAAP Financial Measurements
segments, which management considered changes in estimations
for discussion on the use of non-GAAP measurements.
to better refine disclosure of segment profitability for users of the
financial information on a go forward basis. These changes had
CIT ANNUAL REPORT 2012 53
Impacts of FSA Accretion and Debt Redemption Charges on Pre-tax Income (Loss) by Segment (dollars in millions)
Year Ended December 31, 2012
Corporate Transportation Trade Vendor Corporate
Finance Finance Finance Finance Consumer & Other Total
Pre-tax income/(loss) – reported $ 200.2 $(122.7) $ 4.1 $(107.9) $ (52.0) $(376.5) $ (454.8)
Accelerated FSA net discount/
(premium) on debt extinguishments
and repurchases 222.2 647.1 46.4 198.2 156.0 181.0 1,450.9
Debt related – loss on debt
extinguishments – – – – – 61.2 61.2
Accelerated OID on debt
extinguishments related to the
GSI facility – (6.9) – – (45.7) – (52.6)
Pre-tax income (loss) – excluding
debt redemption charges and
OID acceleration 422.4 517.5 50.5 90.3 58.3 (134.3) 1,004.7
Net FSA accretion (excluding debt
related acceleration) (167.1) (150.0) 3.5 (34.8) (31.7) 14.9 (365.2)
Pre-tax income (loss) – excluding debt
redemption charges, FSA net accretion
and OID acceleration $ 255.3 $ 367.5 $ 54.0 $ 55.5 $ 26.6 $(119.4) $ 639.5
Pre-tax earnings were lowered by accelerated debt FSA accretion costs (including the benefit from the increasing amount of
of $222 million in 2012, which resulted from debt prepayment assets in CIT Bank) and higher assets, but down from 2010 on
activities, compared to $43 million in 2011 and an increase of $22 lower net FSA accretion and lower assets. Net FSA accretion,
million in 2010. Excluding accelerated debt FSA accretion, pre- excluding the accelerated debt FSA accretion, increased
tax income rose from 2011, as lower funding costs and lower net finance revenue by $93 million for 2012, compared to
credit costs offset lower FSA net accretion, and was down from increases of $148 million in 2011 and $867 million in 2010.
2010, on significantly lower FSA net accretion. - Other income included $217 million of gains on asset sales
(including receivables, equipment and investments) in 2012,
Asset growth was driven by continued sequential increases in
down from $278 million in 2011 and $246 million in 2010.
new business volumes. New business volume increased 62% in
Contributing to the decline was lower sales volume, $0.7 billion
2012 from 2011, helping drive an overall increase in financing
of equipment and receivable sales in 2012 compared to $0.9
and leasing assets. CIT Bank originated the vast majority of the
billion in 2011 and $2.0 billion in 2010. Both 2011 and 2010
2012 U.S. funded volume, over 90%, up from 80% in 2011. Thus,
included higher amounts of non-accrual loan sales. Other
at December 31, 2012, approximately 65% of its financing and
income also includes FSA counterparty receivable accretion
leasing assets were in CIT Bank. 2012 new business yields in Cor-
of $74 million, compared to $85 million in 2011 and $72 million
porate Finance remained relatively stable within product types,
in 2010. Another component of other income is recoveries of
whereas in 2011, new business yields were up modestly on aver-
loans charged off pre-emergence and loans charged off prior
age. Current market conditions suggest pricing pressure on
to transfer to held for sale, which totaled $34 million in 2012,
asset-based lending (“ABL”) has stabilized and there are pockets
down from $86 million in 2011 and $208 million in 2010. As
of pressure on structure and pricing in cash flow lending.
we move further away from our emergence date, both the
Other highlights included: recoveries and FSA counterparty receivable accretion decline.
- Excluding accelerated debt FSA accretion, net finance revenue
- Credit trends remained positive in 2012. Non-accrual loans
was $286 million, up from $271 million in 2011 on lower funding declined to $212 million (2.59% of finance receivables)
CIT ANNUAL REPORT 2012 55
from $498 million (7.26%) at December 31, 2011 and $1.2 billion Transportation Finance
(15.17%) at December 31, 2010, primarily due to sales and
Transportation Finance is among the leading providers of
collections. Net charge-offs were $32 million (0.43% of average
large ticket equipment leases and other secured financing in
finance receivables), down significantly from $206 million (2.85%)
the aerospace and rail sectors. The principal asset within the
in 2011 and $246 million (2.37%) in 2010. The 2012 provision for
Transportation Finance portfolio is leased equipment, whereby
credit losses reflect reserves established on loan originations,
the business invests in equipment (primarily commercial aircraft
which was partially offset by a reduction in the allowance for
and railcars) and leases it to commercial end-users. The typical
loan losses, due to improved portfolio credit quality. The
structure for providing use of large ticket transportation assets
decrease in the provision for credit losses in 2012 from the
is an operating lease. Transportation Finance operating lease
prior year is due mainly to the decrease in net charge-offs.
clients primarily consist of global commercial airlines, and
- Financing and leasing assets at December 31, 2012 totaled
North American major railroads and material transport compa-
$8.3 billion, up from $7.1 billion at December 31, 2011, as new
nies (including mining and agricultural firms). This business also
business volume offset sales and portfolio collections, and
provides secured lending and other financing products to com-
were essentially unchanged from December 31, 2010. Cash flow
panies in transportation and defense, offers financing and leasing
loans approximated 57% of the portfolio, while asset secured
programs for corporate and private owners of business jet air-
loans approximated 35%, and the remaining portfolio consisted
craft, and recently announced the launch of a maritime sector.
primarily of SBA loans.
Revenue is generated from rents collected on leased assets,
- As previously announced, on December 31, 2012, CIT Bank
and to a lesser extent from interest on loans, fees, and gains
agreed to acquire $1.3 billion of commercial loan commitments
from assets sold.
(of which approximately $800 million was outstanding), the
purchase of which should be substantially completed during
the first quarter of 2013.
Pre-tax earnings were impacted by accelerated debt FSA and Results for 2012 reflect continued high utilization rates of our air-
OID accretion of $640 million in 2012, which resulted from debt craft and railcars, increased asset levels, and lower funding costs.
prepayment activities, compared to $79 million in 2011 and a We grew financing and leasing assets $0.9 billion during 2012,
benefit of $22 million in 2010. Excluding accelerated debt FSA with growth in both rail and aerospace units. In addition, we
and OID accretion, pre-tax income increased from 2011 and placed orders for 15 additional aircraft and for over 7,000 railcars.
2010, on lower funding costs and increased assets. - Excluding accelerated debt FSA and OID accretion, net
finance revenue was $658 million, up from $344 million in 2011
and $146 million in 2010. The increases generally reflect lower center-beam railcars that were scrapped) and $2 million
funding costs, the benefit from higher asset balances, and in 2010. FSA accretion on counterparty receivable totaled
increased railcar utilization and lease rates. Excluding $15 million, $17 million and $15 million for the years ended
accelerated FSA interest expense and OID accretion, net FSA December 31, 2012, 2011 and 2010, respectively. Other
accretion added $128 million to net finance revenue in 2012, income for 2011 also includes $14 million related to an aircraft
$79 million in 2011 and $108 million in 2010. FSA accretion insurance claim and $11 million related to a change in the
impacts primarily included a reduction in depreciation expense aircraft order book and corresponding acceleration of FSA.
and to a lesser extent reduction to rental income from - Non-accrual loans were $40 million (2.18% of finance
amortization of lease contract intangible assets. receivables) at December 31, 2012, down from $45 million
- Net operating lease revenue (rental income on operating (3.03%) at December 31, 2011 and $63 million (4.55%) at
leases less deprecation on operating lease equipment) reflects December 31, 2010. Net charge-offs were $12 million (0.69%
a net benefit from FSA accretion of $184 million in 2012, $169 of average finance receivables) in 2012, up from $7 million
million in 2011 and $129 million in 2010. FSA accretion results in (0.47%) and $5 million (0.29%) in 2011 and 2010, respectively.
a reduction in depreciation expense and reduction to rental The provision for credit losses increased during 2012 reflecting
income from amortization of lease contract intangible assets. higher loan volumes and the establishment of specific reserves;
Also, as discussed in Net Finance Revenue, depreciation is the 2011 provision declined from 2010, which included amounts
suspended on operating lease equipment held for sale. The to establish an allowance for loan losses post adoption of FSA.
suspended depreciation totaled $13 million in 2012, $5 million - In 2012, we executed $0.4 billion of secured aircraft financings
in 2011 and was not significant in 2010. including $0.2 billion backed by facilities with the European
- Financing and leasing assets grew $0.9 billion during 2012 and Export Credit Agency and $0.2 billion through facilities
$1.3 billion during 2011 with new business volume and a $200 guaranteed by the Export-Import Bank of the United States.
million portfolio purchase partially offset by equipment sales, - In 2011, we refined the capital and interest allocation
depreciation and other activity. methodologies for the segments. Management considers these
- New business volume reflects the addition of 21 operating changes in estimations to better refine segment profitability
lease aircraft and approximately 7,000 railcars, and also for users of the financial information on a go forward basis.
included over $600 million of finance receivables. Additionally, These changes had the most impact on Transportation Finance
over $1.2 billion of Transportation Finance volume (54%) was given the capital requirements for their forward-purchase
funded in CIT Bank during 2012, including $0.6 billion of loans commitments and reduced the interest expense charged
and $0.6 billion of rail operating lease equipment. to this segment. 2011 pre-tax earnings were $190 million.
- At December 31, 2012, we had 161 aircraft on order from On a comparable basis, pre-tax earnings would have been
manufacturers, with deliveries scheduled through 2020. All but approximately $270 million for 2010. (See Corporate
two of the 15 scheduled aircraft deliveries for 2013 have lease and Other).
commitments. We also have future purchase commitments
for approximately 7,050 railcars at December 31, 2012 with Trade Finance
scheduled deliveries through 2014, essentially all of which Trade Finance provides factoring, receivable management prod-
have lease commitments. See Note 19 — Commitments. ucts, and secured financing to businesses (our clients, generally
- Equipment utilization remained strong at December 31, 2012, manufacturers or importers of goods) that operate in several
with over 99% of commercial air and over 98% of rail equipment industries, including apparel, textile, furniture, home furnishings
on lease or under a commitment. Rail utilization rates improved and consumer electronics. Factoring entails the factor’s assump-
from both 2011 and 2010, while air utilization remained tion of credit risk with respect to trade accounts receivable
consistently strong over the 3-year period. arising from the sale of goods by our clients (generally manufac-
- Other income includes $66 million of gains on $732 million of turers or importers) to their customers (generally retailers), which
equipment and receivable sales, compared to $81 million of have been factored (i.e. sold or assigned to the factor). Although
gains on $511 million of sales in 2011 and $61 million of gains primarily U.S.-based, Trade Finance also conducts business with
on $381 million of sales in 2010. Other income also includes clients and their customers internationally. Revenue is principally
impairment on operating lease equipment held for sale, which generated from commissions earned on factoring and related
totaled $34 million in 2012 (primarily related to commercial activities, interest on loans, and other fees for services rendered.
aircraft), $24 million in 2011 (primarily related to idle
CIT ANNUAL REPORT 2012 57
Pre-tax income was impacted by accelerated debt FSA accretion finance receivables) in 2012, down from $10 million (0.41%) in
of $46 million in 2012, as a result of debt prepayment activities, 2011 and $29 million (1.08%) in 2010. The provision for credit
compared to $8 million last year and a benefit of $3 million in losses decreased due to lower gross charge-offs, along with
2010. Excluding accelerated FSA interest expense, pre-tax earn- the 2010 rebuilding of loan loss reserves after the reserve was
ings were up for 2012 reflecting improved funding costs and eliminated under FSA.
continued low credit costs. - Finance receivables were $2.3 billion, down from approximately
$2.4 billion at both December 31, 2011 and 2010. Off-balance
- Net finance revenue excluding accelerated debt FSA accretion
sheet exposures, resulting from clients with deferred purchase
was $24 million in 2012, improved from $(9) million during 2011
factoring agreements, were $1.8 billion at December 31, 2012
and $(66) million in 2010. The improvements from the prior year
and 2011 and $1.7 billion at December 31, 2010.
reflected lower funding costs, lower letter of credit related
charges and a reduction in non-accrual loans. While there is
debt FSA discount accretion, there was no FSA accretion in Vendor Finance
interest income in 2012 or 2011. Vendor Finance develops financing solutions for small businesses
- Factoring commissions have trended lower reflecting the and middle market companies for the procurement of equipment
modest declines in factoring volume compared to 2011 and value-added services. We create tailored equipment financ-
and 2010. ing and leasing programs for manufacturers, distributors and
- Other income included $5 million, $9 million and $18 million product resellers across industries, such as information technol-
of recoveries on accounts charged off pre-emergence for the ogy, telecom and office equipment, which are designed to help
years ended December 31, 2012, 2011 and 2010, respectively. them increase sales. Through these programs, we provide equip-
- Non-accrual loans were $6 million (0.26% of finance receivables), ment financing and value-added services, from invoicing to asset
down from $75 million (3.10%) at December 31, 2011 and disposition, to meet their customers’ needs. Vendor Finance
$164 million (6.89%) at December 31, 2010, primarily due earns revenues from interest on loans, rents on leases, and fees
to accounts returning to accrual status and reductions in and other revenue from leasing activities.
exposures. Net charge-offs were $1 million (0.03% of average
Pre-tax earnings were impacted by accelerated debt FSA accre- $80 million in 2012, compared to $63 million for 2011and none
tion of $198 million in 2012, which resulted from debt prepayment for 2010. These amounts are essentially offset by an impairment
activities, compared to $36 million in 2011 and a $14 million ben- charge in other income. Depreciation also reflects a benefit
efit in 2010. Excluding accelerated debt FSA accretion, pre-tax from FSA accretion of $2 million in 2012, $10 million in 2011
earnings were down from 2011 and 2010 primarily reflecting lower and $34 million in 2010.
gains on asset sales and lower net FSA accretion, partially offset - Net finance revenue as a percentage of AEA declined
by lower funding and credit costs. during 2012 primarily due to FSA acceleration from debt
extinguishment costs. Excluding the impact of the accelerated
During 2012, Vendor Finance continued to increase business with
debt FSA accretion the ratio increased about 38 basis-points
existing relationships and added new vendor partners. New busi-
to 7.9% from 2011, primarily due to improved funding costs.
ness volumes were up 17% from 2011 and 30% from 2010. During
- Other income declined during 2012, primarily reflecting lower
the third quarter 2011 we transferred our U.S. Vendor Finance
gains from asset sales as compared to the prior year periods.
platform into the Bank. Essentially all of the 2012 U.S. volume
Gains totaled $37 million on $292 million of equipment and
was originated in CIT Bank, up from 52% in 2011.
receivable sales, compared to $126 million on $853 million
Financing and leasing assets grew to $5.4 billion during 2012, of equipment and receivable sales in 2011 and $114 million
an 8% increase, after declining in 2010 and 2011. Approximately on $2 billion of sales in 2010. In 2011, we sold approximately
$400 million of assets remain in held for sale, related to the $125 million of underperforming finance receivables in Europe
pending sale of Dell Europe portfolio, as previously disclosed. and closed the sale of Dell Financial Services Canada Ltd. (“DFS
Other highlights included: Canada”) to Dell, which included financing and leasing
assets of approximately $360 million and approximately
- Excluding accelerated debt FSA accretion, net finance revenue 60 employees. In 2010, assets sold included our Australian
was $408 million in 2012, unchanged from 2011 and down from and New Zealand business, significant U.S. receivables and
$637 million in 2010, primarily due to lower FSA accretion international non-strategic portfolios, including liquidating
and lower average earning assets, partially offset by reduced consumer assets. In 2012, other income included a gain of
funding costs. Net FSA accretion, excluding the accelerated approximately $14 million related to the sale of our Dell
debt FSA accretion, increased net finance revenue by $35 million in Europe operating platform to Dell. Other income also included
2012, compared to $93 million in 2011 and $260 million in 2010. impairment charges on operating leases recorded in held for sale,
- Net operating lease revenue of $130 million increased from $(80 million and $61 million in 2012 and 2011, respectively), which
$89 million in 2011 and $50 million in 2010, reflecting lower had a nearly offsetting amount in net finance revenue related
depreciation, partially offset by lower average operating lease to suspended depreciation on assets held for sale. See
assets. Depreciation was lower because of operating lease “Non-interest Income” and “Expenses” for discussions on
equipment classified as held for sale on which depreciation impairment charges and suspended depreciation on operating
is suspended. The amount suspended totaled approximately lease equipment held for sale.
CIT ANNUAL REPORT 2012 59
- Portfolio credit metrics remained strong with non-accrual loans $345 million based on the exchange rate at the time of the
and net charge-offs down from 2011 and 2010. Non-accrual loans transaction) committed facility to fund originations in China,
were $72 million (1.49% of finance receivables) at December 31, which was in addition to an existing facility. We completed
2012, down from $83 million (1.87%) at December 31, 2011 and a $1 billion committed U.S. Vendor Finance conduit facility
$164 million (3.48%) at December 31, 2010. Net charge-offs that provides an additional source of funding for CIT Bank’s
were $29 million (0.63% of average finance receivables) in 2012, U.S. Vendor Finance assets and renewed a £100 million
down from $39 million (0.87%) and $160 million (2.34%) in 2011 (approximately $160 million based on the exchange rate at
and 2010, respectively. The provision for credit losses was down the time of the transaction) U.K. conduit facility with improved
during 2012 and 2011, reflecting lower net charge-offs. The terms. We also closed a $753 million term securitization backed
provision for credit losses in 2010 included the rebuilding of by Vendor Finance equipment leases in the U.S. during the
allowance for loan losses for new originations. second quarter. We also have deposits in Brazil of slightly
- We continued to make progress on various funding initiatives. more than $100 million as of December 31, 2012.
During 2012, we completed a C$515 million ($511 million based
on the exchange rate at the time of the transaction) equipment Consumer
receivables securitization, our first in the Canadian market Consumer predominately consists of our liquidating government-
since 2009 and closed a new RMB2.2 billion (approximately guaranteed student loans.
Pre-tax income was impacted by accelerated debt FSA and OID Other highlights included:
accretion of $110 million in 2012, as a result of debt prepayment - Excluding accelerated debt FSA and OID accretion, net finance
activities primarily driven by a repayment of ABS issued by a stu-
revenue was $58 million in 2012 compared to $70 million last
dent lending securitization entity (see “Secured Borrowings” section
year and $114 million in 2010. Excluding accelerated debt FSA
in Funding and Liquidity for detail) and $93 million in 2011. In 2012,
and OID accretion, net FSA accretion reduced net finance
CIT sold approximately $550 million of student loans and used
revenue by $21 million in 2012, and increased it by $23 million
the proceeds to redeem the associated ABS, which decreased
in 2011 and $94 million in 2010.
interest expense by approximately $6 million as a $40 million - Net charge-offs were $1 million in 2012, compared to $3 million
increase in interest expense from the acceleration of FSA dis-
in 2011 and $25 million in 2010. Non-accrual loans were $2 million
count was offset by $46 million in reimbursement of OID related
at December 31, 2012, up slightly from 2011 and 2010.
to the GSI Facility. In addition, CIT redeemed approximately - Other income is primarily driven by net gains on loan sales,
$480 million in principal amount of ABS issued by a student
FSA accretion on a counterparty receivable, partially offset
lending securitization entity, at par, which increased interest
by impairment charges on loans held for sale. Other income
expense by $81 million due to the acceleration of FSA discount
includes $31 million of gains on $2.1 billion of loan sales as
accretion. These actions in aggregate increased interest expense
compared to $15 million of gains on $1.3 billion of loan sales
by $76 million and increased other income by $16 million.
in 2011 and $8 million of gains on $0.7 billion of loan sales in
Including these activities, we sold $2.1 billion of government-
2010. Other income included FSA accretion on a counterparty
guaranteed student loans in 2012. The student loan portfolio
receivable of $7 million, $8 million and $7 million in 2012, 2011
totaled $3.7 billion at December 31, 2012 and was funded
and 2010, respectively. Impairment on assets held for sale
through securitizations.
was $1 million, compared to $24 million in 2011 and $11 million associated with debt repayments (there were no such penalties
in 2010. in 2012). In each of 2012, 2011 and 2010 Corporate and Other
- Operating expenses decreased by 40%, which is consistent includes mark-to-market adjustments on non-qualifying deriva-
with the decrease in AEA, as this is a run-off portfolio. tives and restructuring charges for severance and facilities
exit activities.
Corporate and Other
During 2011, we refined our expense and capital allocation meth-
Certain activities are not attributed to operating segments and odologies for our segments. The Company did not conform 2010
are included in Corporate and Other. Some of the more signifi- periods. Had the Company conformed the 2010 periods, the
cant items for 2012 and 2011 include net loss on debt changes to each of the segments would be offset in Corporate
extinguishments and costs associated with cash liquidity in and Other, including increases to loss before provision for income
excess of the amount required by the business units that man- taxes of $200 million for the year ended December 31, 2010 relat-
agement determines is prudent for the overall Company. In 2011 ing to increased allocations to Transportation Finance.
and 2010, Corporate and Other includes prepayment penalties
- Interest income consists of interest and dividend income - Operating expenses include provision for severance and
primarily from deposits held at other depository institutions facilities exiting activities reflects various organization efficiency
and U.S. Treasury Securities. and cost reduction initiatives. The severance additions primarily
- Interest expense in 2012 reflected accelerated FSA debt relate to employee termination benefits incurred in conjunction
accretion of $181 million, while 2011 and 2010 included $134 with these initiatives. The facility exiting activities primarily
million and $114 million, respectively, of combined accelerated relate to location closings and include the impact of
FSA accretion and prepayment penalties. outsourcing of student loan servicing in 2011 and facility
- Other income primarily reflects gains and (losses) on derivatives consolidation charges principally in the New York region
and foreign currency exchange. in 2010.
- Operating expenses reflects salary and general and administrative - The loss on debt extinguishments resulted primarily from
expenses in excess of amounts allocated to the business repayments of Series C Notes in 2012 while the 2011 loss
segments and litigation-related costs. primarily resulted from the repayment of the first lien term loan.
CIT ANNUAL REPORT 2012 61
The following table presents our financing and leasing assets by segment.
Commercial financing and leasing assets increased in 2012, Assets held for sale totaled $0.6 billion, the majority of which was
reversing a trend of declining asset levels, reflecting strong new in Vendor Finance and included a pending sale of Dell Europe
business volumes, while our consumer portfolio of student loans assets.
continued to run-off, primarily through sales. Operating lease
Financing and leasing asset trends are discussed in the respective
equipment increased, but at a slower rate than 2011.
segment descriptions in “Results by Business Segment”.
The following table reflects the contractual maturities of our finance receivables:
Contractual Maturities of Finance Receivables on a pre-FSA basis at December 31, 2012 (dollars in millions)
U.S. U.S.
Commercial Consumer Foreign Total
Fixed-rate
1 year or less $ 2,921.3 $ – $1,191.2 $ 4,112.5
Year 2 778.3 – 779.9 1,558.2
Year 3 549.2 – 563.2 1,112.4
Year 4 346.0 – 263.1 609.1
Year 5 162.9 – 83.8 246.7
2-5 years 1,836.4 – 1,690.0 3,526.4
After 5 years 139.9 – 77.0 216.9
Total fixed-rate 4,897.6 – 2,958.2 7,855.8
Adjustable-rate
1 year or less 999.2 127.7 198.5 1,325.4
Year 2 847.1 150.5 98.9 1,096.5
Year 3 1,242.7 157.2 156.3 1,556.2
Year 4 1,577.4 164.2 83.8 1,825.4
Year 5 1,841.8 171.5 147.0 2,160.3
2-5 years 5,509.0 643.4 486.0 6,638.4
After 5 years 2,076.1 3,137.0 192.1 5,405.2
Total adjustable-rate 8,584.3 3,908.1 876.6 13,369.0
Total $13,481.9 $3,908.1 $3,834.8 $21,224.8
CIT ANNUAL REPORT 2012 63
The following table presents the changes to our financing and leasing assets:
Financing and Leasing Assets Roll forward (dollars in millions)
Corporate Transportation Trade Vendor Commercial
Finance Finance Finance Finance Segments Consumer Total
Balance at December 31, 2010 $ 8,366.6 $ 12,027.5 $ 2,387.4 $ 5,925.4 $ 28,706.9 $ 8,322.6 $ 37,029.5
New business volume 2,702.6 2,523.6 – 2,577.5 7,803.7 – 7,803.7
Loan sales (pre-FSA) (968.7) (42.8) – (444.3) (1,455.8) (1,317.2) (2,773.0)
Equipment sales (pre-FSA) (224.7) (598.2) – (456.9) (1,279.8) – (1,279.8)
Depreciation (pre-FSA) (12.3) (571.1) – (195.3) (778.7) – (778.7)
Gross charge-offs (pre-FSA) (300.1) (6.6) (21.1) (105.6) (433.4) (14.2) (447.6)
Collections and other (3,156.1) (273.4) 65.1 (2,433.1) (5,797.5) (847.8) (6,645.3)
Change in finance receivable
FSA discounts 696.4 70.0 – 149.5 915.9 202.1 1,118.0
Change in operating lease
FSA discounts 8.0 196.2 – 13.6 217.8 – 217.8
Balance at December 31, 2011 7,111.7 13,325.2 2,431.4 5,030.8 27,899.1 6,345.5 34,244.6
New business volume 4,377.0 2,216.3 – 3,006.9 9,600.2 – 9,600.2
Portfolio purchases – 198.0 – – 198.0 – 198.0
Loan sales (pre-FSA) (534.0) (17.1) – – (551.1) (2,093.2) (2,644.3)
Equipment sales (pre-FSA) (287.6) (803.0) – (297.9) (1,388.5) – (1,388.5)
Depreciation (pre-FSA) (6.7) (608.9) – (111.6) (727.2) – (727.2)
Gross charge-offs (pre-FSA) (56.9) (16.2) (8.6) (68.4) (150.1) (7.2) (157.3)
Collections and other (2,493.6) (373.2) (117.5) (2,166.6) (5,150.9) (628.6) (5,779.5)
Change in finance receivable
FSA discounts 138.7 34.2 – 51.8 224.7 82.4 307.1
Change in operating lease
FSA discounts 5.1 245.1 – 2.4 252.6 – 252.6
Balance at December 31, 2012 $8,253.7 $14,200.4 $2,305.3 $5,447.4 $30,206.8 $3,698.9 $33,905.7
The following tables present our business volumes and loan and equipment sales over the past three years:
Total Business Volumes (dollars in millions)
Years Ended December 31,
Funded Volume 2012 2011 2010
Corporate Finance $ 4,377.0 $ 2,702.6 $ 1,074.2
Transportation Finance 2,216.3 2,523.6 1,116.1
Vendor Finance 3,006.9 2,577.5 2,320.5
Commercial Segments $ 9,600.2 $ 7,803.7 $ 4,510.8
Factored Volume $25,123.9 $25,943.9 $26,675.0
Committed Volume
Corporate Finance $ 5,916.2 $ 4,123.2 $ 1,666.2
Transportation Finance 2,332.7 2,659.7 1,141.3
Vendor Finance 3,006.9 2,577.5 2,320.5
Commercial Segments $11,255.8 $ 9,360.4 $ 5,128.0
Funded new business volume increased 23% over 2011 and was Factoring volume was down 3% from 2011, reflecting a slow retail
double the amount in 2010, primarily reflecting strong perfor- environment. Factoring volume in 2011 was down 3% from 2010
mances in Corporate Finance (increase of 62%) and Vendor as growth in CIT’s ongoing factoring operations was offset by the
Finance (increase of 17%). The decline in Transportation Finance run-off of German volume .
is primarily due to the number of scheduled aircraft deliveries.
Business volumes are discussed in the respective segment
Committed new business volume reflected similar trends.
descriptions in “Results by Business Segment”.
The sale of finance receivables slowed in 2012 and 2011 in the The sale of finance receivables in 2010 included loans in Europe,
commercial segments, as we had been very active in 2010 Canada and the U.S. The Corporate Finance sales consisted of
optimizing the balance sheet and selling non-strategic assets. certain energy-related assets. Vendor Finance sales included cer-
We continued to sell student loans periodically in 2012. tain non-strategic portfolios, including our business in Australia
and New Zealand, and a liquidating consumer portfolio. 2010
sales also included student loans in Consumer.
CONCENTRATIONS
Ten Largest Accounts The top ten accounts were 8.5% (10.5% excluding student loans)
at December 31, 2011 and 6.8% (8.8% excluding student loans)
Our ten largest financing and leasing asset accounts in the aggre-
at December 31, 2010.
gate represented 8.7% of our total financing and leasing assets at
December 31, 2012 (the largest account was less than 2.3%). Geographic Concentrations
Excluding student loans, the top ten accounts in aggregate rep-
resented 9.8% of total owned assets (the largest account totaled The following table represents the financing and leasing assets
2.6%). The largest accounts represent Transportation Finance by obligor geography:
(airlines and rail) assets.
The following table summarizes both state concentrations greater than 5.0% and international country concentrations in excess of 1.0% of
our financing and leasing assets:
Financing and Leasing Assets by Obligor – State and Country (dollars in millions)
December 31, 2012 December 31, 2011 December 31, 2010
State
Texas $ 2,694.3 7.9% $ 2,108.5 6.2% $ 2,431.4 6.6%
New York 2,111.5 6.2% 1,924.4 5.6% 2,314.0 6.2%
California 1,941.3 5.7% 2,266.0 6.6% 2,561.0 6.9%
All other states 14,196.5 41.9% 15,547.2 45.4% 17,275.8 46.6%
Total U.S. $20,943.6 61.7% $21,846.1 63.8% $24,582.2 66.3%
Country
Canada $ 2,257.6 6.7% $ 2,599.6 7.6% $ 3,582.1 9.7%
China 1,112.1 3.3% 959.2 2.8% 655.6 1.8%
Australia 1,042.7 3.1% 1,014.6 3.0% 917.4 2.5%
England 946.5 2.8% 757.6 2.2% 875.2 2.4%
Mexico 940.6 2.8% 856.9 2.5% 831.4 2.2%
Brazil 685.6 2.0% 574.6 1.7% 485.6 1.3%
Spain 459.0 1.3% 446.1 1.3% 422.3 1.1%
Korea 377.2 1.1% 290.5 0.8% 209.1 0.6%
Italy 340.7 1.0% 215.8 0.6% 223.0 0.6%
Germany 325.6 1.0% 316.6 0.9% 506.6 1.4%
All other countries 4,474.5 13.2% 4,367.0 12.8% 3,739.0 10.1%
Total International $12,962.1 38.3% $12,398.5 36.2% $12,447.3 33.7%
In its normal course of business, CIT extends credit or leases Cross-Border Transactions
equipment to obligors located in Spain, Italy, Ireland, Greece and
Cross-border transactions reflect monetary claims on borrowers
Portugal. The total balance of financing and leasing assets to
domiciled in foreign countries and primarily include cash depos-
obligors located in these countries was $918 million and $762 mil-
ited with foreign banks and receivables from residents of a
lion at December 31, 2012 and 2011, respectively, of which
foreign country, reduced by amounts funded in the same currency
approximately 73% and 80% at December 31, 2012 and 2011,
and recorded in the same jurisdiction. The following table
respectively, represented operating lease equipment, primarily in
includes all countries that we have cross-border claims of 0.75%
Transportation Finance. CIT does not have sovereign debt expo-
or greater of total consolidated assets at December 31, 2012:
sure to these countries.
CIT
2012 2011 2010
Exposure Exposure Exposure
as a as a as a
Net Local Percentage Percentage Percentage
Country Total of Total Total of Total Total of Total
Country Banks(**) Government Other Claims Exposure Assets Exposure Assets Exposure Assets
Canada $ 24.0 $ – $108.0 $1,153.0 $1,285.0 2.92% $2,079.0 4.59% $3,368.0 6.55%
France 2.0 – 559.0 5.0 566.0 1.29% 443.0 0.98% 712.0 1.38%
United Kingdom 28.0 – 51.0 370.0 449.0 1.02% (*) – 382.0 0.74%
Netherlands 329.0 – 35.0 – 364.0 0.83% (*) – (*) –
China – – 42.0 293.0 335.0 0.76% 360.0 0.80% (*) –
Germany (*) – 570.0 1.26% 584.0 1.14%
(*) Cross-border outstandings were less than 0.75% of total consolidated assets
(**) Claims from Bank counterparts include claims outstanding from derivative products.
Industry Concentrations
The following table represents financing and leasing assets by industry of obligor:
At December 31, 2012, Transportation Finance had 268 commercial regional aerospace financing and leasing assets were $79.8 mil-
aircraft, and approximately 103,000 railcars and 400 locomotives lion, $85.0 million and $90.6 million at December 31, 2012 and
on operating lease. We also have commitments to purchase 2011 and 2010, respectively; and were substantially comprised
aircraft and railcars, as disclosed in Note 19 — Commitments of loans and capital leases.
in Item 8 Financial Statements and Supplementary Data.
The information presented below by region, manufacturer, and
Commercial Aerospace body type, is based on our operating lease aircraft portfolio
which comprises 93% of our total commercial aerospace portfolio
The following tables present detail on our commercial and and substantially all of our owned fleet of leased aircraft at
regional aerospace portfolio concentrations, which we call December 31, 2012.
our Commercial Aerospace portfolio. The net investment in
CIT ANNUAL REPORT 2012 67
Our top five commercial aerospace outstanding exposures Student Lending Receivables
totaled $1,880.8 million at December 31, 2012; all of which were
Consumer includes our liquidating student loan portfolio. During
to carriers outside the U.S. The largest individual outstanding
2012, 2011 and 2010 we sold $2.1 billion, $1.3 billion and $1.0 bil-
exposure totaled $775.4 at December 31, 2012. The largest indi-
lion (pre-FSA), respectively. The remaining decrease reflects
vidual outstanding exposure to a U.S. carrier totaled $163.4
collections and FSA accretion. See Note 8 — Long-Term Borrow-
million at December 31, 2012. See Note 19 — Commitments for
ings for description of related financings.
additional information regarding commitments to purchase addi-
tional aircraft.
Student Lending Receivables, including held for sale, by Product Type (dollars in millions)
At December 31,
2012 2011 2010
Consolidation loans $3,676.9 $5,315.7 $7,119.0
Other U.S. Government guaranteed loans 19.1 1,014.2 1,159.2
Private (non-guaranteed) loans and other 1.5 1.8 2.7
Total $3,697.5 $6,331.7 $8,280.9
Delinquencies (sixty days or more) $ 318.0 $ 513.5 $ 608.9
Top state concentrations (%) 34% 36% 35%
Top state concentrations California, New York, California, New York, Texas,
Texas, Pennsylvania, Ohio, Pennsylvania
Florida
RISK MANAGEMENT
We are subject to a variety of risks that can manifest themselves risk, operational risk, model risk and compliance risk across the
in the course of the business that we operate in. We consider the Company. Together these risk disciplines form the Corporate
following to be the principal forms of risk: Risk Management group. For market risk and liquidity risk
management, the Chief Financial Officer or delegate manages
- Credit and asset risk (including lending, leasing, counterparty,
the risk and the CRO provides independent oversight.
equipment valuation and residual risk)
- Market risk (including interest rate and foreign currency) The Credit Risk Management (“CRM”) group, which reports to
- Liquidity risk the CRO, manages and approves all credit risk throughout CIT.
- Legal, regulatory and compliance risks (including compliance This group is managed by the Chief Credit Officer (“CCO”),
with laws and regulations) and includes the heads of credit for each business, the head of
- Operational risks (risk of financial loss or potential damage Problem Loan Management, Credit Control and Credit Adminis-
to a firm’s reputation, or other adverse impacts resulting from tration. The Corporate Credit Committee (“CCC”), Credit Policy
inadequate or failed internal processes and systems, people Committee and Criticized Asset Committee each report into
or external events) the CCO.
Managing risk is essential to conducting our businesses and to Loan Risk Review (“LRR”) is an independent oversight function
our profitability. This starts with defining our risk appetite, setting which is responsible for performing internal credit related asset
risk acceptance criteria, and establishing credit authorities, limits reviews for the organization as well as the ongoing monitoring,
and target performance metrics. Ensuring appropriate risk gover- testing, and measurement of credit quality and credit process risk
nance and oversight includes establishing and enforcing policies, in enterprise-wide lending and leasing activities. LRR reports to
procedures and processes to manage risk. Adequately identify- the Risk Management Committee of the Board and administra-
ing, monitoring and reporting on risk is essential to ensure that tively into the CRO.
actions are taken to proactively manage risk. This requires appro-
The Credit Portfolio Risk group (“CPR”) is responsible for credit
priate data, tools, models, analytics and management information
data, models, analytics and reporting. Enterprise Risk Manage-
systems. Finally, ensuring the appropriate expertise through
ment (“ERM”) is responsible for oversight of market risk (foreign
staffing and training is key to effective risk management.
exchange and interest rate), liquidity risk, asset risk, operational
During the second quarter of 2012, CIT updated and enhanced risk, counterparty risk, country and industry risk, new product risk
credit grading models for individually graded exposures. These and independent model validation.
updated models, which were developed using CIT’s historic
The Asset Liability Committee (“ALCO”) has primary authority
data, are part of our ongoing model development life cycle. The
and responsibility to establish strategies regarding funding, capi-
impact of using these models was not significant to the allowance
tal, market and liquidity risks arising from CIT’s businesses.
for loan losses as of December 31, 2012. Absent any changes in
the current credit environment, we do not expect any adverse The Compliance function reports into the Audit Committee of
impact to our allowance for loan losses on existing loans as the Board and administratively into the CRO. Regulatory Rela-
the remaining portfolio is re-graded. See “Credit Metrics” for tions reports to Internal Audit Services (“IAS”) and the Chief
information on the allowance for loan losses. Audit Executive. The Risk Management Committee of the Board
oversees credit, asset, market, liquidity, operational and informa-
SUPERVISION AND OVERSIGHT tion technology (“IT”) risk management practices. The Audit and
the Special Compliance Committees of the Board oversee finan-
The Chief Risk Officer (“CRO”) or delegate manages credit risk cial, legal, compliance and audit risk management practices.
and asset risk (transactional and portfolio), country risk, industry
CIT ANNUAL REPORT 2012 69
In addition to clearly assigned roles and responsibilities, the gov- Our policies and procedures consider restrictions on banking
ernance framework includes a core set of tools that are used for activities and are appropriately tailored for CIT Bank and other
managing risks at CIT. We categorize the risks that we manage similarly-regulated entities.
as primary and secondary. Primary risks, such as credit and assets We have executed derivative transactions with our customers in
risk, are taken proactively in the normal conduct of business order to assist them to mitigate their interest rate and currency
activities, consistent with our core competency and focus. The risks. We typically enter into offsetting derivative transactions
objective for taking these risks is to provide positive risk-adjusted with third parties in order to neutralize CIT’s exposure to these
returns while limiting Company risk due to competency in man- customer related derivative transactions. The counterparty credit
aging these risk types. Secondary risks, such as interest-rate and exposure related to these transactions is monitored and evalu-
foreign currency risks, are by-products of engaging in our primary ated as part of our credit risk management process. We also
businesses. These risks are well understood but are not proac- monitor and manage counterparty credit risk related to our cash
tively pursued, but rather, are proactively managed. and short-term investment portfolio.
