CIT GROUP INC (Form: 10-Q, Received: 10/30/2020 17:07:22)

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Table of Contents

UNITED STATES SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

FORM 10-Q

☒	Quarterly Report Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934		☐	Transition Report Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934
	For the quarterly period ended September 30, 2020

Commission File Number: 001-31369

CIT GROUP INC.

(Exact name of Registrant as specified in its charter)

Delaware (State or other jurisdiction of incorporation or organization)		65-1051192 (IRS Employer Identification Number)

11 West 42nd Street New York, New York (Address of Registrant’s principal executive offices)		10036 (Zip Code)

(212) 461-5200 (Registrant’s telephone number)


Securities registered pursuant to Section 12(b) of the Act:
Title of each class	Trading Symbol(s)	Name of each exchange on which registered
Common Stock, par value $0.01 per share	CIT	New York Stock Exchange
5.625% Non-Cumulative Perpetual Preferred Stock, Series B, par value $0.01 per share	CITPRB	New York Stock Exchange

Indicate by check mark whether the registrant (1) has filed all reports required to be filed by Section 13 or 15(d) of the Securities Exchange Act of 1934 during the preceding 12 months (or for such shorter period that the registrant was required to file such reports), and (2) has been subject to such filing requirements for the past 90 days.

Yes ☒ No ☐

Indicate by check mark whether the registrant has submitted electronically every Interactive Data File required to be submitted pursuant to Rule 405 of Regulation S-T (§232.405 of this chapter) during the preceding 12 months (or for such shorter period that the registrant was required to submit such files).

Yes ☒ No ☐

Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer, a non-accelerated filer, a smaller reporting company or an emerging growth company. See the definitions of ‘large accelerated filer,’ ‘accelerated filer’, ‘smaller reporting company’ and ‘emerging growth company’ in Rule 12b-2 of the Exchange Act.


Large accelerated filer	☒	Accelerated filer	☐	Non-accelerated filer	☐
Smaller reporting company	☐	Emerging growth company	☐

If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ☐

Indicate by check mark whether the registrant is a shell company (as defined in Rule 12b-2 of the Exchange Act).

Yes ☐ No ☒

As of October 23, 2020, there were 98,526,477 shares of the registrant’s common stock outstanding.

Table of Contents

CONTENTS

Part One — Financial Information:

Item 1.	Financial Statements	2
	Condensed Consolidated Balance Sheets (Unaudited)	2
	Condensed Consolidated Statements of Income (Unaudited)	3
	Condensed Consolidated Statements of Comprehensive Income (Unaudited)	4
	Condensed Consolidated Statements of Stockholders’ Equity (Unaudited)	5
	Condensed Consolidated Statements of Cash Flows (Unaudited)	6
	Notes to Condensed Consolidated Financial Statements (Unaudited)	7
Item 2.	Management’s Discussion and Analysis of Financial Condition and Results of Operations	52
	and
Item 3.	Quantitative and Qualitative Disclosures about Market Risk	52
Item 4.	Controls and Procedures	106

Part Two — Other Information:

Item 1.	Legal Proceedings	107
Item 1A.	Risk Factors	107
Item 2.	Unregistered Sales of Equity Securities and Use of Proceeds	109
Item 4.	Mine Safety Disclosures	109
Item 6.	Exhibits	110
Signatures		112

Table of Contents

Part One — Financial Information

Item 1. Financial Statements

CIT GROUP INC. AND SUBSIDIARIES

CONDENSED CONSOLIDATED BALANCE SHEETS (Unaudited) (dollars in millions — except share data)

	September 30,			December 31,
	2020			2019
Assets
Cash and due from banks, including restricted balances of $27.8 at September 30, 2020 and $875.2 at December 31, 2019 (see Note 9 for amounts pledged)	$	175.7		$	990.1
Interest bearing cash (see Note 9 for amounts pledged)		6,529.9			1,695.5
Securities purchased under agreement to resell		-			950.0
Investment securities, including securities carried at fair value with changes recorded in net income of $0.0 at September 30, 2020 and $47.2 at December 31, 2019 (see Notes 6 and 9 for amounts pledged)		6,608.8			6,276.8
Assets held for sale		56.7			32.1
Loans (see Note 9 for amounts pledged)		37,319.6			30,998.9
Allowance for credit losses		(1,206.2	)		(482.6	)
Total loans, net of allowance for credit losses		36,113.4			30,516.3
Operating lease equipment, net (see Note 9 for amounts pledged)		7,799.3			7,319.7
Bank-owned life insurance		1,160.4			1,043.2
Goodwill		140.4			369.9
Other assets, including $487.7 at September 30, 2020 and $190.7 at December 31, 2019, at fair value		2,280.4			1,639.2
Total Assets	$	60,865.0		$	50,832.8
Liabilities
Deposits	$	44,706.2		$	35,139.5
Credit balances of factoring clients		1,320.2			1,176.2
Other liabilities, including $86.3 at September 30, 2020 and $100.8 at December 31, 2019, at fair value		1,789.9			1,704.7
Borrowings, including $500.0 at September 30, 2020 and $14.3 at December 31, 2019 contractually due within twelve months		7,284.7			6,473.4
Total Liabilities		55,101.0			44,493.8
Stockholders’ Equity
Preferred Stock: $0.01 par value, 100,000,000 shares authorized, 8,325,000 shares issued and outstanding at September 30, 2020 and December 31, 2019		525.0			525.0
Common Stock: $0.01 par value, 600,000,000 shares authorized
Issued: 163,185,216 at September 30, 2020 and 162,188,287 at December 31, 2019		1.6			1.6
Outstanding: 98,526,477 at September 30, 2020 and 94,742,564 at December 31, 2019
Paid-in capital		6,882.1			6,853.7
Retained earnings		1,467.1			2,307.6
Accumulated other comprehensive income (loss)		46.4			(52.1	)
Treasury stock: 64,658,739 shares at September 30, 2020 and 67,445,723 shares at December 31, 2019 at cost		(3,158.2	)		(3,296.8	)
Total Common Stockholders’ Equity		5,239.0			5,814.0
Total Equity		5,764.0			6,339.0
Total Liabilities and Equity	$	60,865.0		$	50,832.8

The accompanying notes are an integral part of these consolidated financial statements.

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CIT GROUP INC. AND SUBSIDIARIES

CONDENSED CONSOLIDATED STATEMENTS OF INCOME (Unaudited) (dollars in millions — except per share data)

	Quarters Ended September 30,					Nine Months Ended September 30,
	2020		2019			2020			2019
Interest income
Interest and fees on loans	$	395.8	$	446.8		$	1,280.6		$	1,355.1
Other interest and dividends		27.5		56.6			103.2			180.3
Interest income		423.3		503.4			1,383.8			1,535.4
Interest expense
Interest on deposits		103.2		173.8			398.1			501.5
Interest on borrowings		62.3		70.1			195.6			220.7
Interest expense		165.5		243.9			593.7			722.2
Net interest revenue		257.8		259.5			790.1			813.2
Provision for credit losses		63.3		26.6			800.8			88.2
Net interest revenue, after credit provision		194.5		232.9			(10.7	)		725.0
Non-interest income
Rental income on operating leases		201.3		211.7			612.0			642.4
Other non-interest income		146.0		101.0			379.2			303.9
Total non-interest income		347.3		312.7			991.2			946.3
Total revenue, net of interest expense and credit provision		541.8		545.6			980.5			1,671.3
Non-interest expenses
Depreciation on operating lease equipment		82.5		76.0			241.9			232.2
Maintenance and other operating lease expenses		48.6		41.9			158.3			140.0
Operating expenses		295.5		310.8			990.3			854.7
Goodwill impairment		-		-			344.7			-
(Gain) loss on debt extinguishment and deposit redemption		-		0.1			(14.8	)		0.4
Total non-interest expenses		426.6		428.8			1,720.4			1,227.3
(Loss) income from continuing operations before (benefit) provision for income taxes		115.2		116.8			(739.9	)		444.0
(Benefit) provision for income taxes		29.5		(26.0	)		(116.0	)		45.2
(Loss) income from continuing operations		85.7		142.8			(623.9	)		398.8
Discontinued operations
Income from discontinued operations, net of taxes		-		-			-			0.5
Net (loss) income	$	85.7	$	142.8		$	(623.9	)	$	399.3
Preferred stock dividends		2.8		-			18.9			9.4
Net (loss) income available to common shareholders	$	82.9	$	142.8		$	(642.8	)	$	389.9
(Loss) income from continuing operations available to common shareholders	$	82.9	$	142.8		$	(642.8	)	$	389.4
Basic (loss) income per common share
(Loss) income from continuing operations	$	0.84	$	1.51		$	(6.54	)	$	4.01
Income from discontinued operations		-		-			-			0.01
Basic (loss) income per share	$	0.84	$	1.51		$	(6.54	)	$	4.02
Diluted (loss) income per common share
(Loss) income from continuing operations	$	0.84	$	1.50		$	(6.54	)	$	3.99
Income from discontinued operations		-		-			-			0.01
Diluted (loss) income per share	$	0.84	$	1.50		$	(6.54	)	$	4.00
Average number of common shares (thousands)
Basic		98,523		94,732			98,350			97,093
Diluted		98,556		95,018			98,350			97,517

The accompanying notes are an integral part of these consolidated financial statements.

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CIT GROUP INC. AND SUBSIDIARIES

CONDENSED CONSOLIDATED STATEMENTS OF COMPREHENSIVE INCOME (Unaudited) (dollars in millions)

	Quarters Ended September 30,						Nine Months Ended September 30,
	2020			2019			2020			2019
Net (loss) income	$	85.7		$	142.8		$	(623.9	)	$	399.3
Other comprehensive income (loss), net of tax
Foreign currency translation adjustments		0.6			(2.7	)		(0.4	)		7.5
Net unrealized gains (losses) on available for sale securities		(20.1	)		3.3			95.9			104.1
Changes in benefit plans net gains (loss) and prior service (cost)/credit		0.1			-			3.0			2.2
Other comprehensive income (loss), net of tax	$	(19.4	)	$	0.6		$	98.5		$	113.8
Comprehensive (loss) income	$	66.3		$	143.4		$	(525.4	)	$	513.1

The accompanying notes are an integral part of these consolidated financial statements.

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CIT GROUP INC. AND SUBSIDIARIES

CONDENSED CONSOLIDATED STATEMENTS OF STOCKHOLDERS’ EQUITY (Unaudited) (dollars in millions)

	Preferred Stock		Common Stock		Paid-in Capital			Retained Earnings			Accumulated Other Comprehensive Income (Loss)			Treasury Stock, at cost			Total Equity
June 30, 2020	$	525.0	$	1.6	$	6,885.5		$	1,419.4		$	65.8		$	(3,158.0	)	$	5,739.3
Net income		—		—	—				85.7			—			—			85.7
Other comprehensive loss, net of tax		—		—		—			—			(19.4	)		—			(19.4	)
Dividends paid ($0.35 per common share and $0.35 per preferred B share)		—		—	—				(38.0	)		—			—			(38.0	)
Amortization of stock compensation expenses		—		—		(4.6	)		—			—			(0.2	)		(4.8	)
Employee stock purchase plan		—		—		1.2		—				—			—			1.2
September 30, 2020	$	525.0	$	1.6	$	6,882.1		$	1,467.1		$	46.4		$	(3,158.2	)	$	5,764.0

June 30, 2019	$	325.0	$	1.6	$	6,836.2		$	2,111.4		$	(65.1	)	$	(3,293.1	)	$	5,916.0
Net income		—		—		—			142.8			—			—			142.8
Other comprehensive loss, net of tax	—		—		—			—				0.6		—				0.6
Dividends paid ($0.35 per common share)		—		—		—			(33.9	)		—			—			(33.9	)
Share repurchases	—		—		—			—			—				(3.0	)		(3.0	)
Amortization of stock compensation expenses		—		—		10.8			—			—			(0.6	)		10.2
Employee stock purchase plan		—		—		0.8			—			—			—			0.8
September 30, 2019	$	325.0	$	1.6	$	6,847.8		$	2,220.3		$	(64.5	)	$	(3,296.7	)	$	6,033.5

December 31, 2019	$	525.0	$	1.6	$	6,853.7		$	2,307.6		$	(52.1	)	$	(3,296.8	)	$	6,339.0
Adoption of ASU 2016-13		—		—		—			(82.4	)		—			—			(82.4	)
Net loss		—		—		—			(623.9	)		—			—			(623.9	)
Other comprehensive income, net of tax		—		—		—			—			98.5			—			98.5
Dividends paid ($1.05 per common share and $29.00 per preferred A share and $1.18 per preferred B share)		—		—		—			(124.1	)		—			—			(124.1	)
Issuance of common stock - acquisition		—		—		—			(10.1	)		—			151.3			141.2
Amortization of restricted stock, stock option and performance shares expenses		—		—		25.3			—			—			(12.7	)		12.6
Employee stock purchase plan		—		—		3.1			—			—			—			3.1
September 30, 2020	$	525.0	$	1.6	$	6,882.1		$	1,467.1		$	46.4		$	(3,158.2	)	$	5,764.0

December 31, 2018	$	325.0	$	1.6	$	6,810.8		$	1,924.4		$	(178.3	)	$	(2,936.9	)	$	5,946.6
Net income		—		—		—			399.3			—			—			399.3
Other comprehensive income, net of tax		—		—		—			—			113.8			—			113.8
Dividends paid ($0.95 per common share and $29.00 per preferred share)		—		—		—			(103.4	)		—			—			(103.4	)
Share repurchases		—		—		—			—			—			(340.9	)		(340.9	)
Amortization of stock compensation expenses		—		—		34.7			—			—			(18.9	)		15.8
Employee stock purchase plan		—		—		2.3			—			—			—			2.3
September 30, 2019	$	325.0	$	1.6	$	6,847.8		$	2,220.3		$	(64.5	)	$	(3,296.7	)	$	6,033.5

The accompanying notes are an integral part of these consolidated financial statements.

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CIT GROUP INC. AND SUBSIDIARIES

CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS (Unaudited) (dollars in millions)

	Nine Months Ended September 30,
	2020			2019
Cash Flows from Operations
Net (loss) income	$	(623.9	)	$	399.3
Adjustments to reconcile net (loss) income to net cash flows from operations:
Provision for credit losses		800.8			88.2
Depreciation on operating lease equipment		241.9			232.2
Amortization of stock compensation expenses		25.3			34.7
Net gain on asset sales and impairments on assets held for sale		(150.2	)		(39.8	)
(Gain) loss on debt extinguishment and deposit redemption		(14.8	)		0.4
(Benefit) provision for deferred income taxes		(115.9	)		42.7
Increase in loans held for sale		(25.4	)		(12.6	)
Goodwill impairment		344.7			—
Increase in other assets		(285.8	)		(512.5	)
(Decrease) increase in other liabilities		(44.9	)		131.0
Other operating activities		52.7			55.2
Net cash flows provided by operations		204.5			418.8
Cash Flows from Investing Activities
Changes in loans, net		(203.6	)		(1,721.2	)
Purchases of investment securities and securities purchased under agreement to resell		(4,147.8	)		(10,079.7	)
Proceeds from sales and maturities of investment securities and securities purchased under agreement to resell		6,619.9			8,811.4
Proceeds from asset and receivable sales		494.5			715.3
Purchases of assets to be leased and other equipment		(857.7	)		(451.0	)
Proceeds from sale of OREO, net of repurchases		11.9			31.5
Purchase of bank owned life insurance		(100.0	)		(200.0	)
Acquisition, net of cash received		(720.1	)		—
Other investing activities		(67.4	)		22.9
Net cash flows provided by (used in) investing activities		1,029.7			(2,870.8	)
Cash Flows from Financing Activities
Proceeds from the issuance of term debt and FHLB advances		2,204.8			1,595.7
Repayments of term debt, FHLB advances, and net settlements		(1,675.9	)		(3,312.3	)
Net increase in deposits		2,581.6			4,669.3
Repurchase of common stock		—			(340.9	)
Dividends paid		(124.1	)		(103.4	)
Other financing activities		(199.1	)		(26.1	)
Net cash flows provided by financing activities		2,787.3			2,482.3
Effect of exchange rate changes on cash, cash equivalents and restricted cash		(1.5	)		(1.3	)
Increase (decrease) in cash, cash equivalents and restricted cash		4,020.0			29.0
Cash, cash equivalents and restricted cash beginning of period		2,685.6			1,795.6
Cash, cash equivalents and restricted cash end of period	$	6,705.6		$	1,824.6
Supplementary Cash Flow Disclosures
Interest paid	$	(630.1	)	$	(765.5	)
Federal, foreign, state and local income taxes refunded (paid), net		72.1			(16.7	)
Supplementary Non Cash Flow Disclosure
Transfer of assets from held for investment to held for sale		190.8			362.8
Transfer of assets from held for sale to held for investment		25.7			10.8
Transfers of assets to OREO		0.3			17.1
Commitments extended during the period on affordable housing investment credits		84.9			63.0
Issuance of common stock - acquisition		141.2			—

The following tables shows a reconciliation of cash, cash equivalents and restricted cash on the Balance Sheet to that presented in the above Statements of Cash Flow.

	Nine Months Ended September 30,
	2020		2019
Cash and due from banks, including restricted balances of $27.8 and $41.2 at September 30, 2020 and 2019, respectively	$	175.7	$	207.3
Interest-bearing cash, including restricted balances of $2.0 and $2.2 at September 30, 2020 and 2019, respectively		6,529.9		1,617.3
Total cash, cash equivalents, and restricted cash shown in the Statements of Cash Flows	$	6,705.6	$	1,824.6

The accompanying notes are an integral part of these consolidated financial statements.

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CIT Group Inc. and Subsidiaries – Notes to Condensed Consolidated Financial Statements (Unaudited)

NOTE 1 — BUSINESS AND SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES

CIT Group Inc., together with its subsidiaries (collectively "we", "our", "CIT" or the "Company"), is a bank holding company ("BHC") and a financial holding company ("FHC"). CIT was formed in 1908 and provides financing, leasing and advisory services, principally to middle-market companies in a wide variety of industries, primarily in North America. We also provide banking and related services to commercial and individual customers through our banking subsidiary, CIT Bank, N.A. ("CIT Bank" or the "Bank"), which includes a regional branch network of approximately 90 branches and its online bank.

CIT is regulated by the Board of Governors of the Federal Reserve System ("FRB") and the Federal Reserve Bank of New York ("FRBNY") under the U.S. Bank Holding Company Act of 1956, as amended. CIT Bank is regulated by the Office of the Comptroller of the Currency of the U.S. Department of the Treasury ("OCC"). In addition, CIT Bank, as an insured depository institution, is supervised by the Federal Deposit Insurance Corporation (“FDIC”).

BASIS OF PRESENTATION

Basis of Financial Information

These consolidated financial statements have been prepared in accordance with the instructions to Form 10-Q for interim financial information and accordingly do not include all information and note disclosures required by generally accepted accounting principles in the United States of America (“GAAP”) for complete financial statements. The financial statements in this Form 10-Q, in the opinion of management, include all adjustments, consisting only of normal recurring adjustments, necessary for a fair statement of CIT’s financial position, results of operations and cash flows in accordance with GAAP. These consolidated financial statements should be read in conjunction with the Company's Annual Report on Form 10-K for the year ended December 31, 2019 ("2019 Form 10-K").

The accounting and financial reporting policies of CIT conform to GAAP and the preparation of the consolidated financial statements is in conformity with GAAP, which requires management to make estimates and assumptions that affect reported amounts and disclosures. Actual results could differ from those estimates and assumptions. Some of the more significant estimates include: Allowance for Credit Losses (“ACL”), realizability of deferred tax assets, and goodwill. Additionally, where applicable, the policies conform to accounting and reporting guidelines prescribed by bank regulatory authorities.

Principles of Consolidation

The accompanying consolidated financial statements include financial information related to CIT and its majority-owned subsidiaries and those variable interest entities (“VIEs”) where the Company is the primary beneficiary (“PB”).

In preparing the consolidated financial statements, all significant inter-company accounts and transactions have been eliminated. Assets held in an agency or fiduciary capacity are not included in the consolidated financial statements.

The current period’s results of operations do not necessarily indicate the results that may be expected for any other interim period or for the full year as a whole.

Announcement of Definitive Merger Agreement

On October 16, 2020, First Citizens BancShares, Inc. ("First Citizens"), the parent company of First-Citizens Bank & Trust Company, and CIT, the parent company of CIT Bank, N.A., jointly announced that they have entered into a definitive agreement under which the companies will combine in an all-stock merger of equals. See Note 19 – Subsequent Events for further information.

Acquisition

On January 1, 2020, CIT acquired Mutual of Omaha Bank (“MOB”), the savings bank subsidiary of Mutual of Omaha Insurance Company and Omaha Financial Holdings, Inc. (“OFHI”) for approximately $1 billion in cash and stock (the “MOB Acquisition”).

The results for 2020 include the activity of MOB whereas no MOB activity is included in the results for 2019. See further discussion in Note 2 – Acquisition and Discontinued Operations.

Discontinued Operations

There were no discontinued operations as of September 30, 2020 and December 31, 2019. See further discussion in Note 2 – Acquisition and Discontinued Operations.

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CIT Group Inc. and Subsidiaries – Notes to Condensed Consolidated Financial Statements (Unaudited)

The Coronavirus Aid, Relief, and Economic Security Act (the “CARES Act”) and Interagency Statement

On March 27, 2020, the CARES Act was signed into law. Section 4013 of the CARES Act gives financial institutions temporary relief from the accounting and disclosure requirements related to troubled debt restructurings (“TDRs”) under ASC 310-40 and past due and non-accrual reporting in certain situations. Under the CARES Act, banks may elect to deem that loan modifications do not result in TDRs if they are: (1) related to the novel coronavirus disease (“COVID-19”) pandemic; (2) executed on a loan that was not more than 30 days past due as of December 31, 2019; and (3) executed between March 1, 2020, and the earlier of (A) 60 days after the date of termination of the national emergency declared by the President under the National Emergencies Act with respect to COVID-19 (the “National Emergency”) or (B) December 31, 2020. With respect to past due and non-accrual loans, the CARES Act provides that financial institutions are not expected to designate loans with payment accommodations granted due to COVID-19 as past due or non-accrual if they were current on the date used to determine borrower’s delinquency status for the purpose of providing the deferment.

Additionally, on April 7, 2020, a group of federal and state government banking agencies issued an Interagency Statement on Loan Modifications and Reporting for Financial Institutions Working with Customers Affected by the Coronavirus (Revised) (the “Interagency Statement”) that offers some practical expedients for evaluating whether loan modifications that occur in response to the COVID-19 pandemic are TDRs. The Interagency Statement indicates that a lender can conclude that a borrower is not experiencing financial difficulty if either (1) short-term (e.g., six months or less) modifications are made in response to COVID-19, such as payment deferrals, fee waivers, extensions of repayment terms, or other delays in payment that are insignificant related to loans in which the borrower is less than 30 days past due on its contractual payments at the time a modification program is implemented, or (2) the modification or deferral program is related to COVID-19 and mandated by the federal government or a state government (e.g., a state program that requires all institutions within that state to suspend mortgage payments for a specified period). The Interagency Statement interprets, but does not suspend, ASC 310-40, as any loan modification that meets either of these practical expedients would not automatically be considered a TDR because the borrower is presumed not to be experiencing financial difficulty at the time of the loan modification. As provided for under the CARES Act, a financial institution may account for an eligible loan modification either under Section 4013 or in accordance with ASC Subtopic 310-40. The Interagency Statement provides that with respect to loans not otherwise reportable as past due, financial institutions are not expected to designate loans with deferrals granted due to COVID-19 as past due because of the deferral, and that “each financial institution should refer to the applicable regulatory reporting instructions, as well as its internal accounting policies, to determine if loans to stressed borrowers should be reported as non-accrual assets in regulatory reports.” However, during the short-term arrangements discussed in the Interagency Statement, these current loans generally should not be reported as non-accrual.

CIT applies the TDR provisions of the CARES Act on a product-type basis, or on a loan-by-loan basis, for eligible loan modifications. For eligible loans for which the CARES Act is not applied, CIT follows the applicable guidance of the Interagency Statement. For payment deferrals granted to borrowers impacted by COVID-19, CIT has elected to continue to recognize interest income (at a modified effective rate) subject to consideration of whether the loan should be placed on non-accrual status. In addition, CIT has established a credit loss reserve for the estimated amount of accrued interest that will not be recovered for COVID-19 loans, as further detailed in the Allowance Methodology section below.

After the initial payment deferral period granted due to COVID-19, on a case by case basis where requested, borrowers may be offered an additional deferral of up to 90 days pursuant to the CARES Act or Interagency Statement guidance outlined above. After the deferral period, amounts deferred must be repaid based on modified terms, including adding the unpaid amounts to the end of the contract term, spread throughout the remaining term, or other arrangements made on a case by case basis.

Accounting for Lease Concessions Related to the Effects of the COVID-19 Pandemic

On April 10, 2020, the FASB Staff issued a question-and-answer document (the “Lease Concessions Q&A”) on Topic 842: Accounting for Lease Concessions Related to the Effects of the COVID-19 Pandemic. The Lease Concessions Q&A provides that entities may elect to apply or not apply the lease modification guidance in ASC 842, Leases, for lease concessions provided by lessors as a result of the COVID-19 pandemic. This election is available for concessions that result in the total payments required by the modified contract being substantially the same as or less than total payments required by the original contract. CIT has elected not to apply the lease modification guidance in ASC 842 for such lease concessions as permitted by the Lease Concessions Q&A. We account for these lease concessions prospectively recognizing income on a straight-line basis for operating leases and a modified effective rate for finance leases.

SIGNIFICANT ACCOUNTING POLICIES

Significant accounting policies are included in the Company's 2019 Form 10-K. Effective January 1, 2020, CIT changed its accounting policy for the measurement of credit losses on financial instruments resulting from the adoption of ASU 2016-13 Financial Instruments — Credit Losses (Topic 326), and subsequent related Accounting Standards Updates ("ASUs"). In addition, the Company applied the provisions of the CARES Act, the Interagency Statement, and the Lease Concessions Q&A as described in the sections above. There were no other material changes to policies during the nine months ended September 30, 2020. Refer to the Other Newly Adopted Accounting Standards section for other ASUs adopted in the nine months ended September 30, 2020.

