8-K 1 a41656.htm CIT FUNDING CO, LLC

 

 

 

 

OMB APPROVAL

 

 


 

 

OMB Number: 3235-0060
Expires: January 31, 2008
Estimated average burden
hours per response …….38.0

 

UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

FORM 8-K

CURRENT REPORT
Pursuant to Section 13 OR 15(d) of
The Securities Exchange Act of 1934

Date of Report (Date of earliest event reported) March 23, 2006

 

CIT Funding Company, LLC


(Exact name of registrant as specified in its charter)


 

 

 

 

 

 

Delaware

 

000-30501

 

22-3634034

 







(State or other jurisdiction
of incorporation)

 

(Commission
File Number)

 

(IRS Employer
Identification No.)

 

 

 

 

 

 

 


 

 

 

 

1 CIT Drive
Livingston, New Jersey

 

07039

 


 



(Address of principal executive offices)

 

(Zip Code)

 

Registrant’s telephone number, including area code (973) 740-5000

 

 


(Former name or former address, if changed since last report.)

Potential persons who are to respond to the collection of information
contained in this form are not required to respond unless the form
displays a currently valid OMB control number

- 1 -


 

 

Item 8.01 

Other Events.

          CIT Funding Company, LLC (the “Registrant”) has registered $1,008,422,983 in receivable-backed notes on a delayed or continuous basis pursuant to Rule 415 under the Securities Act of 1933, as amended (the “Act”), by a Registration Statement on Form S-3 (File No. 333-122288) (as so amended, the “Registration Statement”).

          On March 23, 2006 (the “Closing Date”), pursuant to the Pooling and Servicing Agreement, attached hereto as Exhibit 4.3 (the “Pooling and Servicing Agreement”), the Depositor caused CIT Equipment Collateral 2006-VT1 (the “Issuing Entity”) to issue $330,000,000 in aggregate principal amount of 4.98953% Receivable-Backed Class A-1 Notes, $179,000,000 in aggregate principal amount of 5.13000% Receivable-Backed Class A-2 Notes, $330,000,000 in aggregate principal amount of 5.13000% Receivable-Backed Class A-3 Notes, $93,790,000 in aggregate principal amount of 5.14000% Receivable-Backed Class A-4 Notes, $22,690,000 in aggregate principal amount of 5.23000% Receivable-Backed Class B Notes, $22,690,000 in aggregate principal amount of 5.28000% Receivable-Backed Class C Notes, and $30,252,983 in aggregate principal amount of 5.48000% Receivable-Backed Class D Notes (the “Notes”).

          The Notes have the benefit of certain funds deposited in a reserve account established pursuant to the Pooling and Servicing Agreement, and are entitled to certain other credit enhancements in the form of over-collateralization resulting from the excess of interest payable in respect of the obligations securing the Notes over the sum of interest payable in respect of the Notes and servicing expenses, as more fully described in the Pooling and Servicing Agreement.

          This Current Report on Form 8-K is being filed to satisfy an undertaking to file copies of certain agreements executed in connection with the issuance and the sale of the Notes.

          The Notes represent obligations of the Issuing Entity. The Issuing Entity was created pursuant to a Trust Agreement, dated March 8, 2006, as amended and restated by the Amended and Restated Trust Agreement attached hereto as Exhibit 4.2.

          The Notes were issued pursuant to an Indenture, attached hereto as Exhibit 4.1, dated February 1, 2006, among the Issuing Entity and The Bank of New York, as indenture trustee.

          The primary assets of the Issuing Entity are a pool of contracts, including certain equipment leases and financing agreements (the “Contracts”), a security interest in the underlying contracts and other property relating to the Contracts, which were transferred to the Issuing Entity on the Closing Date pursuant to the Pooling and Servicing Agreement.

          As of the Closing Date, the Contracts had the characteristics described in the Prospectus dated March 1, 2006, the Preliminary Prospectus Supplement previously filed with the Securities and Exchange Commission (the “Commission”) pursuant to Rule 424(b)(3) of the Act on March 15, 2006, and the Prospectus Supplement dated March 14, 2006 previously filed with the Commission on March 17, 2006 pursuant to Rule 424(b)(5) of the Act.

          Capitalized terms used herein and not otherwise defined shall have the meanings ascribed to them in the Pooling and Servicing Agreement.

- 2 -


 

 

Item 9.01

Financial Statements and Exhibits


 

 

(a)

Not applicable

 

 

(b)

Not applicable

 

 

(c)

Not applicable

 

 

(d)

Exhibits

          The following are filed herewith. The exhibit numbers correspond with Item 601(b) of Regulation S-K.

 

 

Exhibit No.

Description

 

 

1.1

Underwriting Agreement, dated March 14, 2006, among CIT Funding Company, LLC, CIT Financial USA, Inc., and Merrill Lynch, Pierce, Fenner & Smith Incorporated and Deutsche Bank Securities Inc., as representatives of the several underwriters.

 

 

4.1

Indenture, dated February 1, 2006, among CIT Equipment Collateral 2006-VT1 and The Bank of New York, as Indenture Trustee.

 

 

4.2

Amended and Restated Trust Agreement, dated February 1, 2006, among CIT Funding Company, LLC, as Depositor, and Chase Bank USA, National Association, as Owner Trustee.

 

 

4.3

Pooling and Servicing Agreement, dated February 1, 2006, among CIT Equipment Collateral 2006-VT1, as Trust, CIT Funding Company, LLC, as Depositor, and CIT Financial USA, Inc., as Servicer.

 

 

10.1

Administration Agreement, dated February 1, 2006, among CIT Equipment Collateral 2006-VT1, as Issuer, CIT Financial USA, Inc., as Administrator, CIT Funding Company, LLC, as Depositor, and The Bank of New York, as Indenture Trustee.

- 3 -


SIGNATURES

          Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.

 

 

 

 

 

CIT Funding Company, LLC

 


 

 

 

(Registrant)

Date: March 27, 2006

 

 

 

 

By: 

/s/ Usama Ashraf

 

 

 


 

 

(Signature)

 

 

 

Name: Usama Ashraf

 

Title:   Vice President

 

 

- 4 -