CIT’s governance framework includes a suite of risk monitoring Commercial Lending and Leasing. Commercial credit management
tools. These tools provide a comprehensive assessment of CIT’s begins with the initial evaluation of credit risk and underlying
risks, enabling Senior Management and the Board to assess the collateral at the time of origination and continues over the life
Company’s risk profile. of the finance receivable or operating lease, including normal
collection, recovery of past due balances and liquidating
CREDIT AND ASSET RISK underlying collateral.
Lending Risk Credit personnel review potential borrowers’ financial condition,
results of operations, management, industry, business model,
The extension of credit through our lending and leasing activities
customer base, operations, collateral and other data, such as
is the fundamental purpose of our businesses. As such, CIT’s credit
third party credit reports and appraisals, to evaluate the custom-
risk management process is centralized in the CRM group, reporting
er’s borrowing and repayment ability. Transactions are graded by
into the CCO and CRO. This group establishes the Company’s
PD and LGD, as described above. Credit facilities are subject to
risk appetite for underwriting, approves all extensions of credit,
our overall credit approval process and underwriting guidelines
and is responsible for portfolio management, including credit
and are issued commensurate with the credit evaluation per-
grading and problem loan management. CRM reviews and moni-
formed on each borrower, as well as portfolio concentrations.
tors credit exposures to identify, as early as possible, customers
Credit personnel continue to review the PD and LGD periodically.
that are experiencing declining creditworthiness or financial diffi-
Decisions on continued creditworthiness or impairment of bor-
culty. The CCO evaluates reserves through our Allowance for
rowers are determined through these periodic reviews.
Loan and Lease Losses (“ALLL”) process for performing loans and
non-accrual loans, as well as establishing nonspecific reserves to Small-Ticket Lending and Leasing. For certain small-ticket lending
cover losses inherent in the portfolio. CIT’s portfolio is managed and leasing transactions, we employ automated credit scoring
by setting limits and target performance metrics, and monitoring models for origination (scorecards) and for re-grading (auto
risk concentrations by borrower, industry, geography and equip- re-grade algorithms). These are supplemented by business rules
ment type. We set or modify credit authorities, including Risk and expert judgment. The models evaluate, among other things,
Acceptance Criteria as conditions warrant, based on borrower financial performance metrics, length of time in business, industry
risk, collateral, industry risk portfolio size and concentrations, category and geography, and are used to assess a potential bor-
credit concentrations and risk of substantial credit loss. We rower’s credit standing and repayment ability, including the value
evaluate our collateral and test for asset impairment based upon of collateral. We utilize external credit bureau scoring, when
collateral value and projected cash flows and relevant market available, and behavioral models, as well as judgment in the
data with any impairment in value charged to earnings. credit adjudication, evaluation and collection processes.
Using our underwriting policies, procedures and practices, com- We evaluate the small-ticket leasing portfolio using delinquency
bined with credit judgment and quantitative tools, we evaluate vintage curves and other tools to analyze trends and credit per-
financing and leasing assets for credit and collateral risk during formance by transaction type, including analysis of specific credit
the credit granting process and after the advancement of funds. characteristics and selected subsets of the portfolios. Adjust-
We set forth our underwriting parameters based on: (1) Target ments to credit scorecards, auto re-grading algorithms, business
Market Definitions, which delineate risk by market, industry, rules and lending programs are made periodically based on
geography and product, (2) Risk Acceptance Criteria, which detail these evaluations. Individual underwriters are assigned credit
acceptable structures, credit profiles and risk-adjusted returns, authority based upon experience, performance and understand-
and through our Corporate Credit Policies. We capture and ana- ing of underwriting policies of small-ticket leasing operations. A
lyze credit risk based on probability of obligor default (“PD”) credit approval hierarchy is enforced to ensure that an under-
and loss given default (“LGD”). PD is determined by evaluating writer with the appropriate level of authority reviews applications.
borrower creditworthiness, including analyzing credit history, Counterparty Risk
financial condition, cash flow adequacy, financial performance
We enter into interest rate and currency swaps and foreign
and management quality. LGD ratings, which estimate loss if an
exchange forward contracts as part of our overall risk manage-
account goes into default, are predicated on transaction struc-
ment practices. We establish limits and evaluate and manage the
ture, collateral valuation and related guarantees (including
counterparty risk associated with these derivative instruments
recourse to manufacturers, dealers or governments).
through our CRM and ERM groups. External risk is defined as
risks outside of our direct control, including counterparty credit America. So cyclicality in the economy and shifts in travel and
risk, liquidity risk, systemic risk, legal risk and market risk. Internal trade flows from specific events (e.g., natural disasters, conflicts,
risk relates to operational risks within the management oversight political upheaval, disease, terrorism) represent risks to the
structure and includes actions taken in contravention of CIT policy. earnings from these businesses. CIT mitigates these risks by
The primary external risk of derivative instruments is counterparty maintaining young fleets of assets with wide operator bases so
credit exposure, which is defined as the ability of a counterparty that our assets can maintain relatively stronger and more stable
to perform financial obligations under the derivative contract. We utilization rates compared to the broader industry’s fleets of air-
control credit risk of derivative agreements through counterparty craft and railcars despite demand impacts from unexpected
credit approvals, pre-established exposure limits and monitor- events or cyclical trends.
ing procedures.
MARKET RISK
The CCC, in conjunction with CRM, approves each counterparty
and establishes exposure limits based on credit analysis of each We monitor exposure to market risk by analyzing the impact of
counterparty. Derivative agreements are generally entered into potential interest rate and foreign exchange rate changes on
with major financial institutions rated investment grade by financial performance. We consider factors such as customer
nationally recognized rating agencies. prepayment trends and repricing characteristics of assets and
liabilities. Our asset-liability management system provides
Equipment Valuation and Residual Risk
sophisticated analytical capabilities to assess and measure the
Asset risk in our leasing business is evaluated and managed in effects of various market rate scenarios upon the Company’s
the business units and overseen by CRM. Our business process financial performance.
consists of: (1) setting residual values at transaction inception,
(2) systematic residual value reviews, and (3) monitoring actual Interest Rate Risk
levels of residual realizations. Residual realizations, by business At December 31, 2012, over 60% of the Company’s loan, lease,
and product, are reviewed as part of our quarterly financial and and investment portfolio was fixed rate, with the balance floating
asset quality review. Reviews for impairment are performed at rate, while just over 70% of our interest-bearing liabilities were
least annually. fixed rate. As a result, our portfolio is in an asset-sensitive position,
The risk teams closely follow the air and rail markets; monitoring mostly to moves in LIBOR, as our assets will reprice faster than
traffic flows, measuring supply and demand trends, and evaluat- our liabilities. Therefore, our net interest margin may increase
ing the impact of new technology or regulatory requirements on if interest rates rise, or decrease if interest rates decline. The
supply and demand for different types of equipment. Demand for following table summarizes the composition of interest rate sensi-
both passenger and freight equipment is highly correlated with tive assets and liabilities. The increase in fixed rate assets reflects
the GDP growth trends for the markets the equipment serves as the change in portfolio mix during 2012 including a higher pro-
well as the more immediate conditions of those markets. Due to portion of operating lease assets and a lower proportion of
the moveable nature of commercial air equipment, air markets student loans.
are global, while for CIT, the rail market is centered in North
December 31, 2012 December 31, 2011
Fixed Rate Floating Rate Fixed Rate Floating Rate
Assets 63% 37% 56% 44%
Liabilities 71% 29% 77% 23%
We evaluate and monitor interest rate risk through two primary changes in the shape of the yield curve. Furthermore, we evalu-
metrics. ate the sensitivity of these results to a number of key
assumptions, such as credit quality, spreads, and prepayments.
- Net Interest Income Sensitivity (“NII Sensitivity”), which
Various holding periods of the operating lease assets are also
measures the impact of hypothetical changes in interest rates
considered. These range from the current existing lease term to
on net finance revenue; and
longer terms which assume lease renewals consistent with man-
- Economic Value of Equity (“EVE”), which measures the net
agement’s expected holding period of a particular asset. NII
economic value of equity by assessing the market value of
Sensitivity and EVE limits have been set and are monitored for
assets, liabilities and derivatives.
certain of the key scenarios.
A wide variety of potential interest rate scenarios are simulated
The table below summarizes the results of simulation modeling
within our asset/liability management system. All interest sensi-
produced by our asset/liability management system. The results
tive assets and liabilities are evaluated using discounted cash
reflect the percentage change in the EVE and NII Sensitivity over
flow analysis. Rates are shocked up and down via a set of sce-
the next twelve months assuming an immediate 100 basis point
narios that include both parallel and non-parallel interest rate
parallel increase and decrease in interest rates.
movements. Scenarios are also run to capture our sensitivity to
The reduction in the NII Sensitivity figures is a result of a smaller Agreement, (the “Revolving Credit Facility”), other committed
mismatch between floating rate assets and liabilities, as well as a financing facilities and cash collections generated by portfolio
lower interest rate environment. The change to the EVE period assets originated in the normal course of business.
over period was driven by the refinancing of the remainder of We utilize a series of measurement tools to assess and monitor
high cost callable unsecured debt with non-callable issuances, the level and adequacy of our liquidity position, liquidity condi-
which has extended the duration, or price sensitivity, of our liabili- tions and trends. The primary tool is a cash forecast designed to
ties. In addition, the methodology with which the operating lease identify material mismatches in cash flows. Stress scenarios are
assets are assessed in the table above reflects the existing con- applied to measure the resiliency of the liquidity position and to
tractual rental cash flows and the expected residual value at the identify stress points requiring remedial action. Also included
end of the existing contract term. EVE figures presented in prior among our liquidity measurement tools is an early warning sys-
reports reflected an assumed hold period, which had the affect of tem (summarized on a liquidity scorecard) that monitors key
lengthening the duration and sensitivity of the operating lease macro-environmental and company specific metrics that serve
portfolio. Under this scenario, the changes would have been as early warning signals of potential impending liquidity stress
(2.9)% and (6.1)% for an immediate +100 bps parallel change in events. The scorecard gauges the likelihood of a liquidity stress
rates and 4.2% and 9.5% for an immediate -100 bps parallel event by evaluating metrics that reflect: cash liquidity coverage
change in rates as of December 31, 2012 and 2011, respectively. of funding requirements; elevated funding needs; capital and
The simulation modeling for both NII Sensitivity and EVE assumes liquidity at risk; funding sources at risk and market indicators.
we take no action in response to the changes in interest rates. The Scorecard contains a short-term liquidity assessment which
Although we believe that these measurements provide an is derived objectively via a quantitative measurement of each
estimate of our interest rate sensitivity, they do not account metric’s severity and overall impact on liquidity. Assessments
for potential changes in credit quality, size, and prepayment below defined thresholds trigger contingency funding actions,
characteristics of our balance sheet. They also do not account which are detailed in the Company’s Contingency Funding Plan.
for other business developments that could affect net income, Approved liquidity limits and guidelines are monitored to facili-
or for management actions that could affect net income or that tate the active management of our funding and liquidity position.
could be taken to change our risk profile. Accordingly, we can Among the limits and guidelines measured are minimum cash
give no assurance that actual results would not differ materially investment balances, sources of available liquidity relative to
from the estimated outcomes of our simulations. Further, such short term debt maturities and other funding commitments, cash
simulations do not represent our current view of expected future flow coverage ratios, size of undrawn customer lines and other
interest rate movements. contingent liquidity risks, and debt maturity profile.
Foreign Currency Risk Integral to our liquidity management practices is our contingency
We seek to hedge the transactional exposure of our non-dollar funding plan, which outlines actions and protocols under liquidity
denominated activities, comprised of foreign currency loans and stress conditions, whether they are idiosyncratic or systemic in
leases to foreign entities, through local currency borrowings. To nature. The objective of the plan is to ensure an adequately
the extent such borrowings were unavailable, we have utilized sustained level of liquidity under stress conditions.
derivative instruments (foreign currency exchange forward
contracts and cross currency swaps) to hedge our non-dollar LEGAL, REGULATORY AND COMPLIANCE RISK
denominated activities. Additionally, we have utilized derivative Corporate Compliance is an independent function responsible
instruments to hedge the translation exposure of our net invest- for maintaining an enterprise-wide compliance risk management
ments in foreign operations. program commensurate with the size, scope and complexity of
Our non-dollar denominated loans and leases are now largely our businesses, operations, and the geographies in which we
funded with U.S. dollar denominated debt and equity which, if operate. The Compliance function oversees programs and
unhedged, would cause foreign currency transactional and trans- processes to evaluate and monitor compliance with laws and
lational exposures. We target to hedge these exposures through regulations pertaining to our business, tests the adequacy
derivative instruments. Approved limits are monitored to facili- of the compliance control environment in each business, and
tate the management of our foreign currency position. Included monitors and promotes compliance with the Company’s ethical
among the limits are guidelines which measure both transactional standards as set forth in our Code of Business Conduct and com-
and translational exposure based on potential currency rate sce- pliance policies. The Company, through its executive leadership
narios. Unhedged exposures may cause changes in earnings or and Board of Directors drive the development of a prominent
the equity account. compliance culture across the Company and in every location
in which it conducts business.
Liquidity Risk
Our liquidity risk management and monitoring process is The Corporate Compliance function provides leadership, guid-
designed to ensure the availability of adequate cash resources ance and oversight to help business units and staff functions
and funding capacity to meet our obligations. Our overall liquid- identify applicable laws and regulations and implement effective
ity management strategy is intended to ensure ample liquidity to measures to meet the requirements and mitigate the risk of viola-
meet expected and contingent funding needs under both normal tions of or failures to meet our legal and regulatory obligations.
and stress environments. Consistent with this strategy, we main- The global compliance risk management program includes
tain large pools of cash and highly liquid investments. Additional training, testing, monitoring, risk assessment, and other critical
sources of liquidity include the Revolving Credit and Guaranty
disciplines necessary to effectively manage compliance and inadequate or failed internal processes and systems, people
regulatory risks. The Company relies on subject matter experts or external events. Operational Risk may result from fraud by
in the areas of privacy, sanctions, anti-money laundering, anti- employees or persons outside the Company, transaction process-
corruption compliance and other areas typically addressed by ing errors, employment practices and workplace safety issues,
bank holding companies with large complex profiles. unintentional or negligent failure to meet professional obliga-
tions to clients, business interruption due to system failures, or
Corporate Compliance has implemented comprehensive compli-
other external events.
ance policies and employs Business Unit Compliance Officers
and Regional Compliance Officers who work with each business Operational risk is managed within individual business units.
unit to advise business staff and leadership in the prudent con- The head of each business and functional area is responsible for
duct of business within a regulated environment. They advise maintaining an effective system of internal controls to mitigate
business leadership and staff with respect to the implementa- operational risks. The business segment Chief Operating Officers
tion of procedures to operationalize compliance policies and (“COO”) designate Operational Risk Managers responsible for
other requirements. Corporate Compliance also provides and implementation of the Operational Risk framework programs.
monitors adherence to mandatory employee compliance train- The Enterprise Operational Risk function provides oversight in
ing programs. managing operational risk, designs and supports the enterprise-
wide Operational Risk framework programs, promotes awareness
Corporate Compliance, led by the Chief Compliance Officer, is
by providing training to employees and Operational Risk Managers
responsible for setting the overall global compliance framework
within business units and functional areas. Additionally, Enterprise
and standards, using a risk based approach to identify and
Operational Risk maintains the Loss Data Collection and Risk
manage key compliance obligations and risks. The head of each
Assessment programs. CIT’s internal audit department monitors
business and staff function is responsible for ensuring compliance
and tests the overall effectiveness of internal control and opera-
within their respective areas of authority. Corporate Compliance,
tional systems on an ongoing basis and reports results to senior
through the Chief Compliance Officer, reports administratively to
management and to the Audit Committee of the Board. Over-
the CRO and to the Audit Committee of the Board of Directors.
sight of the operational risk management function is provided by
CRM, the Operational and Information Technology Risk Working
OPERATIONAL RISK
Group, the Enterprise Risk Committee and the Risk Management
Operational risk is the risk of financial loss, or potential damage Committee of the Board of Directors.
to a firm’s reputation, or other adverse impacts resulting from
Portfolio collections, capital markets, securitizations and secured consisted of $2.5 billion related to the bank holding company,
borrowings, various credit facilities, and deposits provide our $3.4 billion at CIT Bank, $0.5 billion at operating subsidiaries and
sources of funding and liquidity. $1.2 billion in restricted balances.
CIT actively manages and monitors its funding and liquidity Our short-term investments include U.S. Treasury bills and
sources against key limits and guidelines to satisfy funding and Government Agency bonds. These investments are classified as
other operating obligations, while also providing protection available for sale and have maturities of 30 days or less as of the
against unforeseen stress events, for instance unanticipated investment date. We anticipate continued investment of our cash
funding obligations, such as customer line draws, or disruptions in various types of liquid, high-grade investments.
to capital markets or other funding sources. CIT has both primary
2012 Financings and Liability Management
and contingent sources of liquidity. In addition to its unrestricted
cash and portfolio cash inflows, liquidity sources include: During 2012, CIT eliminated or refinanced $15.2 billion of high
cost debt $(8.8 billion of 7% Series C Notes and $6.5 billion
- a Revolving Credit and Guaranty Agreement, (the “Revolving of 7% Series A Notes) as we completed the redemption of
Credit Facility”), to meet cash needs based on underlying approximately $31 billion of high cost debt incurred during our
market conditions. CIT has a $2 billion multi-year committed restructuring in 2009. Additionally, CIT eliminated or refinanced
revolving credit facility of which $1.9 billion is available at approximately $1 billion of debt secured by student loans in the
December 31, 2012; 2012 fourth quarter. In aggregate, these transactions reduced
- the securitization market, in the form of committed securitization 2012 pre-tax income by $1.5 billion due to accelerated debt
facilities aggregating $4.4 billion of which $1.6 billion is FSA and OID accretion and loss on debt extinguishment. The
available at December 31, 2012; and elimination of our remaining Series A Notes in the 2012 first quar-
- portfolio assets, which are sold via sales or loan syndications, ter resulted in all of our Series C Notes becoming unsecured. In
are a means to access liquidity and manage credit exposure. addition, the Revolving Credit Facility also became unsecured
Cash and short-term investment securities totaled $7.6 billion at upon our completion of certain administrative requirements as
December 31, 2012 $(6.8 billion of cash and $0.8 billion of short- set forth under the Revolving Credit Facility.
term investments), down from $8.4 billion at December 31, 2011. In 2012, CIT raised nearly $10 billion of term unsecured debt with
Cash and short-term investment securities at December 31, 2012 an average maturity of approximately 6 years and a weighted
CIT ANNUAL REPORT 2012 73
average coupon of approximately 5%. CIT has also demonstrated December 31, 2010. The weighted average interest rate on
consistent ability and access to fund via both the domestic as deposits was 1.75% at December 31, 2012, down from 2.68%
well as international securitization markets through public ABS at December 31, 2011 and 3.13% at December 31, 2010.
transactions and bank conduits. During 2012, CIT entered into As a result of our continued funding and liability management
numerous secured financing transactions as described under initiatives, we reduced the weighted average coupon rates on
the Secured Borrowings section below. outstanding deposits and long-term borrowings to 3.18% at
Since January 2010, CIT has entered into over $21 billion of December 31, 2012 from 4.69% and 5.30% at December 31, 2011
new financings and credit facilities. and December 31, 2010, respectively. We also continued to make
Deposits totaled $9.7 billion at December 31, 2012, up progress towards achieving our long term targeted funding mix
from $6.2 billion at December 31, 2011 and $4.5 billion at as detailed in the following table:
11 plan of reorganization. As a result, these debt securities were Amounts deposited with GSI can increase or decrease over time
reinstated upon confirmation of such plan. This redemption depending on the market value of the ABS and / or changes in
increased fourth quarter 2012 interest expense by approximately the ratings of the ABS. CIT and GSI engage in periodic settle-
$8 million due to the acceleration of FSA discount amortization. ments based on the timing and amount of coupon, principal and
any other payments actually made by CIT on the ABS. Pursuant
GSI Facilities
to the terms of the total return swap, GSI is obligated to return
On October 26, 2011, CIT Group Inc. (“CIT”) amended its exist- those same amounts to CIT plus a proportionate amount of
ing $2.125 billion total return swap facility between CIT Financial the initial deposit. Simultaneously, CIT is obligated to pay GSI
Ltd. (“CFL”) and Goldman Sachs International (“GSI”) in order to (1) principal in an amount equal to the contractual market price
provide greater flexibility for certain assets to be funded under times the amount of principal reduction on the ABS and (2) inter-
the facility. The size of the existing CFL Facility was reduced to est equal to LIBOR times the adjusted qualifying borrowing base
$1.5 billion, and the $625 million formerly available under the of the ABS. On a quarterly basis, CIT pays the fixed facility fee
existing CFL facility was transferred to a new total return swap of 2.85% per annum times the maximum facility commitment
facility between GSI and CIT TRS Funding B.V. (“BV”), a wholly- amount, currently $1.5 billion under the CFL Facility and $625 mil-
owned subsidiary of CIT. The CFL Facility and the BV Facility are lion under the BV Facility, to GSI.
together referred to below as the GSI Facilities.
Valuation of the derivatives related to the GSI Facilities is based
At December 31, 2012, a total of $3,492 million, of financing and on several factors using a discounted cash flow (DCF) methodol-
leasing assets, comprised of $416 million in Corporate Finance, ogy, including:
$1,015 million in Consumer and $2,061 million in commercial
aerospace and rail assets in Transportation Finance, were pledged
- CIT’s funding costs for similar financings based on the current
in conjunction with $2,260 million in secured debt issued to inves- market environment;
tors under the GSI Facilities. After adjustment to the amount of
- Forecasted usage of the long-dated GSI Facilities through the
actual qualifying borrowing base under terms of the GSI Facili- final maturity date in 2028; and
ties, this $2,260 million of secured debt provided for usage of
- Forecasted amortization, including prepayment assumptions,
$2,018 million of the maximum notional amount of the GSI Facili- due to principal payments on the underlying ABS, which
ties at December 31, 2012. The remaining $107 million of the impacts the amount of the unutilized portion.
maximum notional amount represents the unused portion of the Based on the Company’s valuation, we recorded a small liability
GSI Facilities and constitutes the notional amount of derivative at December 31, 2012.
financial instruments. Unsecured counterparty receivable of $649
Interest expense related to the GSI Facilities is affected by
million, net of FSA, is owed to CIT from GSI for debt discount,
the following:
return of collateral posted to GSI and settlements resulting from
market value changes to asset-backed securities underlying the - A fixed facility fee of 2.85% per annum times the maximum
structures at December 31, 2012. facility commitment amount, currently $1.5 billion under
The CFL Facility was originally executed on June 6, 2008, and the CFL Facility and $625 million under the BV Facility
under an October 28, 2009 amendment, the maximum notional
- A variable amount based on one-month or three-month USD
amount of the CFL Facility was reduced from $3.0 billion to LIBOR times the “utilized amount” (effectively the “adjusted
$2.125 billion. During the first half of 2008, CIT experienced sig- qualifying borrowing base”) of the total return swap, and
nificant constraints on its ability to raise funding through the debt
- A reduction in interest expense due to the recognition of the
capital markets and access the Company’s historical sources of payment of any OID from GSI on the various ABS.
funding. The CFL Facility provided a swapped rate on qualifying Debt Ratings
secured funding at a lower cost than available to CIT through
Our debt ratings at December 31, 2012 as rated by Standard &
other funding sources. The CFL Facility was structured as a TRS to
Poor’s Ratings Services (“S&P”), Moody’s Investors Service
satisfy the specific requirements to obtain this funding commit-
(“Moody’s”) and Dominion Bond Rating Service (“DBRS”) are pre-
ment from GSI. Pursuant to applicable accounting guidance, only
sented in the following table. Changes since December 31, 2012
the unutilized portion of the total return swap is accounted for
include: (1) On January 8, 2013, Moody’s upgraded our issuer /
as a derivative and recorded at fair value. Under the terms of the
counterparty credit and Series C/senior unsecured debt rating by
GSI Facilities, CIT raises cash from the issuance of ABS to inves-
one notch to Ba3/Stable from B1/Stable and (2) On February 12,
tors designated by GSI under the total return swap, equivalent
2013 S&P changed our debt ratings outlook to positive
to the face amount of the ABS less an adjustment for any OID
from stable.
which equals the market price of the ABS. CIT is also required to
deposit a portion of the face amount of the ABS with GSI as addi-
tional collateral prior to funding ABS through the GSI Facilities.
Changes since December 31, 2011 include: (1) On February 13, With respect to the Company’s investments in foreign subsidiaries,
2012, DBRS increased our debt ratings one notch to an issuer / Management has historically asserted the intent to indefinitely
counterparty credit rating and Series C/senior unsecured debt reinvest the unremitted earnings of its foreign subsidiaries with
rating of “BB (Low)” and the Revolving Credit Facility rating was very limited exceptions. However, in 2009, Management deter-
increased to “BB (High)”, (2) On February 16, 2012, Moody’s mined that it would no longer make this assertion because of
increased our debt ratings one notch to an issuer / counterparty certain cash flow and funding uncertainties consequent to its
credit rating and Series C/senior unsecured debt rating of “B1”, recent emergence from bankruptcy and the fact that Manage-
(3) On March 9, 2012 S&P increased our debt ratings one notch ment was still in the early stages of developing its long-term
to an issuer / counterparty credit rating and Series C debt rating strategic and liquidity plans. By 2010, the Company had a new
to “BB-”, lowered its rating one notch on the Revolving Credit leadership team charged with re-evaluating the Company’s long-
Facility to “BB-” and changed the outlook to stable and (4) On term business and strategic plans. Their initial post-bankruptcy
December 17, 2012, DBRS increased our debt ratings one notch plan was to aggressively grow the Company’s international
to an issuer / counterparty credit rating and Series C/senior unse- business. Accordingly, in 2010, with very limited exceptions,
cured debt rating of “BB” and the Revolving Credit Facility rating Management decided to assert indefinite reinvestment of the
was increased to “BBB (Low)”. unremitted earnings of its foreign subsidiaries.
Debt ratings can influence the cost and availability of short-and In the quarter ended December 31, 2011, Management decided
long-term funding, the terms and conditions on which such to no longer assert its intent to indefinitely reinvest its foreign
funding may be available, the collateral requirements, if any, for earnings, except for foreign subsidiaries in select jurisdictions.
borrowings and certain derivative instruments, the acceptability This decision was driven by events during the course of the year
of our letters of credit, and the number of investors and counter- that culminated in Management’s conclusion during the quarter
parties willing to lend to the Company. A decrease, or potential that it may need to repatriate foreign earnings to address certain
decrease, in credit ratings could impact access to the capital long-term investment and funding strategies. Some of the signifi-
markets and/or increase the cost of debt, and thereby adversely cant events that impacted Management’s decision included the
affect the Company’s liquidity and financial condition. re-evaluation of the debt and capital structures of its subsidiaries,
Rating agencies indicate that they base their ratings on many and the need to reduce its high cost debt in the U.S. In addition,
quantitative and qualitative factors, including capital adequacy, certain restrictions on the Company’s first and second lien debt
liquidity, asset quality, business mix, level and quality of earnings, were removed during the fourth quarter of 2011 upon the repay-
and the current legislative and regulatory environment, including ment of the remaining 2014 Series A debt. The removal of these
implied government support. In addition, rating agencies them- restrictions allows the Company to transfer and repatriate cash to
selves have been subject to scrutiny arising from the financial repay its high cost debt in the U.S. and recapitalize certain for-
crisis and could make or be required to make substantial changes eign subsidiaries. All these events contributed to Management’s
to their ratings policies and practices, particularly in response to decision to no longer assert indefinite reinvestment of its foreign
legislative and regulatory changes, including as a result of provi- earnings, except for foreign subsidiaries in select jurisdictions. As
sions in Dodd-Frank. Potential changes in the legislative and of December 31, 2012, Management continues to maintain the
regulatory environment and the timing of those changes could position with regard to its assertion.
impact our ratings, which as noted above, could impact our Contractual Payments and Commitments
liquidity and financial condition.
The following tables summarize significant contractual payments
A debt rating is not a recommendation to buy, sell or hold securi- and contractual commitment expirations at December 31, 2012.
ties, and the ratings are subject to revision or withdrawal at any Certain amounts in the payments table are not the same as the
time by the assigning rating agency. Each rating should be evalu- respective balance sheet totals, because this table is before FSA,
ated independently of any other rating. in order to better reflect projected contractual payments. Like-
Tax Implications of Cash in Foreign Subsidiaries wise, actual cash flows will vary materially from those depicted in
the payments table as further explained in the table footnotes.
Cash and short term investments held by foreign subsidiaries,
including cash available to the BHC and restricted cash, at
December 31, 2012, 2011 and 2010 totaled $1.6 billion, $1.6 bil-
lion and $2.3 billion, respectively.
CIT ANNUAL REPORT 2012 77
Payments for the Twelve Months Ended December 31(1) (dollars in millions)
Total 2013 2014 2015 2016 2017+
Secured borrowings(2) $10,472.1 $1,424.7 $1,500.4 $1,043.4 $ 865.8 $ 5,637.8
Unsecured – Series C Notes 5,250.0 – 1,300.0 1,500.0 – 2,450.0
Senior unsecured 6,500.0 – – – – 6,500.0
Other debt 113.3 1.2 0.2 – – 111.9
Total Long-term borrowings 22,335.4 1,425.9 2,800.6 2,543.4 865.8 14,699.7
Deposits 9,681.0 4,997.9 1,948.4 825.7 562.4 1,346.6
Credit balances of factoring clients 1,256.5 1,256.5 – – – –
Lease rental expense 214.1 32.2 29.7 28.0 25.6 98.6
Total contractual payments $33,487.0 $7,712.5 $4,778.7 $3,397.1 $1,453.8 $16,144.9
(1) Projected payments of debt interest expense and obligations relating to postretirement programs are excluded.
(2)
Includes non-recourse secured borrowings, which are generally repaid in conjunction with the pledged receivable maturities.
Financing commitments increased from $2.7 billion at The table above includes approximately $0.6 billion of commit-
December 31, 2011 to $3.0 billion at December 31, 2012. At ments at December 31, 2012 and $0.4 billion at December 31,
December 31, 2012, substantially all financing commitments were 2011 that were not available for draw due to requirements for
senior facilities, with approximately 70% secured by equipment or collateral availability or covenant conditions.
other assets and the remainder comprised of cash flow or enter-
prise value facilities. Most of our undrawn and available financing
commitments are in Corporate Finance. The top ten undrawn
commitments totaled $350 million at December 31, 2012.
CAPITAL
under the general risk-based capital rules based on the Basel I three primary scenarios: Baseline, Supervisory severely adverse
framework. If the Basel III capital framework is implemented as scenario (SA-Stress), and CIT BHC stress (C-Stress) scenario. CIT
proposed, CIT expects to report regulatory capital ratios under is not currently required to perform these stress tests which are
the Basel III Notice of Proposed Rulemakings (“NPR”) and the prescribed for institutions above $50 billion; however, it does so
Standardized Approach NPR. as a matter of prudent capital management.
ECAP is a probabilistic approach that links capital adequacy to The baseline forecast represents CIT’s expected trajectory of
a particular solvency standard consistent with CIT’s risk appetite business progression, while the stress scenarios forecast CIT’s
and expressed as a probability over a one year time horizon. capital position under adverse macroeconomic conditions. Sce-
ECAP ratios provide a view of capital adequacy that better takes narios include 9 quarter projections of macroeconomic factors
into account CIT’s specific risks with customized approaches to that are used to measure and/or indicate the outlook of specific
measure these risks. ECAP evaluates capital adequacy by com- aspects of the economy. These macroeconomic projections
paring CIT’s unexpected losses under probabilistically-defined form the basis for CIT’s capital adequacy results presented for
stress events to the Company’s available financial resources, or each scenario.
capital available to absorb losses.
Capital Composition and Ratios
CIT believes a strong liquidity and funding profile is equally The Company is subject to various regulatory capital require-
important in ensuring the Company’s ability to continue its finan- ments set by the Federal Reserve Board. CIT committed to its
cial intermediation activities during times of stress. Accordingly, regulators to maintain a 13% Total Capital Ratio at the BHC.
CIT monitors its liquidity position through a complement of met-
rics which range from cash coverage of funding needs to capital CIT’s capital ratios have been consistently above required,
markets indicators. CIT’s regulatory capital ratio minimums are regulatory and its policy minimums. Capital ratio trends and
set for the Consolidated Company based on maintaining levels capital levels reflect growth in underlying assets as well as the
above regulatory minimum levels as well as ensuring the quality FSA impact of accelerated refinancing and repayment of high
of our capital appropriately reflects our asset quality mix, market cost debt. In 2012 and 2011, CIT refinanced or accelerated the
and balance sheet position. As such, CIT uses a complement of repayment of $31 billion of high cost debt. While these actions
capital metrics and related thresholds to measure and analyze economically benefited the Company, they resulted in the accel-
the level and composition of our capital. eration of FSA debt discount, thus increasing interest expense
and contributed to the net loss.
As part of the capital adequacy and strategic planning processes,
CIT forecasts capital adequacy under several scenarios, including
CIT ANNUAL REPORT 2012 79
For a BHC, capital adequacy is based upon risk-weighted asset a risk weighting ranging from 0% (for example U.S. Treasury
ratios calculated in accordance with quantitative measures estab- Bonds) to 100% (for example commercial loans).
lished by the Federal Reserve. Under these guidelines, certain
The reconciliation of balance sheet assets to risk-weighted
commitments and off-balance sheet transactions are assigned
assets is presented below:
asset equivalent balances, and together with on-balance sheet
assets, are divided into risk categories, each of which is assigned
Regulatory Capital Guidelines and Changes reporting to the FRBNY and prior written approval by the FRBNY
for payment of dividends and distributions and the purchase or
Regulatory capital guidelines are based on the Capital Accord of
redemption of stock. CIT has provided the FRB with its 2013 capi-
the Basel Committee on Banking Supervision (Basel I). We com-
tal plan, within which it requested permission for a modest return
pute capital ratios in accordance with Federal Reserve capital
of capital during 2013.
guidelines for assessing adequacy of capital. To be well capital-
ized, a BHC generally must maintain Tier 1 and Total Capital Basel III
Ratios of at least 6% and 10%, respectively. The Federal Reserve
In December 2010, the Basel Committee on Banking Supervision
Board also has established minimum guidelines. The minimum
released its final framework for strengthening international capi-
ratios are: Tier 1 Capital Ratio of 4.0%, Total Capital Ratio of 8.0%
tal and liquidity regulation (“Basel III”). Basel III requirements
and Tier 1 Leverage Ratio of 4.0%. In order to be considered a
include higher minimum capital ratios, increased limitations on
“well capitalized” depository institution under FDIC guidelines,
qualifying capital, minimum liquidity requirements and a more
CIT Bank must maintain a Tier 1 Capital Ratio of at least 6%, a
constrained leverage ratio requirement. Among the NPRs imple-
Total Capital Ratio of at least 10%, and a Tier 1 Leverage Ratio
menting Basel III, CIT expects to be subject to the Basel III and
of at least 5%.
Standardized Approach NPRs. CIT currently meets the regulatory
In 2004, the Basel Committee published a new capital accord requirements under Basel III. CIT is not subject to, or expected
(Basel II) to replace Basel I. We do not meet the thresholds to be to be subject to, the Advanced Approaches NPR or the Market
a “core bank” and are therefore not required to comply with the Risk rules.
advanced approaches of Basel II.
If Basel III is fully implemented in the U.S. as currently proposed,
On August 12, 2009, CIT entered into a Written Agreement with CIT will be required to maintain risk-based capital ratios at
the Federal Reserve Bank of New York (the “FRBNY”). Among January 1, 2019 as follows:
other requirements, the Written Agreement requires regular
In addition, Basel III also includes a countercyclical buffer of rights. Similarly, CIT expects a modest impact to risk-weighted
up to 2.5% that regulators could require in periods of excess assets when determined under the Standard Approach NPR,
credit growth. which updates the general risk-based capital rules for risk-
weighting assets based on Basel I. However, the final impact
Given our current capital ratios, capital composition and liquidity
will not be completely known until the U.S. banking regulators
position, the Company anticipates the transition to the Basel III
finalize the rulemaking to implement Basel III.
capital framework will have a modest impact on regulatory capital
ratios. CIT’s capital stock is substantially all Tier 1 Common equity See the “Regulation” section of Item 1 Business Overview for
(95%) and does not include non-qualifying capital instruments further detail regarding regulatory matters.
subject to transitional deductions such as mortgage servicing
CIT BANK
CIT Bank is a state-chartered commercial bank headquartered in Total assets were $12.2 billion, up from $9.0 billion at December 31,
Salt Lake City, Utah and is our principal bank subsidiary. CIT Bank 2011 and $7.1 billion at December 31, 2010. Commercial loans
originates and funds lending and leasing activity in the U.S. for totaled $8.0 billion, up from $3.9 billion at December 31, 2011
CIT’s commercial business segments. Asset growth during 2012 and $1.4 billion at December 31, 2010, as commercial asset
and 2011 reflected increased commercial lending and leasing growth offset the sale and run-off of consumer loans (principally
volume, and deposits grew in support of the increased business student loans). Operating lease equipment of $650 million, pri-
and additional product offerings. marily railcars, increased from $31 million at December 31, 2011
and none at December 31, 2010. Cash was $3.4 billion at
Funded loan volume totaled $6.0 billion, and was up 90%
December 31, 2012, up from $2.5 billion at December 31, 2011
over 2011 and significantly above the $0.7 billion in 2010. The
and $1.3 billion at December 31, 2010. Cash will be utilized to
increases reflected significantly higher volume in Corporate
fund the announced purchase of a commercial loan portfolio,
Finance, which included commercial real estate lending, Vendor
expected to be substantially completed in the 2013 first quarter.