ASU 2016-13 Financial Instruments – Credit Losses (Topic 326)

On January 1, 2020, CIT adopted ASU 2016-13 Financial Instruments — Credit Losses (Topic 326): Measurement of Credit Losses on Financial Instruments, and subsequent related ASUs. Topic 326 introduces a forward-looking “expected loss” model (the “Current Expected Credit Losses” or “CECL” model) to estimate credit losses over the full remaining expected life of the portfolio upon adoption, rather than the incurred loss model under GAAP prior to adoption. Estimates of expected credit losses

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(“ECL”) under the CECL model are based on relevant information about past events, current conditions, and reasonable and supportable forecasts regarding the collectability of reported amounts. The CECL model is applicable to financial assets measured on an amortized cost basis. It also applies to off-balance sheet credit exposures where CIT has contractual obligations to extend credit and such obligations are not unconditionally cancelable by CIT. In addition, Topic 326 amends accounting for available-for-sale (“AFS”) debt securities to incorporate an allowance, which allows for reversals of impairment losses if the credit of an issuer improves. Such changes require credit losses to be presented as an allowance rather than as a write-down on AFS debt securities that management does not intend to sell or for which the Company believes it is “more likely than not” that it will not be required to sell.

ASU 2016-13 was adopted using a modified-retrospective approach with a cumulative-effect adjustment to the opening balance of retained earnings. As of January 1, 2020, retained earnings was decreased by $82.4 million due to the adoption of this new standard. Comparative prior period financial information was not adjusted and will continue to be reported under previously applicable accounting guidance.

Allowance Methodology

Topic 326 requires estimating and recognizing expected credit losses over the remaining expected life for applicable financial assets. However, the standard does not prescribe a specific credit loss methodology, requiring CIT to use judgment in determining the relevant information and estimation methods that are appropriate, which must be applied consistently over time. Determining an appropriate ACL requires significant judgment that may change based on management’s ongoing process for analyzing the credit quality of the Company’s loan portfolio. The amounts outstanding on term loans, Consumer Loans, revolving credit facilities and finance leases are referred to as loans.

CIT estimates the ACL for financial assets with similar risk characteristics on a collective basis. A financial asset is measured individually only if it does not share similar risk characteristics with other financial assets. The ACL for AFS debt securities is estimated by using the discounted cash flow method, which reflects the differences between the amortized cost basis and the present value of the principal and interest cash flows expected to be collected. The ACL for loans (bifurcated between commercial and consumer loans) is estimated by using a method other than a discounted cash flow method, and therefore reflects CIT’s expected credit losses on the amortized cost basis of the financial assets as of the reporting date. The estimate of ACL is based on relevant information about past events, current conditions and reasonable and supportable forecasts that affect the collectability of the reported amounts. CIT utilizes a forecast that extends over the contractual term of the loans, and which CIT considers reasonable and supportable for the life of the loan. This forecast uses historical information and takes into consideration current conditions and economic expectations before converging to a long-run trend.

The ACL is a valuation account that is deducted from the amortized cost basis of the financial asset to present the net amount expected to be collected on the financial asset. At the reporting date, CIT records an ACL on the amortized cost of financial assets, including purchased financial assets. Any changes in the current estimate of the ACL from the estimated ACL previously recorded are reported in net income as provision for credit losses expense or reversal of provision for credit losses.

Amortized cost basis is defined as the amount at which a loan or investment is originated or acquired, adjusted for applicable accrued interest, accretion, or amortization of premium, discount, and net of deferred fees or costs, collection of cash, write-offs, foreign exchange, and fair value hedge accounting adjustments.

Accrued interest is generally separately reported from the loan’s amortized cost basis as accrued interest receivable within Other Assets. Accrued interest receivable that is excluded from the amortized cost basis is disclosed in Note 3 – Loans. As permitted by CECL, the Company has elected not to measure an ACL for accrued interest receivable. Rather, CIT’s general policy is to reverse all previously accrued but uncollected interest with a charge against interest income when an account is placed on non-accrual status (for commercial loans) or is contractually delinquent for 90 days or more (for consumer mortgages and small ticket commercial loans). However, for loan deferments granted in response to the COVID-19 pandemic with no contractual payments due during the deferral period, the loans will generally not be reported as past due or placed on non-accrual or written off during the period of the deferral.

Given CIT’s election to accrue interest during the payment deferral period for loan modifications made in response to the COVID-19 pandemic, CIT has established a reserve against the accrued interest receivable for loans for which a payment deferral has been granted (via a charge to the provision for credit losses) for amounts deemed potentially unrecoverable. After the payment deferment period, CIT may require the immediate payment of deferred amounts, provide for the payment of deferred amounts over time, provide for deferred amounts to be paid at the end of the original term, or otherwise modify or restructure the loan. Where the deferred interest is added to the loan, the accrued interest will be recorded as part of the loan balance.

An ACL is not recognized for receivables arising from operating leases as these receivables are not within the scope of Topic 326. The accrual of rental income on operating leases is suspended when the collection of substantially all rental payments is no longer probable and rental income for such leases is recognized when cash payments are received. In the period we conclude that collection of rental payments is no longer probable, accrued but uncollected rental revenue, including operating lease receivables resulting from payment deferrals made in response to COVID-19, is reversed against rental income.

Commercial Loans

With respect to commercial loans, the Company monitors various factors, including expected and historical losses and levels of, and trends in, past due loans, non-performing assets, collateral values and economic conditions. These risk factors are considered when Commercial Loans are graded according to the Company’s internal rating system with respect to probability of default (“PD”) and loss given default (“LGD” or “severity”). The PD and severity are derived through historical observations of

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default and subsequent losses within each risk grading. Credit quality indicators used in determining risk ratings are monitored and updated at least annually. CECL models are employed to develop a lifetime PD which is used to establish the ACL for financial assets that are measured on a collective basis. These models utilize external and internal historical loan performance data together with historical macroeconomic data to identify correlations and select macro variables such as unemployment rate and gross domestic product growth rate that would be appropriate predictors of loan losses in the future to determine the ACL. See Note 3 – Loans for additional information regarding credit quality indicators. For individually reviewed financial assets, see detail provided in the Individually Reviewed Loans section below.

Consumer Loans

With respect to consumer loans, the Company monitors loan performance metrics, including delinquency and non-accrual status, and credit quality risk indicators such as the Loan-to-Value Ratio (“LTV”) of the underlying collateral and the credit score developed by the Fair Isaac Corporation (the “FICO score”) of borrowers excluding government insured loans (which are discussed in the Zero Loss Assumption section below). LTV refers to the ratio comparing the loan's unpaid principal balance to the property's current collateral value as an indicator of the potential loss severity in the event of default. The borrower’s current FICO score, which is obtained quarterly as available, is a secondary credit quality indicator to evaluate borrower’s credit payment history. For consumer loans that are evaluated collectively, ACL and cash flow projections are developed with models that utilize historical loan performance data together with historical macroeconomic data to identify correlations and select macro variables that would be appropriate in estimating future loan losses. The macroeconomic variables considered include measurements of the regional economy, home price changes and unemployment rates, which may have an impact on credit quality. Refer to Note 3 – Loans for additional information regarding credit quality. For individually reviewed financial assets, see detail provided in the Individually Reviewed Loans section below.

Purchased Credit Deteriorated (“PCD”) Financial Assets

PCD assets are acquired individual financial assets (or acquired groups of financial assets with similar risk characteristics) that, as of the date of acquisition, have experienced a more-than-insignificant deterioration in credit quality since origination, as determined by an acquirer’s assessment. A single asset can be deemed a PCD asset, or a group of assets acquired together that have similar risk characteristics can be classified as PCD assets. PCD assets are recorded at their purchase price plus the ACL expected at the time of acquisition, or “gross up” of the amortized cost basis. Day 1 ACL is established for these loans without an income statement effect. Any changes in the current estimate of the ACL after acquisition from the estimated ACL previously recorded are reported in net income as provision for credit losses expense or reversal of provision for credit losses in subsequent periods as they arise. A purchased financial asset that does not qualify as a PCD asset is accounted for similarly to originated assets, whereby an ACL is recognized with a corresponding increase to the income statement provision for credit losses.

Determining which assets meet the PCD definition requires management’s judgment as there is no definition provided for “more-than-insignificant deterioration in credit quality”. Credit deterioration attributes such as credit risk ratings, FICO score, delinquency status and other standard indicators (e.g., TDR, non-accrual status, charge-offs and bankruptcy) are used to classify PCD assets either at the level of the individual asset or on the basis of a group or pool in an asset acquisition or business combination.

In terms of CIT’s former purchased credit-impaired loans (“PCI”) under ASC 310-30, the Company elected to transition from pool level to loan level by using the undiscounted expected cash flows for each asset within the pool to allocate the respective non-credit discount pursuant to ASC 326-20. PCI assets became PCD assets via the re-characterization of existing non-accretable discount as ACL using the undiscounted contractual cash flows method at the loan level, with no equity impact at transition. In transitioning from PCI to PCD, accrued interest was recognized separately from the loan balance because of the Company’s accounting policy election not to measure an ACL on accrued interest receivables within other assets.

Zero Loss Assumption

Measurement of expected credit losses is not required for a financial asset or group of financial assets if historical credit loss information adjusted for current conditions and reasonable and supportable forecasts results in an expectation of nonpayment of the amortized cost basis of zero. Government-insured loans (e.g., Federal Housing Administration (“FHA”)), U.S. treasury securities, U.S. government agency issued securities and certain commercial agency securities are within the scope of the zero loss assumption under CECL given these securities have the highest credit ratings, a long history of no credit losses, and are guaranteed by high credit quality entities.

MOB Acquisition

In connection with the MOB Acquisition, the Company incorporated MOB’s financial assets into CIT’s CECL framework. CIT was required to record an allowance for non-PCD assets with a corresponding increase to the income statement provision for credit losses. For acquired PCD loans, an allowance was required with a corresponding increase to the amortized cost basis as of the acquisition date. For PCD loans where all or a portion of the loan balance has been previously written-off, or would be subject to write-off under CIT’s charge-off policy, the CECL allowance included as part of the grossed-up loan balance at acquisition was immediately written-off, resulting in a zero period-end allowance balance and no impact on the ACL rollforward.

Refer to Note 2 – Acquisition and Discontinued Operations for additional details.

Other Allowance Factors

With respect to loans transferred from held for investment (“HFI”) to assets held for sale (“AHFS”), prior to transfer to AHFS a write-down of the amortized cost basis is recognized with a charge to the provision for credit losses, to the extent the carrying

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value exceeds the fair value and the difference relates to credit quality. After the asset is transferred to AHFS, a valuation allowance is recognized in other income to the extent the amortized cost basis exceeds fair value, and changes in valuation are included in the determination of net income of the period in which the change occurs.

With respect to loans transferred from AHFS to HFI, any valuation allowance previously recorded on the AHFS is reversed through earnings prior to the transfer. CIT then reclassifies the loan into HFI at its amortized cost basis (which is reduced by any previous charge-offs but excludes any valuation allowance). After transferring back into HFI, the loan is evaluated in accordance with CIT’s normal credit review policies with any necessary ACL recognized with a corresponding increase to the income statement provision for credit losses.

An approach similar to the ACL process is utilized to calculate the allowance for off-balance-sheet credit exposures related to unfunded loan commitments, letters of credit and deferred purchase agreements (“DPAs”). The allowance for off-balance-sheet credit exposures is maintained to absorb estimated credit losses related to these facilities and includes an assumption of the likelihood that funding will occur prior to an obligor defaulting. The allowance for off-balance-sheet credit exposures is recorded as a liability within other liabilities on the Consolidated Balance Sheets. Net adjustments to the allowance for off-balance-sheet credit exposures are included in the provision for credit losses.

A loan or lease is determined to be collateral-dependent when the borrower is experiencing financial difficulty and repayment is expected to be provided substantially through the operation or sale of the collateral. Collateral dependent loans and leases are recorded at their amortized cost basis. An ACL is established for an excess of amortized cost of collateral-dependent loans or leases over the fair value of the underlying collateral (less costs to sell, if applicable) at the reporting date. Collateral-dependent loans and leases are identified on a quarterly basis. The underlying collateral is primarily equipment and real estate.

CECL requires that entities do not extend the contractual term for expected extensions, renewals, and modifications unless it has a reasonable expectation at the reporting date that it will execute a TDR with the borrower. In addition, extension or renewal options (excluding those that are accounted for as a derivative) that are included in the original or modified contract at the reporting date and are not unconditionally cancellable by the entity are considered when determining the contractual term of a loan. Under CIT’s allowance methodology, CIT defines a TDR as reasonably expected when the Company has identified and approved a TDR for commercial loans and when CIT as a Lender has approved the terms of a trial modification for a borrower experiencing financial difficulty (typically the beginning of the three- to four-month trial period during which the borrower makes monthly payments under the anticipated modified payment terms) for consumer loans. The amount of the reserve required for these contracts is affected by (1) the size of the portfolio with extension options at the discretion of the borrower; (2) the length and number of extensions for which the borrower is eligible, and (3) the probability the borrower will elect and qualify for the extension.

Past Due and Non-Accrual Loans

A loan is considered past due for financial reporting purposes if a default of contractual principal or interest exists for a period of 30 days or more. For consumer mortgage loans, under the Mortgage Bankers Association’s method of reporting delinquencies, a loan is delinquent if a monthly payment has not been received by the end of the day immediately preceding the loan’s next due date. All other loans use a method of reporting delinquencies that considers a loan delinquent if a monthly payment has not been received by the close of business on the loan’s next due date. Past due loans consist of loans that are still accruing interest as well as loans on non-accrual status.

Loans are placed on non-accrual status when the financial condition of the borrower has deteriorated and payment in full of principal or interest is not expected or the scheduled payment of principal and interest has been delinquent for 90 days or more, unless the loan is both well secured and in the process of collection.

The Company elected that at the time a loan is placed on non-accrual status (for Commercial Loans) or is contractually delinquent for 90 days or more (for consumer mortgages and small ticket Commercial Loans), all previously accrued but uncollected interest is reversed and charged against interest income. All future interest accruals, as well as amortization of deferred fees, costs, purchase premiums or discounts are suspended if a loan is placed on non-accrual status. Subsequent interest received is applied to the outstanding principal balance until the account is collected, charged-off or returned to accrual status. Loans that are on cash basis non-accrual do not accrue interest income; however, payments designated by the borrower as interest payments may be recorded as interest income. To qualify for this treatment, the remaining recorded investment in the loan must be deemed fully collectable.

Regarding payment deferrals granted due to COVID-19, as there are no contractual payments due during the deferral period, these loans will generally not be reported as past due or placed on non-accrual during the period of the deferral. The loans modified for payment deferral shall maintain the borrower’s delinquency status that existed prior to entering the forbearance or deferment period and is frozen for the duration of the payment deferral period as no contractual payments are due. The frozen delinquency status applies to both initial payment deferrals and any additional payment deferrals granted after the initial deferral period.

Individually Reviewed Loans

CECL guidance provides that a financial asset is measured individually if it does not share similar risk characteristics with other financial assets. For CIT, loans which are identified to be individually reviewed under CECL typically would have been evaluated individually as impaired loans using accounting guidance in effect in periods prior to the adoption of CECL.

Loans of $500 thousand or greater that are placed on non-accrual status are subject to periodic individual review by the Company’s problem loan management (“PLM”) function. The Company excludes certain loan portfolios from its individually

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reviewed loan disclosures as charge-offs are typically determined and recorded for such loans beginning at 90-150 days of contractual delinquency, depending on loan type. These excluded loan portfolios include small-ticket loans, primarily in Business Capital, as well as short-term factoring receivables in Commercial Finance.

Charge-Offs on Loans

Charge-offs on loans are recorded after considering such factors as the borrower’s financial condition, the value of underlying collateral and guarantees (including recourse to dealers and manufacturers), and the status of collection activities. Such charge-offs are deducted from the carrying value of the related loans. This policy is largely applicable in the loan classes within Commercial Banking. In general, charge-offs of large ticket commercial loans ($500 thousand or greater) are determined based on the facts and circumstances related to the specific loan and the underlying borrower and the use of judgment by the Company. Charge-offs of small ticket commercial loans are recorded beginning at 90-150 days of delinquency, depending on loan type.

Charge-offs of consumer loans are recorded beginning at 120 days of delinquency. The value of the underlying collateral will be considered when determining the charge-off amount if repossession is reasonably assured and in process.

Charge-offs on the Company’s loans are reflected in the provision for credit losses. Expected recoveries of amounts previously written off and expected to be written off are included in CIT’s loss estimates as decreases to the ACL and the provision for credit losses. In some circumstances, the ACL for a specific portfolio or loan may be negative because the amount expected to be collected, including expected recoveries, exceeds the financial asset’s amortized cost basis. The negative ACL is limited to the amounts previously written off and expected to be written off by the Company.

For acquired PCD loans where all or a portion of the loan balance had been charged off prior to acquisition, and for which active collection efforts are still underway, the CECL allowance included as part of the grossed-up loan balance at acquisition is immediately charged off if required by CIT’s existing charge-off policy. Additionally, CIT is required to consider its existing policies in determining whether to charge-off any financial assets, regardless of whether a charge-off was recorded by the predecessor company. The initial ACL recognized on PCD assets includes the gross-up of the loan balance reduced by immediate charge-offs for loans previously charged off by the predecessor company or which meet CIT’s charge-off policy on the date of acquisition. Charge-offs against the allowance related to such acquired PCD loans do not result in an income statement impact. See Note 4 – Allowance for Credit Losses for additional details.

Investments

Financial Assets with Collateral Maintenance Provisions

The Company has elected to measure the ACL of certain financial assets by comparing the amortized cost basis of the financial asset with the fair value of collateral at the reporting date. Such financial assets include reverse repurchase agreements that are collateralized by securities. The Company marks the collateral assets for these transactions on a daily basis and any change (e.g. decrease in value of collateral) results in additional collateral being called such that the Company is not exposed to default risk of the counterparty. The collateral placed or received are High Quality Liquid securities (“HQL securities”). This election may result in an estimate of zero expected credit losses when the collateral levels are required to be adjusted and replenished to be always equal to or greater than the amortized cost basis of the financial assets. The fair value of collateral is reviewed at each reporting period to ensure zero loss assumption is appropriately applied.

Evaluating AFS Debt Securities for Credit Losses

An unrealized loss exists when the current fair value of an individual debt security is less than its amortized cost basis. Debt securities classified as AFS that are in an unrealized loss position, which the Company does not intend to sell or is not likely to be required to sell, are evaluated to determine whether the decline in fair value has resulted from credit losses or other factors at the individual security level, if they do not qualify for zero-loss assumption. If evidence of credit loss exists, the present value of expected cash flows is compared with the amortized cost basis and an allowance is recorded as a deduction from the security balance, with a corresponding increase in the provision for credit losses, limited by the amount that the fair value is less than the amortized cost basis. Non-credit related impairment losses are recorded in Other Comprehensive Income (“OCI”). Any changes in the current estimate of the ACL from the estimated ACL previously recorded are reported in net income as provision for credit losses expense or reversal of provision for credit losses. Losses are charged against the ACL when the uncollectibility of an AFS debt security is confirmed by management. Change in the ACL due to changes in time value is reported as provision for credit losses. If the Company intends to sell the debt security, or more likely than not will be required to sell the security before recovery of its amortized cost basis, any existing ACL is written off and the amortized cost basis of the security is written down to the fair value at the reporting date with any incremental impairment reported in earnings.

Accrued Interest Receivable on AFS

The Company elected to present the accrued interest receivable balance separately within Other Assets. Accrued interest is excluded from both the fair value and the amortized cost basis of the AFS debt security for the purpose of identifying and measuring impairment. The Company elected not to measure an ACL for accrued interest receivable, rather, all previously accrued but uncollected interest is reversed and charged against interest income when the AFS security is deemed uncollectible by management.

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Regulatory Capital

In March 2020, the OCC, FRB and Federal Deposit Insurance Corporation (“FDIC”) collectively issued an interim final rule on the Revised Transition of the Current Expected Credit Losses Methodology for Allowances (“Revised CECL Transition Rule”) for regulatory capital. See Note 13 – Regulatory Capital for more details.

Other Newly Adopted Accounting Standards

In addition to ASU 2016-13, Financial Instruments – Credit Losses (Topic 326) outlined above, the following pronouncements were issued by the Financial Accounting Standards Board (“FASB”) and adopted by CIT as of January 1, 2020. Refer to Note 1 – Business and Summary of Significant Accounting Policies in our 2019 Form 10-K for a detailed description of these pronouncements:

•

ASU 2018-17, Consolidation (Topic 810): Targeted Improvements to Related Party Guidance for Variable Interest Entities. The adoption of this standard did not have a material impact on CIT’s consolidated financial statements and disclosures.

•

ASU 2019-04, Codification Improvements to Topic 326, Financial Instruments - Credit Losses, Topic 815, Derivatives and Hedging, and Topic 825, Financial Instruments. The adoption of this standard did not have a material impact on CIT’s consolidated financial statements and disclosures.

Recent Accounting Pronouncements

The following accounting pronouncements were issued by the FASB but are not yet effective for CIT.

Standard

Summary of Guidance

Effect on CIT's Financial Statements

ASU 2020-04, Reference Rate Reform (Topic 848) Facilitation of the Effects of Reference Rate Reform on Financial Reporting

Issued March 2020

•The amendments in this update provide optional expedients and exceptions for applying GAAP to contracts, hedging relationships, and other transactions affected by reference rate reform if certain criteria are met.

•The amendments in this update apply only to contracts, hedging relationships, and other transactions that reference LIBOR or another reference rate expected to be discontinued because of reference rate reform.

•For contract modifications, the amendments provide the optional relief of accounting for the modification as a continuation of the existing contract without additional analysis. In addition, companies can consider embedded features to be clearly and closely related to the host contract without reassessment.

•For hedge accounting, entities can continue hedge accounting when certain critical terms of a hedging relationship change. Moreover, companies can perform some effectiveness assessments in ways that disregard certain potential sources of ineffectiveness.

•Entities may make a one-time election to sell and/or transfer debt securities classified as held-to-maturity (“HTM”), that both reference an eligible reference rate and were classified as HTM before January 1, 2020. This one-time election may be made at any time after March 12, 2020 but no later than December 31, 2022.

•The ASU applies prospectively to contract modifications and hedging relationships.

•Entities can apply the amendments in this update as of the beginning of the interim period that includes March 12, 2020 (January 1, 2020 for calendar year-end companies) or any date thereafter. However, the guidance will only be available for a limited time (generally through December 31, 2022).

•CIT is currently evaluating the optional expedients and exceptions provided by this ASU, the timing of the election of the standard, and its impact on the Company’s consolidated financial statements and disclosures. The Company will continue to assess the impact as the reference rate transition occurs through December 31, 2022.

•CIT did not have any HTM debt securities as of January 1, 2020.

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ASU 2019-12, Income Taxes (Topic 740) Simplifying the Accounting for Income Taxes

Issued November 2019

•The amendments in this update add new guidance to simplify accounting for income taxes, change the accounting for certain income tax transactions and make minor improvements to the codification.

•The amendments in this Update have different transition requirements depending on the topic.

•Effective for CIT as of January 1, 2021. Early adoption is permitted.

•This standard is not expected to have a material impact on CIT’s consolidated financial statements and disclosures.

ASU 2020-06, Debt - Debt with Conversion and Other Options (Subtopic 470-20) and Derivatives and Hedging - Contracts in Entity’s Own Equity (Subtopic 815-40): Accounting for Convertible Instruments and Contracts in an Entity’s Own Equity

Issued August 2020

•The amendments in this update reduce the number of models used to account for convertible instruments, amends diluted earnings per share calculations for convertible instruments, amends the requirements for a contract (or embedded derivative) that is potentially settled in an entity’s own shares to be classified in equity, and expands disclosure requirements for convertible instruments.

•Effective for CIT as of January 1, 2022. Early adoption is permitted.

•This ASU is not expected to have a material impact on CIT’s consolidated statements and disclosures as the Company currently does not hold any convertible instrument within the scope of this ASU.

NOTE 2 — ACQUISITION AND DISCONTINUED OPERATIONS

ACQUISITION

On January 1, 2020, CIT Bank acquired MOB, the savings bank subsidiary of Mutual of Omaha Insurance Company and OFHI, for approximately $1 billion in exchange for 100% of all outstanding shares of MOB common stock. The original consideration was comprised of approximately $850 million in cash and approximately 3.1 million shares of CIT Group Inc. common stock (valued at approximately $141 million based on the closing market price on December 31, 2019, the last trading price before the acquisition).

The acquisition enhances CIT’s deposit and commercial banking capabilities by adding a new channel of deposits related to homeowners’ associations (“HOA”) and enhances CIT’s middle-market commercial banking business through the addition of relationship banking teams and expanded product and technology solutions. The acquisition was accounted for as a business combination.

Assets acquired totaled approximately $8.6 billion, including $115.2 million of goodwill and $102.6 million of intangible assets and included $7.6 billion of assumed liabilities and 25 bank branches. The assets acquired, liabilities assumed and consideration exchanged were recorded at their preliminary estimated fair value on the acquisition date.

Consideration and Net Assets Acquired (dollars in millions)

	Original Purchase		Measurement Period			Adjusted Purchase
	Price		Adjustment			Price
Purchase price	$	993.1	$	(7.0	)	$	986.1
Recognized amounts of identifiable assets acquired and liabilities assumed, at fair value

Cash and interest-bearing cash		123.1		-			123.1
Investment securities		1,717.6		-			1,717.6
Loans		6,297.9		-			6,297.9
Other assets		199.5		-			199.5
Total Assets	$	8,338.1	$	-		$	8,338.1

Deposits		6,992.9		-			6,992.9
Securities sold under agreements to repurchase		193.2		-			193.2
Other liabilities		93.1		0.6			93.7
Borrowings		290.0		-			290.0
Total liabilities	$	7,569.2	$	0.6		$	7,569.8
Total fair value of identifiable net assets		768.9		(0.6	)		768.3
Intangible assets		102.6		-			102.6
Goodwill	$	121.6	$	(6.4	)	$	115.2

The determination of estimated fair values required management to make certain estimates about discount rates, future expected cash flows (that may reflect collateral values), market conditions at the time of the acquisition and other future events

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that are highly subjective in nature and may require adjustments. Subsequent to the acquisition, management continued to review information relating to events or circumstances existing at the acquisition date. This review resulted in adjustments to the acquisition date valuation amounts which decreased the goodwill balance to $115.2 million. This goodwill decrease was primarily related to the purchase price true up adjustment.

