Item 2.02. Results of Operations and Financial Condition.
This Current Report on Form 8-K includes as an exhibit a press release, dated
Item 7.01. Regulation FD Disclosure.
In addition, this Form 8-K includes a copy of the Company's presentation to
analysts and investors of its financial results for the quarter and full year
ended
Item 9.01. Financial Statements and Exhibits.
(d) Exhibits. Exhibit No. Description 99.1 Press release issued byCIT Group Inc. onJanuary 26, 2021 reporting its financial results as of and for the quarter and full year endedDecember 31, 2020 . 99.2 Presentation byCIT Group Inc. onJanuary 26, 2021 regarding its financial results for the quarter and full year endedDecember 31, 2020 . 104 Cover Page Interactive Data File (embedded within the Inline XBRL document).
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Forward-Looking Statements
This Form 8-K contains forward-looking statements within the meaning of
applicable federal securities laws that are based upon our current expectations
and assumptions concerning future events, which are subject to a number of risks
and uncertainties that could cause actual results to differ materially from
those anticipated. The words "expect," "anticipate," "estimate," "forecast,"
"initiative," "objective," "plan," "goal," "project," "outlook," "priorities,"
"target," "intend," "evaluate," "pursue," "commence," "seek," "may," "will,"
"would," "could," "should," "believe," "potential," "continue," or the negative
of any of those words or similar expressions is intended to identify
forward-looking statements. All statements contained in this Form 8-K, other
than statements of historical fact, including without limitation, statements
about our plans, strategies, prospects and expectations regarding future events
and our financial performance, are forward-looking statements that involve
certain risks and uncertainties. In particular, any projections or expectations
regarding our pending merger with First Citizens, our future revenues, expenses,
earnings, capital expenditures, deposits or stock price, as well as the
assumptions on which such expectations are based, are such forward-looking
statements reflecting only our current judgment and are not guarantees of future
performance or results. While these statements represent our current judgment on
what the future may hold, and we believe these judgments are reasonable, these
statements are not guarantees of any events or financial results, and our actual
results may differ materially. Important factors that could cause our actual
results to be materially different from our expectations include, among others,
the risk that: (i) CIT is unsuccessful in implementing its strategy and business
plan, including planned or potential acquisitions or divestitures; (ii) CIT is
unable to react to and address key business and regulatory issues; (iii) CIT is
unable to achieve the projected revenue growth from its new business initiatives
or the projected expense reductions from efficiency improvements; (iv) CIT
becomes subject to liquidity constraints and higher funding costs; (v) the
parties to a transaction do not obtain regulatory or other approvals or satisfy
closing conditions to the transaction on a timely basis, or at all, or approvals
are subject to conditions that are not anticipated; or (vi) changes in asset
quality and credit risk, interest rates and capital markets or other economic
conditions. Further, additional factors relating to CIT's pending merger with
First Citizens could cause actual results to differ materially from any
forward-looking statements, including (i) CIT's and First Citizens' ability to
obtain regulatory approvals and meet other closing conditions to the merger and
(ii) delays in closing the merger. In addition, statements about the potential
effects of the COVID-19 pandemic on our business, results of operations and
financial condition may constitute forward-looking statements and are subject to
the risk that the actual effects may differ, possibly materially, from what is
reflected in those forward-looking statements due to factors and future
developments that are uncertain, unpredictable and in many cases beyond our
control, including the scope and duration of the pandemic, action taken by
government authorities in response to the pandemic, and the direct and indirect
impact of the pandemic on our customers and service providers and on economies
and markets more generally. We further describe these and other risks that could
affect our results in Item 1A, "Risk Factors," of our latest Annual Report on
Form 10-K for the year ended
Important Information about the Proposed Transaction and Where to Find It
In connection with the proposed transaction between CIT and with First Citizens,
First Citizens filed with the
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transaction, respectively. This communication does not constitute an offer to sell or a solicitation of an offer to buy any securities or a solicitation of any vote or approval.
INVESTORS AND SECURITY HOLDERS ARE URGED TO READ THE REGISTRATION STATEMENT ON FORM S-4 AND THE JOINT PROXY STATEMENT/PROSPECTUS INCLUDED WITHIN THE REGISTRATION STATEMENT ON FORM S-4 (AND ANY OTHER RELEVANT DOCUMENTS FILED WITH THE SECURITIES AND EXCHANGE COMMISSION IN CONNECTION WITH THE PROPOSED TRANSACTION OR INCORPORATED BY REFERENCE INTO THE JOINT PROXY STATEMENT/PROSPECTUS) BECAUSE SUCH DOCUMENTS CONTAIN IMPORTANT INFORMATION REGARDING FIRST CITIZENS, CIT, THE PROPOSED TRANSACTION AND RELATED MATTERS.
Investors and security holders may obtain free copies of these documents and
other documents filed with the
Participants in the Proposed Transaction
CIT, First Citizens, and certain of their respective directors and executive
officers may be deemed participants in the solicitation of proxies from the
stockholders of each of First Citizens and CIT in connection with the proposed
transaction under the rules of the
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