Finance and Transportation Finance as the Bank increased aero-
CIT Bank’s capital and leverage ratios are noted below and
space loans and originated rail operating lease transactions.
remain well above required levels.
Committed volumes reflected similar increased trends.
CIT ANNUAL REPORT 2012 81
CIT Bank deposits were $9.6 billion at December 31, 2012, deposits. CIT Bank began offering on-line savings accounts in
up from $6.1 billion at December 31, 2011 and $4.5 billion at March 2012 to supplement the current range of CD offerings
December 31, 2010. The weighted average interest rate was 1.6% to consumers.
at December 31, 2012, down from 2.5% at December 31, 2011
The following presents condensed financial information for
and 3.2% at December 31, 2010. CD terms averaged approxi-
CIT Bank.
mately three years for those placed during 2012. The primary
driver of the higher balances resulted from raising on-line
The Bank’s results include a $40 million pre-tax acceleration of Other income was up in 2012 due to gains on student loans
FSA discount that increased interest expense, as discussed fur- sold. Operating expenses increased mostly due to the transfer
ther below. The Bank’s fourth quarter provision for credit losses of employees in 2012 from the bank holding company into the
for the year ended December 31, 2012 included an increase of bank, along with higher deposit costs reflecting growth in
$34 million as a change in estimate. This adjustment had no online deposits.
impact on consolidated results. For 2012, 2011 and 2010, net
charge-offs as a percentage of average finance receivables
were 0.18%, 0.15% and 0.33%, respectively.
As detailed in the above table, net finance revenue (“NFR”) FSA discount of $40 million on debt extinguishments. During
increased primarily on commercial asset growth. Average earning 2012 the Bank grew its operating lease portfolio, which contrib-
assets increased, as an increase in commercial assets offset the uted $19 million to NFR. Net operating lease margin was 6.9% of
decline in consumer assets (student loans). Partially offsetting the average operating leases in 2012.
higher AEA was lower net FSA accretion, which decreased NFR
NFR as a percentage of average earning assets (“Net Finance
by $15 million during 2012, compared to increases of $83 million
Margin” or “NFM”) increased from 2011, as the revenue earned
in 2011 and $171 million in 2010. The decline was driven by the
from higher yielding commercial assets offset the decrease in
combination of lower interest income accretion and accelerated
FSA accretion. Excluding FSA accretion, NFM increased from
CIT ANNUAL REPORT 2012 83
both 2011 and 2010, reflecting a shift in weighting as the com- the earning assets, and the lower yielding consumer assets, prin-
mercial loans grew and became a more significant proportion of cipally student loans, were sold or ran-off.
The preparation of financial statements in conformity with GAAP amount of cash flows expected to be collected for loans with
requires management to use judgment in making estimates and evidence of credit impairment. The accretable discount, which
assumptions that affect reported amounts of assets and liabilities, largely reflects the difference between contractual interest rates
reported amounts of income and expense and the disclosure of and market interest rates on the portfolio at the emergence date,
contingent assets and liabilities. The following estimates, which is recognized in accordance with the effective interest method, or
are based on relevant information available at the end of each on a basis approximating a level rate of return, as a yield adjust-
period, include inherent risks and uncertainties related to judg- ment to loans and capital leases over the remaining term of the
ments and assumptions made. We consider the estimates to be loan and reflected in interest income.
critical in applying our accounting policies, due to the existence
The allowance for loan losses is intended to provide for losses
of uncertainty at the time the estimate is made, the likelihood of
inherent in the portfolio, which requires the application of esti-
changes in estimates from period to period and the potential
mates and significant judgment as to the ultimate outcome of
impact on the financial statements.
collection efforts and realization of collateral values, among other
Management believes that the judgments and estimates utilized things. Therefore, changes in economic conditions or credit
in the following critical accounting estimates are reasonable. metrics, including past due and non-accruing accounts, or other
We do not believe that different assumptions are more likely events affecting specific obligors or industries, may necessitate
than those utilized, although actual events may differ from such additions or reductions to the reserve for credit losses.
assumptions. Consequently, our estimates could prove inaccu-
The allowance for loan losses is reviewed for adequacy based on
rate, and we may be exposed to charges to earnings that could
portfolio collateral values and credit quality indicators, includ-
be material.
ing charge-off experience, levels of past due loans and non-
Allowance for Loan Losses – The allowance for loan losses on performing assets, evaluation of portfolio diversification and
finance receivables reflects estimated amounts for loans origi- concentration as well as economic conditions to determine the
nated subsequent to the Emergence Date, additional amounts need for a qualitative adjustment. We review finance receivables
required on loans that were on the balance sheet at the Emer- periodically to determine the probability of loss, and record
gence Date for subsequent changes in circumstances and charge-offs after considering such factors as delinquencies, the
amounts related to loans brought on balance sheet from previ- financial condition of obligors, the value of underlying collateral,
ously unconsolidated entities. As a result of FSA, the allowance as well as third party credit enhancements such as guarantees
for loan losses balance at December 31, 2009 was eliminated and, and recourse to manufacturers. This information is reviewed on
together with fair value adjustments to loans and lease receiv- a quarterly basis with senior management, including the Chief
ables, effectively re-characterized as either non-accretable or Executive Officer, Chief Risk Officer, Chief Credit Officer, Chief
accretable discount. The non-accretable component represents Financial Officer and Controller, among others, as well as the
contractually required payments receivable in excess of the
Audit and Risk Management Committees, in order to set the Fair Value Determination – At December 31, 2012, only selected
reserve for credit losses. assets (certain debt and equity securities, trading derivatives
and derivative counterparty assets) and liabilities (trading deriva-
The allowance for loan losses on finance receivables originated
tives and derivative counterparty liabilities) were measured at
as of or subsequent to emergence is determined based on three
fair value.
key components: (1) specific allowances for loans that are impaired,
based upon the value of underlying collateral or projected cash Debt and equity securities classified as available for sale (“AFS”)
flows, (2) non-specific allowances for losses inherent in non- were carried at fair value, as determined either by Level 1 or
impaired loans in the portfolio based upon estimated loss levels, Level 2 inputs. Debt securities classified as AFS included invest-
and (3) a qualitative adjustment to the allowance for economic ments in U.S. Treasury and federal government agency securities
risks, industry and geographic concentrations, and other factors and were valued using Level 2 inputs, primarily quoted prices for
not adequately captured in our methodology. Consistent with similar securities. Certain equity securities classified as AFS were
the improvement in credit risk control and compliance functions, valued using Level 1 inputs, primarily quoted prices in active
and the requirement to consider FSA in the determination of the markets, while other equity securities used Level 2 inputs, due
allowance, the non-specific allowance for credit losses following to being less frequently traded or having limited quoted market
the Company’s emergence from bankruptcy has been based on prices. Assets held for sale were recorded at lower of cost or fair
the Company’s internal probability of default (PD) and loss given value on the balance sheet. Most of the assets were subject to a
default (LGD) ratings using loan-level data, generally with a two- binding contract, current letter of intent or other third-party valu-
year loss emergence period assumption. As of December 31, ation, which are Level 3 inputs. The value of impaired loans was
2012, the allowance was comprised of non-specific reserves of estimated using the fair value of collateral (on an orderly liquida-
$334.1 million and specific reserves of $45.2 million related to tion basis) if the loan was collateralized, or the present value of
commercial impaired loans. expected cash flows utilizing the current market rate for such
loan. The estimated fair values of derivatives were calculated
As a result, the allowance is sensitive to the risk ratings assigned
internally using observable market data and represent the net
to loans and leases in our portfolio. Assuming a one level PD
amount receivable or payable to terminate, taking into account
downgrade across the 14 grade internal scale for all non-impaired
current market rates, which represent Level 2 inputs.
loans and leases, the allowance would have increased by $247 million
to $626 million at December 31, 2012. Assuming a one level LGD The fair value of assets related to net employee projected benefit
downgrade across the 11 grade internal scale for all non-impaired obligations was determined largely via level 2.
loans and leases, the allowance would have increased by $102
Lease Residual Values – Operating lease equipment is carried
million to $481 million at December 31, 2012. As a percentage of
at cost less accumulated depreciation and is depreciated to
finance receivables for the commercial segments, the allowance
estimated residual value using the straight-line method over the
would be 3.65% under the PD hypothetical stress scenario and
lease term or estimated useful life of the asset. Direct financing
2.81% under the hypothetical LGD stress scenario, compared to
leases are recorded at the aggregated future minimum lease
the reported 2.21%.
payments plus estimated residual values less unearned finance
These sensitivity analyses do not represent management’s expecta- income. We generally bear greater risk in operating lease trans-
tions of the deterioration in risk ratings, or the increases in allowance actions (versus finance lease transactions) as the duration of an
and loss rates, but are provided as hypothetical scenarios to operating lease is shorter relative to the equipment useful life
assess the sensitivity of the allowance for loan losses to changes than a finance lease. Management performs periodic reviews of
in key inputs. We believe the risk ratings utilized in the allowance residual values, with other than temporary impairment recognized
calculations are appropriate and that the probability of the sensi- in the current period as an increase to depreciation expense for
tivity scenarios above occurring within a short period of time is operating lease residual impairment, or as an adjustment to yield
remote. The process of determining the level of the allowance for for value adjustments on finance leases. Data regarding current
loan losses requires a high degree of judgment. Others given the equipment values, including appraisals, and historical residual
same information could reach different reasonable conclusions. realization experience are among the factors considered in evalu-
ating estimated residual values. As of December 31, 2012, our
See Credit Metrics and Notes 2 and 3 for additional information.
direct financing lease residual balance was $0.7 billion and our
Loan Impairment – Loan impairment is measured based upon the total operating lease equipment balance totaled $12.4 billion.
difference between the recorded investment in each loan and either
Liabilities for Uncertain Tax Positions – We have open tax years
the present value of the expected future cash flows discounted at
in the U.S. and Canada and other jurisdictions that are currently
each loan’s effective interest rate (the loan’s contractual interest
under examination by the applicable taxing authorities, and cer-
rate adjusted for any deferred fees or costs/discount or premium
tain tax years that may in the future be subject to examination.
at the date of origination/acquisition) or if a loan is collateral
We evaluate the adequacy of our liabilities and tax reserves in
dependent, the collateral’s fair value. When foreclosure or impair-
accordance with accounting standards on uncertain tax positions,
ment is determined to be probable, the measurement will be
taking into account open tax return positions, tax assessments
based on the fair value of the collateral. The determination of
received and tax law changes. The process of evaluating liabilities
impairment involves management’s judgment and the use of
and tax reserves involves the use of estimates and a high degree
market and third party estimates regarding collateral values.
of management judgment. The final determination of tax audits
Valuations of impaired loans and corresponding impairment
could affect our tax reserves.
affect the level of the reserve for credit losses.
CIT ANNUAL REPORT 2012 85
Realizability of Deferred Tax Assets – Deferred tax assets and also choose to perform qualitative assessments to conclude on
liabilities are recognized for future tax consequences of transac- whether it is more likely or not that a company’s carrying amount
tions. Our ability to realize deferred tax assets is dependent upon including goodwill is greater than its fair value, commonly
the future profitability of the reporting entities and, in some cases referred to as Step 0 before applying the two-step approach.
the timing and amount of specific future transactions. Manage-
For 2012, CIT opted and performed a qualitative assessment
ment’s judgment regarding uncertainties and the use of estimates
for the Trade Finance goodwill. In performing this assessment,
and projections is required in assessing our ability to realize net
management relied on a number of factors, including operating
operating loss carry forwards (“NOL’s”) as most of these assets
results, business plans, economic projections, anticipated future
are subject to limited carry-forward periods some of which begin
cash flows and market place data. Based on the factors, manage-
to expire in 2013. In addition, the domestic NOLs are subject to
ment concluded that it was more likely than not that the fair value
annual use limitations under the Internal Revenue Code and cer-
of the Trade Finance reporting unit was more than its carrying
tain state laws. Management utilizes historical and projected data
amount, including goodwill, indicating no impairment.
in evaluating positive and negative evidence regarding recogni-
tion of deferred tax assets. See Notes 1 and 17 for additional For Vendor Finance and Transportations Finance goodwill assess-
information regarding income taxes. ment, we performed Step 1 analysis utilizing estimated fair value
based on peer price to earnings (“PE”) and TBV multiples. The
Goodwill Assets – CIT’s goodwill originated as the excess reorganiza-
current PE method was based on annualized pre-FSA income
tion value over the fair value of tangible and identified intangible
after taxes and actual peers multiples as of September 30, 2012.
assets, net of liabilities, recorded in conjunction with fresh start
Pre-FSA income after taxes is utilized for valuations as this was
accounting in 2009, and was allocated to Trade Finance, Transporta-
considered more appropriate for determining the company’s
tion Finance and Vendor Finance. The consolidated balance totaled
profitability without the impact of fresh start accounting adjust-
$346 million at December 31, 2012, or less than 1% of total assets.
ment from the Company’s emergence from bankruptcy in 2009.
Though the goodwill balance is not significant compared to total
assets, management believes the judgmental nature in determining The TBV method is based on the reporting unit’s estimated equity
the values of the units when measuring for potential impairment is carrying amount and peer ratios using TBV as of September 30,
significant enough to warrant additional discussion. CIT tested for 2012. CIT estimates reporting each unit’s equity carrying amounts
impairment as of September 30, 2012, at which time CIT’s share price by applying the Company’s economic capital ratios to the unit’s
was $39.39, trading at a slight premium to the September 30, 2012 risk weighted assets.
tangible book value (“TBV”) per share of $38.47. This is as compared In addition, the Company applies a 20% control premium. The
to December 31, 2009, CIT’s emergence date when the Company control premium is management’s estimate of how much a mar-
was valued at a discount of 30% to TBV per share of $39.14. At ket participant would be willing to pay over the market fair value
September 30, 2012, CIT’s share price was trading at 43% above the for the control of the business. Management concluded, based
convenience date share price of $27.61, while the TBV per share of on performing Step 1 analysis, that the fair values of the Vendor
$38.47 was approximately 2% lower than the TBV at December 31, Finance and Transportation Finance reporting units exceed their
2009. In addition, the Company’s Price to TBV multiple of 1.024 respective carrying values, including goodwill.
improved 45% from the 2011 goodwill evaluation.
Estimating the fair value of reporting units involves the use of
In accordance with ASC 350, Intangibles – Goodwill and other, estimates and significant judgments that are based on a number
goodwill is assessed for impairment at least annually, or more fre- of factors including actual operating results. If current conditions
quently if events occur that would indicate a potential reduction change from those expected, it is reasonably possible that the
in the fair value of the reporting unit below its carrying value. judgments and estimates described above could change in
Impairment exists when the carrying amount of goodwill exceeds future periods.
its implied fair value. The ASC requires a two-step impairment
test to be used to identify potential goodwill impairment and See Note 24 — Goodwill and Intangible Assets for more
measure the amount of goodwill impairment. Companies can detailed information.
The Internal Controls Working Group (“ICWG”), which reports is chaired by the Controller and is comprised of senior executives
to the Disclosure Committee, is responsible for monitoring and in Finance and the Chief Auditor. See Item 9A. Controls and
improving internal controls over financial reporting. The ICWG Procedures for more information.
The SEC adopted regulations that apply to any public disclosure and Analysis of Financial Condition and Results of Operations
or release of material information that includes a non-GAAP and Quantitative and Qualitative Disclosure about Market Risk
financial measure. The accompanying Management’s Discussion contain certain non-GAAP financial measures. Due to the nature
of our financing and leasing assets, which include a higher pro- regarding operating results and financial position of the business
portion of operating lease equipment than most bank holding and in certain cases to provide financial information that is presented
companies, and the impact of fresh start accounting following our to rating agencies and other users of financial information. These
2009 restructuring, certain financial measures commonly used by measures are not in accordance with, or a substitute for, GAAP
other bank holding companies are not as meaningful for our and may be different from or inconsistent with non-GAAP finan-
Company. Therefore, management uses certain non-GAAP financial cial measures used by other companies. See footnotes below the
measures to evaluate our performance. We intend our non-GAAP tables for additional explanation of non-GAAP measurements.
financial measures to provide additional information and insight
Total Net Revenues(1) and Net Operating Lease Revenues(2) (dollars in millions)
Years Ended December 31,
2012 2011 2010
Total Net Revenue(1)
Interest income $ 1,569.1 $ 2,228.7 $ 3,719.0
Rental income on operating leases 1,784.6 1,667.5 1,648.4
Finance revenue 3,353.7 3,896.2 5,367.4
Interest expense (2,897.4) (2,794.4) (3,079.7)
Depreciation on operating lease equipment (533.2) (575.1) (675.8)
Net finance revenue (76.9) 526.7 1,611.9
Other income 653.1 952.8 1,004.9
Total net revenues $ 576.2 $ 1,479.5 $ 2,616.8
Net Operating Lease Revenue(2)
Rental income on operating leases $ 1,784.6 $ 1,667.5 $ 1,648.4
Depreciation on operating lease equipment (533.2) (575.1) (675.8)
Net operating lease revenue $ 1,251.4 $ 1,092.4 $ 972.6
FORWARD-LOOKING STATEMENTS
Certain statements contained in this document are “forward-looking All forward-looking statements involve risks and uncertain-
statements” within the meaning of the U.S. Private Securities ties, many of which are beyond our control, which may cause
Litigation Reform Act of 1995. All statements contained herein actual results, performance or achievements to differ materially
that are not clearly historical in nature are forward-looking and from anticipated results, performance or achievements. Also,
the words “anticipate,” “believe,” “could,” “expect,” “estimate,” forward-looking statements are based upon management’s
“forecast,” “intend,” “plan,” “potential,” “project,” “target” and estimates of fair values and of future costs, using currently
similar expressions are generally intended to identify forward- available information.
looking statements. Any forward-looking statements contained
Therefore, actual results may differ materially from those
herein, in press releases, written statements or other documents
expressed or implied in those statements. Factors, in addition
filed with the Securities and Exchange Commission or in commu-
to those disclosed in “Risk Factors”, that could cause such
nications and discussions with investors and analysts in the
differences include, but are not limited to:
normal course of business through meetings, webcasts, phone
calls and conference calls, concerning our operations, economic - capital markets liquidity,
performance and financial condition are subject to known and - risks of and/or actual economic slowdown, downturn
unknown risks, uncertainties and contingencies. Forward-looking or recession,
statements are included, for example, in the discussions about: - industry cycles and trends,
- uncertainties associated with risk management, includ-
- our liquidity risk and capital management, including our capital
ing credit, prepayment, asset/liability, interest rate and
plan, leverage, capital ratios, and credit ratings, our liquidity
currency risks,
plan, and our plans and the potential transactions designed - estimates and assumptions used to fair value the balance
to enhance our liquidity and capital, and for a potential return
sheet in accordance with FSA and actual variation between
of capital,
the estimated fair values and the realized values,
- our plans to change our funding mix and to access new sources - adequacy of reserves for credit losses,
of funding to broaden our use of deposit taking capabilities, - risks inherent in changes in market interest rates and
- our credit risk management and credit quality,
quality spreads,
- our asset/liability risk management, - funding opportunities, deposit taking capabilities and
- accretion and amortization of FSA adjustments,
borrowing costs,
- our funding, borrowing costs and net finance revenue, - risks that the Company will be unable to comply with the
- our operational risks, including success of systems
terms of the Written Agreement with the Federal Reserve
enhancements and expansion of risk management and
Bank of New York,
control functions, - conditions and/or changes in funding markets and our
- our mix of portfolio asset classes, including growth initiatives,
access to such markets, including commercial paper,
acquisitions and divestitures, new products, new business and
secured and unsecured term debt and the asset-backed
customer retention,
securitization markets,
- legal risks, - risks of implementing new processes, procedures, and systems,
- our growth rates, - risks associated with the value and recoverability of leased
- our commitments to extend credit or purchase equipment, and
equipment and lease residual values,
- how we may be affected by legal proceedings. - application of fair value accounting in volatile markets,
To the Board of Directors and Stockholders of CIT Group Inc.: As discussed in Note 1 to the consolidated financial statements,
the Company adopted new guidance in 2010 relating to transfers
In our opinion, the accompanying consolidated balance sheets
of financial assets and consolidation of variable interest entities.
as of December 31, 2012 and 2011 and the related consolidated
statements of operations, of comprehensive income (loss), of A company’s internal control over financial reporting is a pro-
stockholders’ equity and of cash flows for the years then ended cess designed to provide reasonable assurance regarding the
present fairly, in all material respects, the financial position of CIT reliability of financial reporting and the preparation of financial
Group Inc. and its subsidiaries (“the Company”) at December 31, statements for external purposes in accordance with generally
2012 and 2011, and the results of their operations and their cash accepted accounting principles. A company’s internal control
flows for the three years ended December 31, 2012 in conformity over financial reporting includes those policies and procedures
with accounting principles generally accepted in the United that (i) pertain to the maintenance of records that, in reasonable
States of America. Also in our opinion, the Company maintained, detail, accurately and fairly reflect the transactions and disposi-
in all material respects, effective internal control over financial tions of the assets of the company; (ii) provide reasonable
reporting as of December 31, 2012, based on criteria established assurance that transactions are recorded as necessary to permit
in Internal Control – Integrated Framework issued by the Com- preparation of financial statements in accordance with generally
mittee of Sponsoring Organizations of the Treadway Commission accepted accounting principles, and that receipts and expendi-
(COSO). The Company’s management is responsible for these tures of the company are being made only in accordance with
financial statements, for maintaining effective internal control authorizations of management and directors of the company;
over financial reporting and for its assessment of the effective- and (iii) provide reasonable assurance regarding prevention or
ness of internal control over financial reporting included in timely detection of unauthorized acquisition, use, or disposition
Management’s Report on Internal Control over Financial Report- of the company’s assets that could have a material effect on the
ing appearing under Item 9A. Our responsibility is to express financial statements.
opinions on these financial statements and on the Company’s
Because of its inherent limitations, internal control over financial
internal control over financial reporting based on our integrated
reporting may not prevent or detect misstatements. Also, projec-
audits. We conducted our audits in accordance with the stan-
tions of any evaluation of effectiveness to future periods are
dards of the Public Company Accounting Oversight Board
subject to the risk that controls may become inadequate because
(United States). Those standards require that we plan and per-
of changes in conditions, or that the degree of compliance with
form the audits to obtain reasonable assurance about whether
the policies or procedures may deteriorate.
the financial statements are free of material misstatement and
whether effective internal control over financial reporting was
maintained in all material respects. Our audits of the financial
statements included examining, on a test basis, evidence sup-
porting the amounts and disclosures in the financial statements, New York, New York
assessing the accounting principles used and significant esti- March 1, 2013
mates made by management, and evaluating the overall financial
statement presentation. Our audit of internal control over finan-
cial reporting included obtaining an understanding of internal
control over financial reporting, assessing the risk that a material
weakness exists, and testing and evaluating the design and
operating effectiveness of internal control based on the assessed
risk. Our audits also included performing such other procedures
as we considered necessary in the circumstances. We believe that
our audits provide a reasonable basis for our opinions.
Assets
Interest bearing deposits, restricted $ 751.5 $ 574.2
Assets held for sale 8.7 317.2
Total loans, net of allowance for loan losses 7,135.5 8,523.7
Operating lease equipment, net 4,508.8 4,285.4
Total Assets $12,404.5 $13,700.5
Liabilities
Beneficial interests issued by consolidated VIEs (classified as long-term borrowings) $ 9,241.3 $ 9,875.5
Total Liabilities $ 9,241.3 $ 9,875.5
The accompanying notes are an integral part of these consolidated financial statements.
CIT ANNUAL REPORT 2012 91
The accompanying notes are an integral part of these consolidated financial statements.
The accompanying notes are an integral part of these consolidated financial statements.
CIT ANNUAL REPORT 2012 93
The accompanying notes are an integral part of these consolidated financial statements.
The accompanying notes are an integral part of these consolidated financial statements.
CIT ANNUAL REPORT 2012 95
NOTE 1 — BUSINESS AND SUMMARY OF SIGNIFICANT and Other liabilities $(17 million) as of January 1, 2010. Equity
ACCOUNTING POLICIES decreased by approximately $18 million as of January 1, 2010.
CIT Group Inc., together with its subsidiaries (collectively “CIT” The consolidated financial statements include the effects of
or the “Company” has provided financial solutions to its clients adopting Fresh Start Accounting (“FSA”) upon the Company’s
since its formation in 1908. The Company provides financing emergence from bankruptcy on December 10, 2009, based on
and leasing capital principally for small businesses and middle a convenience date of December 31, 2009 (the “Convenience
market companies in a wide variety of industries and offers ven- Date”) , as required by U.S. GAAP. Accretion and amortization
dor, equipment, commercial and structured financing products, of certain FSA adjustments are included in the Statements of
as well as factoring and management advisory services. CIT Operations and Cash Flows.
became a bank holding company (“BHC”) in December 2008, In preparing the consolidated financial statements, all significant
and is regulated by the Board of Governors of the Federal inter-company accounts and transactions have been eliminated.
Reserve System (“FRS”) and the Federal Reserve Bank of New Assets held in an agency or fiduciary capacity are not included
York (“FRBNY”) under the U.S. Bank Holding Company Act in the consolidated financial statements.
of 1956 (“BHC Act”). CIT Bank, a wholly-owned subsidiary,
is a state-chartered bank located in Salt lake City, Utah. The SIGNIFICANT ACCOUNTING POLICIES
Company operates primarily in North America, with locations
in Europe, South America and Asia. Financing and Leasing Assets
CIT extends credit to customers through a variety of financ-
BASIS OF PRESENTATION ing arrangements; including term loans, and revolving credit
Basis of Financial Information facilities, capital leases and operating leases. The amounts out-
standing on loans, direct financing and leveraged leases are
The accounting and financial reporting policies of CIT Group Inc. referred to as finance receivables and are included in Loans on
conform to generally accepted accounting principles (“GAAP”) the consolidated balance sheet. These finance receivables, when
in the United States and the preparation of the consolidated combined with finance receivables held for sale and the net book
financial statements is in conformity with GAAP which requires value of operating lease equipment, are referred to as financing
management to make estimates and assumptions that affect and leasing assets.
reported amounts and disclosures. Actual results could differ
from those estimates and assumptions. Some of the more signifi- It is CIT’s expectation that the majority of the loans and leases
cant estimates include: valuation of deferred tax assets; lease originated will be held for the foreseeable future or until maturity.
residual values and depreciation of operating lease equipment; In certain situations, for example to manage concentrations
and allowance for loan losses. Additionally where applicable, and/or credit risk, some or all of certain exposures are sold. Loans
the policies conform to accounting and reporting guidelines for which the Company has the intent and ability to hold for the
prescribed by bank regulatory authorities. foreseeable future or until maturity are classified as held for
investment (“HFI”). If the Company no longer has the intent or
Principles of Consolidation ability to hold loans for the foreseeable future, then the loans are
The accompanying consolidated financial statements include transferred to held for sale (“HFS”). Loans entered into with the
financial information related to CIT Group Inc., a Delaware intent to resell are classified as HFS.
Corporation, and its majority owned subsidiaries, including
For finance receivables outstanding at the time of FSA,
CIT Bank (collectively, “CIT” or the “Company”), and those
December 31, 2009, the fair value assigned at that time estab-
variable interest entities (“VIEs”) where the Company is
lished their new cost basis. The resultant discount on the finance
the primary beneficiary.
receivables balance includes accretable and non-accretable com-
On January 1, 2010, the Company implemented new consolida- ponents. Loans originated subsequent to FSA and classified as
tion accounting guidance related to variable interest entities HFI are recorded at amortized cost. Loan origination fees and
(“VIEs”). The new guidance eliminated the concept of qualified certain direct origination costs are deferred and recognized as
special purpose entities (“QSPEs”) that were previously exempt adjustments to interest income over the lives of the related loans.
from consolidation, and introduced a new framework for deter- Unearned income on leases and discounts and premiums on
mining the primary beneficiary of a VIE. The primary beneficiary loans purchased are amortized to interest income using a level
of a VIE is required to consolidate the assets and liabilities of the yield methodology. Direct financing leases originated subsequent
VIE. Under the new guidance, the primary beneficiary is the party to FSA and classified as HFI are recorded at the aggregate future
that has both (1) the power to direct the activities of an entity that minimum lease payments plus estimated residual values less
most significantly impact the VIE’s economic performance; and unearned finance income. In leveraged lease agreements, a
(2) through its interests in the VIE, the obligation to absorb losses major portion of the funding is provided by third party lenders
or the right to receive benefits from the VIE that could potentially on a non-recourse basis, with CIT providing the balance and
be significant to the VIE. As a result of applying the new consoli- acquiring title to the property. Leveraged leases are recorded at
dation accounting guidance, the Company consolidated a the aggregate value of future minimum lease payments plus esti-
number of VIEs that were used primarily to securitize assets. mated residual value, less third-party debt and unearned income.
Consolidation of these entities eliminated the retained interest Management performs periodic reviews of estimated residual
and increased Cash $(134 million), Loans $(1.3 billion), Allowance values, with other than temporary impairment recognized in
for loan losses $(69 million), Long-term borrowings $(1.2 billion), current period earnings.
Operating lease equipment purchased prior to emergence was in Interest Income. If the finance receivable is sold, the remaining
recorded at estimated fair value at emergence and is carried at discount is considered in the determination of the resulting gain
that new basis less accumulated depreciation. Operating lease or loss. If the finance receivable is subsequently classified as
equipment purchased after December 31, 2009 is carried at cost non-accrual, accretion of the discount ceases.
less accumulated depreciation. Operating lease equipment is For finance receivables that were considered impaired at the
depreciated to its estimated residual value using the straight-line FSA date and for which the cash flows were evaluated based on
method over the lease term or estimated useful life of the asset. expected cash flows that are less than contractual cash flows,
In the operating lease portfolio, maintenance costs incurred that there is an accretable and a non-accretable discount. The accre-
exceed maintenance funds collected for commercial aircraft table discount is accreted using the effective interest method
are expensed if they do not provide a future economic benefit as a yield adjustment over the remaining term of the loan and
and do not extend the useful life of the aircraft. Such costs may recorded in Interest Income. The non-accretable discount reflects
include costs of routine aircraft operation and costs of mainte- the present value of the difference between the excess of cash
nance and spare parts incurred in connection with re-leasing an flows contractually required to be paid and expected cash flows
aircraft and during the transition between leases. For such main- (i.e. credit component). The non-accretable discount is recorded
tenance costs that are not capitalized, a charge is recorded in as a reduction to finance receivables and serves to reduce future
operating expense at the time the costs are incurred. Income rec- charge-offs or is reclassified to accretable discount should
ognition related to maintenance funds collected and not used expected cash flows improve. The accretable discount on finance
during the life of the lease is deferred to the extent management receivables that are on non-accrual does not accrete until the
estimates costs will be incurred by subsequent lessees perform- account returns to performing status.
ing scheduled maintenance. Upon the disposition of an aircraft, Rental revenue on operating leases is recognized on a straight
any excess maintenance funds that exist are recognized as line basis over the lease term and is included in Non-interest
income. Income. An intangible asset was recorded in FSA to adjust for
If it is determined that a loan should be transferred from HFI to carrying value of above or below market operating lease con-
HFS, then the balance is transferred at the lower of cost or fair tracts to their fair value. These adjustments (net) are amortized
value. At the time of transfer, a write-down of the loan is recorded into rental income on a straight line basis over the remaining
as a charge-off when the carrying amount exceeds fair value and term of the respective lease.
the difference relates to credit quality, otherwise the write-down The recognition of interest income (including accretion) on
is recorded as a reduction in Other Income, and any loan loss commercial loans and finance receivables is suspended and an
reserve is reversed. Once classified as HFS, the amount by which account is placed on non-accrual status when, in the opinion
the carrying value exceeds fair value is recorded as a valuation of management, full collection of all principal and interest due
allowance and is reflected as a reduction to other income. is doubtful. To the extent the estimated cash flows, including
fair value of collateral, does not satisfy both the principal and
If it is determined that a loan should be transferred from HFS
accrued interest outstanding, accrued but uncollected interest at
to HFI, the loan is transferred at the lower of cost or fair value
the date an account is placed on non-accrual status is reversed
on the transfer date, which coincides with the date of change
and charged against interest income. Subsequent interest received
in management’s intent. The difference between the carrying
is applied to the outstanding principal balance until such time
value of the loan and the fair value, if lower, is reflected as a loan
as the account is collected, charged-off or returned to accrual
discount at the transfer date, which reduces its carrying value.
status. Interest on loans or capital leases that are on cash basis
Subsequent to the transfer, the discount is accreted into earnings
non-accrual do not accrue interest income; however, payments
as an increase to interest income over the life of the loan using
designated by the borrower as interest payments may be
the interest method.
recorded as interest income. To qualify for this treatment, the
Revenue Recognition remaining recorded investment in the loan or capital lease must
Interest income on loans (both HFI and HFS) and direct financing be deemed fully collectable.
leases is recognized using the effective interest method or on The recognition of interest income (including accretion) on con-
a basis approximating a level rate of return over the life of the sumer loans and certain small ticket commercial loans and lease
asset. Leveraged lease revenue is recognized on a basis calcu- receivables is suspended and all previously accrued but uncol-
lated to achieve a constant after-tax rate of return for periods in lected revenue is reversed, when payment of principal and/or
which there is a positive investment in the transaction, net of interest is contractually delinquent for 90 days or more. Accounts,
related deferred tax liabilities. Effective January 1, 2010, interest including accounts that have been modified, are returned to
income includes a component of accretion of the fair value dis- accrual status when, in the opinion of management, collection of
count on loans and lease receivables recorded in connection remaining principal and interest is reasonably assured, and upon
with FSA. collection of six consecutive scheduled payments.
For finance receivables that were not considered impaired at The Company periodically modifies the terms of finance receivables
the FSA date and for which cash flows were evaluated based on in response to borrowers’ financial difficulties. These modifications
contractual terms, the discount is accreted using the effective may include interest rate changes, principal forgiveness or payment
interest method as a yield adjustment over the remaining term of deferments. The finance receivables that are modified, where a con-
the loan and recorded in Interest Income. If the finance receiv- cession has been made to the borrower, are accounted for as
able is prepaid, the remaining accretable balance is recognized Troubled Debt Restructurings (“TDR’s”). TDR’s are generally
CIT ANNUAL REPORT 2012 97
placed on non-accrual upon their restructuring and remain on determined based on periodic evaluations of the unfunded credit
non-accrual until, in the opinion of management, collection of facilities, including an assessment of the probability of commitment
remaining principal and interest is reasonably assured, and upon usage, credit risk factors for loans outstanding to these same
collection of six consecutive scheduled payments. customers, and the terms and expiration dates of the unfunded
credit facilities. The reserve for unfunded loan commitments is
Allowance for Loan Losses on Finance Receivables
recorded as a liability on the Consolidated Balance Sheet. Net
The allowance for loan losses is intended to provide for credit adjustments to the reserve for unfunded loan commitments are
losses inherent in the loan and lease receivables portfolio and included in the provision for credit losses.
is periodically reviewed for adequacy considering credit quality
Finance receivables are divided into the following five portfolio
indicators, including expected and historical losses and levels
segments, which correspond to the Company’s business segments;
of and trends in past due loans, non-performing assets and
Corporate Finance; Transportation Finance; Trade Finance;
impaired loans, collateral values and economic conditions.
Vendor Finance and Consumer. Within each portfolio segment,
As a result of FSA, the allowance for loan losses balance at credit risk is assessed and monitored in the following seven
December 31, 2009 was eliminated and, together with fair classes of loans; Corporate Finance – SBL; Corporate Finance –
value adjustments to loans and lease receivables, effectively other; Transportation Finance; Trade Finance; Vendor Finance –
re-characterized as either non-accretable or accretable discount. U.S.; Vendor Finance – International; and Consumer. The
The non-accretable component represents contractually required allowance is estimated based upon the finance receivables in
payments receivable in excess of the amount of cash flows the respective class.
expected to be collected for loans with evidence of credit
The allowance policies described above related to specific and
impairment. The accretable discount, which largely reflects the
non-specific allowances, and the impaired finance receivables
difference between contractual rates and market rates on the
and charge-off policies that follow, are applied across the portfo-
portfolio at the emergence date, is recognized in accordance
lio segments and loan classes. Given the nature of the Company’s
with the effective interest method or on a basis approximating
business, the specific allowance is largely related to the Corporate
a level rate of return, as a yield adjustment to loans and capital
Finance, Trade Finance and Transportation Finance portfolio
leases over the remaining term of the loan, and reflected in
segments. The non-specific allowance, which considers the
interest income.
Company’s internal system of probability of default and loss
The allowance for loan losses on finance receivables for CIT severity ratings, among other factors, is applicable to all the
reflects estimated amounts for loans originated subsequent portfolio segments.
to the emergence date, and amounts required in excess of the
remaining FSA discount on loans that were on the balance sheet Impaired Finance Receivables
at the emergence date. The allowance for loan losses on finance Impaired finance receivables (including loans or capital leases) of
receivables originated as of or subsequent to emergence is $500 thousand or greater that are placed on non-accrual status,
determined based on three key components: (1) specific allow- largely in the Corporate Finance – other, Trade Finance and
ances for loans that are impaired, based upon the value of Transportation Finance loan classes, are subject to periodic indi-
underlying collateral or projected cash flows, (2) non-specific vidual review by the Company’s problem loan management (PLM)
allowances for estimated losses inherent in the portfolio based function. The Company excludes consumer loans and small-ticket
upon the expected loss over the loss emergence period pro- loan and lease receivables, largely in the two Vendor Finance and
jected loss levels and (3) allowances for estimated losses inherent Corporate Finance – SBL (Small Business Lending) loan classes,
in the portfolio based upon economic risks, industry and geo- that have not been modified in a troubled debt restructuring, as
graphic concentrations, and other factors. Changes to the well as short-term factoring receivables, from its impaired finance
Allowance for Loan Losses are recorded in the Provision for receivables disclosures as charge-offs are typically determined
Credit Losses. The non-specific allowance for loan losses follow- and recorded for such loans beginning at 120-150 days of
ing the Company’s emergence from bankruptcy has been based contractual delinquency.
on the Company’s internal probability of default and loss given Impairment occurs when, based on current information and
default ratings using loan-level data. CIT’s portfolio consisted pri- events, it is probable that CIT will be unable to collect all
marily of loans that do not have predictable prepayments and as amounts due according to contractual terms of the agreement.
such, prepayments were not considered in the determination of Impairment is measured as the shortfall between estimated value
contractual cash flows and cash flows expected to be collected and recorded investment in the finance receivable, with the esti-
in FSA. mated value determined using fair value of collateral and other
With respect to assets transferred from HFI to HFS, a charge off cash flows if the finance receivable is collateralized, or the
is recognized to the extent carrying value exceeds the expected present value of expected future cash flows discounted at the
cash flows. contract’s effective interest rate.