Cash and interest-bearing cash

The Company acquired cash and interest-bearing cash of $123.1 million, which includes cash on deposit with the FRB and other banks, deposits in transit, vault cash and highly liquid money market investments with original maturities of three months or less. Given the short-term nature and insignificant risk of changes in value because of changes in interest rates, the carrying amount of the acquired cash and interest-bearing cash was determined to equal the fair value.

Investment securities

The Company acquired a portfolio of debt securities and other equity investments valued at approximately $1.7 billion as of the acquisition date. The debt securities portfolio contains U.S. Government guaranteed / sponsored agency commercial and residential mortgage-backed securities, private label asset-backed securities and state and municipal bonds. These securities are classified as AFS debt securities. The acquisition date fair value of the securities was based on third-party dealer quotes which reflect exit prices pursuant to the guidance on fair value measurement.

Loans

The acquired loan portfolio, with an aggregate unpaid principal balance (“UPB”) and a fair value of approximately $6.3 billion at the acquisition date, is comprised of various types of loan products. The loan portfolio has been bucketed considering similar risk characteristics and product types and was further segmented into a commercial loan portfolio and a consumer loan portfolio to align with CIT’s business segmentation. The following table presents the loan valuations by division in each segment.

Loans (dollars in millions)	UPB		Fair Value
Commercial Banking
Commercial Finance	$	2,316.4	$	2,249.4
Real Estate Finance		2,107.3		2,106.4
Consumer Banking
Consumer and Community Banking		1,926.7		1,942.1
Total loans	$	6,350.4	$	6,297.9

The acquired loan portfolios above were valued using the direct method under the income approach. The income approach derives an estimate of value based on the present value of the projected future cash flows of each loan using a discount rate that incorporates the relevant risks associated with the asset and the time value of money. To perform the valuation, the loan portfolio was divided into approximately twenty cohorts based on risk characteristics, nature and collateral of the underlying loans and product type. The loan cohorts were further bifurcated for fixed and adjustable rate loans and then stratified based on credit risk rating for commercial loans and FICO scores for consumer loans. The key cash flow assumptions related to the above acquired loan portfolios were: prepayment rate, default rate, severity rate and discount rate, as applicable.

The Company applied the recovery approach to value the commercial loans identified as individually impaired loans. The fair value of the loans was estimated by discounting the estimated recovery amount to be collected at the selected discount rate through the expected liquidation timeline of each loan. The discount rate and liquidation timeline were selected based on market observations for these types of assets.

The table below summarizes the key valuation input assumptions by division for the acquired loans, excluding the individually impaired loans:

	Discount Rate		Severity Rate		Prepayment Rate		Default Rate
Loan portfolio	Range	Weighted Avg.	Range	Weighted Avg.	Range	Weighted Avg.	Range	Weighted Avg.
Commercial Banking
Commercial Finance	3.25% -15.50%	4.33%	15.00% - 60.00%	18.59%	1.25% - 26.75%	17.99%	0.25% - 7.00%	1.90%
Real Estate Finance	3.25% - 5.50%	3.86%	15.00% - 30.00%	18.37%	0.50% - 26.75%	17.77%	0.10% - 7.00%	2.67%
Consumer Banking
Consumer and Community Banking	2.50% - 6.75%	3.42%	5.00% - 35.00%	9.95%	1.50% - 30.0%	21.93%	0.05% - 7.00%	0.33%

Goodwill and intangible assets

The goodwill recorded is attributable to advancing CIT’s bank deposit strategy by establishing a leading market share in HOA banking, improving CIT’s competitive position in the financial services industry, and the related synergies that are expected to result from the acquisition. The $115.2 million of goodwill recorded represents the excess of the purchase price over the estimated fair value of the net assets acquired by CIT, including intangible assets. See Note 18 – Goodwill and intangible assets for a description of goodwill recognized. Goodwill related to this transaction is deductible for income tax purposes.

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CIT Group Inc. and Subsidiaries – Notes to Condensed Consolidated Financial Statements (Unaudited)

The following table presents the intangible assets recorded in conjunction with the MOB Acquisition related to the valuation of core deposits, customer relationships and trade name.

Intangible Assets (dollars in millions)	Fair Value		Estimated Useful Life	Amortization Method
Core deposit intangibles	$	96.1	10 years	Straight line
Customer relationships		3.5	10 years	Accelerated
Trade name		3.0	10 years	Straight line
Total intangible assets	$	102.6

•

Core Deposit Intangibles — Certain core deposits were acquired as part of the transaction, which provide an additional source of funds for CIT. The core deposit intangibles represent the costs saved by CIT by acquiring the core deposits rather than sourcing the funds elsewhere. This intangible was valued using the income approach: after-tax cost savings method.

•

Customer Relationships — Certain customer relationships were acquired as part of the transaction related to the various MOB product offerings. These relationships include those that are both consumer and commercial based, as well as those related to Community Association Banking (“CAB”) products. The acquired customer relationships were valued using the income approach: multi-period excess earnings method.

•	Trade Name — CIT acquired the CAB name, which is commercially recognized and expected to drive value for the HOA business. The acquired trade name was valued using the income approach: relief from royalty method.

See Note 18 – Goodwill and Intangible assets for further discussion of the accounting for goodwill and other intangible assets.

Other assets

The following table details the other assets acquired.

Other Assets (dollars in millions)


	Adjusted
	Fair Value
Right of use assets	$ 45.5
Property, furniture and fixtures	27.4
Tax credit investments and investments in unconsolidated entities	23.9
Fair value of derivative financial instruments	19.9
Other	82.8
Total other assets	$ 199.5

As of the acquisition date, MOB held investments in certain restricted equity, low income housing tax credits (“LIHTC”), equity equivalents in not for profits, limited partner interests in CRA funds and FHLB Stock. The fair value of the LIHTC investments considered the ongoing equity installments that are regularly allocated to each of the underlying tax credit funds comprising the LIHTC Investments, along with changes to projected tax benefits and the impact this has on future capital contributions, and an appropriately determined discount rate. At acquisition, MOB also held equity interests in four limited partnerships, which have been valued using the net asset value (“NAV”) published by each fund.

The acquisition included various property, furniture and fixtures inclusive of leasehold improvements. CIT considered the income, market and cost approaches in estimating the fair value of the property, furniture and fixtures. Leasehold improvements, machinery and equipment and computer software were valued under the cost approach. Computer hardware was valued using the percent of cost method under the market approach. Office furniture and equipment were valued under market and cost approaches. The fair value of the property, furniture and fixtures was estimated at $14.9 million. In addition, certain acquired technologies used to carry out day-to-day business activities were valued using the cost replacement method resulting in an assessed value of $12.5 million (included in property, furniture and fixtures in the above table).

The Company acquired Mortgage Servicing Rights (“MSRs”) (included in other in the above table), which represent a contract for the right to receive future revenue associated with the servicing of financial assets and thus are considered a non-financial asset. The estimated fair value of the MSRs was valued under the income approach using the discounted cash flow model which utilizes certain key assumptions including prepayment speed, discount rates and cost to service.

Deposits

Deposits of $7.0 billion includes $1.2 billion of certificate of deposits (“CDs”), which allow depositors to lock in interest rates for varying periods of time, and $5.8 billion of deposits with no stated maturities. CDs had contractual maturities ranging from 30 days to 5 years. These deposits were valued using the indirect method of the income approach, which is based on discounting the cash flows associated with the CDs. Value under the indirect method was a function of the projected contractual cash flows of the CDs and a credit adjusted discount rate, as observed from similar risk instruments. In order to best capture the features and risks of the CDs, they were grouped along two dimensions; maturity groups, based on the remaining fixed term of the deposits (e.g., 0 to 1 year, 1 to 2 years, etc.), and balance (e.g., less than $100,000 and greater than or equal to $100,000).

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CIT Group Inc. and Subsidiaries – Notes to Condensed Consolidated Financial Statements (Unaudited)

The valuation of term deposits resulted in a purchase accounting adjustment (“PAA”) premium of $14.3 million. For non-maturity deposits (primarily checking, savings and money market deposits), the fair value was assumed to equal the carrying value, therefore no PAA was recorded.

Securities sold under agreement to repurchase

Securities sold under agreements to repurchase (“Repos”) of $193.2 million were accounted for as collateralized financing transactions as the terms of sale agreements do not qualify for sale accounting and are therefore recorded at the amount of cash received. Accrued interest payables are recorded in other liabilities. Interest incurred is recorded in Interest expense. Repos are collateralized by securities reported as assets on the condensed Consolidated Balance Sheets. The fair value of collateral is monitored daily and additional collateral is provided or excess collateral is returned for margin maintenance purposes. All Repos were overnight and collateralized by securities issued or guaranteed by U.S. government/sponsored agencies. Given that the Repos mature each business day, the carrying values were assumed to approximate the fair value.

Borrowings

Borrowings reflects the Federal Home Loan Bank (“FHLB”) advances of $290.0 million. The fair value is assumed to be equal to the outstanding balance since these advances mature the next day with the interest rate set to the overnight market rate.

Other liabilities

Other liabilities of $93.7 million includes lease liabilities related to the application of ASC 842 Leases, various amounts accrued for compensation related costs and other payables.

Unaudited Pro Forma Information

The amount of MOB interest income, non-interest income and net loss of $191.7 million, $27.6 million and $61.8 million, respectively, were included in CIT’s Consolidated Income Statement for the nine months ended September 30, 2020. The MOB net loss includes $44.8 million of MOB Day 1 provision for credit losses related to acquired non-PCD loans, in addition to the increase to the provision for credit losses related to the COVID-19 pandemic. Upon integrating MOB, complete separate records for MOB as a stand-alone business will not be maintained because MOB’s operations are expected to be fully integrated into CIT by the end of the 2020 fourth quarter. MOB’s interest income, non-interest income and net loss noted above reflect management’s best estimates, based on information available at the reporting date.

The following table presents certain unaudited pro forma financial information for illustrative purposes only, for the quarter and nine months ended September 30, 2020 and 2019 as if MOB had been acquired on January 1, 2019. The unaudited estimated pro forma information combines the historical results of MOB with the Company’s consolidated historical results and includes certain adjustments for the respective periods. The key adjustments made to reflect the pro forma results as if the acquisition occurred on January 1, 2019 are the (a) removal of the MOB Day 1 provision for credit losses noted above; (b) transfer of $12.6 million and $49.6 million of merger and integration costs for the quarter and nine months ended September 30, 2020, respectively, and $21.3 million of MOB related restructuring charge for both the quarter and nine months ended September 30, 2020 to 2019; and (c) inclusion of estimated PAA accretion on interest income and interest expense and the recording of intangible asset amortization in 2019. CIT expects to achieve operating cost savings and other business synergies as a result of the acquisition that are not reflected in the pro forma amounts that follow. The pro forma information is not indicative of what would have occurred had the acquisition taken place on January 1, 2019. Therefore, actual results may differ from the unaudited pro forma information presented and the differences could be significant.

Selected Unaudited Pro Forma Financial Information for Consolidated CIT (dollars in millions)

	Three Months Ended September 30,				Nine Months Ended September 30,
	2020		2019		2020			2019
Interest income	$	423.3	$	585.0	$	1,383.8		$	1,784.1
Non-interest income		347.2		317.9		991.1			959.6
Net (loss) income		93.1		148.5		(545.1	)		403.0

DISCONTINUED OPERATIONS

There were no discontinued operations as of September 30, 2020 and December 31, 2019. Income from discontinued operations of $0.5 million for the nine months ended September 30, 2019, reflects the activities of the Business Air and Financial Freedom businesses. Net cash flows used in operations totaled $4.4 million and net cash provided by investing activities totaled $54.9 million for the nine months ended September 30, 2019. See the Company’s 2019 Form 10-K, Note 2 – Discontinued Operations, for further information.

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CIT Group Inc. and Subsidiaries – Notes to Condensed Consolidated Financial Statements (Unaudited)

NOTE 3 — LOANS

The following tables and data as of September 30, 2020 include the loan balances acquired in the MOB Acquisition, which were recorded at fair value on the acquisition date. See Note 2 — Acquisition and Discontinued Operations for further information.

Unless otherwise noted, loans held for sale are not included in the amounts presented throughout this note.

Loans by Product (dollars in millions)

	September 30, 2020		December 31, 2019
Commercial loans	$	27,989.2	$	22,765.1
Financing leases and leverage leases		2,315.5		2,254.4
Total commercial		30,304.7		25,019.5
Consumer loans		7,014.9		5,979.4
Total loans	$	37,319.6	$	30,998.9

The following table presents loans by segment, based on obligor location:

Loans (dollars in millions)

	September 30, 2020						December 31, 2019
	Domestic		Foreign		Total		Domestic		Foreign		Total
Commercial Banking	$	27,579.1	$	1,665.5	$	29,244.6	$	22,866.0	$	1,527.4	$	24,393.4
Consumer Banking⁽¹⁾		8,075.0		-		8,075.0		6,605.5		-		6,605.5
Total	$	35,654.1	$	1,665.5	$	37,319.6	$	29,471.5	$	1,527.4	$	30,998.9

⁽¹⁾	The Consumer Banking segment includes certain commercial loans, primarily consisting of a portfolio of Small Business Administration ("SBA") loans. These loans are excluded from the Consumer loan balances and included in the Commercial loan balances in product related tables in this note.

The following table presents selected components of the net investment in loans:

Components of Net Investment (dollars in millions)

	September 30,			December 31,
	2020			2019
Unearned income	$	(399.8	)	$	(430.0	)
Unamortized (discounts) premium		(484.9	)		30.0
Accretable yield on PCI loans⁽¹⁾		—			(745.4	)
Net unamortized deferred costs		35.1			50.9

⁽¹⁾Due to the adoption of CECL,accretable yield is eliminated. At December 31, 2019, accretable yield on PCI loans were shown as a separate component of net investment.

Certain of the following tables present credit-related information at the “class” level. A class is generally a disaggregation of a portfolio segment. In determining the classes, CIT considered the loan characteristics and methods it applies in monitoring and assessing credit risk and performance.

Credit Quality Indicators

Management monitors credit quality of commercial loans and financing leases based upon risk rating classifications consistent with bank regulatory guidance and consumer loans based upon FICO scores and loan-to-value ratios (“LTV”).

The definitions of the commercial loan ratings are as follows:

•	Pass — loans in this category do not meet the criteria for classification in one of the categories below.

•	Special mention — loans in this category exhibit potential weaknesses that deserve management's close attention. If left uncorrected, these potential weaknesses may, at some future date, result in the deterioration of a loan’s repayment prospects.

•

Classified — loans in this category range from: (1) loans that exhibit a well-defined weakness and are inadequately protected by the current sound worth and paying capacity of the borrower, and are characterized by the distinct possibility that some loss will be sustained if the deficiencies are not corrected to (2) loans with weaknesses that make collection or liquidation in full unlikely on the basis of current facts, conditions, and values. Classified loans can accrue interest or be placed on non-accrual depending on the Company’s evaluation of these factors.

Commercial criticized loans include loans with a rating of special mention or classified.

For consumer loans, we monitor credit quality utilizing the borrower FICO scores to evaluate borrowers’ credit payment history and current LTV of the underlying collateral to assess potential loss severity in the event of default. A loan to a borrower with a low FICO score (less than 660) is considered to be of higher risk than a loan to a borrower with a higher FICO score. The Company examines LTV migration and stratifies LTV into categories to monitor risk in the loan classes. The Company periodically updates the property values of real estate collateral (for home equity and residential mortgages) to calculate current LTV ratios, adjusted based on the Case-Shiller Home Price Indices. Further, a loan to a borrower with a high LTV ratio and a low FICO score is at greater risk of default than a loan to a borrower that has both a high LTV ratio and a high FICO score.

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CIT Group Inc. and Subsidiaries – Notes to Condensed Consolidated Financial Statements (Unaudited)

The following table summarizes commercial loans disaggregated by year of origination and by risk rating. The consumer loan LTV ratios and FICO scores by year of origination are also presented below. Following the Company’s adoption of CECL, prior period risk rating disclosures were not conformed to current disclosure requirements and will continue to be reported under previously applicable accounting guidance. The tables reflect the amortized cost basis of the loans. Accrued interest receivable (within other assets) is reported separately from the loan’s amortized cost basis.

Commercial Loans — Risk Rating by Class (dollars in millions)

Grade	Term Loans by Origination Year														Revolving Loans Converted
September 30, 2020	2020		2019		2018		2017		2016		2015 & Prior		Revolving Loans		to Term Loans		Total⁽¹⁾
Commercial Finance
Pass	$	3,673.3	$	2,331.1	$	2,321.1	$	869.6	$	305.2	$	963.9	$	3,789.6	$	62.4	$	14,316.2
Special Mention		93.0		176.5		134.5		32.1		21.4		64.8		402.3		—		924.6
Classified-accrual		75.4		146.2		53.9		183.9		55.1		194.9		334.0		2.9		1,046.3
Classified-non-accrual		—		95.3		48.0		10.8		25.3		73.4		104.6		—		357.4
Total Commercial Finance		3,841.7		2,749.1		2,557.5		1,096.4		407.0		1,297.0		4,630.5		65.3		16,644.5
Real Estate Finance
Pass		862.2		1,876.3		1,161.4		599.2		434.7		477.0		807.8		—		6,218.6
Special Mention		65.9		287.0		180.6		152.7		75.7		53.7		164.0		—		979.6
Classified-accrual		—		66.1		74.8		45.3		32.8		56.3		138.6		—		413.9
Classified-non-accrual		—		30.1		0.2		13.6		0.2		6.8		6.2		—		57.1
Total Real Estate Finance		928.1		2,259.5		1,417.0		810.8		543.4		593.8		1,116.6		—		7,669.2
Business Capital
Pass		1,328.6		1,484.3		896.3		366.2		141.5		27.3		16.5		0.8		4,261.5
Special Mention		26.5		72.9		73.9		34.9		14.0		1.0		—		—		223.2
Classified-accrual		38.3		121.2		91.1		34.1		15.3		2.3		—		—		302.3
Classified-non-accrual		5.9		37.7		20.4		13.2		4.3		1.7		—		—		83.2
Total Business Capital		1,399.3		1,716.1		1,081.7		448.4		175.1		32.3		16.5		0.8		4,870.2
Rail
Pass		—		0.8		—		—		3.1		56.8		—		—		60.7
Total Rail		—		0.8		—		—		3.1		56.8		—		—		60.7
Total Commercial Banking
Pass		5,864.1		5,692.5		4,378.8		1,835.0		884.5		1,525.0		4,613.9		63.2		24,857.0
Special Mention		185.4		536.4		389.0		219.7		111.1		119.5		566.3		—		2,127.4
Classified-accrual		113.7		333.5		219.8		263.3		103.2		253.5		472.6		2.9		1,762.5
Classified-non-accrual		5.9		163.1		68.6		37.6		29.8		81.9		110.8		—		497.7
Total Commercial Banking		6,169.1		6,725.5		5,056.2		2,355.6		1,128.6		1,979.9		5,763.6		66.1		29,244.6
Consumer Banking - Consumer and Community Banking ⁽²⁾
Pass		447.1		174.4		107.0		68.6		54.4		77.4		12.3		—		941.2
Special Mention		—		14.4		3.4		-		—		1.2		—		—		19.0
Classified-accrual		21.0		9.6		16.1		15.5		13.5		17.7		0.3		—		93.7
Classified-non-accrual		—		2.4		2.4		0.7		—		0.7		—		—		6.2
Total Consumer Banking		468.1		200.8		128.9		84.8		67.9		97.0		12.6		—		1,060.1
Commercial Loans
Pass		6,311.2		5,866.9		4,485.8		1,903.6		938.9		1,602.4		4,626.2		63.2		25,798.2
Special Mention		185.4		550.8		392.4		219.7		111.1		120.7		566.3		—		2,146.4
Classified-accrual		134.7		343.1		235.9		278.8		116.7		271.2		472.9		2.9		1,856.2
Classified-non-accrual		5.9		165.5		71.0		38.3		29.8		82.6		110.8		—		503.9
Total Commercial Loans	$	6,637.2	$	6,926.3	$	5,185.1	$	2,440.4	$	1,196.5	$	2,076.9	$	5,776.2	$	66.1	$	30,304.7

⁽¹⁾	Amortized cost excludes accrued interest receivable of $51.5 million that is included in other assets, of which $8.0 million relates to loan modifications made in response to the COVID-19 pandemic.

⁽²⁾	Primarily SBA loans.

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CIT Group Inc. and Subsidiaries – Notes to Condensed Consolidated Financial Statements (Unaudited)

Commercial Loans — Risk Rating by Class (dollars in millions)

Grade:	Pass		Special Mention		Classified- Accrual		Classified- non-accrual		PCI Loans⁽¹⁾		Total
December 31, 2019
Commercial Banking
Commercial Finance	$	12,601.1	$	450.7	$	614.3	$	246.7	$	—	$	13,912.8
Real Estate Finance		5,007.0		341.0		6.3		0.4		27.8		5,382.5
Business Capital		4,527.5		233.1		217.0		60.9		—		5,038.5
Rail		59.6		—		—		—		—		59.6
Total Commercial Banking		22,195.2		1,024.8		837.6		308.0		27.8		24,393.4
Consumer Banking
Consumer and Community Banking - Primarily SBA Loans		589.6		2.4		33.9		0.2		—		626.1
Total Consumer Banking		589.6		2.4		33.9		0.2		—		626.1
Total	$	22,784.8	$	1,027.2	$	871.5	$	308.2	$	27.8	$	25,019.5

⁽¹⁾	PCI Loans had $20.7 million of non-criticized loans and $7.1 million of criticized loans (special mention or classified).

The following table provides a summary of the consumer loan LTV distribution for primarily single-family residential (“SFR”) mortgage loans. The average LTV was 61% and 63% for the total consumer loans included below at September 30, 2020 and December 31, 2019, respectively. For loans with active deferment arrangements due to COVID-19, the average LTV was 67% at September 30, 2020.

Following the Company’s adoption of CECL, the comparative prior period financial information was not adjusted for the Consumer Loan LTV Distribution and will continue to be reported under previously applicable accounting guidance.

Consumer Loans LTV Distribution (dollars in millions)

	Term Loans Amortized Cost Basis by Origination Year														Revolving Loans Converted
LTV Range	2020		2019		2018		2017		2016		2015 & Prior		Revolving Loans		to Term Loans		Total ⁽⁴⁾
September 30, 2020
Legacy Consumer Mortgages
Greater than 125%	$	—	$	—	$	—	$	—	$	—	$	51.4	$	—	$	0.5	$	51.9
101% – 125%		—		—		—		—		—		75.4		—		1.7		77.1
80% – 100%		—		—		—		—		—		256.7		—		4.7		261.4
Less than 80%		—		—		—		—		—		1,417.5		—		37.6		1,455.1
Government-guaranteed⁽¹⁾		—		—		—		—		—		22.0		—		—		22.0
No LTV available⁽²⁾		—		—		—		—		—		0.1		—		2.1		2.2
Total Legacy Consumer Mortgages		—		—		—		—		—		1,823.1		—		46.6		1,869.7
Consumer and Community Banking
Greater than 125%		—		—		—		—		—		—		—		—		—
101% – 125%		—		—		—		—		—		—		—		—		—
80% – 100%		60.9		43.7		10.7		1.8		0.3		1.8		3.0		—		122.2
Less than 80%		1,039.3		1,234.7		558.3		630.5		418.4		905.2		46.0		—		4,832.4
Government-guaranteed⁽¹⁾		12.8		39.8		19.0		76.9		9.9		8.3		—		—		166.7
No LTV available⁽²⁾		-		-		0.3		0.4		0.2		0.8		1.3		—		3.0
No LTV required⁽³⁾		1.1		1.1		0.7		0.3		0.7		13.9		3.1		—		20.9
Total Consumer and Community Banking		1,114.1		1,319.3		589.0		709.9		429.5		930.0		53.4		—		5,145.2
Total Consumer Loans⁽⁴⁾	$	1,114.1	$	1,319.3	$	589.0	$	709.9	$	429.5	$	2,753.1	$	53.4	$	46.6	$	7,014.9

⁽¹⁾ Represents loans with principal repayments insured by the FHA and U.S. Department of Veterans Affairs (“VA”).

⁽²⁾ Represents primarily junior lien loans for which LTV is not available.

⁽³⁾ Represents overdrafts, personal lines of credit, unsecured loans and third-party guaranteed loans with servicer recourse option for which LTV is not required.

⁽⁴⁾ Amortized cost excludes accrued interest receivable of $23.9 million that was included in other assets, of which $3.0 million relates to loans with modifications made in response to the COVID-19 pandemic.

Prior to March 31, 2020, certain consumer SFR loans were “covered loans” for which the Company was eligible for reimbursement for a portion of certain future losses with indemnifications provided by the FDIC under loss share agreements (“LSAs”). At December 31, 2019, the covered loans reflected below related to the FDIC-assisted transactions of First Federal Bank of California in December 2009 (“First Federal Transaction”) and La Jolla Bank, FSB in February 2010 (“La Jolla Transaction”) for which the indemnification period ended in December 2019 and February 2020, respectively. All of the LSAs have expired and there are no covered loans.

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CIT Group Inc. and Subsidiaries – Notes to Condensed Consolidated Financial Statements (Unaudited)

Consumer Loans LTV Distribution (dollars in millions)

	Covered Loans⁽²⁾				Non-covered Loans				Total Consumer
LTV Range	Non-PCI		PCI		Non-PCI		PCI		Loans
December 31, 2019
Greater than 125%	$	—	$	2.8	$	5.2	$	53.2	$	61.2
101% – 125%		—		8.5		6.6		93.0		108.1
80% – 100%		0.3		48.1		183.4		239.3		471.1
Less than 80%		307.5		234.3		4,225.5		570.6		5,337.9
Not Applicable⁽¹⁾		—		—		1.1		—		1.1
Total	$	307.8	$	293.7	$	4,421.8	$	956.1	$	5,979.4

⁽¹⁾	Certain Consumer Loans do not have LTV's.

⁽²⁾	Covered loans at December 31, 2019 are limited to loans with indemnifications provided by the FDIC under LSAs related to the First Federal and La Jolla transactions.

The following table provides a summary of the FICO score distribution for consumer loans by origination year and revolving loans. The average FICO score was 755 and 751 for the total consumer loans included below at September 30, 2020 and December 31, 2019, respectively. For loans with active deferment arrangements due to COVID-19, the average FICO score of the borrowers was 686 at September 30, 2020. These borrower’s FICO scores are not impacted during the payment deferral period as the credit reporting will not be negatively impacted given no contractual payments are due.