An approach similar to the allowance for loan losses is utilized Charge-off of Finance Receivables
to calculate a reserve for losses related to unfunded loan
Charge-offs on commercial loans are recorded after considering
commitments and deferred purchase commitments associated
such factors as the borrower’s financial condition, the value of
with the Company’s factoring business. A reserve for unfunded
underlying collateral and guarantees (including recourse to
loan commitments is maintained to absorb estimated probable
dealers and manufacturers), and the status of collection activities.
losses related to these facilities. The adequacy of the reserve is
Such charge-offs are deducted from the carrying value of the Debt securities classified as “held-to-maturity” (“HTM”) repre-
related finance receivables. This policy is largely applicable in the sent securities that the Company has both the ability and the
Corporate Finance-other, Trade Finance and Transportation intent to hold until maturity, and are carried at amortized cost.
Finance loan classes. Charge-offs on consumer and certain small Interest on such securities is included in Interest and dividends
ticket commercial finance receivables, primarily in the Vendor on interest bearing deposits and investments.
Finance and Consumer segments and the Corporate Finance SBL Equity investments without readily determinable fair val-
loan class, are recorded beginning at 120 to150 days of contrac- ues are generally carried at cost or the equity method of
tual delinquency. In accordance with FSA, charge-offs on loans accounting and periodically assessed for OTTI, with the net
with an FSA discount as of the emergence date are first allocated asset values reduced when impairment is deemed to be
to the respective loan’s fresh start discount. To the extent a other-than-temporary. Equity method investments are recorded
charge-off amount exceeds such discount the difference is at cost, adjusted to reflect the Company’s portion of income,
reported as a charge-off. Charge-offs on loans originated subse- loss or dividend of the investee.
quent to emergence are reflected in the provision for credit
losses. Collections on accounts previously charged off in the Evaluating Investments for OTTI
post-emergence period are recorded as recoveries in the provi- The Company conducts and documents periodic reviews of
sion for credit losses. Collections on accounts previously charged all securities with unrealized losses to evaluate whether the
off in the pre-emergence period are recorded as recoveries in impairment is other than temporary. The Company accounts for
other income. Collections on accounts previously charged investment impairments in accordance with ASC 320-10-35-34,
off prior to transfer to HFS are recorded as recoveries in Investments – Debt and Equity Securities: Recognition of an
other income. Other-Than-Temporary Impairment. Under the guidance for debt
Delinquent Finance Receivables securities, OTTI is recognized in earnings for debt securities that
the Company has an intent to sell or that the Company believes it
A loan is considered past due for financial reporting purposes if is more-likely-than-not that it will be required to sell prior to the
default of contractual principal or interest exists for a period of recovery of the amortized cost basis. For those securities that the
30 days or more. Past due loans consist of both loans that are still Company does not intend to sell or expect to be required to sell,
accruing interest as well as loans on non-accrual status. credit-related impairment is recognized in earnings, while the
Long-Lived Assets non-credit related impairment is recorded in AOCI.
A review for impairment of long-lived assets, such as operating An unrealized loss exists when the current fair value of an individual
lease equipment, is performed at least annually or when events security is less than its amortized cost basis. Unrealized losses
or changes in circumstances indicate that the carrying amount of that are determined to be temporary in nature are recorded, net
long-lived assets may not be recoverable. Impairment of assets is of tax, in AOCI for AFS securities, while such losses related to
determined by comparing the carrying amount to future undis- HTM securities are not recorded, as these investments are carried
counted net cash flows expected to be generated. If an asset is at their amortized cost.
impaired, the impairment is the amount by which the carrying
Amortized cost is defined as the original purchase cost, plus or
amount of the asset exceeds the fair value of the asset. Fair
minus any accretion or amortization of a purchase discount or
value is based upon discounted cash flow analysis and available
premium. Regardless of the classification of the securities as
market data. Current lease rentals, as well as relevant and avail-
AFS or HTM, the Company has assessed each investment
able market information (including third party sales for similar
for impairment.
equipment, and published appraisal data), are considered both in
determining undiscounted future cash flows when testing for the Factors considered in determining whether a loss is temporary
existence of impairment and in determining estimated fair value include:
in measuring impairment. Depreciation expense is adjusted when - the length of time that fair value has been below cost;
projected fair value at the end of the lease term is below the - the severity of the impairment or the extent to which fair value
projected book value at the end of the lease term. Assets to be has been below cost;
disposed of are included in HFS and reported at the lower of the - the cause of the impairment and the financial condition and the
carrying amount or fair value less disposal costs. near-term prospects of the issuer;
Investments - activity in the market of the issuer that may indicate adverse
credit conditions; and
Debt and equity securities classified as “available-for-sale”
- the Company’s ability and intent to hold the investment for a
(“AFS”) are carried at fair value with changes in fair value
period of time sufficient to allow for any anticipated recovery.
reported in accumulated other comprehensive income (“AOCI”),
net of applicable income taxes. Credit- related declines in fair The Company’s review for impairment generally includes identifi-
value that are determined to be an other than temporary impair- cation and evaluation of investments that have indications of
ment (“OTTI”) are immediately recorded in earnings. Realized possible impairment, in addition to:
gains and losses on sales are included in Other income on a spe- - analysis of individual investments that have fair values less than
cific identification basis, and interest and dividend income on
amortized cost, including consideration of the length of time
AFS securities is included in Interest and dividends on interest
the investment has been in an unrealized loss position and the
bearing deposits and investments.
expected recovery period;
CIT ANNUAL REPORT 2012 99
- discussion of evidential matter, including an evaluation of Company does not enter into derivative financial instruments for
factors or triggers that could cause individual investments speculative purposes.
to qualify as having OTTI and those that would not support Derivatives utilized by the Company may include swaps, forward
OTTI; and settlement contracts, and options contracts. A swap agreement is
- documentation of the results of these analyses, as required a contract between two parties to exchange cash flows based on
under business policies. specified underlying notional amounts, assets and/or indices.
For equity securities, management considers the various factors Forward settlement contracts are agreements to buy or sell a
described above. If it is determined that the security’s decline in quantity of a financial instrument, index, currency or commodity
fair value (for equity securities AFS) or cost (for equity securities at a predetermined future date, and rate or price. An option con-
carried at amortized cost) is other than temporary, the security’s tract is an agreement that gives the buyer the right, but not the
fair value or cost is written down, and the charge recognized in obligation, to buy or sell an underlying asset from or to another
Other income. party at a predetermined price or rate over a specific period
of time.
Goodwill and Other Identified Intangibles
The Company documents at inception all relationships between
The Company’s goodwill represents the excess of the reorganiza- hedging instruments and hedged items, as well as the risk
tion equity value over the fair value of tangible and identifiable management objectives and strategies for undertaking various
intangible assets, net of liabilities as of the emergence date. hedges. Upon executing a derivative contract, the Company
Goodwill is assigned to segments (or “reporting units”) at the designates the derivative as either a qualifying hedge or non-
date the goodwill is initially recorded. Once goodwill has been qualifying hedge. The designation may change based upon
assigned to reporting units, it no longer retains its association management’s reassessment of circumstances.
with a particular transaction, and all of the activities within a The Company utilizes cross-currency swaps and foreign currency
reporting unit, whether acquired or internally generated, are forward contracts to hedge net investments in foreign operations.
available to evaluate the value of goodwill. These transactions are classified as foreign currency net invest-
Goodwill is not amortized but it is evaluated for impairment on ment hedges with resulting gains and losses reflected in AOCI.
an annual basis, or more often if events or circumstances indicate For hedges of foreign currency net investment positions, the
there may be impairment, and at the segment (or “reporting “forward” method is applied whereby effectiveness is assessed
unit”) level. An intangible asset was recorded in FSA for net and measured based on the amounts and currencies of the indi-
above and below market operating lease contracts. These intan- vidual hedged net investments versus the notional amounts
gible assets are amortized on a straight line basis, resulting in and underlying currencies of the derivative contract. For those
lower rental income (a component of Non-interest Income) over hedging relationships where the critical terms of the underlying
the remaining term of the lease agreements. Management evalu- net investment and the derivative are identical, and the credit-
ates definite lived intangible assets for impairment when events worthiness of the counterparty to the hedging instrument
and circumstances indicate that the carrying amounts of those remains sound, there is an expectation of no hedge ineffective-
assets may not be recoverable. ness so long as those conditions continue to be met.
In September 2011, the FASB issued Accounting Standards The company also enters into foreign currency forward contracts
Update (“ASU”) 2011-08, Testing Goodwill for Impairment, that to manage the foreign currency risk associated with its non US
permits an entity to make a qualitative assessment of whether it subsidiary’s funding activities and designates these as foreign
is more likely than not that a reporting unit’s fair value is less than currency cash flow hedges for which certain components are
its carrying amount before applying the two-step goodwill impair- reflected in AOCI and others recognized in noninterest income
ment test required in FASB Account Standard Codification when the underlying transaction impacts earnings.
(“ASC”) Topic 350, Intangibles – Goodwill & Other. If an entity In addition, the company uses foreign currency forward contracts,
concludes that it is not more likely than not that the fair value of interest rate swaps, cross currency interest rate swaps, and options to
a reporting unit is less than its carrying amount, it would not be hedge interest rate and foreign currency risks arising from its
required to perform the two-step impairment test for that report- asset and liability mix. These are treated as economic hedges.
ing unit. The Company adopted the ASU for the year ended
Derivative instruments that qualify for hedge accounting are
December 31, 2011. See Note 24 for further details.
presented in the balance sheet at their fair values in other assets
Other Assets or other liabilities. Derivatives that do not qualify for hedge
Assets received in satisfaction of loans are initially recorded at accounting are presented in the balance sheet as trading assets
fair value and then assessed at the lower of carrying value or or liabilities, with their resulting gains or losses recognized in
estimated fair value less selling costs, with write-downs of the Other Income. Fair value is based on dealer quotes, pricing
pre-existing receivable reflected in the provision for credit losses. models, discounted cash flow methodologies, or similar tech-
Additional impairment charges, if any, would be recorded in niques for which the determination of fair value may require
Other Income. significant management judgment or estimation. The fair value
of the derivative is reported on a gross-by-counterparty basis.
Derivative Financial Instruments Valuations of derivative assets and liabilities reflect the value of
The Company manages economic risk and exposure to interest the instrument including the Company’s and counterparty’s
rate and foreign currency risk through derivative transactions in credit risk.
over-the-counter markets with other financial institutions. The
CIT is exposed to credit risk to the extent that the counterparty disclosure requirements also have been enhanced. The most
fails to perform under the terms of a derivative. The Company significant change requires entities, for their recurring Level 3
manages this credit risk by requiring that all derivative transactions fair value measurements, to disclose quantitative information
be conducted with counterparties rated investment grade at the ini- about unobservable inputs used, a description of the valuation
tial transaction by nationally recognized rating agencies, and by processes used by the entity, and a qualitative discussion about
setting limits on the exposure with any individual counterparty. the sensitivity of the measurements. New disclosures are required
In addition, pursuant to the terms of the Credit Support Annexes about the use of a nonfinancial asset measured or disclosed at
between the Company and its counterparties, CIT may be required fair value if its use differs from its highest and best use. In addi-
to post collateral or may be entitled to receive collateral in the form tion, entities must report the level in the fair value hierarchy
of cash or highly liquid securities depending on the valuation of the of assets and liabilities not recorded at fair value but where
derivative instruments as measured on a daily basis. fair value is disclosed. The amendment became effective for
fiscal years beginning after December 15, 2011, with early
Fair Value Measurements
adoption prohibited. The adoption of the guidance during the
The Company characterizes inputs in the determination of fair quarter ended March 31, 2012, did not affect the Company’s
value according to the fair value hierarchy described below: financial condition and resulted in additional fair value
- Level 1 – Quoted prices (unadjusted) in active markets for measurement disclosures.
identical assets or liabilities that are accessible at the Income Taxes
measurement date. Level 1 assets and liabilities include debt
Deferred tax assets and liabilities are recognized for the
and equity securities and derivative contracts that are traded in
expected future taxation of events that have been reflected in
an active exchange market, as well as certain other securities
the Consolidated Financial Statements. Deferred tax assets and
that are highly liquid and are actively traded in over-the-
liabilities are determined based on the differences between the
counter markets;
book values and the tax basis of particular assets and liabilities,
- Level 2 – Observable inputs other than Level 1 prices, such as
using tax rates in effect for the years in which the differences are
quoted prices for similar assets or liabilities, quoted prices in
expected to reverse. A valuation allowance is provided to offset
markets that are not active, or other inputs that are observable
any net deferred tax assets if, based upon the relevant facts and
or can be corroborated by observable market data for substantially
circumstances, it is more likely than not that some or all of the
the full term of the assets or liabilities. Level 2 assets and liabilities
deferred tax assets will not be realized.
include debt securities with quoted prices that are traded less
frequently than exchange-traded instruments and derivative The Company is subject to the income tax laws of the United
contracts whose value is determined using a pricing model with States, its states and municipalities and those of the foreign
inputs that are observable in the market or can be derived jurisdictions in which the Company operates. These tax laws are
principally from or corroborated by observable market data. complex, and the manner in which they apply to the taxpayer’s
This category generally includes derivative contracts and facts is sometimes open to interpretation. Given these inherent
certain loans held-for-sale; complexities, the Company must make judgments in assessing
- Level 3 – Unobservable inputs that are supported by little or the likelihood that a tax position will be sustained upon examina-
no market activity and that are significant to the fair value of tion by the taxing authorities based on the technical merits of the
the assets or liabilities. Level 3 assets and liabilities include tax position. A tax position is recognized only when, based on
financial instruments whose value is determined using valuation management’s judgment regarding the application of income
models, discounted cash flow methodologies or similar tax laws, it is more likely than not that the tax position will be
techniques, as well as instruments for which the determination sustained upon examination. The amount of benefit recognized
of fair value requires significant management judgment or for financial reporting purposes is based on management’s best
estimation. This category generally includes highly structured judgment of the most likely outcome resulting from examination
or long-term derivative contracts and structured finance given the facts, circumstances and information available at the
securities where independent pricing information cannot be reporting date. The Company adjusts the level of unrecognized
obtained for a significant portion of the underlying assets or tax benefits when there is new information available to assess the
liabilities. In FSA, Level 3 inputs were used to mark substantially likelihood of the outcome. Liabilities for uncertain tax positions
all the finance receivables to fair value. Historically, the finance are included in current taxes payable, which is reflected in accrued
receivables were carried at cost basis and not marked liabilities and payables. Accrued interest and penalties for unrec-
to market. ognized tax positions are recorded in income tax expense.
Adoption of FSA at emergence required that all assets and Other Comprehensive Income/Loss
liabilities, other than deferred taxes, be stated at fair value. Other Comprehensive Income/Loss includes unrealized gains and
In May 2011, the FASB issued ASU No. 2011-04, Fair Value losses, unless other than temporarily impaired, on AFS investments,
Measurement (Topic 820): Amendments to Achieve Common Fair foreign currency translation adjustments for both net investment
Value Measurement and Disclosure Requirements in U.S. GAAP in foreign operations and related derivatives designated as
and IFRS. The new guidance results in a consistent definition of hedges of such investments, changes in fair values of derivative
fair value and common requirements for measurement of and instruments designated as hedges of future cash flows and
disclosure about fair value between U.S. GAAP and IFRS. The certain pension and postretirement benefit obligations, all net
of tax.
CIT ANNUAL REPORT 2012 101
In June 2011, the FASB issued ASU No. 2011-05 to amend the “Transfers and Servicing (Topic 860) – Accounting for Transfers of
guidance on the presentation of comprehensive income in FASB Financial Assets” and ASU No. 2009-17, “Consolidations (Topic
ASC Topic 220, Comprehensive Income that requires companies 810) – Improvements to Financial Reporting by Enterprises
to present a single statement of comprehensive income or two Involved with Variable Interest Entities.” ASU 2009-17 amended
consecutive statements. The guidance makes the financial the VIEs Subsections of ASC Subtopic 810-10 to require former
statement presentation of other comprehensive income more qualified special purpose entities (QSPEs) to be evaluated for
prominent by eliminating the alternative to present comprehen- consolidation and also changed the approach to determining a
sive income within the statement of equity. The ASU became VIE’s primary beneficiary (“PB”) and required companies to more
effective for annual and interim periods beginning after frequently reassess whether they must consolidate VIEs. Under
December 15, 2011. The adoption of the guidance during the the new guidance, the PB is the party that has both (1) the power
quarter ended March 31, 2012 did not affect the Company’s to direct the activities of an entity that most significantly impact
financial condition but added the Consolidated Statements of the VIE’s economic performance; and (2) through its interests in
Comprehensive Income (Loss). the VIE, the obligation to absorb losses or the right to receive
In conjunction with the reorganization and adoption of FSA, benefits from the VIE that could potentially be significant to
existing balances in Other Comprehensive Income/Loss were the VIE.
eliminated at December 31, 2009. To assess whether the Company has the power to direct
the activities of a VIE that most significantly impact the VIE’s
Foreign Currency Translation
economic performance, the Company considers all facts and
In addition to U.S. operations, the Company has operations in circumstances, including its role in establishing the VIE and its
Canada, Europe and other jurisdictions. The functional currency ongoing rights and responsibilities. This assessment includes,
for foreign operations is generally the local currency. The value first, identifying the activities that most significantly impact the
of assets and liabilities of these operations is translated into VIE’s economic performance; and second, identifying which party,
U.S. dollars at the rate of exchange in effect at the balance sheet if any, has power over those activities. In general, the parties that
date. Revenue and expense items are translated at the average make the most significant decisions affecting the VIE (such as
exchange rates during the year. The resulting foreign currency asset managers, collateral managers, servicers, or owners of call
translation gains and losses, as well as offsetting gains and losses options or liquidation rights over the VIE’s assets) or have the
on hedges of net investments in foreign operations, are reflected right to unilaterally remove those decision-makers are deemed
in AOCI. Transaction gains and losses resulting from exchange to have the power to direct the activities of a VIE.
rate changes on transactions denominated in currencies other
To assess whether the Company has the obligation to absorb
than the functional currency are included in Other income.
losses of the VIE or the right to receive benefits from the VIE that
Pension and Other Postretirement Benefits could potentially be significant to the VIE, the Company considers all
CIT has both funded and unfunded noncontributory defined ben- of its economic interests, including debt and equity investments,
efit pension and postretirement plans covering certain U.S. and servicing fees, and derivative or other arrangements deemed to
non-U.S. employees, each of which is designed in accordance be variable interests in the VIE. This assessment requires that the
with the practices and regulations in the related countries. Rec- Company apply judgment in determining whether these inter-
ognition of the funded status of a benefit plan, which is measured ests, in the aggregate, are considered potentially significant to
as the difference between plan assets at fair value and the benefit the VIE. Factors considered in assessing significance include: the
obligation, is included in the balance sheet. The Company recog- design of the VIE, including its capitalization structure; subordina-
nizes as a component of Other Comprehensive Income, net of tion of interests; payment priority; relative share of interests held
tax, the net actuarial gains or losses and prior service cost or across various classes within the VIE’s capital structure; and the
credit that arise during the period but are not recognized as reasons why the interests are held by the Company.
components of net periodic benefit cost in the Statement The Company performs on-going reassessments of: (1) whether
of Operations. any entities previously evaluated under the majority voting-
interest framework have become VIEs, based on certain events,
Variable Interest Entities and are therefore subject to the VIE consolidation framework;
A VIE is a corporation, partnership, limited liability company, or and (2) whether changes in the facts and circumstances regarding
any other legal structure used to conduct activities or hold assets. the Company’s involvement with a VIE cause the Company’s
These entities: lack sufficient equity investment at risk to permit consolidation conclusion regarding the VIE to change.
the entity to finance its activities without additional subordinated When in the evaluation of its interest in each VIE it is determined
financial support from other parties; have equity owners who either that the Company is considered the primary beneficiary, the VIE’s
do not have voting rights or lack the ability to make significant assets, liabilities and non-controlling interests are consolidated
decisions affecting the entity’s operations; and/or have equity and included in the Consolidated Financial Statements. See
owners that do not have an obligation to absorb the entity’s Note 8 — Long Term Borrowings for further details.
losses or the right to receive the entity’s returns.
In June 2009, the FASB issued amended accounting principles Non-Interest Income
that changed the accounting for VIEs which became effective Non-interest income is recognized in accordance with relevant
for the Company as of January 1, 2010. These principles were authoritative pronouncements and includes rental income on
codified as Accounting Standards Update (ASU) No. 2009-16, operating leases, and other income. Other income includes
(1) factoring commissions, (2) gains and losses on sales of Statements of Cash Flows, as factoring receivables are generally
equipment (3) fee revenue such as commitment, facility, letters less than 90 days.
of credit, advisory syndication fees, and servicing fees (4) gains Cash receipts and cash payments resulting from purchases and
and losses on sales of finance receivables, (5) recoveries on sales of loans, securities, and other financing and leasing assets
loans charged-off prior to emergence and recoveries on loans are classified as operating cash flows in accordance with ASC
charged-off prior to their transfer to HFS, (6) gains and losses 230-10-45-21 when these assets are originated/acquired and
on investment sales, (7) gains and losses on certain derivatives designated specifically for resale.
and foreign currency exchange, (8) counterparty receivable FSA
Activity for loans originated or acquired for investment purposes,
accretion, (9) valuation allowance for assets held for sale, and
including those subsequently transferred to HFS, is classified in
(10) other revenues.
the investing section of the statement of cash flows in accordance
Other Expenses with ASC 230-10-45-12 and 230-10-45-13. The vast majority of
Other expenses include (1) depreciation on operating lease the Company’s loan originations are for investment purposes. In
equipment, (2) operating expenses, which include compensation the past few years, the Company has been a seller of loans as
and benefits, technology costs, professional fees, occupancy management has been optimizing the balance sheet and repay-
expenses, provision for severance and facilities exiting activities, ing debt obligations. These loans were initially recorded as
and (3) gains and losses on debt extinguishments. HFI because the Company had the intent and ability to hold
such loans for the foreseeable future but subsequently were
Stock-Based Compensation reclassified to HFS. Cash receipts resulting from sales of loans,
Compensation expense associated with equity-based awards beneficial interests and other financing and leasing assets that
is recognized over the vesting period (requisite service period), were not specifically originated/acquired and designated for
generally three years, under the “graded vesting” attribution resale are classified as investing cash inflows regardless of
method, whereby each vesting tranche of the award is amortized subsequent classification.
separately as if each were a separate award. The cost of awards
Fresh Start Accounting
granted to directors in lieu of cash is recognized using the single-
grant approach with immediate vesting and expense recognition. The consolidated financial statements include the effects of
Expenses related to stock-based compensation are included in adopting Fresh Start Accounting (“FSA”) in accordance with the
Operating Expenses. provisions of ASC 852, Reorganizations, upon the Company’s
emergence from bankruptcy on December 10, 2009. In applying
Earnings per Share FSA, the fair value of assets, liabilities and equity were derived by
Basic earnings per share (“EPS”) is computed by dividing net applying market information at the Emergence Date to account
income by the weighted-average number of common shares out- balances at December 31, 2009, unless (i) those account balances
standing for the period. Diluted EPS is computed by dividing net were originated subsequent to December 10, 2009, in which case
income by the weighted-average number of common shares out- fair values were assigned based upon their origination value or
standing increased by the weighted-average potential impact of (ii) the basis of accounting applicable to the balances was fair
dilutive securities, including stock options and restricted stock value, in which instance fair value was determined using market
grants. The dilutive effect is computed using the treasury stock information at December 31, 2009. As such, accretion and amorti-
method, which assumes the conversion of stock options and zation of certain FSA adjustments began on January 1, 2010.
restricted stock grants. However, in periods when results are
Revisions
negative, these shares would not be included in the EPS
computation as the result would have an anti-dilutive effect. In preparing its quarterly financial statements for the first three
quarters of 2012, the Company discovered, corrected and dis-
Accounting for Costs Associated with Exit or Disposal Activities closed the larger amounts in those quarters immaterial errors
A liability for costs associated with exit or disposal activities, that impacted prior periods. Additional out-of-period errors were
other than in a business combination, is recognized when the identified in the fourth quarter. These additional out-of-period
liability is incurred. The liability is measured at fair value, with errors were individually and in the aggregate not material to the
adjustments for changes in estimated cash flows recognized fourth quarter results but, when combined with the other out-of-
in earnings. period errors previously identified this year, were determined by
management to be material to the full year 2012 results.
Consolidated Statements of Cash Flows
The cumulative effect of these revisions increased 2012 shareholders’
Unrestricted cash and cash equivalents includes cash and equity by $23 million, increased total assets by $19 million, and
interest-bearing deposits, which primarily represent overnight decreased total liabilities by $4 million. As a result of these
money market investments of excess cash and short term invest- revisions, net income for the years ended December 31, 2011
ment in mutual funds. The Company maintains cash balances and 2010 decreased by $12 million and $3 million, respectively,
principally at financial institutions located in the U.S. and Canada. from previously reported amounts. The recognition of amounts
The balances are not insured in all cases. Cash and cash equiva- relating to periods prior to 2010 resulted in a corresponding
lents also include amounts at CIT Bank, which are only available $15 million increase to goodwill, as a result of our adoption of
for the bank’s funding and investment requirements. Cash inflows fresh start accounting. Management will revise in subsequent
and outflows from deposits are not generally less than 90 days and quarterly filings on Form 10-Q and has revised in this Form 10-K,
most factoring receivables are presented on a net basis in the its previously reported financial statements for 2012, 2011 and
CIT ANNUAL REPORT 2012 103
2010. See Note 27 — Selected Quarterly Financial Data for the basis of qualitative factors, that the fair value of an indefinite-
more information. lived intangible asset is not more likely than not impaired, they
would not need to calculate the fair value of the asset. The ASU
NEW ACCOUNTING PRONOUNCEMENTS does not revise the requirement to test indefinite-lived intangible
assets annually for impairment. In addition, the ASU does not
Balance Sheet Offsetting Disclosure Requirements amend the requirement to test these assets for impairment
In December 2011, the FASB issued ASU 2011-11, Disclosures between annual tests if there is a change in events or circum-
about Offsetting Assets and Liabilities which creates new disclo- stances; however, it does revise the examples of events and
sure requirements about the nature of an entity’s rights of setoff circumstances that an entity should consider in interim periods.
and related arrangements associated with its financial instru- The guidance is effective for annual and interim impairment tests
ments and derivative instruments. The new disclosures will enable performed for fiscal years beginning after September 15, 2012.
financial statement users to compare balance sheets prepared As the Company has no indefinite-lived intangible assets, adop-
under U.S. GAAP and International Financial Reporting Standards tion of this guidance will have no impact on the consolidated
(“IFRS”), which are subject to different offsetting models. The financial statements.
disclosures will be limited to financial instruments and derivatives
subject to enforceable master netting arrangements or similar Reporting of Amounts Reclassified Out of Accumulated Other
agreements and excludes loans unless they are netted in the Comprehensive Income
statement of financial condition. The amendments will affect all On December 23, 2011, the FASB issued ASU No. 2011-12, Com-
entities that have financial instruments and derivatives that are prehensive Income (Topic 220): Deferral of the Effective Date for
either offset in the balance sheet or subject to an enforceable Amendments to the Presentation of Reclassifications of Items Out
master netting arrangement or similar agreement regardless of of Accumulated Other Comprehensive Income in Accounting
whether they are offset in the balance sheet. The ASU will require Standards Update No. 2011-05. The ASU defers the requirement
entities to disclose, separately for financial assets and liabilities, to present components of reclassifications of other comprehen-
including derivatives, the gross amounts of recognized financial sive income on the face of the income statement, while still
assets and liabilities; the amounts offset under current U.S. requiring companies to adopt the other requirements contained
GAAP; the net amounts presented in the balance sheet; the in ASU No. 2011-05.
amounts subject to an enforceable master netting arrangement
In February 2013, the FASB issued ASU 2013-02 Comprehensive
or similar agreement that were not included in the offset amount
Income (Topic 220) Accounting Standards Update 2013-02
above, and the reconciling amount.
Comprehensive Income (Topic 220). The amendments do not
The disclosure requirements are effective for annual and interim change the current requirements for reporting net income or
reporting periods beginning on or after January 1, 2013, with ret- other comprehensive income in financial statements. However,
rospective application required. Given the Company’s limited use the amendments require an entity to provide information about
of master netting agreements this is not expected to have a sig- the amounts reclassified out of AOCI by component and present,
nificant impact on CIT’s financial statements or disclosures. either on the face of the statement where net income is pre-
Indefinite-Lived Intangible Assets Impairment Test sented or in the notes, significant amounts reclassified out of
AOCI by the respective line items of net income but only if the
In July 2012, the FASB issued ASU No. 2012-02, Testing Indefinite amount reclassified is required under GAAP to be reclassified to
– Lived Intangible Assets for Impairment which amends the net income in its entirety in the same reporting period. For other
guidance in ASC Topic 350 on testing and indefinite-lived amounts that are not required under GAAP to be reclassified in
intangible assets other than goodwill for impairment. Under their entirety to net income, an entity is required to cross-reference
ASC 350-30, entities must test indefinite-lived intangible assets to other disclosures required under GAAP that provide additional
for impairment at least annually by calculating and comparing detail about those amounts.
an asset’s fair value with its carrying amount. An impairment loss
would be recorded for an amount equal to the excess of the The guidance will be applied prospectively and is effective
asset’s carrying amount over its fair value. ASU No. 2012-02 pro- for annual and interim reporting periods beginning on or after
vides the option of performing a qualitative assessment before December 15, 2012. The adoption of this will not affect the
calculating the fair value of the asset, when testing an indefinite- Company’s financial condition, but will result in enhanced
lived intangible asset for impairment. If an entity determines, on AOCI disclosure.
NOTE 2 — LOANS
Finance receivables consist of the following:
The following table presents finance receivables by segment, based on obligor location:
The following table presents selected components of the net investment in finance receivables.
Certain of the following tables present credit-related information The definitions of these ratings are as follows:
at the “class” level in accordance with ASC 310-10-50, Disclosures - Pass – finance receivables in this category do not meet the
about the Credit Quality of Finance Receivables and the Allow-
criteria for classification in one of the categories below.
ance for Credit Losses. A class is generally a disaggregation of a - Special mention – a special mention asset exhibits potential
portfolio segment. In determining the classes, CIT considered
weaknesses that deserve management’s close attention. If left
the finance receivable characteristics and methods it applies in
uncorrected, these potential weaknesses may, at some future
monitoring and assessing credit risk and performance.
date, result in the deterioration of the repayment prospects.
Credit Quality Information
- Classified – a classified asset ranges from: (1) assets that exhibit
a well defined weakness and are inadequately protected by the
The following table summarizes finance receivables by the risk
current sound worth and paying capacity of the borrower, and
ratings that bank regulatory agencies utilize to classify credit
are characterized by the distinct possibility that some loss will
exposure and which are consistent with indicators the Company
be sustained if the deficiencies are not corrected to (2) assets
monitors. Risk ratings are reviewed on a regular basis by Credit
with weaknesses that make collection or liquidation in full
Risk Management and are adjusted as necessary for updated
unlikely on the basis of current facts, conditions, and values.
information affecting the borrowers’ ability to fulfill their obligations.
Assets in this classification can be accruing or on non-accrual
depending on the evaluation of these factors.
CIT ANNUAL REPORT 2012 105
The following table sets forth non-accrual loans and assets evaluated and determined to be impaired, as well as loans
received in satisfaction of loans (repossessed assets). Non-accrual less than $500,000 that are delinquent (generally for more than
loans include loans greater than $500,000 that are individually 90 days).
Payments received on non-accrual financing receivables are generally applied against outstanding principal, though in certain instances
where the remaining recorded investment is deemed fully collectible, interest income is recognized on a cash basis.
Impaired Loans The following table contains information about impaired finance
receivables and the related allowance for loan losses, exclusive
The Company’s policy is to review for impairment finance receiv-
of finance receivables that were identified as impaired at the
ables greater than $500,000 that are on non-accrual status.
Convenience Date for which the Company is applying the income
Consumer loans and small-ticket loan and lease receivables that
recognition and disclosure guidance in ASC 310-30 (Loans and
have not been modified in a troubled debt restructuring, as well
Debt Securities Acquired with Deteriorated Credit Quality), which
as short-term factoring receivables, are included (if appropriate)
are disclosed further below in this note.
in the reported non-accrual balances above, but are excluded
from the impaired finance receivables disclosure below as
charge-offs are typically determined and recorded for such loans
when they are more than 120-150 days past due.
CIT ANNUAL REPORT 2012 107
Impaired Loans at or for the year ended December 31, 2012 (dollars in millions)
Unpaid Average
Recorded Principal Related Recorded
Investment Balance Allowance Investment
With no related allowance recorded:
Commercial
Corporate Finance – Other $179.9 $231.9 $ – $199.8
Corporate Finance – SBL 39.1 52.6 – 40.7
Transportation Finance 11.3 29.1 – 7.8
Trade Finance 10.1 13.3 – 29.7
Vendor Finance – U.S. 4.7 12.2 – 7.7
Vendor Finance – International 8.4 20.0 – 9.7
With an allowance recorded:
Commercial
Corporate Finance – Other 102.4 106.7 32.3 111.0
Corporate Finance – SBL 2.4 2.7 1.0 10.4
Transportation Finance 29.1 29.3 8.9 29.0
Trade Finance 6.0 6.0 1.3 12.2
Total Commercial Impaired Loans(1) 393.4 503.8 43.5 458.0
Total Loans Impaired at Convenience Date(2) 106.7 260.8 1.5 147.4
Total $500.1 $764.6 $45.0 $605.4
(1)
Interest income recorded for the year ended December 31, 2012 while the loans were impaired was $22.6 million of which $4.3 million was interest
recognized using cash-basis method of accounting.
(2) Details of finance receivables that were identified as impaired at the Convenience date are presented under Loans and Debt Securities Acquired with
Deteriorated Credit Quality.
Impaired Loans at or for the year ended December 31, 2011 (dollars in millions)
Unpaid Average
Recorded Principal Related Recorded
Investment Balance Allowance Investment
With no related allowance recorded:
Commercial
Corporate Finance – Other $197.0 $ 298.7 $ – $160.6
Corporate Finance – SBL 38.3 70.7 – 41.3
Transportation Finance 4.6 6.0 – 7.5
Trade Finance 60.1 72.2 – 73.7
Vendor Finance – U.S. 10.5 24.6 – 16.9
Vendor Finance – International 8.0 20.7 – 11.6
With an allowance recorded:
Commercial
Corporate Finance – Other 101.0 112.0 31.7 109.5
Corporate Finance – SBL 31.9 34.7 7.4 43.9
Transportation Finance 41.0 52.1 9.0 49.8
Trade Finance 15.1 18.0 5.3 25.9
Total Commercial Impaired Loans(1) 507.5 709.7 53.4 540.7
Total Loans Impaired at Convenience date(2) 186.7 605.4 5.4 418.3
Total $694.2 $1,315.1 $58.8 $959.0
(1)
Interest income recorded while the loans were impaired was not material for the year ended December 31, 2011.
(2)
Details of finance receivables that were identified as impaired at the Convenience date are presented under Loans and Debt Securities Acquired with
Deteriorated Credit Quality.
Impairment occurs when, based on current information and the estimated value exceeds the recorded investment, no specific
events, it is probable that CIT will be unable to collect all allowance is recorded. The estimated value is determined using
amounts due according to contractual terms of the agreement. fair value of collateral and other cash flows if the finance receiv-
The Company has established review and monitoring procedures able is collateralized, or the present value of expected future
designed to identify, as early as possible, customers that are cash flows discounted at the contract’s effective interest rate.
experiencing financial difficulty. Credit risk is captured and In instances when the Company measures impairment based on
analyzed based on the Company’s internal probability of obligor the present value of expected future cash flows, the change in
default (PD) and loss given default (LGD) ratings. A PD rating is present value is reported in the provision for credit losses.
determined by evaluating borrower credit-worthiness, including The following summarizes key elements of the Company’s policy
analyzing credit history, financial condition, cash flow adequacy, regarding the determination of collateral fair value in the mea-
financial performance and management quality. An LGD rating surement of impairment:
is predicated on transaction structure, collateral valuation and
related guarantees or recourse. Further, related considerations - “Orderly liquidation value” is the basis for collateral valuation;
in determining probability of collection include the following: - Appraisals are updated annually or more often as market
conditions warrant; or
- Instances where the primary source of payment is no longer - Appraisal values are discounted in the determination of
sufficient to repay the loan in accordance with terms of the
impairment if the:
loan document; - appraisal does not reflect current market conditions; or
- Lack of current financial data related to the borrower or guarantor; - collateral consists of inventory, accounts receivable, or other
- Delinquency status of the loan;
forms of collateral, which may become difficult to locate,
- Borrowers experiencing problems, such as operating losses,
collect or subject to pilferage in a liquidation.
marginal working capital, inadequate cash flow or business
interruptions; Loans and Debt Securities Acquired with Deteriorated
- Loans secured by collateral that is not readily marketable or Credit Quality
that is susceptible to deterioration in realizable value; and For purposes of this presentation, finance receivables that were
- Loans to borrowers in industries or countries experiencing identified as impaired at the Convenience Date are presented
economic instability. separately below. The Company is applying the income recogni-
Impairment is measured as the shortfall between estimated value tion and disclosure guidance in ASC 310-30 (Loans and Debt
and recorded investment in the finance receivable. A specific allow- Securities Acquired with Deteriorated Credit Quality) to loans
ance or charge-off is recorded for the shortfall. In instances where considered impaired under FSA at the time of emergence.
Year Ended December 31, 2012 Year Ended December 31, 2011
Net Net
Provision for Charge-offs Provision for Charge-offs
Credit Losses (Recoveries) Credit Losses (Recoveries)
Commercial $(4.5) $(0.6) $48.4 $97.9
Consumer 0.3 0.3 (0.3) (0.3)
Total $(4.2) $(0.3) $48.1 $97.6
(1) The table excludes amounts in Assets Held for Sale with a carrying amount of $3 million and $117 million at December 31, 2012 and December 31, 2011,
respectively, and outstanding balances of $16 million and $286 million, respectively.
(2) Represents the sum of contractual principal, interest and fees earned at the reporting date, calculated as pre-FSA net investment plus inception to date
charge-offs.
The following table presents the changes to the accretable discount related to all loans accounted for under ASC 310-30 (loans acquired
with deteriorated credit quality).
Accretable Discount Activity for Loans Accounted for Under ASC 310-30 at Emergence Date (dollars in millions):
Years Ended December 31,
2012 2011
Accretable discount, beginning of period $ 80.0 $207.2
Accretion (8.6) (42.0)
Disposals/transfers(1) (53.5) (85.2)
Accretable discount, end of period $ 17.9 $ 80.0
(1)
Amounts include transfers of non-accretable to accretable discounts, which were not material for the years ended December 31, 2012 and 2011.
CIT ANNUAL REPORT 2012 109
Troubled Debt Restructurings - The borrower does not otherwise have access to funding
for debt with similar risk characteristics in the market at
The Company periodically modifies the terms of finance receiv-
the restructured rate and terms
ables in response to borrowers’ difficulties. Modifications that
- Capitalization of interest
include a financial concession to the borrower are accounted for
- Increase in interest reserves
as troubled debt restructurings (TDRs).
- Conversion of credit to Payment-In-Kind (PIK)
CIT uses a consistent methodology across all loans to determine - Delaying principal and/or interest for a period of three months
if a modification is with a borrower that has been determined to or more
be in financial difficulty and was granted a concession. Specifi- - Partial forgiveness of the balance
cally, the Company’s policies on TDR identification include the
Modified loans that are classified as TDRs are individually evalu-
following examples of indicators used to determine whether the
ated and measured for impairment. Modified loans that meet
borrower is in financial difficulty:
the definition of a TDR are subject to the Company’s standard
- Borrower is in default impaired loan policy, namely that non-accrual loans in excess
- Borrower has declared bankruptcy of $500,000 are individually reviewed for impairment, while
- Growing doubt about the borrower’s ability to continue as a non-accrual loans less than $500,000 are considered as part
going concern of homogenous pools and are included in the determination
- Borrower has insufficient cash flow to service debt of the non-specific allowance.
- Borrower is de-listing securities
The recorded investment of TDRs at December 31, 2012 and 2011
- Borrower’s inability to obtain funds from other sources
was $289.1 million and $445.2 million, of which 29% and 63%,
- Breach of financial covenants by the borrower
respectively, were on non-accrual. Corporate Finance receivables
If the borrower is determined to be in financial difficulty, then CIT accounted for 91% and 88% of the total TDRs at December 31,
utilizes the following criteria to determine whether a concession 2012 and 2011, respectively. At December 31, 2012 and 2011,
has been granted to the borrower: there were $6.3 million and $27.8 million, respectively, of commit-
- Assets used to satisfy debt are less than CIT’s recorded ments to lend additional funds to borrowers whose loan terms
investment in the receivable have been modified in TDRs.
- Modification of terms – interest rate changed to below The tables that follow present additional information related to
market rate modifications qualifying as TDRs that occurred during the years
- Maturity date extension at an interest rate less than market rate ended December 31, 2012 and 2011.
Recorded investment of TDRs that occurred during the year ended December 31, 2012 and 2011 (dollars in millions)
Recorded investment of TDRs that experience a payment default(1) at the time of default, in the period presented, and for which the
payment default occurred within one year of the modification (dollars in millions)
The financial impact of the various modification strategies that return through increased interest rates and fees, but are
the Company employs in response to borrower difficulties is reported as TDRs due to assessments regarding the borrowers’
described below. While the discussion focuses on current year ability to independently obtain similar funding in the market
amounts, the overall nature of the modification programs were and assessments of the relationship between modified rates
comparable in the prior year. and terms and comparable market rates and terms. The
weighted average change in interest rates for all TDRs
- The nature of modifications qualifying as TDR’s, based upon
occurring during the year ended 2012 was immaterial;
recorded investment at December 31, 2012, was payment
- Debt forgiveness, or the reduction in amount owed by
deferral of 86%, covenant relief and/or other of 8%, interest
borrower, results in incremental provision for credit losses,
rate reductions and debt forgiveness of 6%;
in the form of higher charge-offs. While these types of
- Payment deferrals, the Company’s most common type of
modifications have the greatest individual impact on the
modification program, result in lower net present value of cash
allowance, the combined financial impact for TDRs occurring
flows and increased provision for credit losses to the extent
during 2012 approximated $1.4 million, as debt forgiveness is
applicable. The financial impact of these modifications is
a relatively small component of the Company’s modification
not significant given the reduction to recorded investment
programs; and
balances from FSA discount and the moderate length of
- The other elements of the Company’s modification programs
deferral periods;
do not have a significant impact on financial results given their
- Interest rate reductions result in lower amounts of interest
relative size, or do not have a direct financial impact as in the
being charged to the customer, but are a relatively small part of
case of covenant changes.
the Company’s restructuring programs. Additionally, in some
instances, modifications improve the Company’s economic
2011
Corporate Transportation Trade Vendor Total
Finance Finance Finance Finance Commercial Consumer Total
Beginning balance $ 304.0 $ 23.7 $ 29.9 $ 58.6 $ 416.2 $ – $ 416.2
Provision for credit losses 173.3 12.8 11.2 69.3 266.6 3.1 269.7
Other(1) (9.0) (0.7) (1.9) (1.3) (12.9) – (12.9)
Gross charge-offs(2) (239.6) (6.6) (21.1) (97.2) (364.5) (4.3) (368.8)
Recoveries 33.5 0.1 10.9 57.9 102.4 1.2 103.6
Allowance balance – end of period $ 262.2 $ 29.3 $ 29.0 $ 87.3 $ 407.8 $ – $ 407.8
Allowance balance:
Loans individually evaluated for impairment $ 39.1 $ 9.0 $ 5.3 $ – $ 53.4 $ – $ 53.4
Loans collectively evaluated for impairment 219.3 20.3 23.7 85.7 349.0 – 349.0
Loans acquired with deteriorated credit quality(3) 3.8 – – 1.6 5.4 – 5.4
Allowance balance – end of period $ 262.2 $ 29.3 $ 29.0 $ 87.3 $ 407.8 $ – $ 407.8
Other reserves(1) $ 14.6 $ 1.3 $ 6.1 $ – $ 22.0 $ – $ 22.0
Finance receivables:
Loans individually evaluated for impairment $ 368.2 $ 45.6 $ 75.2 $ 18.5 $ 507.5 $ – $ 507.5
Loans collectively evaluated for impairment 6,334.9 1,441.4 2,356.2 4,397.5 14,530.0 4,681.7 19,211.7
Loans acquired with deteriorated credit quality(3) 159.6 – – 26.0 185.6 1.1 186.7
Ending balance $6,862.7 $1,487.0 $2,431.4 $4,442.0 $15,223.1 $4,682.8 $19,905.9
Percent of loans to total loans 34.5% 7.5% 12.2% 22.3% 76.5% 23.5% 100.0%
(1)
“Other reserves” represents additional credit loss reserves for unfunded lending commitments, letters of credit and for deferred purchase agreements, all of
which is recorded in Other Liabilities. “Other” also includes changes relating to sales and foreign currency translations.
(2)
Gross charge-offs included $38 million and $178 million that were charged directly to the Allowance for loan losses for the year ended December 31, 2012
and 2011, respectively. In 2012, Corporate Finance totaled $28 million, Transportation Finance $8 million and Trade Finance $2 million. In 2011, Corporate
Finance totaled $154 million, Trade Finance $18 million and remainder was from Transportation Finance.
(3)
Represents loans considered impaired in FSA and are accounted for under the guidance in ASC 310-30 (Loans and Debt Securities Acquired with
Deteriorated Credit Quality).
The following table provides the net book value (net of accumu- $0.9 billion at December 31, 2011) of operating lease equipment,
lated depreciation of $1.2 billion at December 31, 2012 and by equipment type
The following table presents future minimum lease rentals due on Minimum Lease Rentals Due (dollars in millions)
non-cancelable operating leases at December 31, 2012. Excluded
from this table are variable rentals calculated on asset usage Years Ended December 31,
levels, re-leasing rentals, and expected sales proceeds from
2013 $1,582.3
remarketing equipment at lease expiration, all of which are
components of operating lease profitability. 2014 1,314.2
2015 1,066.6
2016 853.0
2017 607.4
Thereafter 1,431.8
Total $6,855.3
NOTE 5 — INVESTMENT SECURITIES securities that typically mature in 91 days or less, and the carrying
value approximates fair value. Equity securities include common
Investments include debt and equity securities. The Company’s
stock and warrants.
debt securities primarily include U.S. Treasury securities, U.S.
Government Agency securities and Canadian Government
Debt and equity securities are classified as available-for-sale The Company conducts and documents periodic reviews of all
(“AFS”) or held-to-maturity (“HTM”) based on management’s securities with unrealized losses to evaluate whether the impair-
intention on the date of purchase and assessed at each reporting ment is OTTI. For debt securities classified as held-to-maturity
date. Debt securities classified as held-to-maturity represent that are considered to have OTTI that the Company does not
securities that the Company has both the ability and intent to intend to sell and it is more likely than not that the Company will
hold until maturity, and are carried at amortized cost. not be required to sell before recovery, the OTTI is separated
into an amount representing the credit loss, which is recognized
Debt securities and equity securities classified as available-for-
in other income in the Consolidated Statement of Operations,
sale are carried at fair value with changes in fair value reported
and the amount related to all other factors, which is recognized
in other comprehensive income (“OCI”), net of applicable
in OCI. OTTI on debt securities and equity securities classified
income taxes.
as available-for-sale and non-marketable equity investments are
Non-marketable equity investments include ownership interests recognized in the Consolidated Statement of Operations in the
greater than 3% in limited partnership investments that are period determined.
accounted for under the equity method. Equity method invest-
In addition, the Company maintained $6.4 billion and $7.0 billion
ments are recorded at cost, adjusted to reflect the Company’s
of interest bearing deposits at December 31, 2012 and 2011,
portion of income, loss or dividends of the investee. All other
respectively, that are cash equivalents and are classified sepa-
non-marketable equity investments are carried at cost and peri-
rately on the balance sheet.
odically assessed for other-than-temporary impairment (“OTTI”).
CIT ANNUAL REPORT 2012 113
The following table presents interest and dividends on interest bearing deposits and investments:
Realized investment gains totaled $40.4 million, $53.9 million and in accumulated other comprehensive income (“AOCI”) were not
$30.1 million for the years ended December 31, 2012, 2011 and material at December 31, 2012 or December 31, 2011.
2010, respectively, and exclude losses from OTTI. OTTI credit-
related impairments on equity securities recognized in earnings Securities Available-for-Sale
were not material for the year ended December 31, 2012 and The following table presents amortized cost and fair value of
totaled $8.2 million and $11.2 million for years ended securities AFS at December 31, 2012 and 2011.
December 31, 2011 and 2010, respectively. Impairment amounts
Debt Securities HTM – Carrying Value and Fair Value (dollars in millions)
Gross Gross
Carrying Unrecognized Unrecognized Fair
Value Gains Losses Value
December 31, 2012
Mortgage-backed securities
U.S. government-sponsored agency guaranteed $ 96.5 $2.8 $ – $ 99.3
State and municipal 13.1 – – 13.1
Foreign government 28.4 – – 28.4
Corporate – Foreign 50.4 – – 50.4
Total debt securities held-to-maturity $188.4 $2.8 $ – $191.2
December 31, 2011
U.S. Treasury and federal agency securities
U.S. Government Agency Obligations $ 92.5 $ – $(1.1) $ 91.4
Mortgage-backed securities
U.S. government-sponsored agency guaranteed 49.8 3.2 – 53.0
State and municipal 0.4 – – 0.4
Foreign government 19.6 – – 19.6
Corporate – Foreign 49.0 – – 49.0
Total debt securities held-to-maturity $211.3 $3.2 $(1.1) $213.4
The following table presents the amortized cost and fair value of debt securities HTM by contractual maturity dates:
Securities Held To Maturity – Amortized Cost and Fair Value Maturities (dollars in millions)
December 31, 2012 December 31, 2011
Carrying Fair Carrying Fair
Cost Value Cost Value
Mortgage-backed securities(1)
Total – Due after 10 years(2) $ 96.5 $ 99.3 $ 49.8 $ 53.0
U.S. Treasury and federal agency securities
Total – Due within 1 year – – 92.5 91.4
State and municipal
Due after 1 but within 5 years 4.9 4.9 0.3 0.3
Due after 5 but within 10 years 1.4 1.4 0.1 0.1
Due after 10 years(2) 6.8 6.8 – –
Total 13.1 13.1 0.4 0.4
Foreign government
Due within 1 year 25.5 25.4 16.8 16.8
Due after 1 but within 5 years 2.9 3.0 2.8 2.8
Total 28.4 28.4 19.6 19.6
Corporate – Foreign
Total – Due after 5 but within 10 years 50.4 50.4 49.0 49.0
Total debt securities held-to-maturity $188.4 $191.2 $211.3 $213.4
(1)
Includes mortgage-backed securities of U.S. federal agencies.
(2) Investments with no stated maturities are included as contractual maturities of greater than 10 years. Actual maturities may differ due to call or prepayment
rights.
CIT ANNUAL REPORT 2012 115
NOTE 7 — DEPOSITS
The following table presents deposits detail, maturities and weighted average interest rates.
The following table presents the maturity profile of certificates of deposits with a denomination of $100,000 or more at December 31.
Certificates of Deposit $100,000 or More (dollars in millions)
At December 31,
2012 2011
U.S. Bank
Three months or less $ 241.6 $ –
After three months through six months 234.6 –
After six months through twelve months 619.8 127.3
After twelve months 1,119.3 138.5
Total U.S. Bank $2,215.3 $265.8
Foreign Bank $ 98.6 $101.4
Deposits were adjusted to estimated fair value at December 31, $3.5 million and $24.0 million, respectively of the fair value
2009 in FSA, and the net fair value premium will be recognized as premium was recognized as a reduction to Interest Expense.
a yield adjustment over the deposit lives. During 2012 and 2011,
Upon emergence from bankruptcy in December 2009, all compo- Expense. The following table summarizes contractual maturities
nents of long-term borrowings were fair valued in FSA. The fair of total long-term borrowings outstanding excluding issue
value adjustment is amortized as a cost adjustment over the discounts and FSA adjustments as of December 31, 2012:
remaining term of the respective debt and is reflected in Interest
(1)
The presented balances are contractual and do not reflect the impact of FSA. Upon emergence from bankruptcy in December 2009, all components of long-
term borrowings were fair valued in FSA. The fair value adjustment is amortized as a cost adjustment over the remaining term of the respective debt and is
reflected in Interest Expense.
The proceeds of these transactions were used in conjunction with senior unsecured notes rank equal in right of payment with the
available cash, to redeem the 7% Series C Notes in 2012. These Series C Notes and the Revolving Credit Facility.
Series C Notes
The following table presents issuances of Series C Unsecured Notes:
The proceeds of the 2012 transaction were used, in conjunction 8.60% with maturities ranging from 2013 through 2043. Set
with available cash, to redeem the remaining Series A Notes in forth below are borrowings and pledged assets primarily owned
March 2012. by consolidated variable interest entities. Creditors of these enti-
ties received ownership and/or security interests in the assets.
The Indentures for the Series C Notes limit the Company’s ability
These entities are intended to be bankruptcy remote so that
to create liens, merge or consolidate, or sell, transfer, lease or
such assets are not available to creditors of CIT or any affiliates
dispose of all or substantially all of its assets. Upon a Change of
of CIT until and unless the related secured borrowings have been
Control Triggering Event as defined in the Series C Indentures,
fully discharged. These transactions do not meet accounting
holders of the Series C Notes will have the right to require the
requirements for sales treatment and are recorded as secured
Company, as applicable, to repurchase all or a portion of the
borrowings. Except as otherwise noted, pledged assets listed in
Series C Notes at a purchase price equal to 101% of the princi-
the following table as of December 31, 2011 were not included
pal amount, plus accrued and unpaid interest to the date of
in the collateral available to lenders under the Revolving Credit
such repurchase.
Facility or the Series A or C Notes. At December 31, 2012, the
Secured Revolving Credit Facility and Series C Notes were unsecured
and there were no Series A Notes outstanding.
Secured Borrowings
At December 31, 2012, the secured borrowings had a weighted
average interest rate of 2.32%, which ranged from 0.32% to
Series A 7% Notes and Series C 7% Notes the senior certificate holders. The VIE may also enter into deriva-
During 2012, CIT redeemed the remaining $6.5 billion of Series A tive contracts in order to convert the debt issued by the VIEs
7% Notes and redeemed or repurchased the $8.76 billion of to match the underlying assets or to limit or change the risk of
Series C 7% Notes. These actions resulted in the acceleration of the VIE.
$1.3 billion of FSA discount accretion that was recorded as addi- With respect to events or circumstances that could expose
tional interest expense and also resulted in a loss on debt CIT to a loss, as these are accounted for as on balance sheet
extinguishments of $61 million. secured financings, the Company records an allowance for
loan losses for the credit risks associated with the underlying
Variable Interest Entities (“VIEs”)
leases and loans. As these are secured borrowings, CIT has an
The Company utilizes VIEs in the ordinary course of business to obligation to pay the debt in accordance with the terms of the
support its own and its customers’ financing needs. underlying agreements.
The most significant types of VIEs that CIT utilizes are ‘on balance Generally, third-party investors in the obligations of the consoli-
sheet’ secured financings of pools of leases and loans originated dated VIE’s have legal recourse only to the assets of the VIEs and
by the Company. The Company originates pools of assets and do not have recourse to the Company beyond certain specific
sells these to special purpose entities (“SPE’s”), which, in turn, provisions that are customary for secured financing transactions,
issue debt instruments backed by the asset pools or sell indi- such as asset repurchase obligations for breaches of representa-
vidual interests in the assets to investors. CIT retains the servicing tions and warranties. In addition, the assets are generally
rights and participates in certain cash flows. These VIEs are typi- restricted only to pay such liabilities.
cally organized as trusts or limited liability companies, and are
intended to be bankruptcy remote, from a legal standpoint. NOTE 9 — DERIVATIVE FINANCIAL INSTRUMENTS
The main risks inherent in these secured borrowing structures are As part of managing economic risk and exposure to interest rate
deterioration in the credit performance of the vehicle’s underly- and foreign currency risk, the Company enters into derivative
ing asset portfolio and risk associated with the servicing of the transactions in over-the-counter markets with other financial
underlying assets. institutions. The Company does not enter into derivative financial
Investors typically have recourse to the assets in the VIEs and may instruments for speculative purposes.
benefit from other credit enhancements, such as: (1) a reserve or
See Note 1 — Business and Summary of Significant Accounting
cash collateral account that requires the Company to deposit
Policies for further description of its derivative transaction
cash in an account, which will first be used to cover any defaulted
policies.
obligor payments, (2) over-collateralization in the form of excess
assets in the VIE, or (3) subordination, whereby the Company The following table presents fair values and notional values of
retains a subordinate position in the secured borrowing which derivative financial instruments:
would absorb losses due to defaulted obligor payments before
Total Return Swaps (“TRS”) base outstanding of $2,018.4 million at December 31, 2012 and
Two financing facilities with Goldman Sachs International (GSI) $2,054.9 million at December 31, 2011 under the CFL and BV
are structured as total return swaps (TRS), under which amounts facilities. The notional amounts of the derivatives will increase as
available for advances are accounted for as derivatives. Pursuant the adjusted qualifying borrowing base decreases due to repay-
to applicable accounting guidance, only the unutilized portion ment of the underlying asset-backed securities (ABS) to investors.
of the TRS is accounted for as a derivative and recorded at its If CIT funds additional ABS under the CFL or BV facilities, the
estimated fair value. aggregate adjusted qualifying borrowing base of the total return
swaps will increase and the notional amount of the derivatives will
On October 26, 2011, CIT Group Inc. (“CIT”) amended its exist-
decrease accordingly.
ing $2.125 billion total return swap facility between CIT Financial
Ltd. (“CFL”) and Goldman Sachs International (“GSI”) in order to Valuation of the derivatives related to the GSI facilities is based on
provide greater flexibility for certain assets to be funded under several factors using a discounted cash flow (DCF) methodology,
the facility. The size of the existing CFL facility was reduced to including:
$1.5 billion, and the $625 million formerly available under the - CIT’s funding costs for similar financings based on current
existing CFL facility was transferred to a new total return swap market conditions;
facility between GSI and CIT TRS Funding B.V. (“BV”), a wholly- - Forecasted usage of the long-dated CFL and BV facilities
owned subsidiary of CIT. through the final maturity date in 2028; and
The aggregate “notional amounts” of the total return swaps of - Forecasted amortization, including prepayment assumptions,
$106.6 million at December 31, 2012 and $70.1 million at due to principal payments on the underlying ABS, which
December 31, 2011 represent the aggregate unused portions impacts the amount of the unutilized portion.
under the CFL and BV facilities and constitute derivative financial Based on the Company’s valuation, a liability of $5.8 million was
instruments. These notional amounts are calculated as the maxi- recorded at December 31, 2012.
mum aggregate facility commitment amounts, currently $2,125.0
million, less the aggregate actual adjusted qualifying borrowing
The following table presents the impact of derivatives on the statements of operations:
Estimated amount of net losses on cash flow hedges recorded in AOCI at December 31, 2012 expected to be recognized in income over
the next 12 months is $0.1 million.
NOTE 11 — FAIR VALUE The Company characterizes inputs in the determination of fair
Fair Value Hierarchy value according to the fair value hierarchy. The fair value of the
Company’s assets and liabilities where the measurement objec-
The Company is required to report fair value measurements for
tive specifically requires the use of fair value are set forth in the
specified classes of assets and liabilities. See Note 1 — “Business
tables below:
and Summary of Significant Accounting Policies” for fair value
measurement policy.
Assets and Liabilities Measured at Fair Value on a Recurring Basis (dollars in millions)
Total Level 1 Level 2 Level 3
December 31, 2012
Assets
Debt Securities AFS $ 767.6 $17.3 $ 750.3 $ –
Equity Securities AFS 14.3 14.3 – –
Trading assets at fair value – derivatives 8.4 – 8.4 –
Derivative counterparty assets at fair value 1.9 – 1.9 –
Total $ 792.2 $31.6 $ 760.6 $ –
Liabilities
Trading liabilities at fair value – derivatives $ (81.9) $ – $ (81.9) $ –
Derivative counterparty liabilities at fair value (38.5) – (38.5) –
Total $ (120.4) $ – $ (120.4) $ –
December 31, 2011
Assets
Debt Securities AFS $ 937.2 $ – $ 937.2 $ –
Equity Securities AFS 16.9 14.0 2.9 –
Trading assets at fair value – derivatives 42.8 – 42.8 –
Derivative counterparty assets at fair value 38.9 – 38.9 –
Total $1,035.8 $14.0 $1,021.8 $ –
Liabilities
Trading liabilities at fair value – derivatives $ (66.2) $ – $ (66.2) $ –
Derivative counterparty liabilities at fair value (14.9) – (14.9) –
Total $ (81.1) $ – $ (81.1) $ –
The following table presents financial instruments for which a non-recurring change in fair value has been recorded:
Assets Measured at Fair Value on a Non-recurring Basis (dollars in millions)
Fair Value Measurements at Reporting Date Using:
Total Gains
Total Level 1 Level 2 Level 3 and (Losses)
Assets
December 31, 2012
Assets Held for Sale $ 296.7 $ – $ – $ 296.7 $(106.9)
Impaired loans 61.0 – – 61.0 (40.9)
Total $ 357.7 $ – $ – $ 357.7 $(147.8)
December 31, 2011
Assets Held for Sale $1,830.8 $ – $ – $1,830.8 $ (60.7)
Impaired loans 101.5 – – 101.5 (33.7)
Total $1,932.3 $ – $ – $1,932.3 $ (94.4)
Loans are transferred from HFI to HFS at the lower of cost or fair Impaired finance receivables (including loans or capital leases) of
value. At the time of transfer, a write-down of the loan is recorded $500 thousand or greater that are placed on non-accrual status
as a charge-off, if applicable. Once classified as HFS, the amount are subject to periodic individual review in conjunction with the
by which the carrying value exceeds fair value is recorded as a Company’s ongoing problem loan management (PLM) function.
valuation allowance. Impairment occurs when, based on current information and
CIT ANNUAL REPORT 2012 123
events, it is probable that CIT will be unable to collect all estimated value determined using fair value of collateral and
amounts due according to contractual terms of the agreement. other cash flows if the finance receivable is collateralized, or
Impairment is measured as the shortfall between estimated value the present value of expected future cash flows discounted at
and recorded investment in the finance receivable, with the the contract’s effective interest rate.
Changes in Fair Value of Level 3 Financial Assets and Liabilities Measured on a Recurring Basis (dollars in millions)
Equity
Securities
Available
Total Derivatives for Sale
December 31, 2010 $ 17.6 $(0.3) $ 17.9
Gains or losses realized/unrealized
Included in Other Income 5.7 0.3 5.4
Other, net (23.3) – (23.3)
December 31, 2011 – – –
Gains or losses realized/unrealized
Included in Other Income(1) 5.8 5.8 –
Other, net – – –
December 31, 2012 $ 5.8 $ 5.8 $ –
(1) Valuation of the derivatives related to the GSI facilities
FAIR VALUE OF FINANCIAL INSTRUMENTS liabilities, which are not required for disclosure. Assumptions
used in valuing financial instruments at December 31, 2012 are
The carrying and estimated fair values of financial instruments
disclosed below.
presented below exclude leases and certain other assets and
Assumptions used in 2012 to value financial instruments are set incorporates credit loss estimates based on expected and current
forth below: default rates. As these Level 3 unobservable inputs are specific to
individual loans / collateral types, management does not believe
Derivatives – The estimated fair values of derivatives were calcu-
that sensitivity analysis of individual inputs is meaningful, but
lated internally using observable market data and represent the
rather that sensitivity is more meaningfully assessed through the
net amount receivable or payable to terminate, taking into
evaluation of aggregate carrying values of the loans. The fair
account current market rates, which represent Level 2 inputs. See
value of loans at December 31, 2012 was $15.9 billion, which is
Note 9 — Derivative Financial Instruments for notional principal
101.5% of carrying value. The fair value of the commercial loans
amounts and fair values.
portfolio was $11.9 billion, 99.5% of carrying value, and the fair
Investment Securities – Debt and equity securities classified as value of the consumer portfolio was $4.0 billion, 107.8% of
AFS are carried at fair value, as determined either by Level 1 or carrying value.
Level 2 inputs. Debt securities classified as AFS included invest-
Impaired Loans – The value of impaired loans is estimated using
ments in U.S. Treasury and federal government agency securities
the fair value of collateral (on an orderly liquidation basis) if the
and were valued using Level 2 inputs, primarily quoted prices for
loan is collateralized, or the present value of expected cash flows
similar securities. Certain equity securities classified as AFS were
utilizing the current market rate for such loan. As these Level 3
valued using Level 1 inputs, primarily quoted prices in active mar-
unobservable inputs are specific to individual loans / collateral
kets, while other equity securities used Level 2 inputs, due to
types, management does not believe that sensitivity analysis of
being less frequently traded or having limited quoted market
individual inputs is meaningful, but rather that sensitivity is more
prices. Debt securities classified as HTM are securities that the
meaningfully assessed through the evaluation of aggregate carry-
Company has both the ability and the intent to hold until maturity
ing values of impaired loans relative to contractual amounts owed
and are carried at amortized cost and periodically assessed for
(unpaid principal balance or “UPB”) from customers. As of
OTTI, with the cost basis reduced when impairment is deemed to
December 31, 2012, the UPB related to impaired loans, including
be other-than-temporary. Non marketable equity investments are
loans for which the Company is applying the income recognition
generally recorded under the cost or equity method of account-
and disclosure guidance in ASC 310-30 (Loans and Debt Securi-
ing and are periodically assessed for OTTI, with the net asset
ties Acquired with Deteriorated Credit Quality), totaled $764.6
values reduced when impairment is deemed to be other-than-
million. Including related allowances, these loans are carried at
temporary. For investments in limited equity partnership
$455.1 million, or 60% of UPB. Of these amounts, $359.1 million
interests, we use the net asset value provided by the fund
and $253.5 million of UPB and carrying value relate to loans with
manager as an appropriate measure of fair value.
no specific allowance. The difference between UPB and carrying
Assets held for sale – Assets held for sale are recorded at lower value reflects cumulative charge-offs on accounts remaining
of cost or fair value on the balance sheet. Most of the assets are in process of collection, FSA discounts and allowances. See
subject to a binding contract, current letter of intent or other Note 2 — Loans for more information.
third-party valuation, which are Level 3 inputs. For the remaining
Deposits – The fair value of deposits was estimated based upon
assets, the fair value is generally determined using internally gen-
a present value discounted cash flow analysis. Discount rates
erated valuations or discounted cash flow analysis, which are
used in the present value calculation are based on the Company’s
considered Level 3 inputs. Commercial loans are generally valued
average current deposit rates for similar terms, which are
individually, while small-ticket commercial and consumer type
Level 3 inputs.
loans are valued on an aggregate portfolio basis.
Long-term borrowings – Unsecured borrowings of approximately
Loans – Since there is no liquid secondary market for most loans
$11.9 billion par value at December 31, 2012, were valued based
in the Company’s portfolio, the fair value is estimated based on
on quoted market prices, which are Level 1 inputs. Approximately
discounted cash flow analyses, which are considered Level 3
$6.7 billion par value of the secured borrowings at December 31,
inputs. In addition to the characteristics of the underlying
2012 utilized market inputs to estimate fair value, which are
contracts, key inputs to the analysis include interest rates, pre-
Level 2 inputs. Where market estimates were not available for
payment rates, and credit spreads. For the commercial loan
approximately $3.8 billion par value at December 31, 2012, values
portfolio, the market based credit spread inputs are derived from
were estimated using a discounted cash flow analysis with a dis-
instruments with comparable credit risk characteristics obtained
count rate approximating current market rates for issuances by
from independent third party vendors. For the consumer loan
CIT of similar term debt, which are Level 3 inputs.
portfolio, the discount spread is derived based on the company’s
estimate of a market participant’s required return on equity that
CIT ANNUAL REPORT 2012 125
Accumulated Other Comprehensive Income/(Loss) of $77.7 million and $82.6 million at December 2012 and 2011,
Total comprehensive loss was $587.4 million for the year ended respectively. The following table details the components of
December 31, 2012, versus comprehensive loss of $66.7 million in Accumulated Other Comprehensive Loss, net of tax:
the prior year, including accumulated other comprehensive loss
The change in benefit plan net gain/(loss) and prior service (cost)/ for sale securities totaled $1.0 million for 2012 and 2011 and was
credit was primarily driven by the October 16, 2012 decision of not significant in 2010.
the Board of Directors of the Company to freeze participation
The changes in benefit plans net gain/(loss) and prior service
and eliminate future compensation credits in the pension plans,
(cost)/credit reclassification adjustments impacting net income
which resulted in a plan re-measurement for each plan. The plan
was $1.8 million for 2012. These amounts were insignificant in
obligations were re-measured at October 1, 2012 using a dis-
2011 and 2010. There were no reclassifications through income
count rate of 3.75% which is a 75 basis point reduction from 4.5%
for 2012, 2011 or 2010 for interest expense on interest rate swaps
at December 31, 2011.
designated as cash flow hedges. The reclassification adjustments
The change in foreign currency translation adjustments balance for unrealized gains (losses) on investments recognized through
during 2012 primarily reflects the change in fair value of the income were not significant for 2012, 2011 and 2010.
derivatives, offset by foreign currency movements against the
The Company has operations in Canada, Europe and other coun-
U.S. dollar and realized cumulative currency translation adjust-
tries. The functional currency for foreign operations is generally
ments related to the liquidation of foreign subsidiaries.
the local currency. The value of assets and liabilities of these
Other Comprehensive Income/(Loss) operations is translated into U.S. dollars at the rate of exchange
The amounts included in the Statement of Comprehensive in effect at the balance sheet date. Revenue and expense items
Income (Loss) are net of income taxes. The income taxes asso- are translated at the average exchange rates during the year. The
ciated with changes in benefit plans net gain/(loss) and prior resulting foreign currency translation gains and losses, as well as
service (cost)/credit totaled $0.2 million for 2012 and was not offsetting gains and losses on hedges of net investments in for-
significant in 2011 or 2010. The income taxes associated with eign operations, are reflected in AOCI. Transaction gains and
changes in fair values of derivatives qualifying as cash flow losses resulting from exchange rate changes on transactions
hedges were not significant for 2012, 2011 and 2010. The change denominated in currencies other than the functional currency are
in income taxes associated with net unrealized gains on available included in earnings.
NOTE 13 — REGULATORY CAPITAL to any agreement with regulators to maintain higher capital
levels. In connection with becoming a bank holding company
The Company and CIT Bank are each subject to various regula-
in December 2008, the Company committed to maintaining
tory capital requirements administered by the Federal Reserve
a minimum Total Risk Based Capital Ratio of 13%.
Bank (“FRB”) and the Federal Deposit Insurance Corporation
(“FDIC”). The calculation of the Company’s regulatory capital ratios are
subject to review and consultation with the Federal Reserve
Quantitative measures established by regulation to ensure capital
Bank, which may result in refinements to amounts reported
adequacy require that the Company and CIT Bank each maintain
at December 31, 2012.
minimum amounts and ratios of Total and Tier 1 capital to risk-
weighted assets, and of Tier 1 capital to average assets, subject
Earnings Per Share (dollars in millions, except per share amount; shares in thousands)
Years Ended December 31,
2012 2011 2010
Earnings / (Loss) Revised Revised
Net income (loss) $ (592.3) $ 14.8 $ 521.3
Weighted Average Common Shares Outstanding
Basic shares outstanding 200,887 200,678 200,201
Stock-based awards (1) – 137 374
Diluted shares outstanding 200,887 200,815 200,575
Basic Earnings Per common share data
Income (loss) per common share $ (2.95) $ 0.07 $ 2.60
Diluted Earnings Per common share data
Income (loss) per common share $ (2.95) $ 0.07 $ 2.60
(1) Represents the incremental shares from in-the-money non-qualified restricted stock awards and stock options. Weighted average options and restricted
shares that were out-of-the money were excluded from diluted earnings per share and totaled 1.5 million, 0.9 million, and 0.3 million, for the December 31,
2012, 2011 and 2010 periods, respectively. Additionally, in 2012 there were approximately 0.1 million performance shares that were out of the money and
also excluded from diluted earnings per share.
A reconciliation from the U.S. Federal statutory rate to the Company’s actual effective income tax rate is as follows:
Percentage of Pretax Income Years Ended December 31 (dollars in millions)
Effective Tax Rate
2012 2011 2010
Percent Percent Percent
of of of
Income pretax Income pretax Income pretax
Pretax tax income Pretax tax income Pretax tax income
(loss) (benefit) (loss) income expense (loss) income expense (loss)
Federal income tax rate $(454.8) $(159.1) 35.0% $178.4 $ 62.4 35.0% $771.4 $ 270.0 35.0%
Increase (decrease) due to:
State and local income taxes, net
of federal income tax benefit 14.0 (3.1) 11.8 6.6 1.4 0.2
Lower tax rates applicable to
non-U.S. earnings (140.9) 31.0 (177.4) (99.5) (162.5) (21.1)
Foreign income subject to U.S. tax 305.1 (67.1) 306.9 172.1 133.8 17.3
Unrecognized tax benefits (227.8) 50.1 101.3 56.8 141.9 18.4
Deferred income taxes on foreign
unremitted earnings 112.0 (24.6) 86.3 48.4 (73.4) (9.5)
Valuation allowances 247.2 (54.4) (201.8) (113.2) 39.9 5.2
International tax settlements – – – – (51.4) (6.7)
Other (16.7) 3.7 (30.9) (17.2) (54.0) (7.0)
Total Effective Tax Rate $ 133.8 (29.4)% $ 158.6 89.0% $ 245.7 31.8%
The tax effects of temporary differences that give rise to deferred income tax assets and liabilities are presented below:
2009 Bankruptcy tax assets, inclusive of the deferred tax assets related to NOLs
in these entities. Accordingly, the Company maintains valuation
As previously discussed, CIT filed prepackaged voluntary
allowances of $1.6 billion and $1.1 billion against their net
petitions for bankruptcy for relief under the U.S. bankruptcy
deferred tax assets at December 31, 2012 and 2011, respectively.
Code on November 1, 2009 and emerged from bankruptcy on
Of the $1.6 billion valuation allowance, approximately $1.4 billion
December 10, 2009. As a consequence of the bankruptcy, CIT
relates to domestic reporting entities and $187 million relates to
realized cancellation of indebtedness income (“CODI”). The
the foreign reporting entities. Certain foreign reporting entities
Internal Revenue Service Code generally requires CODI to be
with NOLs have recently generated profits, however, the Com-
recognized and included in taxable income. However, if CODI
pany continues to record a full valuation allowance on these
is realized pursuant to a confirmed plan of reorganization, then
entities’ net deferred tax assets due to their history of losses. A
CODI is not recognized in taxable income but instead reduces
sustained period of profitability in these foreign entities is
certain favorable tax attributes. CIT tax attribute reductions
required before the Company would change their judgment
included a reduction to the Company’s federal net operating loss
regarding the need for valuation allowances against the net
carry-forwards (“NOLs”) of approximately $5.1 billion and the tax
deferred tax assets. The Company utilizes a rolling three years of
bases in its assets of $2.6 billion. In 2009, the Company estab-
actual earnings as the primary measure of assessing a need for or
lished a deferred tax liability of $3.1 billion to account for the
possible release of valuation allowances, adjusted for any non-
future tax effects of the CODI adjustments. This deferred tax
recurring items. Continued improvement in operating results,
liability was applied as a reduction to our NOLs and the tax
however, could lead to reversal of some of the foreign reporting
carrying value of certain assets at the beginning of 2010.
entities’ valuation allowances.