Current FICO Score Distribution (dollars in millions)

	Term Loans Amortized Cost Basis by Origination Year														Revolving Loans Converted
Current FICO	2020		2019		2018		2017		2016		2015 & Prior		Revolving Loans		to Term Loans		Total ⁽⁴⁾
September 30, 2020
Legacy Consumer Mortgages
Greater than or equal to 730	$	—	$	—	$	—	$	—	$	—	$	766.6	$	—	$	20.3	$	786.9
Greater than or equal to 660 and less than 730		—		—		—		—		—		546.4		—		14.6		561.0
Less than 660		—		—		—		—		—		446.7		—		11.0		457.7
Government-guaranteed⁽¹⁾		—		—		—		—		—		22.0		—		-		22.0
No FICO score available⁽²⁾		—		—		—		—		—		41.4		—		0.7		42.1
Total Legacy Consumer Mortgages		—		—		—		—		—		1,823.1		—		46.6		1,869.7
Consumer and Community Banking
Greater than or equal to 730		954.4		1,124.4		494.4		576.6		363.5		706.3		38.0		—		4,257.6
Greater than or equal to 660 and less than 730		138.5		138.4		63.5		47.9		46.1		134.6		11.2		—		580.2
Less than 660		7.3		15.5		10.7		6.9		7.9		48.1		3.4		—		99.8
Government-guaranteed⁽¹⁾		12.8		39.8		19.0		76.9		9.9		8.3		—		—		166.7
No FICO score available⁽²⁾		-		0.5		0.7		1.3		1.4		19.0		0.1		—		23.0
FICO score not required⁽³⁾		1.1		0.7		0.7		0.3		0.7		13.7		0.7		—		17.9
Total Consumer and Community Banking		1,114.1		1,319.3		589.0		709.9		429.5		930.0		53.4		—		5,145.2
Total Consumer Loans⁽⁴⁾	$	1,114.1	$	1,319.3	$	589.0	$	709.9	$	429.5	$	2,753.1	$	53.4	$	46.6	$	7,014.9

⁽¹⁾ Represents loans with principal repayments insured by the FHA and VA.

⁽²⁾ Represents loans with no FICO score available due to borrower bankruptcy or limited credit history.

⁽³⁾ Represents overdrafts, personal lines of credit and third-party guaranteed loans with servicer recourse option for which FICO score is not required.

⁽⁴⁾ Amortized cost excluded accrued interest receivable of $23.9 million that was included in other assets, of which $3.0 million relates to loan modifications made in response to the COVID-19 pandemic.

Table of Contents

CIT Group Inc. and Subsidiaries – Notes to Condensed Consolidated Financial Statements (Unaudited)

FICO Score Distribution at December 31, 2019 (dollars in millions)

	Covered Loans⁽³⁾				Non-covered Loans				Total Consumer
FICO Range	Non-PCI		PCI		Non-PCI		PCI		Loans
December 31, 2019
Legacy Consumer Mortgages
Greater than or equal to 730	$	202.2	$	98.6	$	320.0	$	252.5	$	873.3
Greater than or equal to 660 and less than 730		71.3		98.8		123.2		324.7		618.0
Less than 660		16.8		89.8		51.0		370.5		528.1
Government-guaranteed⁽¹⁾		—		—		24.5		—		24.5
No FICO score available⁽²⁾		17.5		6.5		5.2		8.4		37.6
Total Legacy Consumer Mortgages		307.8		293.7		523.9		956.1		2,081.5
Consumer and Community Banking
Greater than or equal to 730		—		—		3,319.0		—		3,319.0
Greater than or equal to 660 and less than 730		—		—		332.6		—		332.6
Less than 660		—		—		29.6		—		29.6
Government-guaranteed⁽¹⁾		—		—		193.8		—		193.8
No FICO score available		—		—		21.8		—		21.8
FICO score not required⁽²⁾		—		—		1.1		—		1.1
Total Consumer and Community Banking		—		—		3,897.9		—		3,897.9
Total Consumer Banking	$	307.8	$	293.7	$	4,421.8	$	956.1	$	5,979.4

⁽¹⁾ Represents loans with principal repayments insured by the FHA and VA.

⁽²⁾Represents overdrafts for which FICO score is not required.

⁽³⁾Covered loans at December 31, 2019 are limited to loans with indemnifications provided by the FDIC under the LSA related to the First Federal and La Jolla transactions.

As of September 30, 2020 and December 31, 2019, there was no remaining amount of negative amortization contractually permitted on consumer loans with terms that allowed negative amortization.

Past Due and Non-accrual Loans

For additional information on reporting of past due and non-accrual loans, see discussion of the CARES Act and Interagency Statement in Note 1 – Business and Summary of Significant Accounting Policies. For loan modifications made in response to the COVID-19 pandemic, the loan maintains the borrower’s delinquency status that existed prior to entering the payment deferral period and is frozen for the duration of the payment deferral period as no contractual payments are due.

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CIT Group Inc. and Subsidiaries – Notes to Condensed Consolidated Financial Statements (Unaudited)

The table that follows presents portfolio delinquency status, regardless of accrual or non-accrual classification:

Loans - Delinquency Status (dollars in millions)

	Past Due						Total
	30-59		60-89		90 or more		Past Due		Current⁽¹⁾		PCI Loans⁽²⁾		Total
September 30, 2020
Commercial Banking
Commercial Finance	$	108.0	$	24.3	$	220.7	$	353.0	$	16,291.5	$	—	$	16,644.5
Real Estate Finance		49.7		4.5		23.1		77.3		7,591.9		—		7,669.2
Business Capital		66.7		40.6		30.5		137.8		4,732.4		—		4,870.2
Rail		—		—		—		—		60.7		—		60.7
Total Commercial Banking		224.4		69.4		274.3		568.1		28,676.5		—		29,244.6
Consumer Banking
Legacy Consumer Mortgage		91.3		25.6		91.1		208.0		1,661.7		—		1,869.7
Consumer and Community Banking		43.4		13.2		13.9		70.5		6,134.8		—		6,205.3
Total Consumer Banking		134.7		38.8		105.0		278.5		7,796.5		—		8,075.0
Total	$	359.1	$	108.2	$	379.3	$	846.6	$	36,473.0	$	—	$	37,319.6
December 31, 2019
Commercial Banking
Commercial Finance	$	58.7	$	27.8	$	49.0	$	135.5	$	13,777.3	$	—	$	13,912.8
Real Estate Finance		0.6		46.6		—		47.2		5,307.5		27.8		5,382.5
Business Capital		113.8		35.0		22.0		170.8		4,867.7		—		5,038.5
Rail		—		—		—		—		59.6		—		59.6
Total Commercial Banking		173.1		109.4		71.0		353.5		24,012.1		27.8		24,393.4
Consumer Banking
Legacy Consumer Mortgage		15.5		3.3		17.7		36.5		795.2		1,249.8		2,081.5
Consumer and Community Banking		16.4		3.3		7.6		27.3		4,496.7		—		4,524.0
Total Consumer Banking		31.9		6.6		25.3		63.8		5,291.9		1,249.8		6,605.5
Total	$	205.0	$	116.0	$	96.3	$	417.3	$	29,304.0	$	1,277.6	$	30,998.9

⁽¹⁾

The “Current” balance at September 30, 2020 includes $914 million of loans with active COVID-19 related payment deferment (comprised of $645 million Commercial Banking and $269 million Consumer Banking loans) that are not classified as past due given no contractual payment is due during the deferment period. In addition, total loans with active COVID-19 related deferment of approximately $48 million, $9 million, and $13 million are in the 30-59,60-89, and 90 or more past due balances, respectively.

⁽²⁾

Before the adoption of CECL,PCI loans were categorized separately, as the balances represent an estimate of cash flows deemed to be collectible and therefore were not subject to past due or non-accrual status classification. Although these former PCI (now PCD) loans may have been contractually past due, we expected to fully collect the carrying values.

Table of Contents

CIT Group Inc. and Subsidiaries – Notes to Condensed Consolidated Financial Statements (Unaudited)

The following table sets forth non-accrual loans, assets received in satisfaction of loans (OREO and repossessed assets) and loans 90 days or more past due and still accruing.

Loans on Non-Accrual Status (dollars in millions)⁽¹⁾⁽²⁾

	December 31, 2019		CECL Adoption⁽³⁾		MOB Acquisition		January 1, 2020		September 30, 2020		With no allowance recorded⁽⁴⁾
Commercial Banking
Commercial Finance⁽⁵⁾	$	246.7	$	—	$	61.1	$	307.8	$	357.4	$	20.3
Business Capital		60.9		—		—		60.9	83.2			1.2
Real Estate Finance		0.4		0.6		—		1.0	57.1			6.2
Total Commercial Banking		308.0	0.6		61.1		369.7			497.7		27.7
Consumer Banking
Consumer and Community Banking		4.0		—		7.2		11.2		22.0		13.0
Legacy Consumer Mortgages⁽⁶⁾		14.3		81.6		—		95.9		126.8		27.2
Total Consumer Banking		18.3		81.6		7.2		107.1		148.8		40.2
Total	$	326.3	$	82.2	$	68.3	$	476.8	$	646.5	$	67.9
Repossessed assets and OREO⁽⁷⁾	20.1									12.2
Total non-performing assets	$	346.4							$	658.7
Commercial loans past due 90 days or more accruing	$ 25.6								$ 68.2
Consumer loans past due 90 days or more accruing	11.3									10.0
Total accruing loans past due 90 days or more⁽⁸⁾	$	36.9							$	78.2

⁽¹⁾	Interest recorded on non-accrual loans was $6.9 million and $8.5 million for the quarter and nine months ended September 30, 2020.

⁽²⁾	Accrued interest that was reversed when the loan went to non-accrual status was $1.1 million and $6.0 million for the quarter and nine months ended September 30, 2020.

⁽³⁾	CECL adoption is before the MOB Acquisition, detail of which is separately disclosed. Upon adoption, the increase in LCM non-accrual loans relates to loans previously classified as PCI that historically were not subject to non-accrual classification.

⁽⁴⁾	Includes loans that have been charged off to their net realizable value and loans where the collateral or enterprise value exceeds the expected pay off value.

⁽⁵⁾

Factored receivables within our Commercial Finance division do not accrue interest and therefore are not considered within non-accrual loan balances; however factored receivables are considered for credit provisioning purposes. Loans that are 90 or more days past due guaranteed by government agencies are not placed on non-accrual status.

⁽⁶⁾	September 30, 2020 balance includes $42 million of PCD loans that were previously classified as PCI loans at December 31, 2019.

⁽⁷⁾	Balances consist primarily of single-family residential OREO.

⁽⁸⁾	Balance as of September 30, 2020 includes $21 million of loans that have or had COVID-19 related deferments (i.e. active deferment or exited).

Payments received on non-accrual loans are generally applied first against outstanding principal, though in certain instances where the remaining recorded investment is deemed fully collectible, interest income is recognized on a cash basis.

Loans are in the process of foreclosure when repayment is expected to be provided substantially through the sale of the underlying real estate and the borrower is experiencing financial difficulty. The table below summarizes the residential mortgage loans in the process of foreclosure. Consistent with the government agency guidance, CIT has suspended residential property foreclosures and evictions until at least December 31, 2020 to single family homeowners due to the COVID-19 pandemic.

Loans in Process of Foreclosure (dollars in millions)

	September 30, 2020				December 31, 2019
Loans in process of foreclosure⁽¹⁾	$	24.5			$	38.9

⁽¹⁾ At December 31, 2019, the reported balance includes $25.4 million of PCI loans in process of foreclosure.

Impaired Loans

The following table contains prior period information about impaired loans and the related allowance for loan losses by class, pre-adoption of CECL. CECL did not carry forward the concept of impaired loans, therefore only the prior period is presented. PCI loans, which were excluded from impaired loan balances, included loans that were identified as impaired at the date of the OneWest Transaction (the “Acquisition Date”) for which the Company applied the income recognition and disclosure guidance in ASC 310-30 (Loans and Debt Securities Acquired with Deteriorated Credit Quality), are disclosed further below in Loans Acquired with Deteriorated Credit Quality.

Table of Contents

CIT Group Inc. and Subsidiaries – Notes to Condensed Consolidated Financial Statements (Unaudited)

Impaired Loans (dollars in millions)

							Average Recorded Investment
December 31, 2019	Recorded Investment		Unpaid Principal Balance		Related Allowance		Year Ended December 31, 2019
With no related allowance recorded:
Commercial Banking
Commercial Finance	$	46.5	$	69.0	$	—	$	68.0
Business Capital		4.8		5.5		—		6.0
Real Estate Finance		—		—		—		1.6
Consumer Banking
Consumer and Community Banking		4.0		4.0		—		4.9
Legacy Consumer Mortgages		20.6		22.4		—		24.7
With an allowance recorded:
Commercial Banking
Commercial Finance		223.9		267.3		86.0		166.6
Business Capital		19.4		19.4		10.0		11.6
Real Estate Finance		—		—		—		0.8
Consumer Banking
Consumer and Community Banking		0.1		0.2		—		—
Legacy Consumer Mortgages		1.4		1.4		0.2		0.4
Total Impaired Loans⁽¹⁾		320.7		389.2		96.2		284.6
Total Loans Impaired at Acquisition Date		1,277.6		1,936.1		17.4		1,504.4
Total	$	1,598.3	$	2,325.3	$	113.6	$	1,789.0

⁽¹⁾	Interest income recorded for the year ended December 31, 2019 while the loans were impaired was approximately $2.1 million, of which none were recognized using the cash-basis method of accounting.

Loans Acquired with Deteriorated Credit Quality

Effective with the adoption of CECL, PCD loans are recorded at an initial amortized cost comprised of the sum of (1) the purchase price and (2) the estimate of credit losses which is recorded in the ACL. Subsequent to the initial recognition, PCD loans are accounted for under the same methodology as non-PCD loans. The following table provides a reconciliation of the purchase price and the unpaid principal balance / contractual cash flows owed to CIT as of the acquisition date for loans acquired during the respective period. For the period ended September 30, 2020, the PCD loans acquired related to the MOB Acquisition.

PCD Loans acquired during the nine-month period ended September 30, 2020 (dollars in millions)

	Commercial Banking			Consumer Banking			Total
Par Value (UPB)	$	347.8		$	58.4		$	406.2
Allowance for Credit Losses ⁽¹⁾		(56.1	)		(2.7	)		(58.8	)
(Discount) Premium		(9.0	)		2.4			(6.6	)
Purchase Price	$	282.7		$	58.1		$	340.8

⁽¹⁾

Under the CECL standard, the initial ACL recognized on PCD assets was $58.8 million, of which $38.6 million was charged-off for loans that had been written-off prior to acquisition (whether full or partial) or which met CIT’s charge-off policy at the time of acquisition. After considering loans that were immediately charged-off upon acquisition, the net impact was $20.2 million of additional PCD reserves on January 1.

Pre-adoption of CECL, the Company applied the income recognition and disclosure guidance in ASC 310-30 to loans that were identified as PCI as of the Acquisition Date. PCI loans were initially recorded at estimated fair value with no allowance for loan losses carried over, since the initial fair values reflected credit losses expected to be incurred over the remaining lives of the loans. The acquired loans are subject to the Company’s internal credit review. See Note 4 — Allowance for Credit Losses.

PCI Loans (dollars in millions)

December 31, 2019	Carrying Value		Unpaid Principal Balance		Allowance for Loan Losses
Commercial Banking
Real Estate Finance	$	27.8	$	30.4	$	9.8
Consumer Banking
Legacy Consumer Mortgages		1,249.8		1,905.7		7.6
Total	$	1,277.6	$	1,936.1	$	17.4

Table of Contents

CIT Group Inc. and Subsidiaries – Notes to Condensed Consolidated Financial Statements (Unaudited)

Accretable Yield

Changes in the accretable yield for PCI loans are summarized below. Prior to 2020, the changes in the accretable yield was presented for PCI loans. See the Company’s 2019 Form 10-K, Note 1 — Business and Summary of Significant Accounting Policies for further details. Due to the adoption of CECL, PCI accounting was eliminated and superseded by PCD guidance.

Change in Accretable Yield (dollars in millions)

	Quarter Ended September 30,			Nine Months Ended September 30,
	2019			2019
Balance, beginning of period	$	827.0		$	903.8
Accretion into interest income		(34.3	)		(114.6	)
Reclassification from non-accretable difference		6.2			12.9
Disposals and Other		(27.2	)		(30.4	)
Balance, end of period	$	771.7		$	771.7

Troubled Debt Restructuring

The Company periodically modifies the terms of loans in response to borrowers’ difficulties. Modifications that include a financial concession to the borrower are accounted for as TDRs. A restructuring of a debt constitutes a TDR for purposes of ASC 310-40 when CIT, for economic or legal reasons related to the debtor’s financial difficulties, grants a concession to the debtor that it would not otherwise consider. A concession may be either by agreement between CIT and the debtor or imposed by law or a court of law. See the Company's 2019 Form 10-K for discussion of policies on TDRs.

The CARES Act and Interagency Statement offer some practical expedients for evaluating whether loan modifications that occur in response to the COVID-19 pandemic are TDRs. See Note 1 - Business and Summary of Significant Accounting Policies for details. Any loan modification that meets these practical expedients would not automatically be considered a TDR because the borrower is presumed not to be experiencing financial difficulty at the time of the loan modification.

Modified loans that meet the definition of a TDR are subject to the Company's individually reviewed loans policy.

The following table presents recorded investment of TDRs, excluding those within a trial modification period of $3.5 million at September 30, 2020 and $5.5 million at December 31, 2019, and those previously classified as PCI at December 31, 2019:

TDRs (dollars in millions)

	September 30, 2020						December 31, 2019
	Recorded Investment			% Total TDR			Recorded Investment			% Total TDR
Commercial Banking	$	94.9			80	%	$	129.5			87	%
Consumer Banking		24.4			20	%		19.3			13	%
Total	$	119.3			100	%	$	148.8			100	%
Percent non-accrual		66	%					71	%

Modifications that are TDRs (dollars in millions)

	Quarters Ended September 30,				Nine Months Ended September 30,
	2020		2019		2020		2019
Recorded investment related to modifications qualifying as TDRs that occurred during the quarters and the nine months ended	$	10.0	$	13.0	$	62.4	$	80.5
Recorded investment at the time of default of TDRs that experienced a payment default (payment default is one missed payment) during the quarters and nine months ended and for which the payment default occurred within one year of the modification	$	13.6	$	0.6	$	19.9	$	17.0

There were $23.9 million and $23.6 million of commitments to lend additional funds to borrowers whose loan terms have been modified in TDRs as of September 30, 2020 and December 31, 2019, respectively.

Table of Contents

CIT Group Inc. and Subsidiaries – Notes to Condensed Consolidated Financial Statements (Unaudited)

Modifications qualifying as TDRs based upon recorded investment at September 30, 2020, were comprised of payment deferrals (43%) and covenant relief and/or other (57%). At December 31, 2019, TDR recorded investment was comprised of payment

deferrals (52%) and covenant relief and/or other (48%). The financial impact of the various modification strategies that the Company employs in response to borrower difficulties is presented below. The overall nature of modification programs were comparable in the prior periods.

▪	Payment deferrals result in lower net present value of cash flows, if not accompanied by additional interest or fees, and increased provision for credit losses to the extent applicable. The financial impact of these modifications is not significant given the moderate length of deferral periods.

▪

Interest rate reductions result in lower amounts of interest being charged to the customer but are a relatively small part of the Company’s restructuring programs. The weighted average change in interest rates for all TDRs occurring during the quarters and nine months ended September 30, 2020 and 2019 were not significant.

▪

Debt forgiveness, or the reduction in amount owed by borrower, results in incremental provision for credit losses, in the form of higher charge-offs. While these types of modifications have the greatest individual impact on the allowance, the amounts of principal forgiveness for TDRs occurring during quarters and nine months ended September 30, 2020 and 2019 was not significant, as debt forgiveness is a relatively small component of the Company’s modification programs.

Except as it related to the modifications made for COVID-19 impacted borrowers, the other elements of the Company’s modification programs that are not TDRs do not have a significant impact on financial results given their relative size, or do not have a direct financial impact, as in the case of covenant changes.

Table of Contents

CIT Group Inc. and Subsidiaries – Notes to Condensed Consolidated Financial Statements (Unaudited)

NOTE 4 — ALLOWANCE FOR CREDIT LOSSES

The ACL and the allowance for off-balance sheet credit exposures are reported on the Condensed Consolidated Balance Sheets in the allowance for credit losses and in other liabilities, respectively. Provision for credit losses related to the loans and leases portfolio and the unfunded lending commitments are reported in the Consolidated Statements of Operations as provision for credit losses.

As described in Note 1 – Business and Summary of Significant Accounting Policies, the Company adopted CECL on January 1, 2020. The following tables reflect CIT’s adoption of CECL. The Company maintains an ACL for estimated credit losses in its HFI loan portfolio. For loan modifications that are payment deferrals made in response to the COVID-19 pandemic, the Company includes in the ACL reserves for the estimated amount of accrued interest receivable that will not be recovered.

Allowance for Credit Losses and Recorded Investment in Loans (dollars in millions)

	Commercial Banking			Consumer Banking			Total			Commercial Banking			Consumer Banking			Total
	Quarter Ended September 30, 2020									Quarter Ended September 30, 2019
Balance - beginning of period	$	1,020.1		$	182.6		$	1,202.7		$	463.6		$	23.8		$	487.4
Provision (benefit) for credit losses⁽¹⁾		87.9			(24.6	)		63.3			27.1			(0.5	)		26.6
Other⁽²⁾		7.1			(0.9	)		6.2			(1.4	)		-			(1.4	)
Gross charge-offs		(77.2	)		(1.0	)		(78.2	)		(32.4	)		(0.4	)		(32.8	)
Recoveries		11.4			0.8			12.2			5.8			0.6			6.4
Balance - end of period	$	1,049.3		$	156.9		$	1,206.2		$	462.7		$	23.5		$	486.2

	Nine Months Ended September 30, 2020									Nine Months Ended September 30, 2019
Balance - beginning of period	$	460.4		$	22.2		$	482.6		$	460.2		$	29.5		$	489.7
CECL adoption⁽³⁾		74.7			148.9			223.6			-			-			-
Provision (benefit) for credit losses⁽¹⁾		811.5			(10.7	)		800.8			92.7			(4.5	)		88.2
The initial ACL recognized on PCD assets⁽⁴⁾		18.8			1.4			20.2			-			-			-
Other⁽²⁾		(28.6	)		(3.0	)		(31.6	)		(0.3	)		(0.7	)		(1.0	)
Gross charge-offs⁽⁴⁾		(331.0	)		(3.7	)		(334.7	)		(111.6	)		(2.6	)		(114.2	)
Recoveries		43.5			1.8			45.3			21.7			1.8			23.5
Balance - end of period	$	1,049.3		$	156.9		$	1,206.2		$	462.7		$	23.5		$	486.2

	Commercial Banking			Consumer Banking			Total			Commercial Banking			Consumer Banking			Total
	Allowance Balance at September 30, 2020									Allowance Balance at December 31, 2019
Loans individually evaluated for impairment	$	125.7		$	2.4		$	128.1		$	96.0		$	0.2		$	96.2
Loans collectively evaluated for impairment		923.6			154.5			1,078.1			354.6			14.4			369.0
PCI loans⁽⁵⁾		-			-			-			9.8			7.6			17.4
Allowance for credit losses	$	1,049.3		$	156.9		$	1,206.2		$	460.4		$	22.2		$	482.6
Allowance for off-balance sheet credit exposures	$	72.8		$	2.0		$	74.8		$	36.4		$	0.7		$	37.1
	Loans at September 30, 2020									Loans at December 31, 2019
Loans individually evaluated for impairment	$	448.1		$	53.1		$	501.2		$	294.6		$	26.1		$	320.7
Loans collectively evaluated for impairment		28,796.5			8,021.9			36,818.4			24,071.0			5,329.6			29,400.6
PCI loans⁽⁵⁾		-			-			-			27.8			1,249.8			1,277.6
Ending balance	$	29,244.6		$	8,075.0		$	37,319.6		$	24,393.4		$	6,605.5		$	30,998.9
Percent of loans to total loans		78.4	%		21.6	%		100.0	%		78.7	%		21.3	%		100.0	%

⁽¹⁾

Included in the provision for credit losses was $(6.4) million and $29.9 million for the quarter and nine months ended September 30,2020, respectively, related to the provision for off-balance sheet credit exposures, which is not part of the ACL and is offset in the “Other” line. The provision for off-balance sheet credit exposures was $1.4 million and $0.9 million for the quarter and nine months ended September 30, 2019, respectively.

⁽²⁾	“Other” primarily includes the transfer of the “Allowance for off balance sheet credit exposures,” which represents credit loss reserves for unfunded lending commitments, DPA’s, and letters of credit, to other liabilities.

⁽³⁾	CECL adoption was before the MOB Acquisition.

⁽⁴⁾

⁽⁵⁾	Represents PCI loans under ASC 310-30. PCI loans transitioned to PCD loans under CECL and are evaluated for impairment consistent with the non-PCD loans under the Company’s policies surrounding loans individually and collectively evaluated.

The ACL was $1,206.2 million as of September 30, 2020, compared to $482.6 million at December 31, 2019. The Provision for credit losses was $63.3 million and $800.8 million for the quarter and nine months ended September 30, 2020, respectively, compared to $26.6 million and $88.2 million for the quarter and nine months ended September 30, 2019. The significant increase in the ACL and the provision compared to the prior year periods reflects the impact of the global COVID-19 pandemic and the associated impact on the market environment across our portfolio, along with the adoption of the CECL standard and the impact of the MOB Acquisition on January 1, 2020.

In the third quarter of 2020, the allowance for off-balance sheet credit exposures decreased from $81.2 million at June 30, 2020

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CIT Group Inc. and Subsidiaries – Notes to Condensed Consolidated Financial Statements (Unaudited)

to $74.8 million at September 30, 2020, due to improvement in the macroeconomic forecast compared to the prior quarter. During the nine months ended September 30, 2020, the increase from $37.1 million at December 31, 2019 was primarily driven by the impact of the global COVID-19 pandemic and the associated impact on the market environment across our portfolio and the associated effect under the CECL standard.

NOTE 5 — LEASES

Lessee

CIT leases primarily include office space and bank branches; and substantially all of our lease liabilities relate to United States real estate leases under operating lease arrangements. Our lessee finance leases are not significant. Our real estate leases have remaining lease terms of up to 14 years. Our lease terms may include options to extend or terminate the lease. The options are included in the lease term when it is determined that it is reasonably certain the option will be exercised.