CIT’s reorganization in 2009 constituted an ownership change
under Section 382 of the Code, which placed an annual dollar Indefinite Reinvestment Assertion
limit on the use of the remaining pre-bankruptcy NOL carryfor- With respect to the Company’s investments in foreign sub-
wards. Under the relief provision elected by the Company, Sec. sidiaries, management has historically asserted the intent to
382(l)(6), the NOLs that the Company may use annually is limited indefinitely reinvest the unremitted earnings of its foreign
to the product of a prescribed rate of return applied against the subsidiaries with very limited exceptions. However, in 2009,
value of equity immediately after any ownership change. Based management determined that it would no longer make this
on an equity value determined by the Company’s opening stock assertion because of certain cash flow and funding uncertainties
price on December 10, 2009, the Company’s estimated NOL consequent to its recent emergence from bankruptcy and the fact
usage will be limited to $230 million per annum. Post-emergence that management was still in the early stages of developing its
tax losses are not subject to this Section 382 limitation absent long-term strategic and liquidity plans. By 2010, the Company
another ownership change for U.S. tax purposes. had a new leadership team charged with re-evaluating the
Company’s long-term business and strategic plans. Their initial
Net Operating Loss Carry-forwards
post-bankruptcy plan was to aggressively grow the Company’s
As of December 31, 2012, CIT has deferred tax assets totaling international business. Accordingly, in 2010, with very limited
$2.6 billion on its global NOLs. This includes a deferred tax asset exceptions, management decided to assert indefinite reinvest-
of: (1) $1.7 billion relating to its cumulative U.S. Federal NOLs of ment of the unremitted earnings of its foreign subsidiaries. This
$4.9 billion, after the CODI reduction described in the paragraph resulted in the reversal of certain previously established deferred
above; (2) $459 million relating to cumulative state NOLs of $9.3 income taxes including $10 million of deferred withholding taxes
billion, and (3) $364 million relating to cumulative foreign NOLs and $64 million of deferred domestic income tax. The latter $64
of $2.6 billion. million deferred tax was fully offset by a corresponding adjust-
Of the $4.9 billion U.S. Federal NOLs, approximately $2.3 billion ment to the domestic valuation allowance resulting in no impact
relates to the pre-emergence period which is subject to the Sec. to the income tax provision.
382 limitation discussed above. The increase in the U.S. Federal In the quarter-ended December 31, 2011, management decided
NOLs from the prior year balance of $4.0 billion is primarily attrib- to no longer assert its intent to indefinitely reinvest its foreign
utable to the favorable resolution on uncertain tax positions earnings, except for foreign subsidiaries in select jurisdictions.
mentioned in the discussion of Liabilities for Unrecognized Tax This decision was driven by events during 2011 that culminated in
Benefits below and ongoing audit adjustments related to prior management’s conclusion during the fourth quarter of 2011 that
years. The U.S. Federal NOL’s will expire beginning in 2027 Management may need to repatriate foreign earnings to address
through 2032. $35.0 million of state NOLs will expire in 2013, certain long-term investment and funding strategies. Some of the
and the foreign NOLs will expire over various periods, with an significant events that impacted management’s decision included
insignificant amount expiring in 2013. the re-evaluation of the debt and capital structures of its subsid-
The Company could have a legal obligation to Tyco International iaries, and the need to pay-down its high cost debt in the U.S. In
if it is determined that certain NOLs that originated prior to CIT’s addition, certain restrictions on the Company’s first and second
spin-off from Tyco in 2002 survived the attribute reduction dis- lien debt were removed during the fourth quarter of 2011 upon
cussed above and the Company obtained cash tax benefits the repayment of the remaining 2014 Series A Notes. The
thereon. See Note 20 — Contingencies. removal of these restrictions allowed the Company to transfer
and repatriate cash to repay its high cost debt in the U.S. and
As a result of continuing operating losses by certain domestic recapitalize certain foreign subsidiaries. All these events contrib-
and foreign reporting entities, the Company has concluded that uted to management’s decision to no longer assert indefinite
it does not currently meet the criteria to recognize net deferred
CIT ANNUAL REPORT 2012 131
reinvestment of its foreign earnings with the exception of foreign During the year ended December 31, 2012, the Company recog-
subsidiaries in select jurisdictions. nized a $0.6 million decrease in interest and penalties associated
with uncertain tax positions, net of a $0.6 million increase attrib-
As a result of the change in assertion in 2011, the Company
utable to foreign currency translation. As of December 31, 2012,
recorded deferred tax liabilities of $12.2 million for foreign with-
the accrued liability for interest and penalties is $12.6 million. The
holding taxes and $74.1 million of domestic deferred income
Company recognizes accrued interest and penalties on unrecog-
taxes. These amounts represent the Company’s best estimate
nized tax benefits in income tax expense.
of the tax cost associated with the potential future repatriation
of undistributed earnings of its foreign subsidiaries. The $74.1 The entire $317.8 million of unrecognized tax benefits at
million of deferred income tax was offset by a corresponding December 31, 2012 would lower the Company’s effective tax rate,
adjustment to the domestic valuation allowance resulting in if realized, absent a corresponding adjustment of the Company’s
no impact to the income tax provision. valuation allowance for net deferred tax assets. The Company
believes that the total unrecognized tax benefits may decrease,
As of December 31, 2012, management continues to maintain the
in the range of $0 to $10 million, due to the settlements of audits
position with regards to its assertion. During 2012, the Company
and the expiration of various statutes of limitations prior to
reduced its deferred tax liabilities for foreign withholding taxes
December 31, 2013.
by $0.7 million and recorded additional domestic deferred
income taxes of $112.7 million. As of December 31, 2012, the Income Tax Audits
Company has recorded $11.6 million for foreign withholding
On April 3, 2012, the Internal Revenue Service (IRS) approved
taxes and $186.8 million for domestic deferred tax liabilities
the settlement on the examination of the Company’s U.S. federal
which represents the Company’s best estimate of the tax cost
income tax returns for the taxable years ended December 31,
associated with the potential future repatriation of undistributed
2005 through December 31, 2007. This approval and the related
earnings of its foreign subsidiaries. The $186.8 million of deferred
Revenue Agent Report resulted in the imposition of a $1.4 million
income tax was offset by a corresponding adjustment to the
alternative minimum tax that can be used anytime in the future
domestic valuation allowance resulting in no impact to the
as a credit to offset the Company’s regular tax liability. A new IRS
income tax provision.
examination was commenced during 2012 for the taxable years
Liabilities for Unrecognized Tax Benefits ending December 31, 2008 through December 31, 2010.
A reconciliation of the beginning and ending amount of unrecog- The Company and its subsidiaries are under examination in vari-
nized tax benefits is as follows: ous states, provinces and countries for years ranging from 2005
through 2010. Management does not anticipate that these exami-
Unrecognized Tax Benefits (dollars in millions)
nation results will have any material financial impact.
Balance at December 31, 2011 $ 549.2
Additions for tax positions related to current year 27.1 NOTE 18 — RETIREMENT, POSTRETIREMENT AND OTHER
Additions for tax positions related to prior years 1.0 BENEFIT PLANS
Reductions for tax positions of prior years (255.0) CIT provides various benefit programs, including defined benefit
Settlements and payments (3.6) retirement and postretirement plans, and defined contribution sav-
ings incentive plans. A summary of major plans is provided below.
Expiration of statutes of limitations (1.2)
Foreign currency revaluation 0.3 Retirement and Postretirement Benefit Plans
Balance at December 31, 2012 $ 317.8 Retirement Benefits
During the year ended December 31, 2012, the Company
CIT has both funded and unfunded noncontributory defined
recorded a $232.1 million income tax benefit on uncertain tax
benefit pension plans covering certain U.S. and non-U.S. employ-
positions including interest and penalties, net of a $0.4 million
ees, each of which is designed in accordance with practices and
increases attributable to foreign currency revaluation. The major-
regulations in the related countries. Retirement benefits under
ity of the benefit related to prior years’ uncertain federal and
defined benefit pension plans are based on an employee’s age,
state tax positions and was comprised of two items: (1) $146.5
years of service and qualifying compensation.
million from the reduction of tax liabilities established on an
uncertain tax position taken on certain tax losses following a The Company’s largest plan is the CIT Group Inc. Retirement Plan
favorable ruling from the tax authorities, and (2) a reduction of (the “Plan”), which accounts for 75.2% of the Company’s total
$98.4 million associated with an uncertain tax position taken on a pension projected benefit obligation at December 31, 2012. The
prior-year restructuring transaction, on which the uncertainty no Plan covers U.S. employees who have completed one year
longer exists. Both of the aforementioned benefits were fully off- of service and have attained the age of 21. The Plan has a “cash
set by corresponding increases to the domestic valuation balance” formula that became effective January 1, 2001. The
allowance. As required by ASC 740, Income Taxes, the deferred Plan also provides traditional pension benefits under the legacy
tax assets shown in the deferred tax asset and liability table portion of the Plan to employees who elected not to convert
above do not reflect the benefits of these uncertain tax positions. to the “cash balance” feature. Participants under the legacy
portion represent 67.3% of the Plan’s aggregate pension benefit During 2012, CIT offered a voluntary cash out option to Plan
obligation in dollars. The majority of these people are inactive participants who are former employees of the Company and
participants. Only 8% of actively employed participants are in who have not yet started to receive monthly pension benefit
the legacy portion. payments. Approximately 900 former participants had an oppor-
tunity to roll over a lump sum distribution to an IRA or qualified
The Company also maintains a U.S. noncontributory supplemen-
employer plan, take a lump sum cash distribution or receive an
tal retirement plan, the CIT Group Inc. Supplemental Retirement
immediate annuity. The payments made from the Plan as a result
Plan (the “Supplemental Plan”), for participants whose benefit in
of this offer totaled $19.8 million.
the Plan is subject to Internal Revenue Code limitations and an
executive retirement plan, which is closed to new members since Postretirement Benefits
2006, which together aggregate 18.7% of the total pension pro-
CIT provides healthcare and life insurance benefits to eligible
jected benefit obligation at December 31, 2012.
retired employees. U.S. retiree healthcare and life insurance
On October 16, 2012, the Board of Directors of the Company benefits account for 48.5% and 46.7% of the total postretirement
approved amendments to freeze the benefits earned under both benefit obligation, respectively. For most eligible retirees, health-
the Plan and the Supplemental Plan. These actions became effec- care is contributory and life insurance is non-contributory. The
tive on December 31, 2012. These changes resulted in a gain to U.S. retiree healthcare plan pays a stated percentage of most
AOCI and will eliminate future service cost accruals. medical expenses, reduced by a deductible and any payments
Prior to December 31, 2012, eligible employees covered by the made by the government and other programs. The U.S. retiree
“cash balance” formula of the Plan were credited with a percent- healthcare benefit includes a maximum on CIT’s share of costs for
age (5% to 8% depending on years of service) of “Benefits Pay” employees who retired after January 31, 2002. All postretirement
(comprised of base salary, plus a three year average of certain benefit plans are funded on a pay-as-you-go basis.
annual cash incentives, sales incentives and commissions). The On October 16, 2012, the Board of Directors of the Company
freeze discontinues credit for services after December 31, 2012; approved amendments to discontinue benefits under CIT’s post-
however, accumulated balances under this formula will continue retirement benefit plans. These changes resulted in a gain to
to receive periodic interest, subject to certain government limits. AOCI and will reduce future service cost accruals. CIT will no lon-
The interest credit was 2.67%, 4.17%, and 4.40% for the years ger offer retiree medical, dental and life insurance benefits to
ended December 31, 2012, 2011, and 2010, respectively. Partici- those who do not meet the eligibility criteria for these benefits by
pants in the traditional formula of the Plan will continue to accrue December 31, 2013. Participants become eligible for postretire-
a benefit through December 31, 2012, after which the benefit ment benefits at the age of 60 if they have completed 10 years of
amount will be frozen, and no credits will be given. continuous service. Individuals hired prior to November 1999
Employees become vested in their cash balance plan accounts become eligible after becoming 55 if they have 11 years of con-
after completing three years of service, as defined. In addition, tinuous service. Employees who meet the eligibility requirements
a participant shall be 100% vested upon attaining normal retire- for retiree health insurance by December 31, 2013 will be offered
ment age or becoming permanently and totally disabled, as retiree medical and dental coverage upon retirement. To receive
defined. Upon termination or retirement, vested participants retiree life insurance, employees must meet the eligibility criteria
under the “cash balance” formula have the option of receiving for retiree life insurance by December 31, 2013 and must retire
their benefit in a lump sum, deferring their payment to age 65 from CIT on or before December 31, 2013.
or converting their vested benefit to an annuity. Traditional
formula participants, upon a qualifying retirement can only
receive an annuity.
CIT ANNUAL REPORT 2012 133
The plan changes approved on October 16, 2012 resulted in The postretirement AOCI net gains (before taxes) of $6.5 million
plan curtailments and amendments which reduced the liability were primarily driven by the reduction in benefit obligations of
for the affected plans as indicated in the table above. Each of $8.3 million primarily due to the discontinuation of benefits under
the amended plans was re-measured at October 1, 2012 using certain plans, partially offset by the impacts of assumption
a discount rate of 3.75%. changes of approximately $1.8 million.
During 2011, the sale of an entity in Germany resulted in full settle- The discount rate for the majority of the U.S. pension and post-
ment of the pension plan for that entity at the date of the transaction. retirement plans decreased by 75 basis points from 4.50% at
The amounts recognized in AOCI during the year ended December 31, 2011 to 3.75% at December 31, 2012. The decrease
December 31, 2012 were net gains (before taxes) of $4.8 million for in the discount rate assumption represents the majority of the
retirement benefits. The net pension AOCI gains were primarily offset to the reduction of the pension and postretirement benefit
driven by a reduction in benefit obligations of $20.4 million resulting obligations driven by plan changes.
from the decision to freeze benefits under certain plans, an increase The accumulated benefit obligation for all defined benefit pen-
in asset values of $23.8 million due to favorable asset performance, sion plans was $477.5 million and $448.5 million, at December 31,
and the settlement of obligations of approximately $8.7 million as a 2012 and 2011, respectively. Information for those defined benefit
result of the lump sum cash out offering. These gains were largely plans with an accumulated benefit obligation in excess of plan
offset by changes in assumptions, which resulted in an increase in assets is as follows:
plan obligations of approximately $48.1 million.
Defined Benefit Plans With an Accumulated Benefit Obligation in Excess of Plan Assets (dollars in millions)
December 31,
2012 2011
Projected benefit obligation $458.8 $450.2
Accumulated benefit obligation 455.6 428.5
Fair value of plan assets 319.0 297.8
The net periodic benefit cost and other amounts recognized in AOCI consisted of the following:
Retirement Benefits Post-Retirement Benefits
Net Periodic Benefit Costs and Other Amounts
Recognized in AOCI (dollars in millions) 2012 2011 2010 2012 2011 2010
Service cost $ 14.5 $ 13.0 $ 14.7 $ 0.8 $ 0.9 $ 1.0
Interest cost 19.9 22.5 22.6 1.9 2.4 2.6
Expected return on plan assets (18.4) (20.3) (17.6) – – –
Amortization of prior service cost – – – (0.3) – –
Amortization of net loss/(gain) 2.1 – – (0.4) (0.2) (0.1)
Settlement and curtailment (gain)/loss (0.6) 0.9 (0.1) – – –
Termination benefits 0.3 – – – – –
Net periodic benefit cost 17.8 16.1 19.6 2.0 3.1 3.5
Other Changes in Plan Assets and Benefit
Obligations Recognized in Other Comprehensive
Income
Net (gain)/loss (2.6) 58.0 (1.7) 0.6 1.6 (2.9)
Prior service cost (credit) – – – (7.7) – –
Amortization, settlement or curtailment recognition
of net gain/(loss) (2.2) (0.3) 0.1 0.4 0.2 –
Amortization, settlement or curtailment recognition
of prior service (cost)/credit – – – 0.2 – –
Total recognized in OCI (4.8) 57.7 (1.6) (6.5) 1.8 (2.9)
Total recognized in net periodic benefit cost and
OCI $ 13.0 $ 73.8 $ 18.0 $(4.5) $ 4.9 $ 0.6
The weighted average assumptions used to determine net periodic benefit costs for the years ended December 31, 2012 and 2011 are
as follows:
Weighted Average Assumptions
Retirement Benefits Post-Retirement Benefits
2012 2011 2012 2011
Discount rate 4.30% 5.42% 4.31% 5.21%
Expected long-term return on plan assets 5.56% 6.51% n/a n/a
Rate of compensation increases 3.00% 3.01% 3.00% 3.00%
CIT ANNUAL REPORT 2012 135
Healthcare rate trends have a significant effect on healthcare Members of the Investment Committee are appointed by the
plan costs. The Company uses both external and historical data Chief Executive Officer and include the Chief Financial Officer
to determine healthcare rate trends. An increase (decrease) of as the committee Chairman, and other senior executives.
one-percentage point in assumed healthcare rate trends would
There were no direct investments in equity securities of CIT or its sub-
increase (decrease) the postretirement benefit obligation by
sidiaries included in pension plan assets in any of the years presented.
$1.4 million and ($1.3 million), respectively. The service and
interest cost are not material. Plan investments are stated at fair value. Equity securities are val-
ued at the last trade price at the primary exchange close time on
Plan Assets the last business day of the year (Level 1). Registered Investment
CIT maintains a “Statement of Investment Policies and Objectives” Companies are valued at the daily net asset value of shares held
which specifies guidelines for the investment, supervision and at valuation period-end (Level 1). Corporate and government
monitoring of pension assets in order to manage the Company’s debt are valued based on institutional bid data from market data
objective of ensuring sufficient funds to finance future retirement sources. Investment Managers and Fund Managers use observ-
benefits. The asset allocation policy allows assets to be invested able market-based data to evaluate prices (Level 2). All assets for
between 15% to 35% in Equities, 35% to 65% in Fixed-Income, which observable market-based data is not available are classi-
15% to 25% in Global Asset Allocations, and 5% to 10% in Hedge fied as Level 3. The valuation of Level 3 assets requires inputs
Funds. The asset allocation follows a Liability Driven Investing that are both unobservable and significant to the overall fair
(“LDI”) strategy. The objective of LDI is to allocate assets in a value measurement, and are reflective of valuation models that
manner that their movement will more closely track the move- are dependent upon the investment manager’s assumptions.
ment in the benefit liability. The policy provides specific guidance Given the valuation of Level 3 assets is dependent upon assump-
on asset class objectives, fund manager guidelines and identifica- tions and expectations, management, with the assistance of third
tion of prohibited and restricted transactions. It is reviewed party experts, periodically assesses the controls and governance
periodically by the Company’s Investment Committee and employed by the investment firms that manage Level 3 assets.
external investment consultants. The tables below set forth asset fair value measurements.
The table below sets forth changes in the fair value of the Plan’s Level 3 assets for the year ended December 31, 2012:
Contributions to finance future retirement benefits and are tax deductible. CIT
currently expects to contribute $19.0 million to the U.S. Retire-
The Company’s policy is to make contributions so that they
ment Plan during 2013. For all other plans, CIT currently expects
exceed the minimum required by laws and regulations, are con-
to contribute $9.0 million during 2013.
sistent with the Company’s objective of ensuring sufficient funds
CIT ANNUAL REPORT 2012 137
Estimated Future Benefit Payments using current actuarial assumptions. Actual benefit payments may
differ from projected benefit payments.
The following table depicts benefits projected to be paid from
plan assets or from the Company’s general assets calculated
Savings Incentive Plan Compensation. The fair value of equity-based and stock purchase
equity awards are measured at the date of grant using a Black-
CIT has a number of defined contribution retirement plans covering
Scholes option pricing model, and the fair value of restricted
certain of its U.S. and non-U.S. employees designed in accor-
stock and unit awards is based on the fair market value of CIT’s
dance with conditions and practices in the respective countries.
common stock on the date of grant. Compensation expense is
The U.S. plan, which qualifies under section 401(k) of the Internal
recognized over the vesting period (requisite service period),
Revenue Code, is the largest and accounts for 78% of the Com-
which is generally three years for stock options and restricted
pany’s total defined contribution retirement expense for the year
stock/units, under the graded vesting method, whereby each
ended December 31, 2012. Generally, employees may contribute
vesting tranche of the award is amortized separately as if each
a portion of their salary and bonus, subject to regulatory limits
were a separate award. Valuation assumptions for new equity
and plan provisions, and the Company matches these contribu-
awards are established at the start of each fiscal year.
tions up to a threshold. On October 16, 2012, the Board of
Directors of the Company approved plan enhancements which Operating expenses includes $41.7 million of compensation
will provide participants with additional company contributions expense related to equity-based awards granted to employees or
in the plan effective January 1, 2013. The cost of these plans members of the Board of Directors ($24.3 million after tax, $0.12
aggregated $16.9 million, $15.1 million and $15.6 million for the EPS) for the year ended December 31, 2012, including $0.1 mil-
years ended December 31, 2012, 2011, and 2010, respectively. lion related to stock options ($0.1 million after tax), $0.2 million
related to stock purchases, and $41.5 million related to restricted
Stock-Based Compensation and retention stock and unit awards ($24.2 million after tax, $0.12
In December 2009, the Company adopted the Amended EPS). Compensation expense related to equity-based awards
and Restated CIT Group Inc. Long-Term Incentive Plan (the included $24.5 million ($14.3 million after-tax, $0.07 EPS) in 2011
“LTIP”), which provides for grants of stock-based awards to and $31.2 million ($18.2 million after-tax, $0.09 EPS) in 2010,
employees, executive officers and directors, and replaced respectively.
the Predecessor CIT Group Inc. Long-Term Incentive Plan (the
Stock Options
“Prior Plan”). The number of shares of common stock that may
be issued for all purposes under the LTIP is 10,526,316. The No stock options were granted to employees or directors during
LTIP was approved pursuant to the Modified Second Amended 2012 and 2011, and no options were exercised during 2011.
Prepackaged Reorganization Plan of CIT Group Inc. and CIT
In 2012, 7,805 stock options were exercised. The intrinsic value
Group Funding Company of Delaware LLC and does not require
of options outstanding and exercisable as of December 31, 2012
shareholder approval.
was $0.5 million and $0.4 million, respectively.
Compensation expense related to equity-based awards are
measured and recorded in accordance with ASC 718, Stock
The following table summarizes stock option activity for 2012 and 2011:
Stock Option Activity
2012 2011
Weighted Weighted
Average Average
Price Per Price Per
Options Option Options Option
Outstanding at beginning of period 68,100 $30.76 68,100 $30.76
Exercised (7,805) 27.73 – –
Outstanding at end of period 60,295 31.16 68,100 30.76
Options exercisable at end of period 48,601 30.76 39,714 29.97
Options unvested at end of period 11,694 $32.81 28,386 $31.87
The following table summarizes additional information about stock options outstanding.
Pretax compensation cost related to employee stock options was purchase price equal to 85% of the fair market value of CIT com-
essentially fully recognized at December 31, 2012 and totaled mon stock on the last business day of the quarterly offering
$0.1 million. period. The amount of common stock that may be purchased by
a participant through the ESPP is generally limited to $25,000 per
Employee Stock Purchase Plan
year. A total of 29,609 and 17,236 shares were purchased under
In December 2010, the Company adopted the CIT Group Inc. the plan in 2012 and 2011, respectively.
2011 Employee Stock Purchase Plan (the “ESPP”), which was
approved by shareholders in May 2011. Eligibility for participation Restricted Stock / Performance Units
in the ESPP includes employees of CIT and its participating sub- Under the LTIP, Restricted Stock Units (“RSUs”) are awarded at
sidiaries who are customarily employed for at least 20 hours per no cost to the recipient upon grant. RSUs are generally granted
week, except that any employees designated as highly compen- annually at the discretion of the Company, but may also be
sated are not eligible to participate in the ESPP. The ESPP is granted during the year to new hires or for retention or other pur-
available to employees in the United States and to certain inter- poses. RSUs granted to employees and restricted stocks granted
national employees. Under the ESPP, CIT is authorized to issue to members of the Board during 2012 and 2011 generally were
up to 2,000,000 shares of common stock to eligible employees. scheduled to vest either one third per year for three years or
Eligible employees can choose to have between 1% and 10% of 100% after three years. Certain vested stock awards were sched-
their base salary withheld to purchase shares quarterly, at a uled to remain subject to transfer restrictions through the first
CIT ANNUAL REPORT 2012 139
anniversary of the grant date for members of the Board who from the target grant based on performance against these pre-
elected to receive stock in lieu of cash compensation for their established performance measures, with the actual number of
retainer. Vested stock salary awards granted to a limited number shares ranging from 0% to a maximum of 200% of the target
of executives were scheduled to remain subject to transfer grant. Both performance measures have a minimum threshold
restrictions through the first and/or third anniversaries of the level of performance that must be achieved to trigger any pay-
grant date. Certain RSUs granted to directors, and in limited out; if the threshold level of performance is not achieved for
instances to employees, are designed to settle in cash and are either performance measure, then no portion of the PSU target
accounted for as “liability” awards as prescribed by ASC 718. will be payable. Achievement against either performance mea-
The values of these cash-settled RSUs are re-measured at the sures is calculated independently of the other performance
end of each reporting period until the award is settled. measure and each measure is weighted equally.
During 2012, Performance Stock Units (“PSUs”) were awarded to The fair value of restricted stock and RSUs that vested and settled in
certain senior executives. The awards become payable only if CIT stock during 2012 and 2011 was $10.8 million and $11.1 million,
achieves certain growth and margin targets over a three-year per- respectively. The fair value of RSUs that vested and settled in cash
formance period. PSU share payouts may increase or decrease during 2012 and 2011 was $0.4 million and $0.2 million, respectively.
The following tables summarize restricted stock and RSU activity for 2012 and 2011:
Stock and Cash – Settled Awards Outstanding
Stock-Settled Awards Cash-Settled Awards
Weighted Weighted
Average Average
Number of Grant Date Number of Grant Date
Shares Value Shares Value
December 31, 2012
Unvested at beginning of period 979,393 $42.40 13,964 $40.12
Vested / unsettled Stock Salary at beginning of period 72,238 39.27 – n/a
PSUs – granted to employees 106,511 41.31 – n/a
RSUs – granted to employees 1,130,494 38.90 8,117 39.05
RSUs – granted to directors 30,409 35.84 1,815 35.80
Forfeited / cancelled (56,735) 40.28 – n/a
Vested / settled awards (264,899) 43.68 (10,972) 39.42
Vested / unsettled Stock Salary Awards (114,119) 38.20 (3,247) 39.05
Unvested at end of period 1,883,292 $40.15 9,677 $39.56
December 31, 2011
Unvested at beginning of period 470,700 $36.65 14,440 $38.42
Vested / unsettled Stock Salary at beginning of period 121,706 38.59 – n/a
Stock Salary – granted to employees 5,853 46.98 – n/a
RSUs – granted to employees 760,274 44.28 – n/a
RSUs – granted to directors 22,517 42.63 5,237.0 42.97
Forfeited / cancelled (56,555) 41.72 – n/a
Vested / settled awards (272,864) 37.11 (5,713.0) 38.45
Vested / unsettled Stock Salary Awards (72,238) 39.27 – n/a
Unvested at end of period 979,393 $42.40 13,964 $40.12
NOTE 19 — COMMITMENTS
The accompanying table summarizes credit-related commitments, as well as purchase and funding commitments:
Financing Commitments seek to exercise their entire available line of credit at any point
in time.
Financing commitments, referred to as loan commitments, or
lines of credit, reflect CIT’s agreements to lend to its customers, Letters of Credit
subject to the customers’ compliance with contractual obliga-
tions. The table above includes approximately $0.6 billion of In the normal course of meeting the needs of clients, CIT some-
commitments at December 31, 2012 and $0.4 billion at times enters into agreements to provide financing and letters of
December 31, 2011 for instances where the customer is not credit. Standby letters of credit obligate the issuer of the letter of
in compliance with contractual obligations, and therefore CIT credit to pay the beneficiary if a client on whose behalf the letter
does not have the contractual obligation to lend. As financing of credit was issued does not meet its obligation. These financial
commitments may not be fully drawn, expire unused, be reduced instruments generate fees and involve, to varying degrees, ele-
or cancelled at the customer’s request, and require the ments of credit risk in excess of amounts recognized in the
customer to be in compliance with certain conditions, total Consolidated Balance Sheets. To minimize potential credit risk,
commitment amounts do not necessarily reflect actual future CIT generally requires collateral and in some cases additional
cash flow requirements. forms of credit support from the client.
At December 31, 2012, substantially all financing commitments Deferred Purchase Agreements
were senior facilities. Most of the Company’s undrawn and avail-
A Deferred Purchase Agreement (“DPA”) is provided in conjunction
able financing commitments are in Corporate Finance.
with factoring, whereby CIT provides a client with credit protection
The table above excludes uncommitted revolving credit facilities for trade receivables without purchasing the receivables. The trade
extended by Trade Finance to its clients for working capital pur- terms are generally sixty days or less. If the client’s customer is unable
poses. In connection with these facilities, Trade Finance has the to pay an undisputed receivable solely as the result of credit risk,
sole discretion throughout the duration of these facilities to then CIT purchases the receivable from the client. The outstanding
determine the amount of credit that may be made available to amount of DPAs is the maximum potential exposure that CIT would
its clients at any time and whether to honor any specific advance be required to pay under all DPAs. This maximum amount would only
requests made by its clients under these credit facilities. occur if all receivables subject to DPAs default in the manner
described above, thereby requiring CIT to purchase all such receiv-
The table above also excludes unused cancelable lines of credit
ables from the DPA clients.
to customers in connection with select third-party vendor pro-
grams, which may be used solely to finance additional product The methodology used to determine the DPA liability is similar to
purchases, the total of which was not material for either period the methodology used to determine the allowance for loan losses
presented. These uncommitted lines of credit can be reduced, associated with the finance receivables, which reflects embedded
canceled or denied funding by CIT at any time without notice. losses based on various factors, including expected losses
Management’s experience indicates that customers related to reflecting the Company’s internal customer and facility credit rat-
vendor programs typically exercise their line of credit only when ings. The liability recorded in Other Liabilities related to the DPAs
they need to purchase new products from a vendor and do not totaled $5.6 million and $5.4 million at December 31, 2012 and
December 31, 2011, respectively.
CIT ANNUAL REPORT 2012 141
Purchase and Funding Commitments matters for which a loss is probable or reasonably possible, such
an estimate cannot be determined. For Litigation where losses
CIT’s purchase commitments relate primarily to purchases of
are reasonably possible, management currently estimates the
commercial aircraft and rail equipment. Commitments to pur-
aggregate range of reasonably possible losses as up to $320 mil-
chase new commercial aircraft are predominantly with Airbus
lion in excess of established reserves and insurance related to
Industries (“Airbus”) and The Boeing Company (“Boeing”), and
those matters, if any. This estimate represents reasonably pos-
also includes orders with Embraer S.A. (“Embraer”). CIT may also
sible losses (in excess of established reserves and insurance) over
commit to purchase an aircraft directly with an airline. Aerospace
the life of such Litigation, which may span a currently indetermin-
equipment purchases are contracted for specific models, using
able number of years, and is based on information currently
baseline aircraft specifications at fixed prices, which reflect dis-
available as of December 31, 2012. The matters underlying the
counts from fair market purchase prices prevailing at the time
estimated range will change from time to time, and actual results
of commitment. The delivery price of an aircraft may change
may vary significantly from this estimate.
depending on final specifications. Equipment purchases are
recorded at the delivery date. The estimated commitment Those Litigation matters for which an estimate is not reasonably
amounts in the preceding table are based on contracted pur- possible or as to which a loss does not appear to be reasonably
chase prices reduced for pre-delivery payments to date and possible, based on current information, are not included within
exclude buyer furnished equipment selected by the lessee. Pur- this estimated range and, therefore, this estimated range does
suant to existing contractual commitments, 161 aircraft remain to not represent the Company’s maximum loss exposure.
be purchased from Airbus, Boeing and Embraer. Aircraft deliver-
The foregoing statements about CIT’s Litigation are based on the
ies are scheduled periodically through 2020. Commitments
Company’s judgments, assumptions, and estimates and are nec-
exclude unexercised options to order additional aircraft.
essarily subjective and uncertain. One of the Company’s pending
In 2012, the Company’s rail business entered into commitments Litigation matters is described below.
to purchase 7,100 railcars from multiple manufacturers with deliv-
ery dates that began in 2012 and run through 2014. Pursuant to TYCO TAX AGREEMENT
these and remaining 2011 contractual commitments, approxi- In connection with the Company’s separation from Tyco Interna-
mately 7,050 railcars remain to be purchased. Rail equipment tional Ltd (“Tyco”) in 2002, CIT and Tyco entered into a Tax
purchase commitments are at fixed prices subject to price Agreement pursuant to which, among other things, CIT agreed
increases for certain materials. to pay Tyco for tax savings actually realized by CIT, if any, as a
The current year amount includes $1.3 billion related to Decem- result of the use of certain net operating losses arising during
ber 2012 agreement to acquire commercial loan commitments. the period that Tyco owned CIT (the “Tyco Tax Attribute”), which
savings would not have been realized absent the existence of
NOTE 20 — CONTINGENCIES the Tyco Tax Attribute. During CIT’s bankruptcy, CIT rejected
the Tax Agreement, and Tyco and CIT entered into a Standstill
Litigation Agreement pursuant to which (a) CIT agreed that it would defer
bringing its subordination claim against Tyco and (b) Tyco agreed
CIT is currently involved, and from time to time in the future may
that it would defer bringing its damage claim against CIT while
be involved, in a number of judicial, regulatory, and arbitration
the parties exchanged information about CIT’s tax position,
proceedings relating to matters that arise in connection with the
including past usage and retention of the various attributes
conduct of its business (collectively, “Litigation”). In view of the
on its consolidated tax return. Notwithstanding the Standstill
inherent difficulty of predicting the outcome of Litigation matters,
Agreement, Tyco filed a Notice of Arbitration during the second
particularly when such matters are in their early stages or where
quarter of 2011, demanding arbitration of its alleged contractual
the claimants seek indeterminate damages, CIT cannot state with
damages resulting from rejection of the Tax Agreement. CIT filed
confidence what the eventual outcome of the pending Litigation
an adversary proceeding in the United States Bankruptcy Court
will be, what the timing of the ultimate resolution of these mat-
for the Southern District of New York (the “Bankruptcy Court”),
ters will be, or what the eventual loss, fines, or penalties related
seeking to subordinate Tyco’s interests under section 510(b) of
to each pending matter will be, if any. In accordance with appli-
the Bankruptcy Code, which would result in Tyco being treated
cable accounting guidance, CIT establishes reserves for Litigation
like equity holders under CIT’s confirmed Plan of Reorganization
when those matters present loss contingencies as to which it is
and receiving no recovery in connection with the termination of
both probable that a loss will occur and the amount of such loss
the Tax Agreement. In December, 2011, the Bankruptcy Court
can be reasonably estimated. Based on currently available infor-
denied the request to subordinate Tyco’s interests (the “Deci-
mation, CIT believes that the results of Litigation that is currently
sion”). In September, 2012, the Second Circuit Court of Appeals
pending, taken together, will not have a material adverse effect
affirmed the Bankruptcy Court’s decision, thus the arbitration is
on the Company’s financial condition, but may be material to
proceeding.
the Company’s operating results or cash flows for any particular
period, depending in part on its operating results for that period. The amount of the federal Tyco Tax Attribute could be as much as
The actual results of resolving such matters may be substantially approximately $794 million and the state Tyco Tax Attribute could
higher than the amounts reserved. be as much as approximately $180 million as of the separation
date. CIT’s approximate federal and state tax rates are currently
For certain Litigation matters in which the Company is involved,
35% and 6.5%, respectively. CIT has recorded a valuation allow-
the Company is able to estimate a range of reasonably possible
ance against its federal net deferred tax assets and substantially
losses in excess of established reserves and insurance. For other
all of its state net deferred tax assets, which include the deferred The combination of investments in and loans to non-consolidated
tax assets associated with the Tyco Tax Attribute, as the Company entities represents the Company’s maximum exposure to loss, as
does not currently meet the criteria to recognize these assets. It the Company does not provide guarantees or other forms of
is CIT’s position that it has not received federal tax benefits from indemnification to non-consolidated entities.
the Tyco Tax Attribute within the meaning of the Tax Agreement
Certain shareholders of CIT provide investment management,
and that it is speculative as to when, if ever, any such benefits
banking and investment banking services in the normal course
may be realized in the future.
of business.
Rental Expense (dollars in millions) The Company refined its expense and capital allocation method-
Years Ended December 31, ologies during the first quarter of 2011. For 2011, Corporate and
other includes certain costs that had been previously allocated to
2012 2011 2010 the segments, including prepayment penalties on high-cost debt
Premises $19.8 $22.7 $63.9 payments and certain corporate liquidity costs. In addition, the
Equipment 2.9 2.7 3.5 Company refined the capital and interest allocation methodolo-
Total $22.7 $25.4 $67.4 gies for the segments. Management considered these as changes
in estimations to better refine segment profitability for users of
NOTE 22 — CERTAIN RELATIONSHIPS AND RELATED the financial information on a go forward basis. These changes
TRANSACTIONS had the most impact on Transportation Finance given the capital
requirements for their forward-purchase commitments and
CIT invests in various trusts, partnerships, and limited liability cor- reduced the interest expense charged to this segment. On a
porations established in conjunction with structured financing comparable basis, income before provision for income taxes for
transactions of equipment, power and infrastructure projects. Transportation Finance would have been approximately $270 mil-
CIT’s interests in these entities were entered into in the ordinary lion for the year ended December 31, 2011. These increases
course of business. Other assets included approximately $69 mil- would be offset by decreases in Corporate and Other for the
lion at December 31, 2012 and $76 million at December 31, 2011 respective periods. The refinement was not significant to the
of investments in non-consolidated entities relating to such trans- other segments. The 2010 balances are reflected as originally
actions that are accounted for under the equity or cost methods. reported and are not conformed to the 2011 presentation.
CIT ANNUAL REPORT 2012 143
Corporate and Other includes cash liquidity in excess of the extinguishments and the prepayment penalties associated with
amount required by the business units that management debt repayments.
determines is prudent for the overall company, losses on debt
Geographic Information
The following table presents information by major geographic region based upon the location of the Company’s legal entities.
(1) Revisions to Goodwill correspond to the recording of corrections that impacted pre-December 2009 results. As required by Fresh Start Accounting,
stockholders’ equity was stated at fair value at December 31, 2009; therefore the net effect of the corrections discussed in Note 27 was an adjustment
to Goodwill.