The following tables present supplemental balance sheet and cash flow information related to operating leases. Right of use (“ROU”) assets are included in other assets and lease liabilities are included in other liabilities.

Supplemental Lease Balance Sheet Information (dollars in millions)

	September 30,		December 31,
	2020		2019
ROU assets	$	220.7	$	194.9
Lease liabilities		267.5		242.6

Supplemental Cash Flow Information (dollars in millions):

	Nine Months Ended September 30,
	2020		2019
Cash paid for amounts included in the measurement of lease liabilities	$	42.6	$	33.8
ROU assets obtained in exchange for new lease liabilities		16.4		6.6

Lessor

The Company leases equipment to commercial end-users under operating lease and finance lease arrangements. The majority of operating lease equipment is long-lived rail equipment which is typically leased several times over the equipment’s life. We also lease technology and office equipment and large and small industrial, medical, and transportation equipment under both operating leases and finance leases.

Our Rail operating leases typically do not include purchase options. Many of our finance leases, and other equipment operating leases, offer the lessee the option to purchase the equipment at fair market value or for a nominal fixed purchase option; and many of the leases that do not have a nominal purchase option include renewal provisions resulting in some leases continuing beyond initial contractual term. Our leases typically do not include early termination options; and continued rent payments are due if leased equipment is not returned at the end of the lease.

The table that follows presents lease income related to the Company’s operating and finance leases:

Lease Income (dollars in millions)

	Quarters Ended September 30,				Nine Months Ended September 30,
	2020		2019		2020		2019
Lease income – Operating leases	$	191.4	$	199.2	$	578.2	$	602.7
Variable lease income – Operating leases ⁽¹⁾		9.9		12.5		33.8		39.7
Rental income on operating leases		201.3		211.7		612.0		642.4
Interest income - Sales type and direct financing leases		44.3		47.5		127.5		146.6
Variable lease income included in Other non-interest income ⁽²⁾		9.9		11.5		31.7		34.5
Leveraged lease income		3.1		2.2		8.3		6.4
Total lease income	$	258.6	$	272.9	$	779.5	$	829.9

⁽¹⁾ Primarily includes per diem railcar operating lease rental income earned on a time or mileage usage basis.

⁽²⁾ Includes revenue related to insurance coverage on Business Capital leased equipment of $5.9 million and $6.4 million for the quarters ended September 30, 2020 and 2019, respectively, and $18.3 million and $17.4 million for the nine months ended September 30, 2020 and 2019, respectively, as well as leased equipment property tax reimbursements due from customers of $4.0 million and $5.1 million for the quarters ended September 30, 2020 and 2019, respectively and $13.4 million and $17.0 million for the nine months ended September 30, 2020 and 2019, respectively.

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NOTE 6 — INVESTMENT SECURITIES

Investment securities include debt and equity securities. See Note 1 — Business and Summary of Significant Accounting Policies in the Company’s 2019 Form 10-K for information on accounting for investment securities. The following table presents carrying value of investment securities.

Carrying Value of Investment Securities (dollars in millions)

	September 30,		December 31,
	2020		2019
Available-for-sale Securities
Debt securities	$	6,351.7	$	6,011.8
Securities carried at fair value with changes in net income
Equity securities		-		47.2
Non-marketable securities⁽¹⁾		257.1		217.8
Total investment securities	$	6,608.8	$	6,276.8

⁽¹⁾

Non-marketable investments include restricted stock of the FRB and FHLB carried at cost of $224.0 million and $187.9 million at September 30, 2020 and December 31, 2019, respectively. The remaining non-marketable investments without readily determinable fair values measured under the measurement exception totaled $33.1 million and $29.9 million at September 30, 2020 and December 31, 2019, respectively.

Realized gains on AFS securities totaled $8.2 million and $1.3 million for the quarters ended September 30, 2020 and 2019, respectively, and $28.6 million and $3.8 million for the nine months ended September 30, 2020 and 2019, respectively, and exclude losses from impairment.

Accrued interest receivables on debt securities totaled $16.2 million and $21.5 million as of September 30, 2020 and December 31, 2019, respectively, and were included in other assets on the Consolidated Balance Sheet.

The Company had $6.5 billion and $1.7 billion of interest-bearing cash at banks at September 30, 2020 and December 31, 2019, respectively, which are cash and cash equivalents and are classified separately on the balance sheet.

The following table presents interest and dividends on investments and interest-bearing cash.

Interest and Dividend Income (dollars in millions)

	Quarters Ended September 30,				Nine Months Ended September 30,
	2020		2019		2020		2019
Interest income - debt securities⁽¹⁾	$	24.0	$	47.1	$	90.1	$	143.1
Interest income - interest-bearing cash		2.1		7.8		9.5		30.6
Dividends - equity securities		1.4		1.7		3.6		6.6
Total interest and dividends	$	27.5	$	56.6	$	103.2	$	180.3

⁽¹⁾	Includes interest income on securities purchased under agreement to resell.

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The following table presents amortized cost and fair value of securities AFS.

Amortized Cost and Fair Value (dollars in millions)

	Amortized Cost		Gross Unrealized Gains		Gross Unrealized Losses			Fair Value
September 30, 2020
Debt securities AFS
Mortgage-backed securities
U.S. government/sponsored agency – Residential	$	3,010.0	$	90.1	$	(0.2	)	$	3,099.9
U.S. government/sponsored agency – Commercial		1,123.7		55.4		(0.4	)		1,178.7
U.S. government/sponsored agency obligations		1,310.7		0.2		(3.6	)		1,307.3
U.S. Treasury securities		535.5		0.9		(0.1	)		536.3
Supranational securities⁽¹⁾		188.4		0.1		(0.1	)		188.4
Agency asset-backed securities		1.7		0.1		—			1.8
Corporate bonds - foreign		39.3		—		—			39.3
Total debt securities AFS	$	6,209.3	$	146.8	$	(4.4	)	$	6,351.7

December 31, 2019
Debt securities AFS
Mortgage-backed securities
U.S. government/sponsored agency – Residential	$	4,766.4	$	24.1	$	(16.7	)	$	4,773.8
U.S. government/sponsored agency – Commercial		554.5		12.1		(1.8	)		564.8
U.S. government/sponsored agency obligations		449.4		—		(5.4	)		444.0
U.S. Treasury securities		11.2		0.1		—			11.3
Supranational securities		149.8		—		—			149.8
State & municipal bonds		1.0		—		—			1.0
Corporate bonds - foreign		65.9		1.2		—			67.1
Total debt securities AFS	$	5,998.2	$	37.5	$	(23.9	)	$	6,011.8

⁽¹⁾	There was an immaterial amount of ACL under CECL as of September 30, 2020. The amortized cost is net of the ACL.

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The following table presents the debt securities AFS by contractual maturity dates.

Maturities - Debt Securities AFS (dollars in millions)

	September 30, 2020
	Amortized Cost		Fair Value		Weighted Average Yield
Mortgage-backed securities — U.S. government/sponsored agency – Residential
After 5 through 10 years	$	8.9	$	9.3		2.66	%
After 10 years		3,001.1		3,090.6		2.44	%
Total		3,010.0		3,099.9		2.44	%
Mortgage-backed securities — U.S. government/sponsored agency – Commercial
After 1 through 5 years		28.9		31.3		3.50	%
After 5 through 10 years		239.7		264.2		3.12	%
After 10 years		855.1		883.2		2.12	%
Total		1,123.7		1,178.7		2.37	%
U.S. government/sponsored agency obligations
After 1 through 5 years		406.1		405.8		0.76	%
After 5 through 10 years		904.6		901.5		0.96	%
Total		1,310.7		1,307.3		0.90	%
U.S. Treasury securities
1 year or less		57.3		57.4		0.18	%
After 1 through 5 years		104.8		104.9		0.29	%
After 5 through 10 years		373.4		374.0		0.49	%
Total		535.5		536.3		0.41	%
Supranational securities
After 1 through 5 years		25.0		24.9		0.42	%
After 5 through 10 years		163.4		163.5		0.85	%
Total		188.4		188.4		0.79	%
Agency asset-backed securities
After 10 years		1.7		1.8		2.25	%
Total		1.7		1.8		2.25	%
Corporate bonds — foreign
1 year or less		39.3		39.3		6.13	%
Total		39.3		39.3		6.13	%
Total debt securities AFS	$	6,209.3	$	6,351.7		1.90	%

At September 30, 2020 and December 31, 2019, certain securities AFS were in unrealized loss positions. The following table summarizes by investment category the gross unrealized losses, respective fair value and length of time that those securities have been in a continuous unrealized loss position for which an ACL has not been recorded.

Gross Unrealized Loss (dollars in millions)

	September 30, 2020
	Less than 12 months					12 months or greater
	Fair Value		Gross Unrealized Loss			Fair Value		Gross Unrealized Loss
Debt securities AFS
Mortgage-backed securities
U.S. government/sponsored agency - Residential	$	77.3	$	(0.2	)	$	—	$	—
U.S. government/sponsored agency - Commercial		41.5		(0.4	)		—		—
U.S. government/sponsored agency obligations		937.7		(3.6	)		—		—
U.S. Treasury securities		51.1		(0.1	)		—		—
Total debt securities AFS	$	1,107.6	$	(4.3	)	$	—	$	—

	December 31, 2019
	Less than 12 months					12 months or greater
	Fair Value		Gross Unrealized Loss			Fair Value		Gross Unrealized Loss
Debt securities AFS
Mortgage-backed securities
U.S. government/sponsored agency - Residential	$	1,396.5	$	(4.6	)	$	861.3	$	(12.1	)
U.S. government/sponsored agency - Commercial		282.7		(1.7	)		17.6		(0.1	)
U.S. government/sponsored agency obligations		398.9		(5.4	)		—		—
Total debt securities AFS	$	2,078.1	$	(11.7	)	$	878.9	$	(12.2	)

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Securities Carried at Fair Value with Changes Recorded in Net Income

As of September 30, 2020, equity securities were carried at an insignificant fair value, with an amortized cost of $0.4 million and unrealized losses were $0.4 million. As of December 31, 2019, the fair value and amortized cost of equity securities were $47.2 million and $48.2 million, respectively, and unrealized losses were $1.0 million.

Impairment of Investment Securities

There were no impairment losses recognized in 2020 and there were no Other Than Temporary Impairment losses recognized in 2019.

There were immaterial adjustments for non-marketable securities without readily determinable fair values measured under the measurement alternative. There were immaterial unrealized gain and losses on non-marketable investments.

Pledged Securities

Securities with a carrying value of $2,346.4 million were pledged as of September 30, 2020 to secure public funds in CIT Bank, FHLB financing availability, and derivative contracts and for other purposes as required or permitted by law. Securities with a carrying value of $50.4 million were pledged as of December 31, 2019 to secure FHLB financing availability.

NOTE 7 — DEPOSITS

The following table provides detail on deposit types. The deposit balance in the current period reflects the MOB Acquisition, as described in Note 2 – Acquisition and Discontinued Operations.

Deposits — Deposit types (dollars in millions)

	September 30,		December 31,
	2020		2019
Interest-bearing	$	41,684.1	$	33,546.4
Non-interest bearing		3,022.1		1,593.1
Total deposits	$	44,706.2	$	35,139.5

The following table presents the contractual maturity profile of time deposits which excludes the impact of amortization and accretion of certain items such as PAA.

Deposits — Maturities (dollars in millions)

	September 30,
	2020
Time deposits, remaining contractual maturity:
Within one year	$	8,368.9
One to two years		1,529.7
Two to three years		275.1
Three to four years		569.7
Four to five years		527.7
Over five years		3.2
Total Time deposits	$	11,274.3

The following table presents the maturity profile of time deposits, including the impact of PAA, with a denomination of $100,000 or more.

Time Deposits $100,000 or More (dollars in millions)

	September 30,
	2020
Time Deposits:
Three months or less	$	1,254.9
After three months through six months		2,215.0
After six months through twelve months		2,213.3
After twelve months		954.4
Total	$	6,637.6

The Company also had aggregate time deposits of $2,300.3 million and $2,284.3 million in denominations of more than $250,000 at September 30, 2020 and December 31, 2019, respectively.

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NOTE 8 — VARIABLE INTEREST ENTITIES

Variable Interest Entities (“VIE”)

Described below are the results of the Company’s assessment of its variable interests in order to determine its current status with regard to being the VIE primary beneficiary (“PB”). See Note 1 — Business and Summary of Significant Accounting Policies in the 2019 Form 10-K for additional information on accounting for VIEs.

Consolidated VIEs

At September 30, 2020 and December 31, 2019, there were no consolidated VIEs.

Unconsolidated VIEs

Unconsolidated VIEs include agency and non-agency securitization structures, limited partnership interests and joint ventures where the Company’s involvement is limited to an investor interest and the Company does not have the power to direct the activities of the VIE that most significantly impact the VIE’s economic performance or obligation to absorb losses or the right to receive benefits that could potentially be significant to the VIE.

The table below presents potential losses that would be incurred under hypothetical circumstances, such that the value of its interests and any associated collateral declines to zero and assuming no recovery or offset from any economic hedges. The Company believes the possibility is remote under this hypothetical scenario; accordingly, this disclosure is not an indication of expected loss.

Unconsolidated VIEs Carrying Value (dollars in millions)

	September 30, 2020				December 31, 2019
	Securities		Partnership Investment		Securities		Partnership Investment
Agency securities	$	4,280.4	$	—	$	5,338.6	$	—
Tax credit equity investments		—		296.6		—		277.1
Equity investments		—		105.8		—		84.0
Total Assets	$	4,280.4	$	402.4	$	5,338.6	$	361.1
Commitments to tax credit investments⁽¹⁾	$	—	$	164.1	$	—	$	120.1
Total Liabilities	$	—	$	164.1	$	—	$	120.1
Maximum loss exposure	$	4,280.4	$	402.4	$	5,338.6	$	361.1

⁽¹⁾	Represents commitments to invest in affordable housing investments, and other investments qualifying for community reinvestment tax credits. These commitments are payable on demand and are recorded in other liabilities.

NOTE 9 — BORROWINGS

The following table presents the carrying value of outstanding borrowings.

Borrowings (dollars in millions)

	September 30, 2020						December 31, 2019
	CIT Group Inc.		Subsidiaries		Total		Total
Unsecured borrowings:
Senior	$	3,924.0	$	312.9	$	4,236.9	$	3,967.9
Subordinated notes		494.7		-		494.7		494.4
Secured borrowings:
FHLB advances		-		2,550.0		2,550.0		1,650.0
Other secured and structured financings		-		3.1		3.1		361.1
Total borrowings	$	4,418.7	$	2,866.0	$	7,284.7	$	6,473.4

Unsecured Borrowings

Revolving Credit Facility

The Revolving Credit Facility had a total commitment amount of $300 million at September 30, 2020, compared to $400 million at December 31, 2019. The facility was amended during the first quarter of 2020 to 1) reduce the total commitment amount by $100 million, 2) extend the final maturity date of the lenders’ commitments from March 1, 2021 to November 1, 2021, 3) reduce the Tier 1 capital ratio requirement from 9.0% to 8.5%, and 4) lower the applicable margin charged under the facility to 1.75% for LIBOR Rate loans and 0.75% for Base Rate loans.

At September 30, 2020, the Revolving Credit Facility was unsecured and was guaranteed by three of the Company’s domestic operating subsidiaries. In addition, the applicable required minimum guarantor asset coverage ratio ranges from 1.0:1.0 to 1.5:1.0 based on CIT’s credit ratings and was 1.25:1.00 at September 30, 2020.

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The Revolving Credit Facility may be drawn, prepaid and redrawn at the option of CIT. The unutilized portion of any commitment under the Revolving Credit Facility may be reduced permanently or terminated by CIT at any time without penalty. The $300 million total commitment amount consisted of a $200 million revolving loan tranche and a $100 million revolving loan tranche that can also be utilized for issuance of letters of credit. At September 30, 2020, approximately $36 million was utilized for CIT’s issuances of letters of credit.

Senior Unsecured Notes

On June 19, 2020, CIT Group Inc. issued $500 million aggregate principal amount of 3.929% senior unsecured fixed-to-floating rate notes due 2024 (the "Notes"). Beginning June 19, 2023 until the maturity date, the Notes will bear interest at a floating rate based on SOFR plus a margin of 3.827% payable quarterly in arrears if not called.

During the second quarter of 2020, CIT Bank initiated and completed a cash tender offer to purchase up to $550 million of bank notes due in 2025, with $234.8 million tendered. Such tendering holders received the purchase price in the amount of $930 for each $1,000 principal amount of bank notes tendered, plus accrued and unpaid interest. CIT recognized a gain of approximately $15 million on the tender.

Subordinated Unsecured Notes

The principal amounts and maturity dates of the subordinated unsecured notes remained unchanged from December 31, 2019. See Note 10 – Borrowings in the 2019 Form 10-K.

Secured Borrowings

At September 30, 2020, the Company had pledged $14.7 billion of assets to several financing facilities (including collateral for the FRB discount window that is currently not drawn) which included $12.5 billion of loans and $2.2 billion of investment securities. Under the FHLB Facility, CIT Bank, N.A. may at any time grant a security interest in, sell, convey or otherwise dispose of any of the assets used for collateral, provided that CIT Bank, N.A. is in compliance with the collateral maintenance requirement immediately following such disposition and all other requirements of the facility at the time of such disposition.

FHLB Advances

The following table presents the FHLB balances as of September 30, 2020 and December 31, 2019.

FHLB Balances (dollars in millions)

									December 31,
	September 30, 2020								2019
	Lending Assets			HQL Securities		Total			Total
Total borrowing capacity	$	5,840.9		$	2,043.3	$	7,884.2		$	6,350.5
Less:
Advances		(2,550.0	)		—		(2,550.0	)		(1,650.0	)
Available capacity	$	3,290.9		$	2,043.3	$	5,334.2		$	4,700.5

Pledged assets⁽¹⁾	$	7,400.9		$	2,194.7	$	9,595.6		$	6,987.6
Weighted Average Rate							0.56	%		2.04	%

⁽¹⁾	December 31, 2019 pledged assets included $50.4 million of HQL securities.

Other Secured and Structured Financings

Other secured (other than FHLB) and structured financings of CIT-owned subsidiaries totaled $3.1 million and $361.1 million at September 30, 2020 and December 31, 2019, respectively. Pledged assets related to these borrowings totaled $2,129.8 million and $2,205.9 million at September 30, 2020 and December 31, 2019, respectively. These transactions do not meet accounting requirements for sales treatment and are recorded as secured borrowings. The outstanding secured and structured financings as of September 30, 2020 had a weighted average rate of 4.40%, compared to a weighted average rate of 3.03% at December 31, 2019.

FRB

There were no outstanding borrowings with the FRB Discount Window at September 30, 2020 and December 31, 2019.

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CIT Group Inc. and Subsidiaries – Notes to Condensed Consolidated Financial Statements (Unaudited)

NOTE 10 — DERIVATIVE FINANCIAL INSTRUMENTS

See Note 1 — Business and Summary of Significant Accounting Policies in the Company’s 2019 Form 10-K for the description of its derivative products and transaction policies.

The following table presents notional amount and fair value of derivative financial instruments on a gross basis.

Notional Amount and Fair Value of Derivative Financial Instruments (dollars in millions)

	September 30, 2020								December 31, 2019
	Notional Amount		Asset Fair Value			Liability Fair Value			Notional Amount		Asset Fair Value			Liability Fair Value
Derivatives designated as hedging instruments (Qualifying hedges)
Foreign exchange contracts	$	46.2	$	-		$	(2.2	)	$	676.3	$	-		$	(10.6	)
Interest rate contracts⁽¹⁾⁽³⁾		500.0		-			-			1,250.0		-			-
Total derivatives designated as hedging instruments		546.2		-			(2.2	)		1,926.3		-			(10.6	)
Derivatives not designated as hedging instruments (Non-qualifying hedges)
Interest rate contracts⁽¹⁾⁽³⁾		20,740.8		484.4			(75.5	)		17,588.1		176.9			(14.5	)
Foreign exchange contracts		255.7		2.8			(7.4	)		982.9		13.7			(6.1	)
Other contracts⁽²⁾		884.2		0.5			(1.2	)		714.7		0.1			(0.8	)
Total derivatives not designated as hedging instruments		21,880.7		487.7			(84.1	)		19,285.7		190.7			(21.4	)
Gross derivatives fair values presented in the Consolidated Balance Sheets	$	22,426.9	$	487.7		$	(86.3	)	$	21,212.0	$	190.7		$	(32.0	)
Less: Gross amounts offset in the Consolidated Balance Sheets				-			-					-			-
Net amount presented in the Consolidated Balance Sheet				487.7			(86.3	)				190.7			(32.0	)
Less: Amounts subject to master netting agreements⁽⁴⁾				(2.7	)		2.7					(11.8	)		11.8
Less: Cash collateral pledged (received) subject to master netting agreements⁽⁵⁾				-			56.3					(1.2	)		14.3
Total net derivative fair value			$	485.0		$	(27.3	)			$	177.7		$	(5.9	)

⁽¹⁾	Fair value balances include accrued interest.

⁽²⁾	Other derivative contracts not designated as hedging instruments include risk participation agreements.

⁽³⁾

The Company accounts for swap contracts cleared by the Chicago Mercantile Exchange and LCH Clearnet as “settled-to-market”. As a result, variation margin payments are characterized as settlement of the derivative exposure and variation margin balances are netted against the corresponding derivative mark-to-market balances. Gross amounts of recognized assets and liabilities were lowered by $13.2 million and $389.4 million, respectively at September 30, 2020 and $16.2 million and $142.8 million, respectively at December 31, 2019.

⁽⁴⁾

The Company’s derivative transactions are governed by ISDA agreements that allow for net settlements of certain payments as well as offsetting of all contracts with a given counterparty in the event of bankruptcy or default of one of the two parties to the transaction. The Company believes its ISDA agreements meet the definition of a master netting arrangement or similar agreement for purposes of the above disclosure.

⁽⁵⁾

In conjunction with the ISDA agreements described above, the Company has entered into collateral arrangements with its counterparties, which provide for the exchange of cash depending on change in the market valuation of the derivative contracts outstanding. Such collateral is available to be applied in settlement of the net balances upon an event of default of one of the counterparties. Collateral pledged or received is included in other assets or other liabilities, respectively.

Qualifying Hedges

CIT enters into interest rate swap agreements to manage interest rate exposure on its fixed-rate borrowings. The agreements that qualify for hedge accounting are designated as fair value hedges. The following table represents gains (losses) of fair value hedges recognized as interest expense on the condensed consolidated statements of income.

Gains (Losses) on Qualifying Hedges (dollars in millions)

	Quarters Ended September 30,						Nine Months Ended September 30,
	2020			2019			2020			2019
Recognized on derivatives	$	(2.3	)	$	(0.8	)	$	2.6		$	3.8
Recognized on hedged item		2.3			0.8			(2.6	)		(3.8	)
Net recognized on fair value hedges (No ineffectiveness)	$	-		$	-		$	-		$	-

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CIT Group Inc. and Subsidiaries – Notes to Condensed Consolidated Financial Statements (Unaudited)

The following table presents the carrying value of hedged items and associated cumulative hedging adjustment related to fair value hedges.

Cumulative Fair Value Hedging Adjustments (dollars in millions)

			Cumulative Fair Value Hedging Adjustment Included in the Carrying Value of Hedged Items
	Carrying Value of Hedged Items⁽¹⁾		Currently Designated		No Longer Designated
September 30, 2020
Long-term Debt	$	1,536.3	$	3.4	$	2.0
December 31, 2019
Long-term Debt	$	1,747.0	$	2.1	$	1.5

⁽¹⁾	Carrying value includes $1,033.7 million and $499.4 million of carrying value of hedged items no longer designated as of September 30, 2020 and December 31, 2019, respectively.

The following table presents the pre-tax net gains (losses) recorded in the condensed consolidated statements of income and in the consolidated statements of comprehensive income relating to derivatives designated as net investment hedges:

Pre-tax Net Gains (Losses) Relating to Derivatives Designated as Net Investment Hedges (dollars in millions)

			Amounts
	Amounts		recorded in Other
	reclassified from		Comprehensive			Total change in
	AOCI to income		Income			AOCI for period
Contract Type
Quarter Ended September 30, 2020
Foreign currency forward contracts - net investment hedges	$	-	$	(1.6	)	$	(1.6	)
Quarter Ended September 30, 2019
Foreign currency forward contracts - net investment hedges	$	-	$	9.0		$	9.0
Nine Months Ended September 30, 2020
Foreign currency forward contracts - net investment hedges	$	-	$	(1.1	)	$	(1.1	)
Nine Months Ended September 30, 2019
Foreign currency forward contracts - net investment hedges	$	-	$	(14.8	)	$	(14.8	)

Non-Qualifying Hedges

The following table presents gains (losses) of non-qualifying hedges recognized as other non-interest income on the condensed consolidated statements of income:

Gains (Losses) on Non-Qualifying Hedges (dollars in millions)

	Quarters Ended September 30,						Nine Months Ended September 30,
	2020			2019			2020			2019
Interest rate contracts	$	5.1		$	3.4		$	11.7		$	8.0
Foreign currency forward contracts		(6.1	)		(6.0	)		(3.7	)		18.6
Other contracts		0.2			(0.4	)		(0.7	)		(0.1	)
Total non-qualifying hedges - income statement impact	$	(0.8	)	$	(3.0	)	$	7.3		$	26.5

NOTE 11 — FAIR VALUE

Fair Value Hierarchy

The Company measures certain financial assets and liabilities at fair value. Fair value is defined as the price that would be received to sell an asset or paid to transfer a liability in an orderly transaction between market participants at the measurement date. U.S. GAAP also establishes a fair value hierarchy, which prioritizes the inputs to valuation techniques used to measure fair value into three levels. See Note 1 — Business and Summary of Significant Accounting Policies in the Company's 2019 Form 10-K for a description of its valuation process for assets and liabilities measured at fair value and the fair value hierarchy.

The Company considered the impact of the COVID-19 pandemic on the markets related to the Company’s assets and liabilities for the purpose of fair value measurement. The Company observed increased volatility in those markets with significant effects on market prices and interest rates, in addition to significant decreases in the level of activity in the markets for its assets and liabilities. However, the Company did not identify persuasive evidence to conclude that the markets were not orderly. As a result, the fair value of the Company’s assets and liabilities were measured based on market conditions that existed as of September 30, 2020.