Goodwill was recorded in conjunction with FSA and represented with ASC 350, Intangibles — Goodwill and Other. This review
the excess of reorganization equity value over the fair value of is conducted at a minimum annually or more frequently
tangible and identifiable intangible assets, net of liabilities. Such if circumstances indicate that impairment is possible.
amounts were revised in 2012 as discussed in Note 27. Goodwill
The Company follows guidance in ASU 2011-08, Intangibles-
was allocated to the Transportation Finance, Trade Finance and
Goodwill and Other (Topic 350), Testing Goodwill for Impairment
Vendor Finance segments based on the respective segment’s
that includes the option to first assess qualitative factors to deter-
estimated fair value of equity. Goodwill is assigned to a segment
mine whether the existence of events or circumstances leads to a
(or “reporting unit”) at the date the goodwill is initially recorded.
determination that it is more likely than not that the fair value of a
Once goodwill has been assigned, it no longer retains its associa-
reporting unit is less than its carrying amount before performing
tion with a particular event or acquisition, and all of the activities
the two-step impairment test as required in ASC 350, Intangibles
within a reporting unit, whether acquired or internally generated,
– Goodwill and Other. Examples of qualitative factors to assess
are available to support the value of the goodwill.
include macroeconomic conditions, industry and market consid-
The Company periodically reviews and evaluates its goodwill erations, market changes affecting the Company’s products and
and intangible assets for potential impairment in accordance
CIT ANNUAL REPORT 2012 145
services, overall financial performance, and company specific fair value with its carrying value, including goodwill as of
events affecting operations. December 31, 2011. The Company concluded that Vendor
Finance fair value was in excess of carrying value. For the
For goodwill impairment testing in 2012, CIT performed a quali-
purposes of this first step impairment analysis, the Company
tative assessment for the Trade Finance goodwill. In performing
primarily utilized valuation multiples for publicly traded compa-
this assessment, management relied on a number of factors,
nies comparable to its reporting segments to determine the fair
including operating results, business plans, economic projec-
market value of its reporting units. As the results of the impair-
tions, anticipated future cash flows and market place data. Based
ment assessment and first step test showed no indication of
on the factors, management concluded that it was more likely
impairment in any of the reporting units, the Company did not
than not that the fair value of the Trade Finance reporting unit
perform the second step of the impairment test for any of the
was more than its carrying amount, including goodwill, indicating
reporting units.
no impairment.
Vendor Finance and Transportation Finance 2012 goodwill Intangible Assets (dollars in millions)
impairment testing was performed using Step 1 analysis utilizing Transportation
estimated fair value based on peer price to earnings (PE) and tan- Finance
gible book value (TBV) multiples. Management concluded, based December 31, 2010 $119.2
on performing Step 1 analysis, that the fair values of the Vendor
Amortization (56.1)
and Transportation Finance reporting units exceed their respec-
tive carrying values, including goodwill. As the results of the Activity 0.5
impairment assessment and first step test showed no indication December 31. 2011 63.6
of impairment in any of the reporting units, the Company did Amortization (24.8)
not perform the second step of the impairment test for any Activity (6.9)
of the reporting units. December 31, 2012 $ 31.9
CIT performed qualitative assessments for Transportation Finance
and Trade Finance goodwill impairment testing in 2011. In such The Transportation Finance intangible assets recorded in con-
assessments, the Company concluded that it is more likely than junction with FSA is comprised of amounts related to favorable
not that the fair value of the Transportation Finance and Trade (above current market rates) operating leases. The net intangible
Finance reporting units were more than their carrying amounts, asset will be amortized as an offset to rental income over the
including goodwill. The qualitative factors considered in this remaining life of the leases, generally 5 years or less.
assessment include the Company’s market valuation, the report- Accumulated amortization totaled $161.9 million at December 31,
ing units’ profitability and the general economic outlook. 2012. Projected amortization for the years ended December 31,
For the Vendor Finance segment, Step 1 of goodwill impairment 2013 through December 31, 2017 is approximately $11.6 million,
testing was completed by comparing the segment’s estimated $8.0 million, $5.6 million, $3.2 million, and $0.8 million, respectively.
CIT continues to implement various organization efficiency and SLX servicing. These additions, along with charges related to
cost reduction initiatives. The severance additions primarily relate accelerated vesting of equity and other benefits, were recorded
to employee termination benefits incurred in conjunction with as part of the $22.7 million and $13.1 million provisions for the
these initiatives. The facility additions primarily relate to location years ended December 31, 2012 and 2011, respectively.
closings and consolidations in connection with the outsourcing of
Condensed Parent Company Only Statements of Operations and Comprehensive Income (dollars in millions)
Years Ended December 31,
2012 2011 2010
Income
Interest income from nonbank subsidiaries $ 737.6 $ 730.0 $ 979.9
Interest and dividends on interest bearing deposits and investments 2.6 3.2 2.1
Dividends from nonbank subsidiaries 834.0 – –
Other income from subsidiaries 181.0 413.7 446.4
Other income (37.7) 47.8 58.5
Total income 1,717.5 1,194.7 1,486.9
Expenses
Interest expense (2,345.9) (2,141.5) (1,839.9)
Interest expense on liabilities to subsidiaries (293.6) (568.1) (600.5)
Other expenses (242.3) (420.4) (459.6)
Total expenses (2,881.8) (3,130.0) (2,900.0)
Loss before income taxes and equity in undistributed net income of subsidiaries (1,164.3) (1,935.3) (1,413.1)
Provision for income taxes 482.2 656.6 413.9
Loss before equity in undistributed net income of subsidiaries (682.1) (1,278.7) (999.2)
Equity in undistributed net income of bank subsidiaries 41.3 67.2 100.9
Equity in undistributed net income of nonbank subsidiaries 48.5 1,226.3 1,419.6
Net income (loss) (592.3) 14.8 521.3
Other Comprehensive income (loss), net of tax 4.9 (81.5) (1.1)
Comprehensive income (loss) $ (587.4) $ (66.7) $ 520.2
As noted above, the amounts for prior quarters were revised. detail in the following tables. As a result of these revisions, the
Presented below are revised quarterly and year to date financial net loss for the quarters ended September 30 and March 31, 2012
statements, along with select notes to the quarterly financial was decreased by approximately $6 million and $20 million,
statements that were impacted by the revisions. respectively, and the net loss for the quarter ended June 30,
2012 was increased by $2 million, from our previously reported
In preparing its quarterly financial statements for the first three
amounts. As a result of these revisions, the net income for the
quarters of 2012, the Company discovered, corrected and dis-
years ended December 31, 2011 and 2010 decreased by $12
closed the larger amounts in those quarters immaterial errors
million and $3 million, respectively, from previously reported
that impacted prior periods. Additional out-of-period errors were
amounts. As a result of our adoption of fresh start accounting,
identified in the fourth quarter. These additional out-of-period
the recognition of amounts relating to periods prior to 2010
errors were individually and in the aggregate not material to the
resulted in a corresponding $15 million increase to goodwill.
fourth quarter results but, when combined with the other out-of-
period errors previously identified this year, were determined by The Company will revise in subsequent quarterly filings on Form
management to be material to the full year 2012 results. When 10-Q and has revised in this Form 10-K, its previously reported
reviewing the impact of these immaterial errors on prior periods, financial statements for 2012, 2011 and 2010.
management concluded that the corrections did not, individually
The following tables reflect the previously reported balances,
or in the aggregate, result in a material misstatement of the Com-
required corrections and revised amounts impacting the state-
pany’s consolidated financial statements for any prior periods.
ments of operations, balance sheets, statement of stockholders’
The cumulative effect of these revisions increased shareholders’ equity and statement of cash flows along with descriptions of
equity by $23 million, increased total assets by $19 million, and significant corrections.
decreased total liabilities by $4 million as described in more
The following table presents corrected balances to assets and liabilities related to Variable Interest Entities (VIEs) that are consolidated
by the Company. The difference between total VIE assets and liabilities represents the Company’s interest in those entities, which were
eliminated in consolidation. The assets of the consolidated VIEs will be used to settle the liabilities of those entities and, except for the
Company’s interest in the VIEs, are generally not available to the creditors of CIT or any affiliates of CIT.
Assets
Interest bearing deposits, restricted $ 650.9 $ 650.9 $ 615.1 $ 615.1 $ 745.3 $ 539.0
Assets held for sale 570.5 570.5 617.2 617.2 36.6 36.6
Total loans, net of allowance for loan losses 7,610.5 7,610.5 7,488.2 7,488.2 8,553.2 8,553.2
Operating lease equipment, net 4,427.1 4,427.1 4,251.3 4,251.3 4,247.4 4,247.4
Total assets $13,259.0 $13,259.0 $12,971.8 $12,971.8 $13,582.5 $13,376.2
Liabilities
Beneficial interests issued by consolidated VIEs
(classified as long-term borrowings) $ 9,760.1 $ 9,760.1 $ 9,441.1 $ 9,441.1 $ 9,719.5 $ 9,719.5
Total liabilities $ 9,760.1 $ 9,760.1 $ 9,441.1 $ 9,441.1 $ 9,719.5 $ 9,719.5
CIT ANNUAL REPORT 2012 151
Unaudited
At December 31, At September 30, At December 31,
2011 2011 At June 30, 2011 At March 31, 2011 2010
As As As As As As As As As As
Reported Revised Reported Revised Reported Revised Reported Revised Reported Revised
Assets
Total cash and deposits $ 7,435.6 $ 7,436.8 $ 6,889.5 $ 6,890.6 $ 7,361.4 $ 7,362.6 $ 5,718.9 $ 5,720.1 $11,204.2 $11,205.4
Investment securities(1) 1,250.6 1,257.8 772.2 779.4 3,032.4 3,041.1 6,466.8 6,474.5 378.3 383.9
Trading assets at fair value – derivatives 42.8 42.8 77.3 77.3 13.6 13.6 16.4 16.4 33.6 33.6
Assets held for sale 2,332.3 2,332.3 1,513.8 1,513.8 1,865.2 1,865.2 1,183.0 1,183.0 1,226.1 1,226.1
Loans(2) 19,885.5 19,905.9 21,817.4 21,838.2 22,271.9 22,291.5 23,794.4 23,814.0 24,628.6 24,648.4
Allowance for loan losses (407.8) (407.8) (414.5) (414.5) (424.0) (424.0) (402.5) (402.5) (416.2) (416.2)
Operating lease equipment, net(3) 11,991.6 12,006.4 11,188.8 11,203.8 10,919.1 10,934.2 11,039.2 11,054.4 11,139.8 11,155.0
Goodwill(4) 330.8 345.9 330.8 345.9 330.8 345.9 340.4 355.5 340.4 355.5
Intangible assets, net 63.6 63.6 73.5 73.5 84.1 84.1 99.1 99.1 119.2 119.2
Unsecured counterparty receivable 733.5 729.5 525.4 523.7 522.2 520.5 512.3 510.7 532.3 531.0
Other assets(5) 1,568.2 1,550.2 1,847.3 1,830.1 2,200.0 2,178.0 2,318.3 2,290.7 2,233.4 2,211.5
Total assets $45,226.7 $45,263.4 $44,621.5 $44,661.8 $48,176.7 $48,212.7 $51,086.3 $51,115.9 $51,419.7 $51,453.4
Liabilities
Deposits $ 6,193.7 $ 6,193.7 $ 4,958.5 $ 4,958.5 $ 4,428.1 $ 4,428.1 $ 4,288.2 $ 4,288.2 $ 4,536.2 $ 4,536.2
Trading liabilities at fair
value – derivatives 66.2 66.2 93.5 93.5 230.6 230.6 205.4 205.4 126.3 126.3
Credit balances of factoring clients 1,225.5 1,225.5 1,093.5 1,093.5 1,075.7 1,075.7 1,101.5 1,101.5 935.3 935.3
Other liabilities(6) 2,562.2 2,584.2 2,532.8 2,548.0 2,553.8 2,556.7 2,754.4 2,748.2 2,872.2 2,879.5
Total long-term borrowings(3) 26,288.1 26,307.7 27,050.1 27,069.9 30,940.2 30,960.2 33,735.7 33,755.8 34,028.9 34,049.3
Total liabilities 36,335.7 36,377.3 35,728.4 35,763.4 39,228.4 39,251.3 42,085.2 42,099.1 42,498.9 42,526.6
Stockholders’ equity
Common stock 2.0 2.0 2.0 2.0 2.0 2.0 2.0 2.0 2.0 2.0
Paid-in capital 8,459.3 8,459.3 8,453.8 8,453.8 8,447.4 8,447.4 8,440.4 8,440.4 8,434.1 8,434.1
(Accumulated deficit)/ retained
earnings(7) 532.1 517.7 488.5 481.4 521.3 520.5 571.0 575.1 505.4 502.9
Accumulated other comprehensive (loss)
income(5) (92.1) (82.6) (39.4) (27.0) (12.3) 1.6 (4.1) 7.5 (9.6) (1.1)
Treasury stock, at cost (12.8) (12.8) (12.5) (12.5) (11.5) (11.5) (9.9) (9.9) (8.8) (8.8)
Total common stockholders’ equity 8,888.5 8,883.6 8,892.4 8,897.7 8,946.9 8,960.0 8,999.4 9,015.1 8,923.1 8,929.1
Noncontrolling interests 2.5 2.5 0.7 0.7 1.4 1.4 1.7 1.7 (2.3) (2.3)
Total equity 8,891.0 8,886.1 8,893.1 8,898.4 8,948.3 8,961.4 9,001.1 9,016.8 8,920.8 8,926.8
Total liabilities and equity $45,226.7 $45,263.4 $44,621.5 $44,661.8 $48,176.7 $48,212.7 $51,086.3 $51,115.9 $51,419.7 $51,453.4
Book Value Per Common Share
Book value per common share $ 44.30 $ 44.27 $ 44.32 $ 44.35 $ 44.61 $ 44.67 $ 44.88 $ 44.96 $ 44.51 $ 44.54
Tangible book value per common share $ 42.33 $ 42.23 $ 42.31 $ 42.26 $ 42.54 $ 42.53 $ 42.69 $ 42.69 $ 42.22 $ 42.17
The following table presents corrected balances to assets and liabilities related to Variable Interest Entities (VIEs) that are consolidated by the Company.
The difference between total VIE assets and liabilities represents the Company’s interest in those entities, which were eliminated in consolidation. The
assets of the consolidated VIEs will be used to settle the liabilities of those entities and, except for the Company’s interest in the VIEs, are generally not
available to the creditors of CIT or any affiliates of CIT.
Assets
Interest bearing deposits, restricted $ 753.2 $ 574.3 $ 695.3 $ 540.2 $ 876.0 $ 735.1 $ 919.8 $ 796.1 $ 1,042.7 $ 835.2
Assets held for sale 317.2 317.2 171.7 171.7 132.4 132.4 40.3 40.3 100.0 100.0
Total loans, net of allowance for
loan losses 8,523.7 8,523.7 9,839.9 9,839.9 11,030.7 11,030.7 11,817.7 11,817.7 12,041.5 12,041.5
Operating lease equipment, net 4,285.4 4,285.4 2,947.9 2,947.9 2,974.6 2,974.6 2,870.7 2,870.7 2,900.0 2,900.0
Total assets $13,879.5 $13,700.6 $13,654.8 $13,499.7 $15,013.7 $14,872.8 $15,648.5 $15,524.8 $16,084.2 $15,876.7
Liabilities
Beneficial interests issued by
consolidated VIEs (classified
as long-term borrowings) $ 9,875.5 $ 9,875.5 $ 8,995.2 $ 8,995.2 $ 9,651.0 $ 9,651.0 $10,116.4 $10,116.4 $10,764.7 $10,764.7
Total liabilities $ 9,875.5 $ 9,875.5 $ 8,995.2 $ 8,995.2 $ 9,651.0 $ 9,651.0 $10,116.4 $10,116.4 $10,764.7 $10,764.7
“As Reported” reflects balances reported in the December 31, 2011 Form 10-K and the March 31, 2012, June 30, 2012 and September 30,
2012 Form 10-Q’s.
“As Revised” reflects the corrected balances.
Balance Sheet Corrections (5) Other assets and accumulated other comprehensive (loss)
(1)
Investment securities has been revised primarily to correct the income were revised primarily to correct the amortization of
accounting treatment for certain limited partnership premiums on certain derivatives entered into to hedge the
investments. Company’s foreign currency risk.
(2)
Loans were revised to correct the accrual of certain loan origi-
(6) Other liabilities were revised primarily to correct the amortiza-
nation costs not originally recognized. tion of premiums on derivative hedges, reflect corrections in
the first quarter of 2012 that pertain to our Vendor Finance
(3)
Operating lease, net and long term borrowings were revised business, primarily in Mexico, establish an indemnification
to reflect corrections for an operating lease and related bor- reserve related to pre-emergence asset sales, and correct cer-
rowings in our Transportation Finance segment. tain tax account reconciliation items.
(4) Revisions to Goodwill correspond to the recording of correc- (7) (Accumulated deficit) retained earnings were revised due to
tions that impacted pre December 2009 results. As required the adjustments to net income.
by Fresh Start Accounting, stockholders equity was stated
at fair value at December 31, 2009 therefore the net effect
of the aforementioned corrections was an adjustment
to Goodwill.
CIT ANNUAL REPORT 2012 153
Unaudited
Nine Months Ended
Year Ended December 31, 2011 September 30, 2011 Six Months Ended June 30, 2011
As As As As As As
Reported Corrections Revised Reported Corrections Revised Reported Corrections Revised
Interest income
Interest and fees on loans(1) $ 2,198.8 $ (4.9) $ 2,193.9 $ 1,715.6 $ (3.8) $ 1,711.8 $ 1,221.4 $ (2.3) $ 1,219.1
Interest and dividends on interest
bearing deposits and investments 34.8 – 34.8 25.6 – 25.6 17.0 – 17.0
Total interest income 2,233.6 (4.9) 2,228.7 1,741.2 (3.8) 1,737.4 1,238.4 (2.3) 1,236.1
Interest expense
Interest on long-term borrowings(2) (2,683.4) 0.2 (2,683.2) (2,030.2) 4.1 (2,026.1) (1,455.5) 3.9 (1,451.6)
Interest on deposits (111.2) – (111.2) (77.9) – (77.9) (49.5) – (49.5)
Total interest expense (2,794.6) 0.2 (2,794.4) (2,108.1) 4.1 (2,104.0) (1,505.0) 3.9 (1,501.1)
Net interest revenue (561.0) (4.7) (565.7) (366.9) 0.3 (366.6) (266.6) 1.6 (265.0)
Provision for credit losses (269.7) – (269.7) (253.9) – (253.9) (206.5) – (206.5)
Net interest revenue, after
credit provision (830.7) (4.7) (835.4) (620.8) 0.3 (620.5) (473.1) 1.6 (471.5)
Non-interest income
Rental income on operating leases(3) 1,665.7 1.8 1,667.5 1,238.1 1.4 1,239.5 829.1 1.0 830.1
Other income(4) 956.0 (3.2) 952.8 746.6 0.2 746.8 503.8 1.0 504.8
Total non-interest income 2,621.7 (1.4) 2,620.3 1,984.7 1.6 1,986.3 1,332.9 2.0 1,334.9
Other expenses
Depreciation on operating lease
equipment(3) (574.8) (0.3) (575.1) (437.7) (0.3) (438.0) (313.4) (0.2) (313.6)
Operating expenses(5) (891.2) (5.4) (896.6) (669.8) (4.3) (674.1) (443.4) (3.2) (446.6)
Loss on debt extinguishments (134.8) – (134.8) (146.6) – (146.6) – – –
Total other expenses (1,600.8) (5.7) (1,606.5) (1,254.1) (4.6) (1,258.7) (756.8) (3.4) (760.2)
(Loss) income before provision for
income taxes 190.2 (11.8) 178.4 109.8 (2.7) 107.1 103.0 0.2 103.2
Provision for income taxes(6) (158.5) (0.1) (158.6) (123.8) (1.9) (125.7) (83.6) 1.5 (82.1)
Net (loss) income before attribution
of noncontrolling interests 31.7 (11.9) 19.8 (14.0) (4.6) (18.6) 19.4 1.7 21.1
Net (income) loss attributable to
noncontrolling interests, after tax (5.0) – (5.0) (2.9) – (2.9) (3.5) – (3.5)
Net (loss) income $ 26.7 $(11.9) $ 14.8 $ (16.9) $ (4.6) $ (21.5) $ 15.9 $ 1.7 $ 17.6
Basic earnings per common share $ 0.13 $(0.06) $ 0.07 $ (0.08) $(0.03) $ (0.11) $ 0.08 $0.01 $ 0.09
Diluted earnings per common share $ 0.13 $(0.06) $ 0.07 $ (0.08) $(0.03) $ (0.11) $ 0.08 $0.01 $ 0.09
Average number of common
shares – basic (thousands) 200,678 – 200,678 200,659 – 200,659 200,631 – 200,631
Average number of common
shares – diluted (thousands) 200,815 – 200,815 200,659 – 200,659 200,893 – 200,893
CIT ANNUAL REPORT 2012 155
Unaudited
Quarter Ended September 30, 2012 Quarter Ended June 30, 2012 Quarter Ended March 31, 2012
As As As As As As
Reported Corrections Revised Reported Corrections Revised Reported Corrections Revised
Interest income
Interest and fees on loans(1) $ 366.1 $ 1.4 $ 367.5 $ 401.3 $ 1.0 $ 402.3 $ 403.8 $14.7 $ 418.5
Interest and dividends on interest
bearing deposits and investments 8.0 – 8.0 8.0 – 8.0 7.8 – 7.8
Total interest income 374.1 1.4 375.5 409.3 1.0 410.3 411.6 14.7 426.3
Interest expense
Interest on long-term borrowings(2) (773.7) (3.9) (777.6) (603.9) 5.0 (598.9) (1,043.4) (0.9) (1,044.3)
Interest on deposits (38.4) – (38.4) (35.3) – (35.3) (36.3) – (36.3)
Total interest expense (812.1) (3.9) (816.0) (639.2) 5.0 (634.2) (1,079.7) (0.9) (1,080.6)
Net interest revenue (438.0) (2.5) (440.5) (229.9) 6.0 (223.9) (668.1) 13.8 (654.3)
Provision for credit losses – – – (8.9) – (8.9) (42.6) – (42.6)
Net interest revenue, after credit
provision (438.0) (2.5) (440.5) (238.8) 6.0 (232.8) (710.7) 13.8 (696.9)
Non-interest income
Rental income on operating leases(3) 444.4 1.4 445.8 445.5 0.7 446.2 439.3 1.3 440.6
Other income(4) 81.2 5.5 86.7 144.0 (4.6) 139.4 249.4 5.9 255.3
Total non-interest income 525.6 6.9 532.5 589.5 (3.9) 585.6 688.7 7.2 695.9
Other expenses
Depreciation on operating lease
equipment(3) (134.5) – (134.5) (130.7) (0.1) (130.8) (137.5) (0.1) (137.6)
Operating expenses(5) (237.5) 2.3 (235.2) (240.2) 13.4 (226.8) (223.3) (1.0) (224.3)
Loss on debt extinguishments (16.8) – (16.8) (21.5) – (21.5) (22.9) – (22.9)
Total other expenses (388.8) 2.3 (386.5) (392.4) 13.3 (379.1) (383.7) (1.1) (384.8)
(Loss) income before provision for
income taxes (301.2) 6.7 (294.5) (41.7) 15.4 (26.3) (405.7) 19.9 (385.8)
Provision for income taxes(6) (2.9) (1.0) (3.9) (27.8) (17.6) (45.4) (39.9) (0.4) (40.3)
Net (loss) income before attribution
of noncontrolling interests (304.1) 5.7 (298.4) (69.5) (2.2) (71.7) (445.6) 19.5 (426.1)
Net (income) loss attributable to
noncontrolling interests, after tax (0.8) – (0.8) (1.2) – (1.2) (0.9) – (0.9)
Net (loss) income $ (304.9) $ 5.7 $ (299.2) $ (70.7) $ (2.2) $ (72.9) $ (446.5) $19.5 $ (427.0)
Basic earnings per common share $ (1.52) $0.03 $ (1.49) $ (0.35) $(0.01) $ (0.36) $ (2.22) $0.09 $ (2.13)
Diluted earnings per common share $ (1.52) $0.03 $ (1.49) $ (0.35) $(0.01) $ (0.36) $ (2.22) $0.09 $ (2.13)
Average number of common
shares – basic (thousands) 200,917 – 200,917 200,901 – 200,901 200,812 – 200,812
Average number of common
shares – diluted (thousands) 200,917 – 200,917 200,901 – 200,901 200,812 – 200,812
Unaudited
Quarter Ended December 31, 2011 Quarter Ended September 30, 2011
As As As As
Reported Corrections Revised Reported Corrections Revised
Interest income
Interest and fees on loans(1) $ 483.2 $ (1.1) $ 482.1 $ 494.2 $ (1.5) $ 492.7
Interest and dividends on interest bearing deposits
and investments 9.2 – 9.2 8.6 – 8.6
Total interest income 492.4 (1.1) 491.3 502.8 (1.5) 501.3
Interest expense
Interest on long-term borrowings(2) (653.2) (3.9) (657.1) (574.7) 0.2 (574.5)
Interest on deposits (33.3) – (33.3) (28.4) – (28.4)
Total interest expense (686.5) (3.9) (690.4) (603.1) 0.2 (602.9)
Net interest revenue (194.1) (5.0) (199.1) (100.3) (1.3) (101.6)
Provision for credit losses (15.8) – (15.8) (47.4) – (47.4)
Net interest revenue, after credit provision (209.9) (5.0) (214.9) (147.7) (1.3) (149.0)
Non-interest income
Rental income on operating leases(3) 427.6 0.4 428.0 409.0 0.4 409.4
Other income(4) 209.4 (3.4) 206.0 242.8 (0.8) 242.0
Total non-interest income 637.0 (3.0) 634.0 651.8 (0.4) 651.4
Other expenses
Depreciation on operating lease equipment(3) (137.1) – (137.1) (124.3) (0.1) (124.4)
Operating expenses(5) (221.4) (1.1) (222.5) (226.4) (1.1) (227.5)
Loss on debt extinguishments 11.8 – 11.8 (146.6) – (146.6)
Total other expenses (346.7) (1.1) (347.8) (497.3) (1.2) (498.5)
(Loss) income before provision for income taxes 80.4 (9.1) 71.3 6.8 (2.9) 3.9
Provision for income taxes(6) (34.7) 1.8 (32.9) (40.2) (3.4) (43.6)
Net (loss) income before attribution of
noncontrolling interests 45.7 (7.3) 38.4 (33.4) (6.3) (39.7)
Net (income) loss attributable to noncontrolling interests,
after tax (2.1) – (2.1) 0.6 – 0.6
Net (loss) income $ 43.6 $ (7.3) $ 36.3 $ (32.8) $ (6.3) $ (39.1)
Basic earnings per common share $ 0.22 $(0.04) $ 0.18 $ (0.16) $(0.03) $ (0.19)
Diluted earnings per common share $ 0.22 $(0.04) $ 0.18 $ (0.16) $(0.03) $ (0.19)
Average number of common shares – basic (thousands) 200,729 – 200,729 200,714 – 200,714
Average number of common shares – diluted (thousands) 200,740 – 200,740 200,714 – 200,714
CIT ANNUAL REPORT 2012 157
Unaudited
Quarter Ended June 30, 2011 Quarter Ended March 31, 2011
As As As As
Reported Corrections Revised Reported Corrections Revised
Interest income
Interest and fees on loans(1) $ 591.0 $ (1.1) $ 589.9 $ 630.4 $ (1.2) $ 629.2
Interest and dividends on interest bearing deposits
and investments 8.6 – 8.6 8.4 – 8.4
Total interest income 599.6 (1.1) 598.5 638.8 (1.2) 637.6
Interest expense
Interest on long-term borrowings(2) (781.3) 1.0 (780.3) (674.2) 2.9 (671.3)
Interest on deposits (25.1) – (25.1) (24.4) – (24.4)
Total interest expense (806.4) 1.0 (805.4) (698.6) 2.9 (695.7)
Net interest revenue (206.8) (0.1) (206.9) (59.8) 1.7 (58.1)
Provision for credit losses (84.1) – (84.1) (122.4) – (122.4)
Net interest revenue, after credit provision (290.9) (0.1) (291.0) (182.2) 1.7 (180.5)
Non-interest income
Rental income on operating leases(3) 420.2 0.4 420.6 408.9 0.6 409.5
Other income(4) 233.4 (0.3) 233.1 270.4 1.3 271.7
Total non-interest income 653.6 0.1 653.7 679.3 1.9 681.2
Other expenses
Depreciation on operating lease equipment(3) (153.2) (0.1) (153.3) (160.2) (0.1) (160.3)
Operating expenses(5) (238.5) (1.8) (240.3) (204.9) (1.4) (206.3)
Loss on debt extinguishments – – – – – –
Total other expenses (391.7) (1.9) (393.6) (365.1) (1.5) (366.6)
(Loss) income before provision for income taxes (29.0) (1.9) (30.9) 132.0 2.1 134.1
Provision for income taxes(6) (21.4) (3.0) (24.4) (62.2) 4.5 (57.7)
Net (loss) income before attribution of
noncontrolling interests (50.4) (4.9) (55.3) 69.8 6.6 76.4
Net (income) loss attributable to noncontrolling interests,
after tax 0.7 – 0.7 (4.2) – (4.2)
Net (loss) income $ (49.7) $ (4.9) $ (54.6) $ 65.6 $ 6.6 $ 72.2
Basic earnings per common share $ (0.25) $(0.02) $ (0.27) $ 0.33 $0.03 $ 0.36
Diluted earnings per common share $ (0.25) $(0.02) $ (0.27) $ 0.33 $0.03 $ 0.36
Average number of common shares – basic (thousands) 200,658 – 200,658 200,605 – 200,605
Average number of common shares – diluted (thousands) 200,658 – 200,658 200,933 – 200,933
“As Reported” reflects balances reported in the December 31, 2011 Form 10-K and the March 31, 2012, June 30, 2012 and September 30,
2012 Form 10-Q’s.
“Corrections” reflect changes to originally reported balances and are described below.
“As Revised” reflects the corrected balances.
(3)
Income Statement Corrections Rental income on operating leases and depreciation were revised pri-
(1) Interest and fees on loans have been revised primarily to reflect correc- marily to reflect corrections to the accounting for an operating lease in
tions in the 2012 first quarter that pertain to our Vendor Finance our Transportation Finance segment.
(4)
business, primarily in Mexico. Other income has been revised to correct the Company’s accretion of
(2)
Interest on long-term borrowings has been revised primarily to correct the unsecured counterparty receivable, correcting the accounting treat-
the amortization of premiums on certain derivatives entered into to ment for certain limited partnership investments and corrections related
hedge the Company’s foreign currency risk, and to correct the amortiza- to the Mexican portfolio.
tion of capitalized debt costs relating to a particular financing structure.
(Accumulated Accumulated
Deficit) Other Noncontrolling
Common Paid-in Retained Comprehensive Treasury Minority Total
Stock Capital Earnings Loss Stock Interests Equity
June 30, 2012 (revised) $2.0 $8,481.5 $ 17.8 $(91.0) $(16.5) $4.1 $8,397.9
Net income (loss) (299.2) 0.8 (298.4)
Other comprehensive loss, net of tax 5.0 5.0
Amortization of restricted stock, stock
option and performance shares expenses 9.2 (0.2) 9.0
Employee stock purchase plan 0.3 0.3
September 30, 2012 (revised) $2.0 $8,491.0 $(281.4) $(86.0) $(16.7) $4.9 $8,113.8
Audited Unaudited
Twelve Months Ended Nine Months Ended Six Months Ended Quarter Ended
December 31, 2011 September 30, 2011 June 30, 2011 March 31, 2011
As As As As As As As As
Reported Revised Reported Revised Reported Revised Reported Revised
Cash Flows From Operations
Net loss $ 26.7 $ 14.8 $ (16.9) $ (21.5) $ 15.9 $ 17.6 $ 65.6 $ 72.2
Adjustments to reconcile net loss to net
cash flows from operations:
Provision for credit losses 269.7 269.7 253.9 253.9 206.5 206.5 122.4 122.4
Net depreciation, amortization and
(accretion) 752.0 751.8 415.7 415.0 329.2 329.5 121.1 121.4
Net gains on equipment, receivable and
investment sales (502.5) (502.5) (384.8) (384.8) (252.6) (252.6) (135.4) (135.4)
Loss on debt extinguishments 109.8 109.8 121.6 121.6 – – – –
Provision for deferred income taxes 56.5 57.0 31.4 29.9 12.6 10.8 17.9 17.3
(Increase) decrease in finance
receivables held for sale 46.9 46.9 12.9 12.9 7.2 7.2 (1.8) (1.8)
(Increase) decrease in other assets 537.7 503.3 272.1 244.9 65.1 46.8 (35.9) (46.0)
Decrease in accrued liabilities
and payables (440.8) (394.8) (305.4) (271.4) (128.1) (110.0) (20.6) (16.8)
Net cash flows provided by operations 856.0 856.0 400.5 400.5 255.8 255.8 133.3 133.3
Cash Flows From Investing Activities
Loans originated and purchased (20,576.2) (20,576.2) (15,225.4) (15,225.4) (10,611.8) (10,611.8) (4,652.2) (4,652.2)
Principal collections of loans 21,670.7 21,670.7 16,719.8 16,719.8 11,713.6 11,713.6 5,393.5 5,393.5
Purchases of investment securities (14,971.8) (14,971.8) (13,928.4) (13,928.4) (12,633.4) (12,633.4) (6,125.5) (6,125.5)
Proceeds from maturities of
investment securities 14,085.9 14,085.9 13,512.2 13,512.2 9,956.2 9,956.2 – –
Proceeds from asset and receivable sales 4,315.7 4,315.7 2,524.0 2,524.0 1,681.4 1,681.4 860.6 860.6
Purchases of assets to be leased and
other equipment (2,136.9) (2,136.9) (1,080.5) (1,080.5) (546.5) (546.5) (328.4) (328.4)
Net increase in short-term
factoring receivables 196.8 196.8 (39.2) (39.2) (26.4) (26.4) (73.3) (73.3)
Change in restricted cash 1,683.9 1,683.9 528.0 528.0 128.0 128.0 1,210.1 1,210.1
Net cash flows provided by
investing activities 4,268.1 4,268.1 3,010.5 3,010.5 (338.9) (338.9) (3,715.2) (3,715.2)
Cash Flows From Financing Activities
Proceeds from the issuance of term debt 6,680.5 6,680.5 4,876.1 4,876.1 2,692.8 2,692.8 2,354.5 2,354.5
Repayments of term debt (15,626.3) (15,626.3) (12,581.6) (12,581.6) (6,285.2) (6,285.2) (2,844.4) (2,844.4)
Net increase in deposits 1,680.9 1,680.9 441.6 441.6 (94.0) (94.0) (233.6) (233.6)
Collection of security deposits and
maintenance funds 554.6 554.6 418.3 418.3 264.4 264.4 125.8 125.8
Use of security deposits and
maintenance funds (498.5) (498.5) (352.1) (352.1) (209.7) (209.7) (95.6) (95.6)
Net cash flows used in financing activities (7,208.8) (7,208.8) (7,197.7) (7,197.7) (3,631.7) (3,631.7) (693.3) (693.3)
Decrease in cash and cash equivalents (2,084.7) (2,084.7) (3,786.7) (3,786.7) (3,714.8) (3,714.8) (4,275.2) (4,275.2)
Unrestricted cash and cash equivalents,
beginning of period 8,650.4 8,650.4 8,650.4 8,650.4 8,650.4 8,650.4 8,650.4 8,650.4
Unrestricted cash and cash equivalents,
end of period $ 6,565.7 $ 6,565.7 $ 4,863.7 $ 4,863.7 $ 4,935.6 $ 4,935.6 $ 4,375.2 $ 4,375.2
The Company is revising information contained in certain notes the revised balances. Other information contained in the notes
to the quarterly consolidated financial statements that were to the quarterly financial statements was not impacted by the
previously filed within Form 10-Q. The revised notes include corrections that were recorded in the revision and / or were not
Regulatory Capital and Business Segment Information to present significantly impacted, and therefore are not presented herein.
REGULATORY CAPITAL
CIT Group Inc.
Unaudited Unaudited
September 30, June 30, March 31, December 31, September 30, June 30, March 31,
2012 2012 2012 2011 2011 2011 2011
Revised Revised Revised Revised Revised Revised Revised
Tier 1 Capital
Total stockholders’ equity $ 8,108.9 $ 8,393.8 $ 8,467.6 $ 8,883.6 $ 8,897.7 $ 8,960.0 $ 9,015.1
Effect of certain items
in accumulated other
comprehensive loss excluded
from Tier 1 Capital 51.5 52.4 53.0 54.3 (2.6) (9.5) (2.0)
Adjusted total equity 8,160.4 8,446.2 8,520.6 8,937.9 8,895.1 8,950.5 9,013.1
Less: Goodwill(1) (353.2) (353.2) (353.2) (353.2) (353.2) (355.6) (361.6)
Disallowed intangible
assets(1) (38.6) (43.6) (55.6) (63.6) (73.5) (84.1) (99.1)
Investment in certain
subsidiaries (34.7) (37.8) (38.5) (36.6) (32.6) (35.3) (34.4)
Other Tier 1 components (2)
(64.3) (65.7) (64.2) (58.6) (66.4) (63.4) (59.4)
Tier 1 Capital 7,669.6 7,945.9 8,009.1 8,425.9 8,369.4 8,412.1 8,458.6
Tier 2 Capital
Qualifying allowance for credit
losses and other reserves(3) 420.2 435.8 445.7 429.9 437.0 439.3 415.3
Less: Investment in certain
subsidiaries (34.7) (37.8) (38.5) (36.6) (32.6) (35.3) (34.4)
Other Tier 2 components(4) 0.7 – – – 0.1 2.6 0.2
Total qualifying capital $ 8,055.8 $ 8,343.9 $ 8,416.3 $ 8,819.2 $ 8,773.9 $ 8,818.7 $ 8,839.7
Risk-weighted assets $45,929.1 $44,251.2 $45,531.5 $44,824.1 $44,734.2 $44,138.8 $42,214.9
Total Capital (to risk-
weighted assets):
Actual 17.5% 18.9% 18.5% 19.7% 19.6% 20.0% 20.9%
Required Ratio for Capital
Adequacy Purposes(5) 13.0% 13.0% 13.0% 13.0% 13.0% 13.0% 13.0%
Tier 1 Capital (to risk-
weighted assets):
Actual 16.7% 18.0% 17.6% 18.8% 18.7% 19.1% 20.0%
Required Ratio for Capital
Adequacy Purposes 4.0% 4.0% 4.0% 4.0% 4.0% 4.0% 4.0%
Tier 1 Leverage Ratio:
Actual 17.4% 18.5% 17.9% 18.8% 17.8% 17.0% 17.3%
Required Ratio for Capital
Adequacy Purposes 4.0% 4.0% 4.0% 4.0% 4.0% 4.0% 4.0%
(1)
Goodwill and disallowed intangible assets adjustments also reflect the portion included within assets held for sale.