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CIT Group Inc. and Subsidiaries – Notes to Condensed Consolidated Financial Statements (Unaudited)

Assets and Liabilities Measured at Fair Value on a Recurring Basis

The following table summarizes the Company’s assets and liabilities measured at estimated fair value on a recurring basis.

Assets and Liabilities Measured at Fair Value on a Recurring Basis (dollars in millions)

	Total			Level 1		Level 2			Level 3
September 30, 2020
Assets
Residential MBS – U.S. government/sponsored agency	$	3,099.9		$	—	$	3,099.9		$	—
U.S. treasury securities		536.3			57.3		479.0			—
Other securities		2,715.5			—		2,676.1			39.4
Total debt securities AFS		6,351.7			57.3		6,255.0			39.4
Securities carried at fair value with changes recorded in net income		—			—		—			—

Interest rate contracts — non-qualifying hedges		484.4			—		483.5			0.9
Other derivative — non-qualifying hedges		3.3			—		2.8			0.5
Total derivative assets at fair value — non-qualifying hedges⁽¹⁾		487.7			—		486.3			1.4
Total	$	6,839.4		$	57.3	$	6,741.3		$	40.8
Liabilities
Interest rate contracts — non-qualifying hedges	$	(75.5	)	$	—	$	(75.5	)	$	—
Other derivative— non-qualifying hedges		(8.6	)		—		(7.4	)		(1.2	)
Total derivative liabilities at fair value — non-qualifying hedges⁽¹⁾		(84.1	)		—		(82.9	)		(1.2	)
Foreign currency forward contracts — net investment qualifying hedges		(2.2	)		—		(2.2	)		—
Total derivative liabilities at fair value — qualifying hedges		(2.2	)		—		(2.2	)		—
Total	$	(86.3	)	$	—	$	(85.1	)	$	(1.2	)
December 31, 2019
Assets
Residential MBS – U.S. government/sponsored agency	$	4,773.8		$	—	$	4,773.8		$	—
U.S. treasury securities		11.3			4.7		6.6			—
Other securities		1,226.7			—		1,159.6			67.1
Total debt securities AFS		6,011.8			4.7		5,940.0			67.1
Securities carried at fair value with changes recorded in net income		47.2			0.1		47.1			—

Interest rate contracts — non-qualifying hedges		176.9			—		176.7			0.2
Other derivative — non-qualifying hedges		13.8			—		13.7			0.1
Total derivative assets at fair value — non-qualifying hedges⁽¹⁾		190.7			—		190.4			0.3
Total	$	6,249.7		$	4.8	$	6,177.5		$	67.4
Liabilities
Interest rate contracts — non-qualifying hedges	$	(14.5	)	$	—	$	(14.5	)	$	—
Other derivative— non-qualifying hedges		(6.9	)		—		(6.1	)		(0.8	)
Total derivative liabilities at fair value — non-qualifying hedges⁽¹⁾		(21.4	)		—		(20.6	)		(0.8	)
Foreign currency forward contracts — net investment qualifying hedges		(10.6	)		—		(10.6	)		—
Total derivative liabilities at fair value — qualifying hedges		(10.6	)		—		(10.6	)		—
FDIC True-up liability		(68.8	)		—		—			(68.8	)
Total	$	(100.8	)	$	—	$	(31.2	)	$	(69.6	)

⁽¹⁾	Derivative fair values include accrued interest.

The methods and assumptions used to estimate the fair value of each class of financial instruments measured at fair value on a recurring basis are as follows:

Debt securities AFS — Investments in U.S. government agency and sponsored agency guaranteed mortgage-backed securities, U.S. government agency and sponsored agency obligations, U.S. Treasury securities and supranational securities were valued using Level 2 inputs. The market for certain corporate bonds is not active, therefore the estimated fair value was determined using a discounted cash flow technique. Given the lack of observable market data, the estimated fair value of the corporate bonds was classified as Level 3. See Note 1 – Business and Summary of Significant Accounting Policies in the Company's 2019 Form 10-K for details on significant inputs and valuation techniques.

Securities carried at fair value with changes recorded in net income — Most equity securities were valued using Level 2 inputs based on published net asset value, with the remaining securities being valued using Level 1 inputs.

Derivative Assets and Liabilities — Derivatives were valued using models that incorporate inputs depending on the type of derivative. Besides the fair value of credit derivatives, which were estimated using Level 3 inputs, most derivative instruments were valued using Level 2 inputs based on quoted prices for similar assets and liabilities and model-based valuation techniques for which all significant assumptions are observable in the market. See Note 1 – Business and Summary of Significant Accounting Policies in the Company's 2019 Form 10-K for details on significant inputs and valuation techniques. See Note 10 — Derivative Financial Instruments for notional principal amounts and fair values.

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CIT Group Inc. and Subsidiaries – Notes to Condensed Consolidated Financial Statements (Unaudited)

FDIC True-up Liability — The FDIC True-up liability was recorded at estimated fair value as of the date of the OneWest transaction related to the FDIC-assisted transaction of La Jolla and was measured at fair value at each reporting date until the contingency is resolved. Due to the significant unobservable inputs used, these measurements were classified as Level 3. The FDIC True-up liability was settled in April 2020.

The following tables summarize information about significant unobservable inputs related to the Company’s categories of Level 3 financial assets and liabilities measured on a recurring basis.

Quantitative Information about Level 3 Fair Value Measurements — Recurring (dollars in millions)

Financial Instrument	Estimated Fair Value			Valuation Technique(s)	Significant Unobservable Inputs	Range of Inputs	Weighted Average
September 30, 2020
Assets
Debt Securities — AFS	$	39.4		Discounted cash flow	Discount Rate	6.0% - 6.0%	6.0%
Derivative assets — non qualifying		1.4		Internal valuation model	Borrower Rate	2.2% - 4.1%	2.9%
Total Assets	$	40.8
Liabilities
Derivative liabilities — non-qualifying		(1.2	)	Internal valuation model
Total Liabilities	$	(1.2	)
December 31, 2019
Assets
Debt Securities — AFS	$	67.1		Discounted cash flow	Discount Rate	6.0% - 6.2%	6.0%
Derivative assets — non qualifying		0.3		Internal valuation model	Borrower Rate	2.8% - 5.0%	3.6%
Total Assets	$	67.4
Liabilities
FDIC True-up liability	$	(68.8	)	Discounted cash flow	Discount Rate	2.2%	2.2%
Derivative liabilities — non-qualifying		(0.8	)	Internal valuation model
Total Liabilities	$	(69.6	)

The following table summarizes the changes in estimated fair value for all assets and liabilities measured at estimated fair value on a recurring basis using significant unobservable inputs (Level 3).

Changes in Estimated Fair Value of Level 3 Financial Assets and Liabilities Measured on a Recurring Basis (dollars in millions)

	Securities- AFS			Derivative Assets- Non- Qualifying		Derivative Liabilities- Non- Qualifying			FDIC True-up Liability
Balance as of December 31, 2019	$	67.1		$	0.3	$	(0.8	)	$	(68.8	)
Included in earnings		0.1			1.1		(0.4	)		(0.2	)
Included in comprehensive income		(1.1	)		—		—			—
Repayments		(0.7	)		—		—			—
Maturity		(26.0	)		—		—			69.0
Balance as of September 30, 2020	$	39.4		$	1.4	$	(1.2	)	$	(0.0	)
Balance as of December 31, 2018	$	65.9		$	0.4	$	—		$	(66.9	)
Included in earnings		0.1			0.1		(0.1	)		(1.4	)
Included in comprehensive income		1.1			—		—			—
Balance as of September 30, 2019	$	67.1		$	0.5	$	(0.1	)	$	(68.3	)

Assets Measured at Estimated Fair Value on a Non-recurring Basis

Certain assets or liabilities are required to be measured at estimated fair value on a non-recurring basis subsequent to initial recognition. Generally, these adjustments are the result of LOCOM or other impairment accounting.

Assets and liabilities acquired in the MOB Transaction were recorded at fair value on the acquisition date pursuant to ASC 805. See Note 2-Acquisition and Discontinued Operations for balances and assumptions used in the valuation.

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CIT Group Inc. and Subsidiaries – Notes to Condensed Consolidated Financial Statements (Unaudited)

The following table presents carrying value of assets measured at estimated fair value on a non-recurring basis for which gains and losses from a non-recurring fair value adjustment have been recorded in the periods.

Assets Measured at Fair Value on a Non-recurring Basis (dollars in millions)

	Fair Value Measurements
	Total		Level 1		Level 2		Level 3		Total Gains (Losses)
September 30, 2020
Assets held for sale	$	21.9	$	—	$	1.6	$	20.3	$	(3.6	)
Loans		163.8		—		—		163.8		(53.2	)
Mortgage Servicing Rights		5.0		—		—		5.0		(4.1	)
Total	$	190.7	$	—	$	1.6	$	189.1	$	(60.9	)
December 31, 2019
Assets held for sale	$	22.6	$	—	$	1.9	$	20.7	$	2.2
Impaired loans		244.8		—		—		244.8		(73.5	)
Tax credit investments		82.0		—		—		82.0		(5.1	)
Total	$	349.4	$	—	$	1.9	$	347.5	$	(76.4	)

The methods and assumptions used to estimate the fair value of each class of financial instruments measured at fair value on a non-recurring basis are as follows:

Assets Held for Sale — The fair value of Level 2 assets was primarily estimated based on the prices of recent trades of similar assets. The carrying value of level 3 assets approximates fair value.

Loans — Loans that are collateral-dependent were measured based on the fair value of the underlying collateral less costs to sell. These loans are classified as Level 3 as the fair value of underlying collateral is estimated primarily based on third party appraisals or opinions adjusted for the Company’s experience with liquidation value.

Mortgage Servicing Rights — Under the amortization method, the carrying value of the MSRs was reduced to its fair value for the impairment loss recognized. The fair value of the MSRs was valued under the income approach using the discounted cash flow model based on level 3 inputs including prepayment speed, discount rates and cost to service.

Impaired Loans — The value of impaired loans was assessed through the evaluation of their aggregate carrying values relative to contractual amounts owed (unpaid principal balance) from customers. See Note 3 – Loans in the Company's 2019 Form 10-K for methods and assumptions used.

Tax Credit Investments — The fair value was estimated based on remaining future tax benefits and Level 3 inputs including market yields of comparable investments. During the fourth quarter of 2019, the Company recognized an impairment loss of $5.1 million on certain tax credit investments.

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CIT Group Inc. and Subsidiaries – Notes to Condensed Consolidated Financial Statements (Unaudited)

Financial Instruments not Measured at Fair Value

The carrying values and estimated fair values of financial instruments not measured at fair value presented below exclude leases and certain other assets and liabilities, which were not required for disclosure.

Carrying Value and Fair Value of Financial Instruments (dollars in millions)

				Estimated Fair Value
	Carrying Value			Level 1		Level 2			Level 3			Total
September 30, 2020
Financial Assets
Cash and interest bearing deposits	$	6,705.6		$	6,705.6	$	—		$	—		$	6,705.6
Assets held for sale (excluding leases)		51.4			—		17.6			34.4			52.0
Loans (excluding leases)⁽¹⁾		33,861.6			—		1,123.2			33,094.8			34,218.0
Investment securities⁽²⁾		257.1			—		—			257.1			257.1
Financial Liabilities
Deposits⁽³⁾		(44,722.6	)		—		—			(44,884.5	)		(44,884.5	)
Borrowings⁽³⁾		(7,315.6	)		—		(7,525.5	)		(5.4	)		(7,530.9	)
Credit balances of factoring clients		(1,320.2	)		—		—			(1,320.2	)		(1,320.2	)
December 31, 2019
Financial Assets
Cash and interest bearing deposits	$	2,685.6		$	2,685.6	$	—		$	—		$	2,685.6
Assets held for sale (excluding leases)		29.6			—		7.5			22.2			29.7
Loans (excluding leases)⁽¹⁾		28,297.4			—		1,114.5			27,684.3			28,798.8
Securities purchased under agreement to resell		950.0			—		950.0			—			950.0
Investment securities⁽²⁾		217.8			—		—			217.8			217.8
Financial Liabilities
Deposits⁽³⁾		(35,156.2	)		—		—			(35,263.8	)		(35,263.8	)
Borrowings⁽³⁾		(6,549.6	)		—		(6,532.0	)		(365.2	)		(6,897.2	)
Credit balances of factoring clients		(1,176.2	)		—		—			(1,176.2	)		(1,176.2	)

⁽¹⁾	Carrying value of loans (excluding leases) is net of the ACL.

⁽²⁾	Non-marketable investments carried at cost. See Assets and Liabilities Measured at Fair Value on a Recurring Basis in this note above for debt securities AFS and securities carried at fair value with changes recorded in net income.

⁽³⁾	Deposits and borrowings include accrued interest, which is included in Other liabilities.

The methods and assumptions used to estimate the fair value of each class of financial instruments not measured at fair value are as follows:

Loans — Loans are generally valued by discounting expected cash flows using market inputs with adjustments based on cohort level assumptions for certain loan types as well as internally developed estimates at a business segment level. Due to the significance of the unobservable market inputs and assumptions, as well as the absence of a liquid secondary market for most loans, these loans are classified as Level 3. Certain loans are measured based on observable market prices sourced from external data providers and classified as Level 2. Nonaccrual loans are written down and reported at their estimated recovery value which approximates their fair value and classified as Level 3.

Securities Purchased Under Agreement to Resell — The fair value of securities purchased under agreement to resell (reverse repo) was determined using a discount cash flow technique. Interest rates appropriate to the maturity and underlying collateral are used for discounting the estimated cash flows. As observable market interest rates are used, the fair value of securities purchased under agreement to resell was classified as Level 2.

Investment Securities

▪

Non-marketable securities — Utilize Level 3 inputs to estimate fair value and were generally recorded under the cost method of accounting. FHLB and FRB stock carrying values approximate fair value. Of the remaining non-marketable securities, the fair value is determined based on techniques that use significant assumptions that are not observable in the market.

Deposits — The estimated fair value of deposits with no stated maturity, such as demand deposit accounts, money market accounts, and savings accounts was the amount payable on demand at the reporting date. The fair value of time deposits was estimated based on a discounted cash flow technique using Level 3 inputs appropriate to the contractual maturity.

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CIT Group Inc. and Subsidiaries – Notes to Condensed Consolidated Financial Statements (Unaudited)

Borrowings

The Level 2 fair value of borrowings included:

▪	Unsecured debt — consists of both senior debt and subordinated debt. Unsecured debt was valued using observable market prices of identical instruments.

▪	Secured borrowings — consists of FHLB advances. The estimated fair value of FHLB advances was based on a discounted cash flow technique. The cash flows were calculated using the contractual features of the advance and then discounted using observable market interest rates.

The Level 3 fair value of borrowings included:

▪

Secured borrowings — consists of structured financings and other secured borrowings. The fair value of structured financings was estimated based on a discounted cash flow technique using observable market interest rates adjusted for estimated spreads. The fair value of other secured borrowings was estimated based on unobservable inputs.

Credit balances of factoring clients — The impact of the time value of money from the unobservable discount rate for credit balances of factoring clients is inconsequential due to the short term nature of these balances, therefore, the carrying value approximated fair value, and the credit balances were classified as Level 3.

NOTE 12 — STOCKHOLDERS' EQUITY

In conjunction with the MOB Acquisition, consideration paid included the issuance of approximately 3.1 million shares of CIT Group Inc. common stock. A roll forward of common stock activity is presented in the following table.

Number of Shares of Common Stock

	Issued		Less Treasury			Outstanding
Common stock - December 31, 2019		162,188,287		(67,445,723	)		94,742,564
Common stock issuance - acquisition		-		3,094,697			3,094,697
Restricted stock issued		829,329		-			829,329
Shares held to cover taxes on vesting restricted shares and other		-		(307,713	)		(307,713	)
Employee stock purchase plan participation		167,600		-			167,600
Common stock - September 30, 2020		163,185,216		(64,658,739	)		98,526,477

Accumulated Other Comprehensive Income (Loss) ("AOCI")

The following table details the components of AOCI, net of tax:

Components of Accumulated Other Comprehensive Income (Loss) (dollars in millions)

	September 30, 2020									December 31, 2019
	Gross Unrealized			Income Taxes			Net Unrealized			Gross Unrealized			Income Taxes			Net Unrealized
Foreign currency translation adjustments	$	(2.5	)	$	(7.0	)	$	(9.5	)	$	(1.9	)	$	(7.2	)	$	(9.1	)
Changes in benefit plans net loss and prior service (cost)/credit		(47.3	)		(2.3	)		(49.6	)		(51.3	)		(1.3	)		(52.6	)
Net gains (loss) on securities AFS⁽¹⁾		142.5			(37.0	)		105.5			13.6			(4.0	)		9.6
Total accumulated other comprehensive income (loss)	$	92.7		$	(46.3	)	$	46.4		$	(39.6	)	$	(12.5	)	$	(52.1	)

⁽¹⁾	ACL related to securities AFS was immaterial as of September 30, 2020.

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CIT Group Inc. and Subsidiaries – Notes to Condensed Consolidated Financial Statements (Unaudited)

The following table details the changes in the components of AOCI, net of income taxes:

Changes in Accumulated Other Comprehensive Income (Loss) by Component (dollars in millions)

				Changes in
				benefit plan
	Foreign			net gain (loss)			Unrealized net
	currency			and prior			gains (losses)
	translation			service (cost)			on AFS
	adjustments			credit			securities			Total AOCI
Balance as of December 31, 2019	$	(9.1	)	$	(52.6	)	$	9.6		$	(52.1	)
AOCI activity before reclassifications		(0.4	)		2.7			117.2			119.5
Amounts reclassified from AOCI		-			0.3			(21.3	)		(21.0	)
Net current period AOCI		(0.4	)		3.0			95.9			98.5
Balance as of September 30, 2020	$	(9.5	)	$	(49.6	)	$	105.5		$	46.4

Balance as of December 31, 2018	$	(20.9	)	$	(70.2	)	$	(87.2	)	$	(178.3	)
AOCI activity before reclassifications		7.5			2.1			106.8			116.4
Amounts reclassified from AOCI		-			0.1			(2.7	)		(2.6	)
Net current period AOCI		7.5			2.2			104.1			113.8
Balance as of September 30, 2019	$	(13.4	)	$	(68.0	)	$	16.9		$	(64.5	)

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CIT Group Inc. and Subsidiaries – Notes to Condensed Consolidated Financial Statements (Unaudited)

Other Comprehensive Income

The amounts included in the Condensed Consolidated Statements of Comprehensive Income are net of income taxes. The following table presents the pretax and after-tax components of other comprehensive income.

Before- and After-Tax components of OCI (dollars in millions)

Quarters Ended September 30,	2020									2019
																			Income
	Gross						Net			Gross						Net			Statement
	Amount			Tax			Amount			Amount			Tax			Amount			Line Item
Foreign currency translation adjustments losses
AOCI activity before reclassification	$	0.3		$	0.3		$	0.6		$	(0.4	)	$	(2.3	)	$	(2.7	)
Net Change		0.3			0.3			0.6			(0.4	)		(2.3	)		(2.7	)

Changes in benefit plan net gain (loss) and prior service (cost) credit losses
AOCI activity before reclassification		0.1			-			0.1			-			(0.1	)		(0.1	)
Reclassifications out of AOCI		-			-			-			0.1			-			0.1		Operating expenses
Net Change		0.1			-			0.1			0.1			(0.1	)		-

Unrealized net gains on securities AFS
AOCI activity before reclassification		(18.9	)		4.9			(14.0	)		5.3			(1.1	)		4.2
Reclassifications out of AOCI		(8.2	)		2.1			(6.1	)		(1.3	)		0.4			(0.9	)	Other non- interest income
Net Change		(27.1	)		7.0			(20.1	)		4.0			(0.7	)		3.3
Net current period AOCI	$	(26.7	)	$	7.3		$	(19.4	)	$	3.7		$	(3.1	)	$	0.6

Nine Months Ended September 30,	2020									2019
																			Income
	Gross						Net			Gross						Net			Statement
	Amount			Tax			Amount			Amount			Tax			Amount			Line Item
Foreign currency translation adjustments losses
AOCI activity before reclassification	$	(0.6	)	$	0.2		$	(0.4	)	$	3.7		$	3.8		$	7.5
Net Change		(0.6	)		0.2			(0.4	)		3.7			3.8			7.5

Changes in benefit plan net gain (loss) and prior service (cost) credit losses
AOCI activity before reclassification		3.6			(0.9	)		2.7			2.9			(0.8	)		2.1
Reclassifications out of AOCI		0.4			(0.1	)		0.3			0.1			-			0.1		Operating expenses
Net Change		4.0			(1.0	)		3.0			3.0			(0.8	)		2.2

Unrealized net gains on securities AFS
AOCI activity before reclassification		157.5			(40.3	)		117.2			143.7			(36.9	)		106.8
Reclassifications out of AOCI		(28.6	)		7.3			(21.3	)		(3.7	)		1.0			(2.7	)	Other non- interest income
Net Change		128.9			(33.0	)		95.9			140.0			(35.9	)		104.1
Net current period AOCI	$	132.3		$	(33.8	)	$	98.5		$	146.7		$	(32.9	)	$	113.8

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CIT Group Inc. and Subsidiaries – Notes to Condensed Consolidated Financial Statements (Unaudited)

NOTE 13 — REGULATORY CAPITAL

The Company and the Bank are each subject to various regulatory capital requirements administered by the FRB and the OCC. Quantitative measures established by regulation to ensure capital adequacy require that the Company and the Bank each maintain minimum amounts and ratios of Total, Tier 1 and Common Equity Tier 1 capital to risk-weighted assets, and of Tier 1 capital to average assets. We compute capital ratios in accordance with Federal Reserve capital guidelines and OCC capital rules for assessing adequacy of capital for the Company and CIT Bank, respectively. The regulatory capital rules applicable to the Company and the Bank were the Basel III Rule and the Simplification Final Rule for the period ended September 30, 2020, and the Basel III Rule and the Transition Final Rule for the period ended December 31, 2019. CIT and CIT Bank are also subject to certain capital ratio requirements based on Regulation Y for Bank Holding Companies (“BHC”) and the FDIC’s Prompt Corrective Action (“PCA”) framework. CIT Group and CIT Bank capital ratios were all in excess of minimum capital ratios to be considered well-capitalized under Regulation Y and the PCA framework, respectively, at September 30, 2020 and December 31, 2019.

In March 2020, the OCC, FRB and FDIC collectively issued an interim final rule on the Revised CECL Transition Rule for regulatory capital. The Revised CECL Transition Rule provides banking organizations that implement CECL during the 2020 calendar year with the option to delay for two years the impact of CECL’s effect on regulatory capital, followed by a three-year transition period. During the first two years of the five-year transition period, CIT will delay the day one impact of CECL to retained earnings ($82.4 million), plus a scaling factor of 25 percent of the change in the Adjusted Allowance for Credit Losses (“AACL”) from initial CECL implementation to the end of the current quarter, excluding the impact of the initial non-PCD charge related to MOB, or $485.8 million times 25 percent ($121.5 million) as of September 30, 2020. After the initial two-year delay period, there will be a three-year transition period starting January 1, 2022. The day one impact of CECL and the 25% scaling factor of the change in non-PCD ACL from Day 1 to the end of the second year will be phased out as follows: 75 percent of transitional benefits are recognized in regulatory capital in year three; 50 percent in year four; and 25 percent in year five. After year five, CIT expects to have fully reversed out the temporary regulatory capital benefits from the two-year delay and three-year transition period. These changes are only applicable to regulatory capital, which resulted in an increase to CET1 capital of $203.9 million as of September 30, 2020. There was no impact to the balance sheet or the income statement.

The following table summarizes the actual and required capital ratios:

Capital Components and Ratios (dollars in millions)

	CIT				CIT Bank, N.A.
	September 30,		December 31,		September 30,		December 31,
	2020		2019		2020		2019
Common Equity Tier 1 Capital	$	5,120.2	$	5,444.4	$	4,782.8	$	4,879.6
Tier 1 Capital		5,645.1		5,969.3		4,782.8		4,879.6
Total Capital		6,792.1		6,983.3		5,642.4		5,644.3
Risk-Weighted Assets		51,899.5		45,262.0		44,462.4		37,150.5

Common Equity Tier 1 Capital Ratio:
Actual	9.9%		12.0%		10.8%		13.1%
Effective minimum ratios under Basel III guidelines⁽¹⁾	7.0%		7.0%		7.0%		7.0%
BHC and PCA Well-Capitalized	⁽²⁾		⁽²⁾		6.5%		6.5%
Tier 1 Capital Ratio:
Actual	10.9%		13.2%		10.8%		13.1%
Effective minimum ratios under Basel III guidelines⁽¹⁾	8.5%		8.5%		8.5%		8.5%
BHC and PCA Well-Capitalized	6.0%		6.0%		8.0%		8.0%
Total Capital Ratio:
Actual	13.1%		15.4%		12.7%		15.2%
Effective minimum ratios under Basel III guidelines⁽¹⁾	10.5%		10.5%		10.5%		10.5%
BHC and PCA Well-Capitalized	10.0%		10.0%		10.0%		10.0%
Tier 1 Leverage Ratio:
Actual	9.2%		11.9%		8.5%		11.0%
Required minimum ratios under Basel III guidelines⁽¹⁾	4.0%		4.0%		4.0%		4.0%
BHC and PCA Well-Capitalized	⁽²⁾		⁽²⁾		5.0%		5.0%

⁽¹⁾	Required minimum ratios include stated minimums of 4.5%, 6% and 8% for CET1 capital, Tier 1 capital and Total capital ratios, respectively, plus the fully phased-in capital conservation buffer of 2.5%.

⁽²⁾	Regulation Y for the bank holding company does not define well-capitalized ratios for CET1 ratio and Tier 1 leverage ratio.

NOTE 14 — INCOME TAXES

The Company’s global effective income tax rate was 25.6% and 15.7% for the quarter and nine months ended September 30, 2020, respectively, and (22.3)% and 10.2% for the quarter and nine months ended September 30, 2019, respectively. The increase from (22.3%) rate for the year-ago quarter to the 25.6% rate for the quarter ended September 30, 2020 was primarily driven by the reversal in the year-ago quarter of a previously established deferred tax liability resulting from the determination that earnings from the Company’s Canadian operations will be reinvested indefinitely. The increase from 10.2% in the nine months ended September 30, 2019 to the 15.7% rate for the nine months ended September 30, 2020 is primarily due to the impact the decrease in forecasted pre-tax income has on the permanent and other adjustments in 2020 and a partial release of the valuation allowance associated with state net operating loss carryforwards in 2019.