(2)
Includes the portion of net deferred tax assets that does not qualify for inclusion in Tier 1 capital based on the capital guidelines, the Tier 1 capital charge for
nonfinancial equity investments and the Tier 1 capital deduction for net unrealized losses on available-for-sale marketable securities (net of tax).
(3)
“Other reserves” represents additional credit loss reserves for unfunded lending commitments, letters of credit, and deferred purchase agreements, all of
which are recorded in Other Liabilities.
(4)
Banking organizations are permitted to include in Tier 2 Capital up to 45% of net unrealized pretax gains on available-for-sale equity securities with readily
determinable fair values.
(5)
The Company committed to maintaining the capital ratio above regulatory minimum levels.
CIT ANNUAL REPORT 2012 163
Unaudited
Quarter Ended June 30, 2012 Quarter Ended March 31, 2012
As As As As
Reported Corrections(1) Revised Reported Corrections(1) Revised
Corporate Finance
Total interest income $ 171.1 $ – $ 171.1 $ 175.8 $ – $ 175.8
Total interest expense (130.9) – (130.9) (218.2) – (218.2)
Provision for credit losses (7.7) – (7.7) (22.7) – (22.7)
Rental income on operating leases 2.3 – 2.3 2.8 – 2.8
Other income 76.7 (3.3) 73.4 201.0 2.5 203.5
Depreciation on operating lease equipment (1.2) – (1.2) (1.1) – (1.1)
Other expenses (60.8) – (60.8) (67.3) – (67.3)
Income (loss) before provision for income taxes $ 49.5 $ (3.3) $ 46.2 $ 70.3 $ 2.5 $ 72.8
Transportation Finance
Total interest income $ 35.5 $ – $ 35.5 $ 34.0 $ – $ 34.0
Total interest expense (288.4) 1.8 (286.6) (458.9) (1.1) (460.0)
Provision for credit losses (0.1) – (0.1) (7.6) – (7.6)
Rental income on operating leases 382.9 0.8 383.7 374.7 0.7 375.4
Other income 14.5 (1.0) 13.5 13.3 0.2 13.5
Depreciation on operating lease equipment (101.9) (0.1) (102.0) (107.9) (0.1) (108.0)
Other expenses (42.7) – (42.7) (45.8) – (45.8)
Income (loss) before provision for income taxes $ (0.2) $ 1.5 $ 1.3 $(198.2) $ (0.3) $(198.5)
Trade Finance
Total interest income $ 14.1 $ – $ 14.1 $ 14.5 $ – $ 14.5
Total interest expense (17.7) – (17.7) (32.4) – (32.4)
Provision for credit losses 2.2 – 2.2 (3.8) – (3.8)
Other income 33.3 – 33.3 36.3 – 36.3
Other expenses (28.8) – (28.8) (31.6) – (31.6)
Income (loss) before provision for income taxes $ 3.1 $ – $ 3.1 $ (17.0) $ – $ (17.0)
Vendor Finance
Total interest income $ 135.6 $ 1.0 $ 136.6 $ 132.5 $14.7 $ 147.2
Total interest expense (110.7) – (110.7) (186.0) – (186.0)
Provision for credit losses (3.1) – (3.1) (8.2) – (8.2)
Rental income on operating leases 60.3 (0.1) 60.2 61.8 0.6 62.4
Other income 7.6 0.1 7.7 (4.4) 3.2 (1.2)
Depreciation on operating lease equipment (27.6) – (27.6) (28.5) – (28.5)
Other expenses (74.2) (0.7) (74.9) (80.3) (0.7) (81.0)
Income (loss) before provision for income taxes $ (12.1) $ 0.3 $ (11.8) $(113.1) $17.8 $ (95.3)
Consumer
Total interest income $ 48.5 $ – $ 48.5 $ 50.2 $ – $ 50.2
Total interest expense (26.4) – (26.4) (65.5) – (65.5)
Provision for credit losses (0.2) – (0.2) (0.3) – (0.3)
Other income 17.9 (0.4) 17.5 2.3 0.1 2.4
Other expenses (9.5) – (9.5) (10.9) – (10.9)
Income (loss) before provision for income taxes $ 30.3 $ (0.4) $ 29.9 $ (24.2) $ 0.1 $ (24.1)
Corporate and Other
Total interest income $ 4.5 $ – $ 4.5 $ 4.6 $ – $ 4.6
Total interest expense (65.1) 3.2 (61.9) (118.7) 0.2 (118.5)
Other income (6.0) – (6.0) 0.9 (0.1) 0.8
Operating expenses / loss on debt extinguishments (45.7) 14.1 (31.6) (10.3) (0.3) (10.6)
Income (loss) before provision for income taxes $(112.3) $17.3 $ (95.0) $(123.5) $ (0.2) $(123.7)
CIT ANNUAL REPORT 2012 165
Unaudited
Year Ended Quarter Ended Nine Months Ended Quarter Ended
December 31, 2011 December 31, 2011 September 30, 2011 September 30, 2011
As As As As As As As As
Reported Corrections(1) Revised Reported Corrections(1) Revised Reported Corrections(1) Revised Reported Corrections(1) Revised
Corporate Finance
Total interest income $ 923.7 $ – $ 923.7 $ 206.0 $ – $ 206.0 $ 717.7 $ – $ 717.7 $ 189.0 $ – $ 189.0
Total interest expense (706.1) – (706.1) (151.2) – (151.2) (554.9) – (554.9) (165.7) – (165.7)
Provision for credit losses (173.3) – (173.3) (10.3) – (10.3) (163.0) – (163.0) (37.7) – (37.7)
Rental income on operating leases 18.0 – 18.0 3.9 – 3.9 14.1 – 14.1 4.1 – 4.1
Other income 546.9 (0.4) 546.5 184.3 (1.8) 182.5 362.6 1.4 364.0 93.1 (1.3) 91.8
Depreciation on operating
lease equipment (7.8) – (7.8) (1.5) – (1.5) (6.3) – (6.3) (1.7) – (1.7)
Other expenses (232.7) – (232.7) (63.3) – (63.3) (169.4) – (169.4) (51.5) – (51.5)
Income (loss) before provision for
income taxes $ 368.7 $ (0.4) $ 368.3 $ 167.9 $(1.8) $ 166.1 $ 200.8 $ 1.4 $ 202.2 $ 29.6 $(1.3) $ 28.3
Transportation Finance
Total interest income $ 155.9 $ – $ 155.9 $ 32.5 $ – $ 32.5 $ 123.4 $ – $ 123.4 $ 37.3 $ – $ 37.3
Total interest expense (881.9) (3.3) (885.2) (218.3) (1.1) (219.4) (663.6) (2.2) (665.8) (202.3) (0.7) (203.0)
Provision for credit losses (12.8) – (12.8) (4.1) – (4.1) (8.7) – (8.7) (2.2) – (2.2)
Rental income on operating leases 1,372.8 2.8 1,375.6 365.6 0.7 366.3 1,007.2 2.1 1,009.3 342.2 0.7 342.9
Other income 99.4 (0.3) 99.1 (10.7) (0.4) (11.1) 110.1 0.1 110.2 57.0 0.1 57.1
Depreciation on operating
lease equipment (381.9) (0.3) (382.2) (101.7) – (101.7) (280.2) (0.3) (280.5) (90.7) (0.1) (90.8)
Other expenses (160.2) – (160.2) (39.8) – (39.8) (120.4) – (120.4) (43.3) – (43.3)
Income (loss) before provision
for income taxes $ 191.3 $ (1.1) $ 190.2 $ 23.5 $(0.8) $ 22.7 $ 167.8 $(0.3) $ 167.5 $ 98.0 $ – $ 98.0
Trade Finance
Total interest income $ 73.3 $ – $ 73.3 $ 16.5 $ – $ 16.5 $ 56.8 $ – $ 56.8 $ 21.8 $ – $ 21.8
Total interest expense (90.9) – (90.9) (16.6) – (16.6) (74.3) – (74.3) (19.1) – (19.1)
Provision for credit losses (11.2) – (11.2) 0.5 – 0.5 (11.7) – (11.7) (4.4) – (4.4)
Other income 156.1 – 156.1 35.8 – 35.8 120.3 – 120.3 40.9 – 40.9
Other expenses (110.4) – (110.4) (27.6) – (27.6) (82.8) – (82.8) (28.6) – (28.6)
Income (loss) before provision for
income taxes $ 16.9 $ – $ 16.9 $ 8.6 $ – $ 8.6 $ 8.3 $ – $ 8.3 $ 10.6 $ – $ 10.6
Vendor Finance
Total interest income $ 793.3 $ (4.9) $ 788.4 $ 169.8 $(1.1) $ 168.7 $ 623.5 $(3.8) $ 619.7 $ 185.2 $(1.5) $ 183.7
Total interest expense (505.1) – (505.1) (96.7) (0.1) (96.8) (408.4) 0.1 (408.3) (109.9) – (109.9)
Provision for credit losses (69.3) – (69.3) (1.2) – (1.2) (68.1) – (68.1) (2.5) – (2.5)
Rental income on operating leases 274.9 (1.0) 273.9 58.1 (0.3) 57.8 216.8 (0.7) 216.1 62.7 (0.3) 62.4
Other income 157.1 (2.3) 154.8 11.3 (1.0) 10.3 145.8 (1.3) 144.5 60.1 0.4 60.5
Depreciation on operating
lease equipment (185.1) – (185.1) (33.9) – (33.9) (151.2) – (151.2) (31.9) – (31.9)
Other expenses (308.4) (4.4) (312.8) (74.1) (0.8) (74.9) (234.3) (3.6) (237.9) (78.3) (0.8) (79.1)
Income (loss) before provision for
income taxes $ 157.4 $(12.6) $ 144.8 $ 33.3 $(3.3) $ 30.0 $ 124.1 $(9.3) $ 114.8 $ 85.4 $(2.2) $ 83.2
Consumer
Total interest income $ 266.5 $ – $ 266.5 $ 62.3 $ – $ 62.3 $ 204.2 $ – $ 204.2 $ 64.5 $ – $ 64.5
Total interest expense (290.6) – (290.6) (146.6) – (146.6) (144.0) – (144.0) (42.3) – (42.3)
Provision for credit losses (3.1) – (3.1) (0.7) – (0.7) (2.4) – (2.4) (0.6) – (0.6)
Other income 2.1 (0.1) 2.0 (8.6) (0.1) (8.7) 10.7 – 10.7 4.9 – 4.9
Other expenses (65.4) – (65.4) (15.7) – (15.7) (49.7) – (49.7) (16.8) – (16.8)
Income (loss) before provision for
income taxes $ (90.5) $ (0.1) $ (90.6) $(109.3) $(0.1) $(109.4) $ 18.8 $ – $ 18.8 $ 9.7 $ – $ 9.7
Corporate and Other
Total interest income $ 20.9 $ – $ 20.9 $ 5.3 $ – $ 5.3 $ 15.6 $ – $ 15.6 $ 5.0 $ – $ 5.0
Total interest expense (320.0) 3.5 (316.5) (57.1) (2.7) (59.8) (262.9) 6.2 (256.7) (63.8) 0.9 (62.9)
Other income (5.6) (0.1) (5.7) (2.7) (0.1) (2.8) (2.9) – (2.9) (13.2) – (13.2)
Operating expenses / loss on
debt extinguishments (148.9) (1.0) (149.9) 10.9 (0.3) 10.6 (159.8) (0.7) (160.5) (154.5) (0.3) (154.8)
Income (loss) before provision for
income taxes $ (453.6) $ 2.4 $ (451.2) $ (43.6) $(3.1) $ (46.7) $ (410.0) $ 5.5 $ (404.5) $(226.5) $ 0.6 $(225.9)
Unaudited
Six Months Ended June 30, 2011 Quarter Ended June 30, 2011 Quarter Ended March 31, 2011
As As As As As As
Reported Corrections(1) Revised Reported Corrections(1) Revised Reported Corrections(1) Revised
Corporate Finance
Total interest income $ 528.7 $ – $ 528.7 $ 252.9 $ – $ 252.9 $ 275.8 $ – $ 275.8
Total interest expense (389.2) – (389.2) (200.7) – (200.7) (188.5) – (188.5)
Provision for credit losses (125.3) – (125.3) (60.8) – (60.8) (64.5) – (64.5)
Rental income on operating leases 10.0 – 10.0 6.3 – 6.3 3.7 – 3.7
Other income 269.5 2.7 272.2 114.2 0.8 115.0 155.3 1.9 157.2
Depreciation on operating lease equipment (4.6) – (4.6) (2.2) – (2.2) (2.4) – (2.4)
Other expenses (117.9) – (117.9) (63.2) – (63.2) (54.7) – (54.7)
Income (loss) before provision for income taxes $ 171.2 $ 2.7 $ 173.9 $ 46.5 $ 0.8 $ 47.3 $ 124.7 $ 1.9 $ 126.6
Transportation Finance
Total interest income $ 86.1 $ – $ 86.1 $ 43.5 $ – $ 43.5 $ 42.6 $ – $ 42.6
Total interest expense (461.3) (1.5) (462.8) (250.8) (0.7) (251.5) (210.5) (0.8) (211.3)
Provision for credit losses (6.5) – (6.5) (4.7) – (4.7) (1.8) – (1.8)
Rental income on operating leases 665.0 1.4 666.4 340.0 0.7 340.7 325.0 0.7 325.7
Other income 53.1 – 53.1 29.1 – 29.1 24.0 – 24.0
Depreciation on operating lease equipment (189.5) (0.2) (189.7) (93.0) (0.1) (93.1) (96.5) (0.1) (96.6)
Other expenses (77.1) – (77.1) (37.4) – (37.4) (39.7) – (39.7)
Income (loss) before provision for income taxes $ 69.8 $(0.3) $ 69.5 $ 26.7 $(0.1) $ 26.6 $ 43.1 $(0.2) $ 42.9
Trade Finance
Total interest income $ 35.0 $ – $ 35.0 $ 17.9 $ – $ 17.9 $ 17.1 $ – $ 17.1
Total interest expense (55.2) – (55.2) (29.5) – (29.5) (25.7) – (25.7)
Provision for credit losses (7.3) – (7.3) (4.0) – (4.0) (3.3) – (3.3)
Other income 79.4 – 79.4 42.7 – 42.7 36.7 – 36.7
Other expenses (54.2) – (54.2) (26.4) – (26.4) (27.8) – (27.8)
Income (loss) before provision for income taxes $ (2.3) $ – $ (2.3) $ 0.7 $ – $ 0.7 $ (3.0) $ – $ (3.0)
Vendor Finance
Total interest income $ 438.3 $(2.3) $ 436.0 $ 211.6 $(1.1) $ 210.5 $ 226.7 $(1.2) $ 225.5
Total interest expense (298.5) 0.1 (298.4) (157.5) – (157.5) (141.0) 0.1 (140.9)
Provision for credit losses (65.6) – (65.6) (13.7) – (13.7) (51.9) – (51.9)
Rental income on operating leases 154.1 (0.4) 153.7 73.9 (0.3) 73.6 80.2 (0.1) 80.1
Other income 85.7 (1.7) 84.0 52.5 (1.1) 51.4 33.2 (0.6) 32.6
Depreciation on operating lease equipment (119.3) – (119.3) (58.0) – (58.0) (61.3) – (61.3)
Other expenses (156.0) (2.8) (158.8) (80.0) (1.5) (81.5) (76.0) (1.3) (77.3)
Income (loss) before provision for income taxes $ 38.7 $(7.1) $ 31.6 $ 28.8 $(4.0) $ 24.8 $ 9.9 $(3.1) $ 6.8
Consumer
Total interest income $ 139.7 $ – $ 139.7 $ 68.9 $ – $ 68.9 $ 70.8 $ – $ 70.8
Total interest expense (101.7) – (101.7) (48.7) – (48.7) (53.0) – (53.0)
Provision for credit losses (1.8) – (1.8) (0.9) – (0.9) (0.9) – (0.9)
Other income 5.8 – 5.8 2.9 – 2.9 2.9 – 2.9
Other expenses (32.9) – (32.9) (15.5) – (15.5) (17.4) – (17.4)
Income (loss) before provision for income taxes $ 9.1 $ – $ 9.1 $ 6.7 $ – $ 6.7 $ 2.4 $ – $ 2.4
Corporate and Other
Total interest income $ 10.6 $ – $ 10.6 $ 4.8 $ – $ 4.8 $ 5.8 $ – $ 5.8
Total interest expense (199.1) 5.3 (193.8) (119.2) 1.7 (117.5) (79.9) 3.6 (76.3)
Other income 10.3 – 10.3 (8.0) – (8.0) 18.3 – 18.3
Operating expenses / loss on debt
extinguishments (5.3) (0.4) (5.7) (16.0) (0.3) (16.3) 10.7 (0.1) 10.6
Income (loss) before provision for income taxes $(183.5) $ 4.9 $(178.6) $(138.4) $ 1.4 $(137.0) $ (45.1) $ 3.5 $ (41.6)
(1)
See revised Unaudited Consolidated Statements of Operations for descriptions of corrections.
CIT ANNUAL REPORT 2012 167
Item 9: Changes in and Disagreements with Accountants on Accounting and Financial Disclosure
168 CIT ANNUAL REPORT 2012
PART THREE
Item 12. Security Ownership of Certain Beneficial Owners and Management and
Related Stockholder Matters
The information called for by Item 12 is incorporated by reference from the information under the caption “Security Ownership of Certain
Beneficial Owners and Management” in our Proxy Statement for our 2013 annual meeting of stockholders.
Item 13. Certain Relationships and Related Transactions, and Director Independence
The information called for by Item 13 is incorporated by reference from the information under the captions “Corporate Governance-
Director Independence” and “Related Person Transactions Policy” in our Proxy Statement for our 2013 annual meeting of stockholders.
PART FOUR
4.7 Form of ECA Loan Agreement among Madeleine Leasing Limited, as borrower, various financial institutions, as original
ECA lenders, ABN AMRO Bank N.V., Paris Branch, as French national agent, ABN AMRO Bank N.V., Niederlassung
Deutschland, as German national agent, ABN AMRO Bank N.V., London Branch, as British national agent, ABN AMRO
Bank N.V., London Branch, as ECA facility agent, ABN AMRO Bank N.V., London Branch, as security trustee, and CIT
Aerospace International, as servicing agent, relating to certain Export Credit Agency sponsored secured financings of
aircraft and related assets during the 2008 and 2009 fiscal years (incorporated by reference to Exhibit 4.13 to Form 10-K
filed March 10, 2011).
4.8 Form of Aircraft Head Lease between Madeleine Leasing Limited, as lessor, and CIT Aerospace International, as head
lessee, relating to certain Export Credit Agency sponsored secured financings of aircraft and related assets during the
2008 and 2009 fiscal years (incorporated by reference to Exhibit 4.14 to Form 10-K filed March 10, 2011).
4.9 Form of Proceeds and Intercreditor Deed among Madeleine Leasing Limited, as borrower and lessor, various financial
institutions, ABN AMRO Bank N.V., Paris Branch, as French national agent, ABN AMRO Bank N.V., Niederlassung
Deutschland, as German national agent, ABN AMRO Bank N.V., London Branch, as British national agent, ABN AMRO
Bank N.V., London Branch, as ECA facility agent, ABN AMRO Bank N.V., London Branch, as security trustee, relating to
certain Export Credit Agency sponsored secured financings of aircraft and related assets during the 2008 and 2009 fiscal
years (incorporated by reference to Exhibit 4.15 to Form 10-K filed March 10, 2011).
4.10 Form of All Parties Agreement among CIT Aerospace International, as head lessee, Jessica Leasing Limited, as borrower
and lessor, CIT Group Inc., as guarantor, various financial institutions, as original ECA lenders, Citibank International plc,
as French national agent, Citibank International plc, as German national agent, Citibank International plc, as British
national agent, The Royal Bank of Scotland N.V., London Branch, as ECA facility agent, The Royal Bank of Scotland N.V.,
London Branch, as security trustee, CIT Aerospace International, as servicing agent, and Citibank, N.A., as administrative
agent, relating to certain Export Credit Agency sponsored secured financings of aircraft and related assets during the
2010 fiscal year (incorporated by reference to Exhibit 4.16 to Form 10-K filed March 10, 2011).
4.11 Form of ECA Loan Agreement among Jessica Leasing Limited, as borrower, various financial institutions, as original ECA
lenders, Citibank International plc, as French national agent, Citibank International plc, as German national agent,
Citibank International plc, as British national agent, The Royal Bank of Scotland N.V., London Branch, as ECA facility
agent, The Royal Bank of Scotland N.V., London Branch, as security trustee, and Citibank, N.A., as administrative agent,
relating to certain Export Credit Agency sponsored secured financings of aircraft and related assets during the 2010 fiscal
year (incorporated by reference to Exhibit 4.17 to Form 10-K filed March 10, 2011).
4.12 Form of Aircraft Head Lease between Jessica Leasing Limited, as lessor, and CIT Aerospace International, as head lessee,
relating to certain Export Credit Agency sponsored secured financings of aircraft and related assets during the 2010 fiscal
year (incorporated by reference to Exhibit 4.18 to Form 10-K filed March 10, 2011).
4.13 Form of Proceeds and Intercreditor Deed among Jessica Leasing Limited, as borrower and lessor, various financial
institutions, as original ECA lenders, Citibank International plc, as French national agent, Citibank International plc, as
German national agent, Citibank International plc, as British national agent, The Royal Bank of Scotland N.V., London
Branch, as ECA facility agent, The Royal Bank of Scotland N.V., London Branch, as security trustee, and Citibank, N.A., as
administrative agent, relating to certain Export Credit Agency sponsored secured financings of aircraft and related assets
during the 2010 fiscal year (incorporated by reference to Exhibit 4.19 to Form 10-K filed March 10, 2011).
4.14 Indenture, dated as of March 30, 2011, between CIT Group Inc. and Deutsche Bank Trust Company Americas, as trustee
(incorporated by reference to Exhibit 4.1 to Form 8-K filed June 30, 2011).
4.15 First Supplemental Indenture, dated as of March 30, 2011, between CIT Group Inc., the Guarantors named therein, and
Deutsche Bank Trust Company Americas, as trustee (including the Form of 5.250% Note due 2014 and the Form of 6.625%
Note due 2018) (incorporated by reference to Exhibit 4.2 to Form 8-K filed June 30, 2011).
4.16 Registration Rights Agreement, dated as of March 30, 2011, among CIT Group Inc., the Guarantors named therein, and
Merrill Lynch, Pierce, Fenner & Smith Incorporated, Barclays Capital Inc., Citigroup Global Markets Inc., Deutsche Bank
Securities Inc. and J.P. Morgan Securities LLC, as representatives for the initial purchasers named therein (incorporated by
reference to Exhibit 10.1 to Form 8-K filed June 30, 2011).
4.17 Third Supplemental Indenture, dated as of February 7, 2012, between CIT Group Inc., the Guarantors named therein, and
Deutsche Bank Trust Company Americas, as trustee (including the Form of Notes) (incorporated by reference to Exhibit
4.4 of Form 8-K dated February 13, 2012).
4.18 Registration Rights Agreement, dated as of February 7, 2012, among CIT Group Inc., the Guarantors named therein, and
JP Morgan Securities LLC, as representative for the initial purchasers named therein (incorporated by reference to Exhibit
10.1 of Form 8-K dated February 13, 2012).
CIT ANNUAL REPORT 2012 171
4.19 Revolving Credit and Guaranty Agreement, dated as of August 25, 2011 among CIT Group Inc., certain subsidiaries of CIT
Group Inc., the lenders party thereto from time to time and Bank of America, N.A., as Administrative Agent, Collateral
Agent, and L/C Issuer (incorporated by reference to Exhibit 4.1 to Form 8-K filed August 26, 2011).
4.20 Indenture, dated as of March 15, 2012, among CIT Group Inc., Wilmington Trust, National Association, as trustee, and
Deutsche Bank Trust Company Americas, as paying agent, security registrar and authenticating agent (incorporated by
reference to Exhibit 4.1 of Form 8-K filed March 16, 2012).
4.21 First Supplemental Indenture, dated as of March 15, 2012, among CIT Group Inc., Wilmington Trust, National Association,
as trustee, and Deutsche Bank Trust Company Americas, as paying agent, security registrar and authenticating agent
(including the Form of 5.25% Senior Unsecured Note due 2018) (incorporated by reference to Exhibit 4.2 of Form 8-K filed
March 16, 2012).
4.22 Second Supplemental Indenture, dated as of May 4, 2012, among CIT Group Inc., Wilmington Trust, National Association,
as trustee, and Deutsche Bank Trust Company Americas, as paying agent, security registrar and authenticating agent
(including the Form of 5.000% Senior Unsecured Note due 2017 and the Form of 5.375% Senior Unsecured Note due 2020)
(incorporated by reference to Exhibit 4.2 of Form 8-K filed May 4, 2012).
4.23 Third Supplemental Indenture, dated as of August 3, 2012, among CIT Group Inc., Wilmington Trust, National Association,
as trustee, and Deutsche Bank Trust Company Americas, as paying agent, security registrar and authenticating agent
(including the Form of 4.25% Senior Unsecured Note due 2017 and the Form of 5.00% Senior Unsecured Note due 2022)
(incorporated by reference to Exhibit 4.2 to Form 8-K filed August 3, 2012).
10.1 Form of Separation Agreement by and between Tyco International Ltd. and CIT (incorporated by reference to Exhibit 10.2
to Amendment No. 3 to the Registration Statement on Form S-1 filed June 26, 2002).
10.2 Form of Financial Services Cooperation Agreement by and between Tyco International Ltd. and CIT (incorporated by
reference to Exhibit 10.3 to Amendment No. 2 to the Registration Statement on Form S-1 filed June 12, 2002).
10.3* Amended and Restated CIT Group Inc. Long-Term Incentive Plan (as amended and restated effective December 10, 2009)
(incorporated by reference to Exhibit 4.1 to Form S-8 filed January 11, 2010).
10.4* CIT Group Inc. Supplemental Retirement Plan (As Amended and Restated Effective as of January 1, 2008) (incorporated by
reference to Exhibit 10.27 to Form 10-Q filed May 12, 2008).
10.5* CIT Group Inc. Supplemental Savings Plan (As Amended and Restated Effective as of January 1, 2008) (incorporated by
reference to Exhibit 10.28 to Form 10-Q filed May 12, 2008).
10.6* New Executive Retirement Plan of CIT Group Inc. (As Amended and Restated as of January 1, 2008) (incorporated by
reference to Exhibit 10.29 to Form 10-Q filed May 12, 2008).
10.7* Letter Agreement, effective February 8, 2010, between CIT Group Inc. and John A. Thain (incorporated by reference to
Exhibit 10.1 to Form 8-K filed February 8, 2010).
10.8* Form of CIT Group Inc. Three Year Stock Salary Award Agreement, dated February 8, 2010 (incorporated by reference to
Exhibit 10.2 to Form 8-K filed February 8, 2010).
10.9 Written Agreement, dated August 12, 2009, between CIT Group Inc. and the Federal Reserve Bank of New York
(incorporated by reference to Exhibit 10.1 of Form 8-K filed August 13, 2009).
10.10 Form of CIT Group Inc. Two Year Restricted Stock Unit Award Agreement, dated July 29, 2010 (incorporated by reference
to Exhibit 10.31 to Form 10-Q filed August 9, 2010).
10.11* Letter Agreement, dated June 2, 2010, between CIT Group Inc. and Scott T. Parker (incorporated by reference to Exhibit
99.3 to Form 8-K filed July 6, 2010).
10.12 Form of CIT Group Inc. Long-term Incentive Plan Restricted Stock Unit Retention Award Agreement (incorporated by
reference to Exhibit 10.33 to Form 10-Q filed August 9, 2010).
10.13 Form of CIT Group Inc. Long-Term Incentive Plan Restricted Stock Unit Award Agreement (incorporated by reference to
Exhibit 10.34 to Form 10-Q filed August 9, 2010).
10.14 Form of CIT Group Inc. Long-term Incentive Plan Stock Option Award Agreement (One Year Vesting) (incorporated by
reference to Exhibit 10.35 to Form 10-Q filed August 9, 2010).
10.15 Form of CIT Group Inc. Long-term Incentive Plan Stock Option Award Agreement (Three Year Vesting) (incorporated by
reference to Exhibit 10.36 to Form 10-Q filed August 9, 2010).
10.16 Form of CIT Group Inc. Long-term Incentive Plan Restricted Stock Award Agreement (One Year Vesting) (incorporated by
reference to Exhibit 10.37 to Form 10-Q filed August 9, 2010).
10.17 Form of CIT Group Inc. Long-term Incentive Plan Restricted Stock Award Agreement (Three Year Vesting) (incorporated by
reference to Exhibit 10.38 to Form 10-Q filed August 9, 2010).
10.18 Form of CIT Group Inc. Long-term Incentive Plan Restricted Stock Unit Director Award Agreement (Initial Grant)
(incorporated by reference to Exhibit 10.39 to Form 10-Q filed August 9, 2010).
10.19 Form of CIT Group Inc. Long-term Incentive Plan Restricted Stock Unit Director Award Agreement (Annual Grant)
(incorporated by reference to Exhibit 10.40 to Form 10-Q filed August 9, 2010).
10.20 Form of Tax Agreement by and between Tyco International Ltd. and CIT (incorporated by reference to Exhibit 10.27 to
Amendment No. 2 to the Registration Statement on Form S-1 filed June 12, 2002).
10.21* Amended and Restated Employment Agreement, dated as of May 7, 2008, between CIT Group Inc. and C. Jeffrey Knittel
(incorporated by reference to Exhibit 10.35 to Form 10-K filed March 2, 2009).
10.22* Amendment to Employment Agreement, dated December 22, 2008, between CIT Group Inc. and C. Jeffrey Knittel
(incorporated by reference to Exhibit 10.37 to Form 10-K filed March 2, 2009).
10.23* Extension of Term of Employment Agreement, dated March 14, 2011, between CIT Group Inc. and C. Jeffrey Knittel
(incorporated by reference to Exhibit 10.30 of Form 10-Q filed August 9, 2011).
10.24* Letter Agreement, dated April 21, 2010, between CIT Group Inc. and Nelson J. Chai (incorporated by reference to Exhibit
10.31 of Form 10-Q filed August 9, 2011).
10.25* Letter Agreement, dated April 8, 2010, between CIT Group Inc. and Lisa K. Polsky (incorporated by reference to Exhibit
10.32 of Form 10-Q filed August 9, 2011).
10.26 Form of CIT Group Inc. Long-Term Incentive Plan Restricted Stock Unit Award Agreement (with Good Reason)
(incorporated by reference to Exhibit 10.33 of Form 10-Q filed August 9, 2011).
10.27 Form of CIT Group Inc. Long-Term Incentive Plan Restricted Stock Unit Award Agreement (without Good Reason)
(incorporated by reference to Exhibit 10.34 of Form 10-Q filed August 9, 2011).
10.28** Airbus A320 NEO Family Aircraft Purchase Agreement, dated as of July 28, 2011, between Airbus S.A.S. and C.I.T. Leasing
Corporation (incorporated by reference to Exhibit 10.35 of Form 10-Q/A filed February 1, 2012).
10.29** Amended and Restated Confirmation, dated June 28, 2012, between CIT TRS Funding B.V. and Goldman Sachs
International, and Credit Support Annex and ISDA Master Agreement and Schedule, each dated October 26, 2011,
between CIT TRS Funding B.V. and Goldman Sachs International, evidencing a $625 billion securities based financing
facility.
10.30** Third Amended and Restated Confirmation, dated June 28, 2012, between CIT Financial Ltd. and Goldman Sachs
International, and Amended and Restated ISDA Master Agreement Schedule, dated October 26, 2011 between CIT
Financial Ltd. and Goldman Sachs International, evidencing a $1.5 billion securities based financing facility.
10.31** ISDA Master Agreement and Credit Support Annex, each dated June 6, 2008, between CIT Financial Ltd. and Goldman
Sachs International related to a $1.5 billion securities based financing facility (incorporated by reference to Exhibit 10.34 to
Form 10-Q filed August 11, 2008).
10.32* Letter Agreement, dated February 24, 2012, between CIT Group Inc. and Andrew T. Brandman (incorporated by reference
to Exhibit 99.2 of Form 8-K dated filed April 12, 2012).
10.33 Form of CIT Group Inc. Long-Term Incentive Plan Performance Stock Unit Award Agreement (with Good Reason)
(incorporated by reference to Exhibit 10.36 to Form 10-K filed May 10, 2012).
10.34 Form of CIT Group Inc. Long-Term Incentive Plan Performance Stock Unit Award Agreement (without Good Reason)
(incorporated by reference to Exhibit 10.37 to Form 10-K filed May 10, 2012).
10.35* Extension of Term of Employment Agreement, dated March 28, 2012, between CIT Group Inc. and C. Jeffrey Knittel
(incorporated by reference to Exhibit 10.38 to Form 10-K filed May 10, 2012).
10.36* Form of CIT Group Inc. Long-Term Incentive PIan Restricted Stock Unit Award Agreement.
10.37* Form of CIT Group Inc. Long-Term Incentive Plan Restricted Stock Unit Award Agreement (Executives with Employment
Agreements).
12.1 CIT Group Inc. and Subsidiaries Computation of Ratio of Earnings to Fixed Charges.
CIT ANNUAL REPORT 2012 173
SIGNATURES
Pursuant to the requirements of Section 13 or 15(d) of the Securities Exchange Act of 1934, the Registrant has duly caused this report to
be signed on its behalf by the undersigned, thereunto duly authorized.
Pursuant to the requirements of the Securities Exchange Act of 1934, this report has been signed below by the following persons on
March 1, 2013 in the capacities indicated below.
NAME NAME
* Original powers of attorney authorizing John A. Thain, Robert J. Ingato, and James P. Shanahan and each of them to sign on behalf of the above-
mentioned directors are held by the Corporation and available for examination by the Securities and Exchange Commission pursuant to Item 302(b) of
Regulation S-T.
EXHIBIT 12.1
CIT Group Inc. and Subsidiaries Computation of Ratio of Earnings to Fixed Charges (dollars in millions)
Years Ended December 31,
CIT Predecessor CIT
2012 2011 2010 2009 2008
Earnings: Revised Revised
Net income (loss) available (attributable) to common
shareholders $ (592.3) $ 14.8 $ 521.3 $ (3.9) $(2,864.2)
Net loss from discontinued operation — — — 2,166.4
(Benefit) provision for income taxes – continuing operations 133.8 158.6 245.7 (147.6) (444.4)
Earnings (loss) from continuing operations, before provision
(benefit) for income taxes (458.5) 173.4 767.0 (151.5) (1,142.2)
Fixed Charges:
Interest and debt expenses on indebtedness 2,897.4 2,794.4 3,079.7 2,664.6 3,139.1
Interest factor: one-third of rentals on real and personal
properties 8.2 9.3 23.2 17.5 18.9
Total fixed charges for computation of ratio 2,905.6 2,803.7 3,102.9 2,682.1 3,158.0
Total earnings before provision for income taxes and fixed
charges $2,447.1 $ 2,977.1 $ 3,869.9 $2,530.6 $ 2,015.8
(1) (1) (1)
Ratios of earnings to fixed charges 1.06x 1.25x
(1) Earnings were insufficient to cover fixed charges by $458.5 million, $151.5 million, and $1,142.2 million for the years ended December 31, 2012,
December 31, 2009, and December 31, 2008, respectively.
EXHIBIT 31.1
CERTIFICATIONS
I, John A. Thain, certify that:
1. I have reviewed this annual report on Form 10-K of CIT Group Inc.;
2. Based on my knowledge, this report does not contain any untrue statement of a material fact or omit to state a material fact nec-
essary to make the statements made, in light of the circumstances under which such statements were made, not misleading with respect
to the period covered by this report;
3. Based on my knowledge, the financial statements, and other financial information included in this report, fairly present in all mate-
rial respects the financial condition, results of operations and cash flows of the registrant as of, and for, the periods presented in this
report;
4. The registrant’s other certifying officer and I are responsible for establishing and maintaining disclosure controls and procedures
(as defined in Exchange Act Rules 13a-15(e) and 15d-15(e)) and internal control over financial reporting (as defined in Exchange Act Rules
13a-15(f) and 15d-15(f)) for the registrant and have:
(a) designed such disclosure controls and procedures, or caused such disclosure controls and procedures to be designed
under our supervision, to ensure that material information relating to the registrant, including its consolidated subsidiaries, is
made known to us by others within those entities, particularly during the period in which this report is being prepared;
(b) designed such internal control over financial reporting, or caused such internal control over financial reporting to be
designed under our supervision, to provide reasonable assurance regarding the reliability of financial reporting and the prepara-
tion of financial statements for external purposes in accordance with generally accepted accounting principles;
(c) evaluated the effectiveness of the registrant’s disclosure controls and procedures and presented in this report our con-
clusions about the effectiveness of the disclosure controls and procedures, as of the end of the period covered by this report
based on such evaluation; and
(d) disclosed in this report any change in the registrant’s internal control over financial reporting that occurred during the
registrant’s most recent fiscal quarter (the registrant’s fourth fiscal quarter in the case of an annual report) that has materially
affected, or is reasonably likely to materially affect, the registrant’s internal control over financial reporting; and
5. The registrant’s other certifying officer and I have disclosed, based on our most recent evaluation of internal control over financial
reporting, to the registrant’s auditors and the audit committee of the registrant’s board of directors (or persons performing the equivalent
functions):
a) all significant deficiencies and material weaknesses in the design or operation of internal control over financial reporting
which are reasonably likely to adversely affect the registrant’s ability to record, process, summarize and report financial informa-
tion; and
b) any fraud, whether or not material, that involves management or other employees who have a significant role in the regis-
trant’s internal control over financial reporting.
Certifications by the Chief Executive Officer and the Chief Financial Officer of CIT
pursuant to section 302 of the Sarbanes-Oxley Act of 2002 have been filed as
exhibits to CIT’s Annual Report on Form 10-K. Printed on recycled paper
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