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CIT Group Inc. and Subsidiaries – Notes to Condensed Consolidated Financial Statements (Unaudited)

The quarterly income tax expense is based on a projection of the Company’s annual effective tax rate. This annual effective tax rate is applied to the year-to-date consolidated pre-tax income to determine the interim provision for income taxes before discrete items. The effective tax rate each period is also impacted by a number of factors, including the relative mix of domestic and international earnings, effects of changes in enacted tax laws, adjustments to the valuation allowances, and discrete items. The currently forecasted effective tax rate may vary from the actual year-end 2020 effective tax rate due to the changes in these factors.

Uncertain Tax Benefits

The Company recognizes tax benefits when it is more likely than not that the position will prevail, based solely on the technical merits under the tax law of the relevant jurisdiction. The Company will recognize the tax benefit if the position meets this recognition threshold determined based on the largest amount of the benefit that is more than likely to be realized.

NOTE 15 — COMMITMENTS

The accompanying table summarizes credit-related commitments and other purchase and funding commitments:

Commitments (dollars in millions)

	September 30, 2020						December 31, 2019
	Due to Expire
	Within One Year		After One Year		Total Outstanding		Total Outstanding
Financing Commitments
Financing assets (excluding leases)	$	2,810.0	$	5,222.6	$	8,032.6	$	6,459.7
Letters of credit
Standby letters of credit		40.9		211.5		252.4		199.6
Other letters of credit		2.9		3.9		6.8		6.7
Deferred purchase agreements		1,870.4		—		1,870.4		2,060.6
Purchase and Funding Commitments
Lessor commitments⁽¹⁾		638.6		72.5		711.1		813.7

⁽¹⁾	CIT’s purchase and funding commitments relate to the equipment leasing businesses’ commitments to fund finance leases and operating leases, and Rail’s railcar manufacturer purchase commitments.

Financing Commitments

Financing commitments, referred to as loan commitments or lines of credit, primarily reflect CIT’s agreements to lend to its customers, subject to the customers’ compliance with contractual obligations. At September 30, 2020, substantially all undrawn financing commitments were senior facilities. Most of the Company’s undrawn and available financing commitments are in the Commercial Banking segment.

As financing commitments may not be fully drawn, may expire unused, may be reduced or canceled at the customer’s request, and may require the customer to be in compliance with certain conditions, total commitment amounts do not necessarily reflect actual future cash flow requirements.

The table above excludes uncommitted revolving credit facilities extended by Commercial Finance to its clients for working capital purposes. In connection with these facilities, Commercial Finance has the sole discretion throughout the duration of these facilities to determine the amount of credit that may be made available to its clients at any time and whether to honor any specific advance requests made by its clients under these credit facilities.

Letters of Credit

In the normal course of meeting the needs of clients, CIT sometimes enters into agreements to provide financing and letters of credit. Standby letters of credit are issued by CIT to guarantee payment to the beneficiary if a client on whose behalf the letter of credit was issued does not meet its obligation. These financial instruments generate fees and involve, to varying degrees, elements of credit risk in excess of amounts recognized in the Consolidated Balance Sheets. To minimize potential credit risk, CIT generally requires collateral, and, in some cases, additional forms of credit support from the client.

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CIT Group Inc. and Subsidiaries – Notes to Condensed Consolidated Financial Statements (Unaudited)

Deferred Purchase Agreements

A DPA is a guarantee provided in conjunction with factoring, whereby CIT provides a client with credit protection for trade receivables without purchasing the receivables. The trade receivables terms generally require payment in 90 days or less. If the client’s customer is unable to pay an undisputed receivable solely as the result of credit risk, CIT is then required to purchase the receivable from the client, less any borrowings for such client. The outstanding amount in the table above, less $115.9 million and $139.5 million at September 30, 2020 and December 31, 2019, respectively, of borrowings for such clients, is the maximum amount that CIT would be required to pay under all DPAs. This maximum amount would only occur if all receivables subject to DPAs default in the manner described above, thereby requiring CIT to purchase all such receivables from the DPA clients.

The table above includes $1,820.9 million and $1,966.4 million of DPA credit protection at September 30, 2020 and December 31, 2019, respectively, related to receivables which have been presented to us for credit protection after shipment of goods has occurred and the customer has been invoiced. The table also includes $49.5 million and $94.2 million available under DPA credit line agreements provided at September 30, 2020 and December 31, 2019, respectively. The DPA credit line agreements specify a contractually committed amount of DPA credit protection and are cancellable by us only after a notice period. The notice period is typically 90 days or less.

NOTE 16 — CONTINGENCIES

Litigation and other Contingencies

CIT is involved, and from time to time in the future may be involved, in a number of pending and threatened judicial, regulatory, and arbitration proceedings as well as proceedings, investigations, examinations and other actions brought or considered by governmental and self-regulatory agencies. These matters arise in connection with the conduct of CIT’s business. At any given time, CIT may also be in the process of responding to subpoenas, requests for documents, data and testimony relating to such matters and engaging in discussions to resolve the matters (all of the foregoing collectively being referred to as “Litigation”). While most Litigation relates to individual claims, CIT is also subject to putative class action claims and similar broader claims and indemnification obligations.

In view of the inherent difficulty of predicting the outcome of Litigation matters and indemnification obligations, particularly when such matters are in their early stages or where the claimants seek indeterminate damages, CIT cannot state with confidence what the eventual outcome of the pending Litigation will be, what the timing of the ultimate resolution of these matters will be, or what the eventual loss, fines, or penalties related to each pending matter will be, if any. In accordance with applicable accounting guidance, CIT establishes reserves for Litigation when those matters present loss contingencies as to which it is both probable that a loss will occur and the amount of such loss can reasonably be estimated. Based on currently available information, CIT believes that the outcome of Litigation that is currently pending will not have a material adverse effect on the Company’s financial condition, but may be material to the Company’s operating results or cash flows for any particular period, depending in part on its operating results for that period. The actual results of resolving such matters may be substantially higher than the amounts reserved.

For certain Litigation matters in which the Company is involved, the Company is able to estimate a range of reasonably possible losses in excess of established reserves and insurance. For other matters for which a loss is probable or reasonably possible, such an estimate cannot be determined. For Litigation and other matters where losses are reasonably possible, management currently estimates the aggregate range of reasonably possible losses as up to $20 million in excess of any established reserves and any insurance we reasonably believe we will collect related to those matters. This estimate represents reasonably possible losses (in excess of established reserves and insurance) over the life of such Litigation, which may span a currently indeterminable number of years, and is based on information currently available as of September 30, 2020. The Litigation matters underlying the estimated range will change from time to time, and actual results may vary significantly from this estimate.

Those Litigation matters for which an estimate is not reasonably possible or as to which a loss does not appear to be reasonably possible, based on current information, are not included within this estimated range and, therefore, this estimated range does not represent the Company’s maximum loss exposure.

The foregoing statements about CIT’s Litigation are based on the Company’s judgments, assumptions, and estimates and are necessarily subjective and uncertain. The Company has several hundred threatened and pending judicial, regulatory and arbitration proceedings at various stages.

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CIT Group Inc. and Subsidiaries – Notes to Condensed Consolidated Financial Statements (Unaudited)

NOTE 17 — BUSINESS SEGMENT INFORMATION

Segment Profit (Loss) and Assets

Refer to Note 24 — Business Segment Information in our 2019 Form 10-K for detail on CIT’s business segments. After closing the MOB Acquisition, we reported the acquired businesses within our existing business segments. The current period includes the addition of MOB.

The following table presents segment data related to continuing operations.

Segment Pre-tax Income (Loss) (dollars in millions)

	Commercial Banking			Consumer Banking			Corporate			Total CIT
Quarter Ended September 30, 2020
Interest income	$	306.7		$	90.3		$	26.3		$	423.3
Interest expense (benefit)		105.3			(5.9	)		66.1			165.5
Provision (benefit) for credit losses		87.9			(24.6	)		-			63.3
Rental income on operating leases		201.3			-			-			201.3
Other non-interest income		89.6			30.9			25.5			146.0
Depreciation on operating lease equipment		82.5			-			-			82.5
Maintenance and other operating lease expenses		48.6			-			-			48.6
Operating expenses/(gain) loss on debt extinguishment and deposit redemption		196.7			94.9			3.9			295.5
Income (loss) from continuing operations before provision (benefit) for income taxes	$	76.6		$	56.8		$	(18.2	)	$	115.2
Select Period End Balances
Loans	$	29,244.6		$	8,075.0		$	-		$	37,319.6
Credit balances of factoring clients		(1,320.2	)		-			-			(1,320.2	)
Assets held for sale		35.5			21.2			-			56.7
Operating lease equipment, net		7,799.3			-			-			7,799.3
Quarter Ended September 30, 2019
Interest income	$	358.5		$	90.5		$	54.4		$	503.4
Interest expense (benefit)		189.0			(25.7	)		80.6			243.9
Provision (benefit) for credit losses		27.1			(0.5	)		-			26.6
Rental income on operating leases		211.7			-			-			211.7
Other non-interest income		80.3			6.3			14.4			101.0
Depreciation on operating lease equipment		76.0			-			-			76.0
Maintenance and other operating lease expenses		41.9			-			-			41.9
Operating expenses/(gain) loss on debt extinguishment and deposit redemption		172.0			83.8			55.1			310.9
Income (loss) from continuing operations before provision (benefit) for income taxes	$	144.5		$	39.2		$	(66.9	)	$	116.8
Select Period End Balances
Loans	$	24,758.8		$	6,586.7		$	-		$	31,345.5
Credit balances of factoring clients		(1,238.4	)		-			-			(1,238.4	)
Assets held for sale		93.6			72.1			3.5			169.2
Operating lease equipment, net		7,099.9			-			-			7,099.9

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CIT Group Inc. and Subsidiaries – Notes to Condensed Consolidated Financial Statements (Unaudited)

Segment Pre-tax Income (Loss) continued (dollars in millions)

	Commercial Banking			Consumer Banking			Corporate			Total CIT
Nine Months Ended September 30, 2020
Interest income	$	999.1		$	285.8		$	98.9		$	1,383.8
Interest expense (benefit)		404.3			(10.5	)		199.9			593.7
Provision (benefit) for credit losses		811.5			(10.7	)		-			800.8
Rental income on operating leases		612.0			-			-			612.0
Other non-interest income		254.1			47.6			77.5			379.2
Depreciation on operating lease equipment		241.9			-			-			241.9
Maintenance and other operating lease expenses		158.3			-			-			158.3
Operating expenses/(gain) loss on debt extinguishment and deposit redemption		611.2			298.4			65.9			975.5
Goodwill impairment		301.5			43.2			-			344.7
(Loss) income from continuing operations before provision (benefit) for income taxes	$	(663.5	)	$	13.0		$	(89.4	)	$	(739.9	)
Nine Months Ended September 30, 2019
Interest income	$	1,080.1		$	279.8		$	175.5		$	1,535.4
Interest expense (benefit)		582.0			(99.9	)		240.1			722.2
Provision (benefit) for credit losses		92.7			(4.5	)		-			88.2
Rental income on operating leases		642.4			-			-			642.4
Other non-interest income		243.0			17.9			43.0			303.9
Depreciation on operating lease equipment		232.2			-			-			232.2
Maintenance and other operating lease expenses		140.0			-			-			140.0
Operating expenses/(gain) loss on debt extinguishment and deposit redemption		531.2			265.8			58.1			855.1
Income (loss) from continuing operations before provision (benefit) for income taxes	$	387.4		$	136.3		$	(79.7	)	$	444.0

NOTE 18 — GOODWILL AND INTANGIBLE ASSETS

Goodwill (dollars in millions)

	Commercial Banking			Consumer Banking			Total CIT
December 31, 2019	$	326.7		$	43.2		$	369.9
Additions⁽¹⁾		110.3			4.9			115.2
Impairments		(301.5	)		(43.2	)		(344.7	)
September 30, 2020	$	135.5		$	4.9		$	140.4

⁽¹⁾ Includes measurement period adjustments related to the MOB Acquisition, as described below.

The December 31, 2019 goodwill included amounts recorded from CIT's emergence from bankruptcy in 2009 and from the 2015 acquisition of IMB HoldCo LLC, the parent company of OneWest Bank. As detailed in Note 2 – Acquisition and Discontinued Operations, on January 1, 2020, CIT Bank acquired MOB, and the acquired assets and liabilities were recorded at their estimated fair value as of the acquisition date resulting in $121.6 million of goodwill. The Company allocated $116.4 million of the goodwill to Commercial Banking and $5.2 million to Consumer Banking. As of September 30, 2020, the goodwill was reduced by $6.4 million to $115.2 million, of which $6.1 million and $0.3 million were allocated to Commercial Banking and Consumer Banking, respectively. See Note 2 – Acquisition and Discontinued Operations for a discussion on the adjustment thereto. The purchase price remained subject to adjustments based on the final consolidated balance sheet as of the acquisition date. In addition to the goodwill, intangible assets of $102.6 million were recorded related to the valuation of core deposit intangibles, trade name and customer relationships, as detailed in the table below.

Once goodwill has been assigned, it no longer retains its association with a particular event or acquisition, and all of the activities within a Reporting Unit (“RU”), whether acquired or internally generated, are available to support the value of goodwill.

In accordance with ASC 350, Intangibles — Goodwill and Other, goodwill is assessed for impairment at least annually, or more often if events or circumstances have changed significantly from the annual test date that would indicate a potential reduction in the fair value of the RU below its carrying value. The Company performs its annual goodwill impairment test during the fourth quarter of each year utilizing data as of September 30 to perform the test, or more often if events or circumstances have changed significantly from the annual test date. The overall deterioration in the macroeconomic environment, challenges in the banking industry, including the low rate environment, and, in particular, the sustained decrease in CIT’s and its peer companies’ stock prices triggered the need for an interim goodwill impairment test in the first quarter of 2020.

CIT defines its RUs as Commercial Finance, Real Estate Finance, Rail and Consumer Banking. Currently, the goodwill associated with the MOB Acquisition remains its own separate RUs within the Commercial Banking and Consumer Banking segments as MOB has not yet been fully integrated with CIT.

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CIT Group Inc. and Subsidiaries – Notes to Condensed Consolidated Financial Statements (Unaudited)

Fair Value

Determining the value of the RUs as part of the quantitative impairment test involves significant judgment. The methodology used to assess impairment during the first quarter of 2020 was largely consistent with that used in our annual analysis whereby a combination of the income approach (i.e. discounted cash flow (“DCF”) method) and the market approach (i.e. Guideline Public Company ("GPC") method) were used to determine the fair value. See Note 25 -- Goodwill and Intangible Assets in the Company’s 2019 Form 10-K for details.

For the annual impairment test, the DCF model used earnings projections and capitalization assumptions based on two-year financial plans presented to the Board of Directors. For purposes of the interim test, the Company’s financial plans for 2020 and 2021 were updated for the projected impact of COVID-19 on the net revenue growth and asset utilization. Beyond the initial two-year period, the projections converge toward a constant long-term net revenue growth rate of up to 3% based on the projected revenues of the RU, as well as expectations for the development of gross domestic product and inflation, which are captured in the terminal value. Estimating future earnings and capital requirements involves judgment and the consideration of past and current performance and overall macroeconomic and regulatory environments.

The cash flows determined based on the process described above were discounted to their present value. The discount rate (cost of equity) applied is comprised of a risk-free interest rate, an equity risk premium, a size premium and a factor covering the systemic market risk (RU-specific beta) and, where applicable, a company specific risk premium. The values for the factors applied are determined primarily using external sources of information. The RU-specific betas are determined based on a group of peer companies. The discount rates applied to the RUs ranged from 10.25% to 11.25%.

In our application of the market approach, for the GPC Method, the Company applied market-based multiples, derived from the stock prices of companies considered by management to be comparable to each of the RUs, to various financial metrics for each of the RUs, as determined applicable to those RUs, including tangible book or book value, earnings and projected earnings. In addition, the Company applied a 40% control premium based on our review of transactions observable in the marketplace that we determined were comparable to the current economic environment. The control premium is management's estimate of how much a market participant would be willing to pay over the fair value for control of the business. There was a significant reduction in the values determined under this methodology as a result of the sustained depression in CIT’s peer company stock prices.

A weighting is ascribed to each of the results of the income and market approaches to determine the concluded fair value of each RU. The weighting is judgmental and is based on the perceived level of appropriateness of the valuation methodology for each specific RU. Estimating the fair value of RUs involves the use of estimates and significant judgments that are based on a number of factors including actual operating results. If current conditions change from those expected, it is reasonably possible that the judgments and estimates described above could change in future periods.

Based on the quantitative analysis, as described above, the Company concluded that the carrying amount of the Commercial Finance, Real Estate Finance and Consumer Banking RUs exceeded their estimated fair value and thus the Company recorded an impairment of the goodwill in the first quarter of 2020 in the Commercial Finance, Real Estate Finance and Consumer Banking RUs of $159.9 million, $141.6 million and $43.2 million, respectively, or an aggregate of $344.7 million, representing the full amount of goodwill assigned to the RUs.

Goodwill associated with Rail of $25.2 million was determined not to be impaired as the fair value of the RU exceeded the book value. With respect to the $115.2 million of goodwill associated with RUs from the MOB Acquisition, there was no trigger event identified.

Management will continue to monitor the remaining goodwill for additional impairment, particularly in light of the COVID-19 pandemic’s impact to the macro-economic environment.

Intangible Assets

The following table presents the gross carrying value and accumulated amortization for intangible assets, excluding fully amortized intangible assets.

Intangible Assets (dollars in millions)

	September 30, 2020							December 31, 2019
	Gross Carrying Amount		Accumulated Amortization			Net Carrying Amount		Gross Carrying Amount		Accumulated Amortization			Net Carrying Amount
Core deposit intangibles	$	222.4	$	(100.5	)	$	121.9	$	126.3	$	(79.7	)	$	46.6
Trade names		27.7		(15.1	)		12.6		24.7		(12.7	)		12.0
Customer relationships		27.4		(18.5	)		8.9		23.9		(16.2	)		7.7
Other		7.4		(7.4	)		—		7.4		(7.7	)		(0.3	)
Total intangible assets	$	284.9	$	(141.5	)	$	143.4	$	182.3	$	(116.3	)	$	66.0

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CIT Group Inc. and Subsidiaries – Notes to Condensed Consolidated Financial Statements (Unaudited)

The following table presents the changes in intangible assets:

Intangible Assets Rollforward (dollars in millions)

	Core Deposit Intangibles			Trade names			Customer Relationships			Other			Total
December 31, 2019	$	46.6		$	12.0		$	7.7		$	(0.3	)	$	66.0
Additions		96.1			3.0			3.5			-			102.6
Amortization		(20.8	)		(2.4	)		(2.3	)		0.3			(25.2	)
September 30, 2020	$	121.9		$	12.6		$	8.9		$	-		$	143.4

The addition to intangible asset balances after December 31.2019 reflect the intangibles recognized as a result of the MOB Acquisition. The largest component related to the valuation of core deposits. Core deposit intangibles (“CDIs”) represent future benefits arising from noncontractual customer relationships (e.g., account relationships with the depositors) acquired from the purchase of demand deposit accounts, including interest and non-interest bearing checking accounts, money market and savings accounts. CDIs have a finite life and are amortized on a straight line basis over the estimated useful life of seven years related to the OneWest acquired CDI and ten years for the MOB acquired CDI. Amortization expense for the intangible assets is recorded in Operating expenses.

Accumulated amortization totaled $141.5 million at September 30, 2020. Projected amortization for the twelve-months ended September 30, 2021 through September 30, 2025, is $33.3 million, $28.6 million, $13.4 million, $13.3 million, and $12.9 million, respectively.

NOTE 19 — SUBSEQUENT EVENTS

Announcement of Definitive Merger Agreement

On October 16, 2020, First Citizens BancShares (“First Citizens”), the parent company of First-Citizens Bank & Trust Company (“FCB”), and CIT Group Inc. jointly announced that they have entered into a definitive agreement by and among First Citizens, FCB, FC Merger Subsidiary IX, Inc. and CIT, under which the companies will combine in an all-stock merger of equals (the “Merger Agreement”). Under the terms of the Merger Agreement, CIT stockholders will receive 0.062 shares of First Citizens Class A common stock for each share of CIT common stock they own. First Citizens stockholders will own approximately 61% and CIT stockholders will own approximately 39% of the combined company. The Merger Agreement contains customary representations and warranties and customary covenants, such as non-solicitation obligations and other provisions, including a break-up fee of $64 million payable in certain circumstances. The Merger Agreement also provides certain termination rights for CIT and First Citizens, including, among others, if the merger has not been completed by October 15, 2021.

The Board of Directors of the combined company will consist of 14 directors, the current 11 First Citizens Board members and 3 CIT Board members, including Ellen Alemany, Chairwoman and CEO of CIT.

The combined company will operate under the First Citizens name and will be headquartered in Raleigh, N.C., and will maintain significant operations in California, Nebraska, Arizona, Florida, and South Carolina, as well as in New York and New Jersey. The pro forma organization will include over $100 billion in assets and over $80 billion in deposits.

The merger is expected to close in the first half of 2021, subject to satisfaction of customary closing conditions, including receipt of regulatory approvals and approval by the stockholders of each company.

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Item 2. Management’s Discussion and Analysis of Financial Condition and Results of Operations

and

Item 3. Quantitative and Qualitative Disclosures about Market Risk

CIT Group Inc., together with its subsidiaries (collectively "we", "our", "CIT" or the "Company"), is a bank holding company ("BHC") and is regulated by the Board of Governors of the Federal Reserve System ("FRB") and the Federal Reserve Bank of New York ("FRBNY") under the U.S. Bank Holding Company Act of 1956, as amended. CIT Bank, N.A. is regulated by the Office of the Comptroller of the Currency of the U.S. Department of the Treasury ("OCC"). In addition, CIT Bank, as an insured depository institution, is supervised by the Federal Deposit Insurance Corporation (“FDIC”). More information about the Company is available at cit.com.

Management's Discussion and Analysis of Financial Condition and Results of Operations and Quantitative and Qualitative Disclosures about Market Risk ("MD&A") contain financial terms that are relevant to our business, and a Glossary of select key terms is included later in this MD&A. This adds to the Glossary included in Item 1. Business Overview in our Annual Report on Form 10-K for the year ended December 31, 2019 (“2019 Form 10-K”).

Management uses certain non-GAAP financial measures in its analysis of the financial condition and results of operations of the Company. See "Non-GAAP Financial Measurements" for a reconciliation of these financial measures to comparable financial measures in accordance with U.S. GAAP.

Throughout this MD&A we reference specific "Notes" to our financial statements. These are Notes to the Condensed Consolidated Financial Statements in Item 1. Financial Statements (“Item 1”).

ANNOUNCEMENT OF DEFINITIVE MERGER AGREEMENT

On October 16, 2020, First Citizens BancShares, Inc. ("First Citizens"), the parent company of First-Citizens Bank & Trust Company, and CIT jointly announced that they have entered into a definitive agreement by and among First Citizens, FCB, FC Merger Subsidiary IX, Inc. and CIT, under which the companies will combine in an all-stock merger of equals (the “Merger Agreement”).

As a combined company, the merger will create greater scale to drive growth, improve profitability and enhance stockholder value. The combined company expects to benefit from the combination of First Citizens’ strong, low-cost deposit base and CIT’s leading nationwide commercial lending platform. The pro forma organization will create a Top 20 U.S. Bank and include over $100 billion in assets and over $80 billion in deposits.

See Note 19 – Subsequent Events in Item 1 for further information.

MUTUAL OF OMAHA BANK ACQUISITION

On January 1, 2020, CIT acquired Mutual of Omaha Bank (“MOB”), the savings bank subsidiary of Mutual of Omaha Insurance Company and Omaha Financial Holdings, Inc. (“OFHI”). CIT paid approximately $1 billion as consideration, comprised of approximately $850 million in cash and approximately 3.1 million shares of CIT Group Inc. common stock (valued at approximately $141 million at the time of closing). Sale of the shares was prohibited prior to July 1, 2020, and thereafter, sales are limited to transfers of no more than 125,000 shares in any 24-hour period and block trades not exceeding 50% of the shares received as the stock consideration. Some key items related to the acquisition are as follows:

•

Leading up to the completion of the MOB Acquisition, during 2019, CIT Bank issued $550 million of senior unsecured bank notes and CIT issued $100 million of Tier 2 qualifying subordinated notes as well as $200 million of Tier 1 qualifying preferred stock to fund the cash portion of the purchase price.

•

MOB’s total assets acquired were $8.3 billion, which mainly consisted of approximately $6.3 billion of loans and approximately $1.7 billion of investment securities. Loans consisted of commercial and industrial loans and real estate loans, which were included in our Commercial Banking segment and consumer loans (primarily correspondent residential mortgages), in our Consumer Banking segment.

•

Deposits acquired were $7.0 billion and included approximately $4.5 billion of homeowner’s association (“HOA”) deposits. CIT also acquired 25 bank branches, primarily in the Southwest, Midwest and Southeast.

•

Accretion of purchase accounting adjustments on the acquired commercial loans is expected essentially to offset amortization on consumer loans. Net accretion after 2020 is expected to be minimal.

•

CIT equity increased by $141 million related to the 3.1 million common shares issued from treasury stock.

•

As discussed in Critical Accounting Estimates below, while no allowance for loan losses was carried over, CIT recorded an Allowance for Credit Losses (“ACL”) for non-purchase credit deteriorated (“non-PCD”) loans through an increase to the provision for credit losses.

•

CIT recorded goodwill of $115 million, representing the excess of the purchase price over the fair value of the net assets acquired, and $103 million of intangible assets, which we expect will increase amortization expense by approximately $10 million in 2020. See Note 2 — Acquisition and Discontinued Operations in Item 1 for information on the third quarter adjustment to goodwill.

Financial data for 2019 has not been restated to include the acquisition, and therefore is not directly comparable to 2020 periods. See Note 2 — Acquisition and Discontinued Operations in Item 1 for additional information.

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The consolidated financial statements include the effects of Purchase Accounting Adjustments (“PAA”) upon completion of the MOB Acquisition. We recorded the assets acquired and liabilities assumed in this transaction at their estimated fair values as of the closing date and the Company’s results of operations include the results of the acquisition beginning with the closing date. We recorded consideration paid in excess of the net fair values of the acquired assets, intangible assets and assumed liabilities as Goodwill. Accretion and amortization of certain PAA are included in the Consolidated Statements of Income, primarily impacting Net Finance Revenue (“NFR”) (interest income and interest expense) and non-interest expenses. The purchase accounting accretion and amortization on loans, borrowings and deposits is recorded in interest income and interest expense over the weighted-average life of the financial instruments using the effective yield method. Intangible assets were recorded related to the valuation of core deposits and other intangible assets. Intangible assets have finite lives and are amortized on an accelerated or straight-line basis, as appropriate, over the estimated useful lives and recorded in non-interest expenses, as detailed in Note 2 — Acquisition and Discontinued Operations and Note 18 — Goodwill and Intangible Assets in Item 1.

SUMMARY OF 2020 FINANCIAL RESULTS

The following table summarizes the Company’s results in accordance with U.S. GAAP as included in the Condensed Consolidated Statements of Income for the quarter and nine months ended September 30, 2020 and 2019, and the quarter ended June 30, 2020. We similarly provide results that exclude noteworthy items, which are described and reconciled to GAAP in the Non-GAAP Financial Measurements section at the end of the MD&A. As explained further in the Non-GAAP Financial Measurements section, we exclude noteworthy items to reflect how management views the underlying performance of the business.

Our financial results and trends during the third quarter of 2020 reflect the continued global pandemic from the novel strain of coronavirus disease 2019 (“COVID-19”) and the adverse impact on the macroeconomic environment.

Results for the third quarter reflect a return to profitability after building credit reserves in the first half of the year due to the impact of the global pandemic and its adverse effect on the macroeconomic environment, along with the adoption of CECL. The third quarter and year to date provision for credit losses of $63 million and $801 million, respectively, reflect the continued economic stress and the associated impact on the ACL. In addition, the impact of the global pandemic related to the COVID-19 virus and the ensuing adverse impact on the macroeconomic environment were contributing factors that led to a $339 million after-tax impairment of goodwill in the 2020 first quarter, which was primarily related to goodwill recorded with the OneWest Bank acquisition.

Despite the impact from the global pandemic, average loans and leases decreased modestly by 1% from the prior quarter, primarily due to a decline in client receivables within our factoring business, as well as higher prepayments in commercial portfolios and consumer loans. The year to date growth also reflects the MOB Acquisition.

Results of Operations (dollars in millions)

	Quarters Ended							Nine Months Ended
	September 30,		June 30,			September 30,		September 30,			September 30,
GAAP Results	2020		2020			2019		2020			2019
(Loss) income from continuing operations available to common shareholders	$	82.9	$	(97.6	)	$	142.8	$	(642.8	)	$	389.4
Income (loss) from discontinued operations, net of taxes		-		-			-		-			0.5
Net (Loss) income available to common shareholders	$	82.9	$	(97.6	)	$	142.8	$	(642.8	)	$	389.9
Diluted (loss) income per common share
(Loss) income from continuing operations available to common shareholders	$	0.84	$	(0.99	)	$	1.50	$	(6.54	)	$	3.99
Income (loss) from discontinued operations, net of taxes		-		-			-		-			0.01
Diluted (loss) income per common share available to common shareholders	$	0.84	$	(0.99	)	$	1.50	$	(6.54	)	$	4.00
Average number of common shares - diluted (thousands)		98,556		98,438			95,018		98,350			97,517

Non-GAAP Results, excluding noteworthy items
(Loss) income from continuing operations available to common shareholders	$	82.7	$	(61.4	)	$	122.5	$	(217.1	)	$	369.1
Income (loss) from discontinued operations, net of taxes		-		-			-		-			0.5
Net (Loss) income available to common shareholders	$	82.7	$	(61.4	)	$	122.5	$	(217.1	)	$	369.6
Diluted (loss) income per common share
(Loss) income from continuing operations available to common shareholders	$	0.84	$	(0.62	)	$	1.29	$	(2.21	)	$	3.78
Income (loss) from discontinued operations, net of taxes		-		-			-		-			0.01
Diluted (loss) income per common share available to common shareholders	$	0.84	$	(0.62	)	$	1.29	$	(2.21	)	$	3.79

Third quarter income to common shareholders was $83 million or $0.84 per diluted common share. Excluding noteworthy items that were related to the integration of MOB and a reversal of compensation expense related to the Company’s stock-based

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compensation, third quarter income to common shareholders was essentially unchanged from reported amounts as the noteworthy items offset each other.

Loss to common shareholders for the nine months ended September 30, 2020 included a goodwill impairment charge and other impacts from noteworthy items. Excluding noteworthy items, the loss to common shareholders¹, primarily reflected the high provision for credit losses, including the build-up of the ACL related to the forecasted macroeconomic environment and adoption of CECL.

Current year NFR² benefited from the addition of MOB but has been adversely impacted by the macroeconomic environment and Federal Reserve rate reductions of 150 bps in March 2020. Although the reduction in interest rates benefited our deposit costs, this was more than offset by the impact on our floating rate loan portfolio, as well as on our interest-bearing cash and investment securities. NFR was down compared to the year-ago quarter and up from the prior quarter. Average outstanding deposit costs decreased compared to the prior quarter, and from the year-ago quarter, including a benefit from the addition of lower-cost MOB deposits. Net operating lease revenue, a component of NFR, was down from the year-ago quarter on lower rail car utilization, continued lease rates compression, as well as higher maintenance costs, partially offset by an increase in average operating leases. Net operating lease revenue was up compared to the prior quarter on lower maintenance costs and an increase in average operating leases, partially offset by the impact of lower utilization and continued pressure on lease rates. See Net Finance Revenue section for more details.

Other non-interest income was up from the year-ago and prior quarters, on higher gains on asset sales, BOLI income and the benefit from the addition of MOB, which drove higher fee income from the addition of our CAB business. Factoring commissions were up compared to the prior quarter, but below the year-ago level. See Non-Interest Income section for more details.

Operating expenses in the current quarter were down compared to the year-ago and prior quarters. Operating expenses excluding noteworthy items and intangible asset amortization, were up compared to the year-ago quarter driven by the MOB Acquisition, and down from the prior quarter on lower employee costs reflecting prior quarter restructuring actions and other items. See Non-interest expense section for further details. Noteworthy items for 2020 are discussed below. In aggregate, noteworthy items essentially offset each other in the current quarter. The year-ago quarter included two noteworthy items, a building impairment charge and a restructuring charge.

The deterioration of the macroeconomic environment as a result of the COVID-19 pandemic and the related effects on CIT’s results of operations and decrease in our stock price triggered a goodwill impairment assessment in the first quarter, which resulted in a pre-tax impairment charge of $345 million. See Note 18 – Goodwill and Intangible Assets in Item 1 and Non-Interest Expense section for more details.

On a per diluted common share basis, the results compared to the year-ago quarter also reflect an increase in the average number of diluted common shares outstanding due to the issuance of approximately 3.1 million common shares for the MOB Acquisition.

Financial results for the 2020 third quarter included the following noteworthy items:

•

$9 million (after tax) ($0.09 per diluted common share) in merger and integration costs related to the MOB Acquisition.

•

$9 million (after tax) ($0.09 per diluted common share) reversal of compensation expense due to a decrease in the probability of achievement of certain performance conditions related to the Company’s stock-based compensation.

Financial results for the 2020 second quarter included the following noteworthy items:

•

$24 million (after-tax) ($0.24 per diluted common share) restructuring charge, primarily related to compensation and benefits expenses and contract terminations.

•

$13 million (after tax) ($0.13 per diluted common share) in merger and integration costs related to the MOB Acquisition.

Financial results for the 2020 first quarter included the following noteworthy items:

•

$339 million (after-tax) ($3.46 per diluted common share) in goodwill impairment charges, primarily related to goodwill recorded for the OneWest Bank acquisition.

•

$37 million (after tax) ($0.37 per diluted common share) charge to the day 1 provision for credit losses from the MOB Acquisition.

•

$14 million (after tax) ($0.14 per diluted common share) in merger and integration costs related to the MOB Acquisition.

¹	Loss to common shareholders excluding noteworthy items is a non-GAAP measure. See “Non-GAAP Financial Measurements” for a reconciliation of non-GAAP to GAAP financial information.

²	Net finance revenue is a non-GAAP measure. See “Non-GAAP Financial Measurements” for a reconciliation of non-GAAP to GAAP financial information.

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The following table reflects the impact of noteworthy items on our GAAP results for the quarter and nine months ended September 30, 2020. See Non-GAAP Financial Measurements section.

Noteworthy Adjustments (dollars in millions, except diluted per share amounts)

	Net Income (Loss) Available to Common Shareholders
	Quarter Ended September 30, 2020						Nine Months Ended September 30, 2020
				Per Share						Per Share
GAAP Results	$	82.9		$	0.84		$	(642.8	)	$	(6.54	)
Goodwill impairment		-			-			339.0			3.45
MOB day 1 provision for credit losses		-			-			36.7			0.37
Restructuring charges		-			-			23.6			0.24
MOB merger and integration costs		8.8			0.09			35.4			0.36
Performance Stock Units expense reversal		(9.0	)		(0.09	)		(9.0	)		(0.09	)
Non-GAAP Results (certain EPS balances may not sum due to rounding)	$	82.7		$	0.84		$	(217.1	)	$	(2.21	)

COVID-19 PANDEMIC RESPONSE

Since December 2019, the outbreak of COVID-19 has resulted in governments worldwide enacting emergency measures to combat the spread of the virus. These measures, which include the implementation of travel bans, self-imposed quarantine periods and social distancing, have caused material disruption to businesses globally resulting in an economic slowdown and a significant increase in unemployment. Global equity and credit markets have experienced significant volatility and weakness. Governments and central banks have responded with significant monetary and fiscal policy measures designed to stabilize economic conditions and the functioning of the global financial markets. While the third quarter included loosening of government-imposed lockdowns in varying degrees in the US, and worldwide, the duration and impact of the COVID-19 pandemic is still evolving, as are the government and central bank interventions. In addition, some local governments in the US have or may reimpose stricter stay-at-home orders or other lockdown measures in response to resurging cases of COVID-19 in affected areas, following earlier lifting of social distancing restrictions.

CIT reacted quickly to these changes reflecting the commitment and flexibility of our workforce, and the efficacy of our comprehensive business continuity plan. We continue to execute our business continuity plan and will continue to monitor and adapt our plans to meet this evolving situation.

The vast majority of employees continued to successfully work remotely throughout the quarter, leveraging the significant hardware and software upgrades that we have made over the last few years. We continued reduced density and social distancing protocols for employees in branches and lockbox operations.

We have worked to keep our branches accessible throughout this event, with modified service hours. We have taken various measures to maintain a clean and sanitized environment in our branches and adhere to recommended social distancing by limiting the number of customers in the branches.

To assist the communities we serve, we have committed $1 million to COVID-19 relief efforts, approximately half of which was to support small business relief efforts.

For our employees, we have provided enhanced benefits for COVID-19 testing and care as part of our health plans. We implemented a supplemental pay plan, through July 31, 2020, for employees who were unable to work remotely in service to our customers. Although we continue to work remotely, our Company has remained connected with employees through frequent communications and engagement routines, such as virtual Town Halls.

Supporting our Customers

The well-being of our customers continues to be a top priority, and we continue to provide customer support throughout the pandemic. Specific relief measures for our commercial and consumer customers are detailed below.

Relief Measures for Our Commercial Customers

CIT continues to engage proactively with our commercial clients to understand the possible financial impact the COVID-19 pandemic is having on their businesses and to provide our expertise. The following key relief measures have been implemented and offered to our commercial customers:

•

Qualifying commercial customers impacted by COVID-19 were generally offered up to 90 days of deferred payments. Based on the facts and circumstances of the borrower, deferrals could include both principal and interest, interest only, or principal only. On a case by case basis, where requested, borrowers may be offered an additional deferral of up to 90 days. After the deferral period, amounts deferred must be repaid based on modified terms, including adding the unpaid amounts to the end of the contract term, spread throughout the remaining term, or other arrangements made on a case by case basis.

•	In addition, certain commercial customers were offered covenant relief based on the facts and circumstances of the borrower.

Refer to the table below for a summary of the key data points related to the COVID-19 loan modifications.

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Included within Title I of the CARES Act, as amended, was a provision for SBA funding of small business loans through the Paycheck Protection Program (“PPP”) for small businesses to keep their employees paid during the COVID-19 pandemic, with applications accepted through August 8, 2020. PPP loans are guaranteed by the SBA and forgivable, in whole or in part, if the proceeds are used for payroll and other permitted purposes in accordance with the requirements of the PPP. These loans carry a fixed rate of 1% and a contractual term of two to five years under the Flexibility Act, if not forgiven, in whole or in part. The Flexibility Act also extended the payment deferral period from six months to ten months. The SBA pays the originating bank (CIT) a processing fee ranging from 1% to 5%, based on the size of the loan, which will be recognized over the contractual term of the loan. CIT Bank is a participating PPP lender. CIT had funded approximately $286 million of PPP loans (net of returns) with primarily a two-year contractual term, for approximately 840 borrowers, all of which remain outstanding at September 30, 2020.

CIT Bank also participates in the Federal Reserve Bank’s Main Street Lending Program (“Main Street” or “Program”) but has not funded any loans under the Program as of September 30, 2020. The Program is designed to support small- and medium-sized businesses affected by the COVID-19 pandemic across the United States during the current period of financial strain by providing credit to such businesses in order to assist them to maintain their payroll and day-to-day operations. To implement the Program, the Federal Reserve Bank of Boston set up a special purpose vehicle (“SPV”) to purchase participations in loans originated by eligible lenders such as CIT Bank. The lender will maintain a 5% stake in loans issued under the Program and sell 95% participations to the SPV.

Relief Measures for Our Depositors and Consumer Customers

We have taken all reasonable steps to continue to provide our customers access to their accounts. All of our branches have remained open with modified hours and enhanced safety protocols. In addition, impacted mortgage customers have been encouraged to reach out for relief. The following key relief measures have been implemented and offered to our consumer customers:

•	We are assisting customers with accessing needed funds by waiving fees for ATMs, overdrafts or early withdrawal of CDs for customers that are affected by COVID-19.

•	For single family homeowners, in March 2020, CIT suspended residential property foreclosures and evictions until at least through December 31, 2020, or as federal or state guidance or law requires.

•

Consumer customers impacted by COVID-19 were provided an initial 90-day payment deferral regardless of delinquency status to align with the government agency guidance. On a case by case basis, where requested, borrowers may be offered an additional deferral of up to 90 days. After the deferral period, amounts deferred must be repaid based on modified terms, including adding the unpaid amounts to the end of the contract term, spread throughout the remaining term, or other arrangements made on a case by case basis.

•

Homeowners with loans backed by two government-sponsored companies, Fannie Mae and Freddie Mac, also will be granted foreclosure relief, according to the Federal Housing Finance Agency, which regulates the companies. Deferment allows mortgage payments to be suspended for up to 12 months because of economic hardship that was caused by the coronavirus outbreak.

Refer to the table below for a summary of the key data points related to the COVID-19 loan modifications.

COVID-19 Borrower Relief Arrangements

Loan modifications related to COVID-19 totaled $1,313 million at September 30, 2020, including deferments of $984 million and other modifications, such as covenant relief, of $329 million compared to $2,740 million, $2,490 million and $250 million, respectively, at June 30, 2020. The following table provides a summary of loan deferments approved for COVID-19 impacted borrowers, with approximate balances as of September 30, 2020 and June 30, 2020. In addition, the balance and number of accounts for new initial deferments granted during the third quarter and which borrowers have extended for a second deferment period are presented.

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COVID-19 Loan Deferments (dollars in millions)

	September 30, 2020⁽¹⁾										June 30, 2020
	Total Deferments										Total Deferments
	($)		% of Total Balance⁽⁵⁾			# Contracts		% of Total Contracts⁽⁶⁾			($)		% of Total Balance⁽⁵⁾			# Contracts		% of Total Contracts⁽⁶⁾
Commercial Banking
Commercial Finance⁽²⁾	$	307		2	%		33		0	%	$	780		5	%		160		3	%
Business Capital		110		2	%		2,224		1	%		550		11	%		10,360		5	%
Real Estate Finance		253		3	%		19		1	%		350		5	%		25		1	%
Total Commercial Banking		670		2	%		2,276		1	%		1,680		6	%		10,545		4	%
Consumer Banking
Consumer and Community Banking⁽³⁾		154		2	%		218		2	%		450		7	%		570		4	%
Legacy Consumer Mortgages		160		9	%		607		6	%		360		18	%		1,250		12	%
Total Consumer Banking		314		4	%		825		4	%		810		9	%		1,820		8	%
Total CIT	$	984		3	%		3,101		1	%	$	2,490		7	%		12,365		4	%

	New Initial Deferments⁽⁴⁾ in Q3					Extended⁽⁷⁾
	($)		# Contracts			($)		# Contracts
Commercial Banking
Commercial Finance⁽²⁾	$	45		2		$	74		12
Business Capital		26		626			71		1,399
Real Estate Finance		21		6			4		2
Total Commercial Banking		92		634			149		1,413
Consumer Banking
Consumer and Community Banking⁽³⁾		40		65			92		131
Legacy Consumer Mortgages		18		144			117		383
Total Consumer Banking		58		209			209		514
Total CIT	$	150		843		$	358		1,927

⁽¹⁾	Excludes $133 million and $39 million of Commercial Banking and Consumer Banking loans, respectively, with COVID-19 related deferments that fully paid off prior to September 30, 2020.

⁽²⁾	Total Commercial Finance excluding Commercial Services. Refer below for details regarding Commercial Services arrangements.

⁽³⁾	Includes $49 million of Small Business Administration (SBA) loans that were deferred related to approximately 27 contracts.

⁽⁴⁾	Initial deferments represent new accounts that entered a deferment period during the third quarter.

⁽⁵⁾	Calculated as the carrying value of loans with deferment arrangements as a percentage of the total loan balance for that respective division or business unit.

⁽⁶⁾	Calculated as the number of impacted contracts as a percentage of the total number of contracts for that respective division or business unit.

⁽⁷⁾	The balances reflect customers that were impacted by COVID-19 and were granted a deferment. That deferment period passed and further deferment relief was granted.

In addition, as of September 30, 2020, approximately $2.7 million of factored invoices related to our Commercial Services business have extended their terms by 30 to 90 days, down from $250 million in the previous quarter.

The table below presents the delinquency status of all loans that have exited their COVID-19 deferment period, regardless of accrual / non-accrual classification, and of the total, the amount on non-accrual status.

COVID-19 Loans Deferments Delinquency Status (dollars in millions)

	Loan Deferments Exited⁽¹⁾
	30-59		60-89		90 or more		Total Past Due		Current		Total		Non-Accrual
Commercial Banking
Commercial Finance	$	39	$	23	$	50	$	112	$	351	$	463	$	104
Business Capital		8		6		1		15		496		511		12
Real Estate Finance		-		-		-		-		150		150		1
Total Commercial Banking		47		29		51		127		997		1,124		117
Consumer Banking
Consumer and Community Banking		15		8		4		27		273		300		7
Legacy Consumer Mortgages		31		5		21		57		147		204		32
Total Consumer Banking		46		13		25		84		420		504		39
Total CIT	$	93	$	42	$	76	$	211	$	1,417	$	1,628	$	156

⁽¹⁾	The balances reflect the status of customers that were granted COVID-19 related deferments and the deferment period has ended with no extension granted.

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The total past due loans with COVID-19 deferments that have exited deferment status of approximately $210 million represents 25% of the Company's total past due loans and 0.6% of total loans.

As discussed in Note 1 – Business and Summary of Significant accounting Policies, loans with deferments granted in response to the COVID-19 pandemic will generally continue to accrue interest during the deferral period, with a reserve established for amounts deemed potentially uncollectible. Rentals on operating leases will continue to accrue until such time that it is determined that collection of the rental payments is no longer probable. As of September 30, 2020, the accrued and unpaid interest within other assets related to loans that have or had COVID-19 related deferments (i.e. active deferment or exited) were approximately $10 million and amounts charged off through the provision for credit losses during the quarter were not significant. Accrued rentals on operating leases related to accounts with COVID-19 related modifications were approximately $5 million at September 30, 2020.

Capital

We have diversified sources of capital and our capital ratios remain well above regulatory minimum thresholds including the Capital Conservation Buffer at CIT and at CIT Bank. We operate a sound enterprise risk management function, including a robust stress testing process. Capital stress testing is a key component of CIT’s capital planning process and is used to assess whether capital levels and capital actions are appropriate for CIT’s risk profile. Management sets capital targets at levels intended to provide for CIT’s continuing operation throughout economic cycles and periods of stress.

Our capital ratios at September 30, 2020 were 9.9% Common Equity Tier 1 (“CET1”), 10.9% Tier 1 capital and 13.1% total capital and at December 31, 2019 were 12.0% CET1, 13.2% Tier 1 capital and 15.4% total capital. On January 1, 2020 we issued $141 million in common equity as part of the consideration for the MOB Acquisition, resulting in pro forma CET1 ratio of 10.0% and total capital ratio of 13.0%, after accounting for a fully transitioned CECL impact and the acquisition of MOB. The following table summarizes the CET1 Capital Ratio rollforward from December 31, 2019 to September 30, 2020, reflecting the CECL adoption, the MOB Acquisition, the first quarter CECL COVID-19 impact, the quarterly activity and the Revised CECL Transition Rule.

CET1 Capital and Risk-Weighted Asset (“RWA”) Rollforward (dollars in millions)


Common Equity Tier 1	CET1 Capital	RWA	Ratio⁽¹⁾
Balance at December 31, 2019	$ 5,444.4	$ 45,262.0	12.0%
CECL adoption, before MOB Acquisition	(82.4)	28.5	-0.2%
Balance at January 1, 2020	5,362.0	45,290.5	11.8%
MOB Acquisition	(116.3)	6,847.1	-1.8%
Post MOB Acquisition CET1 at January 1, 2020	5,245.7	52,137.6	10.0%
First quarter CECL COVID-19 impact⁽²⁾	(347.0)	(423.6)	-0.7%
All other first quarter activity	71.0	1,042.5	0.1%
Balance at March 31, 2020, before new 5-year transition	4,969.7	52,756.5	9.4%
New 5-Year Transition Benefit - both Day 1 and 25% of increase in AACL⁽³⁾	188.4	216.5	0.3%
Balance at March 31, 2020	5,158.1	52,973.0	9.7%
Second quarter activity, including impact of COVID-19	(112.7)	(2,248.7)	0.3%
5-Year Transition Benefit true-up⁽³⁾	6.0	6.0	0.0%
Balance at June 30, 2020	5,051.4	50,730.3	10.0%
Third quarter activity, including impact of COVID-19	59.3	1,159.7	-0.1%
5-Year Transition Benefit true-up⁽³⁾	9.5	9.5	0.0%
Balance at September 30, 2020	$ 5,120.2	$ 51,899.5	9.9%

⁽¹⁾	Ratios are rounded based on underlying amounts.

⁽²⁾

Represents the change in AACL as calculated based on the Interagency Interim Final Rule, which includes the allowances that have been charged against earnings or retained earnings (i.e. excludes allowance on PCD assets). The CET1 capital impact has been tax effected at 18.1%. The first quarter included $405 million of allowance build primarily driven by the impact of the COVID-19 pandemic.

⁽³⁾

In accordance with the Interagency Interim Final Rule’s Revised CECL Transition Rule for regulatory capital, Banks that adopt CECL before the end of 2020 are given the option to delay the impact of CECL’s effect on regulatory capital for two years, followed by a three-year transition period – the ‘5-year transition’. The transition consists of the day one impact of CECL implementation plus 25% of the change in AACL from the initial CECL implementation to the end of the current quarter.

On January 1, 2020, CIT implemented CECL and completed the MOB Acquisition, both of which impacted CIT’s capital ratios. CIT has elected the 5-year transition option under the Revised CECL Transition Rule which delays the CECL day one impact and part of the COVID-19 reserve impact to CET1 capital of $203.9 million for two years and then it will phase-in over a three-year period (see changes to CECL transition below).

The acquisition of MOB resulted in an increase in RWA totaling approximately $6.8 billion, as well as provision for credit losses of $45 million related to the non-PCD portion of the ACL. The MOB Acquisition also impacted regulatory capital due to the additional goodwill ($121.6 million recorded initially) and intangible assets ($102.6 million) and the common stock issuance of $141.2 million.

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In March 2020, the OCC, FRB and FDIC collectively issued the Revised CECL Transition Rule for regulatory capital, which provides for the option to delay for two years the impact of CECL’s effect on regulatory capital, followed by a three-year transition period. During the first two years of the transition period, CIT will delay the day one impact of CECL to retained earnings ($82.4 million), plus a scaling factor of 25 percent of the quarterly change in the Adjusted Allowance for Credit Losses (“AACL”) from initial CECL implementation to the end of the quarter, excluding the impact of the initial non-PCD charge related to MOB, equal to $424 million times 25 percent ($106 million) for the first quarter and an incremental $62 million times 25% ($15.6 million) for the third quarter. After the initial two-year delay period, there will be a three-year phase in period starting January 1, 2022. These changes are only applicable to regulatory capital, which resulted in an increase to CET1 capital of $203.9 million, $194.4 million and $188.4 million as of September 30, 2020, June 30, 2020 and March 31, 2020, respectively. There was no impact to the balance sheet or the income statement.

CIT’s CET1 ratio at September 30, 2020 and June 30, 2020 was 9.9% and 10.0% respectively. CET1 capital at September 30, 2020 was $5.1 billion, up $69 million from June 30, 2020 and down $324 million relative to December 31, 2019. The reduction in capital was primarily driven by the provision for credit losses, partially offset by the Revised CECL Transition Rule benefit. Compared to December 31, 2019, the provision for credit losses drove an increase in CIT’s ACL for loans and allowance for off-balance sheet credit exposures to a combined $1.3 billion. See Critical Accounting Estimates for additional information on the development of our ACL and related sensitivity analysis.

CIT’s RWAs following the CECL implementation and the MOB Acquisition were $52 billion and increased approximately $1 billion during the first quarter mainly due to an increase in loans which included funding of some off-balance sheet commitments, increased derivatives mark to market and other factors. As of June 30, RWAs decreased $2.2 billion from the prior quarter, primarily driven by a decline in loans and a shift to assets with lower risk weightings, including cash and PPP loans. The increase of $1.1 billion in the third quarter primarily was driven by higher off-balance sheet factoring receivables.

See Critical Accounting Estimates - CECL section for further information on CECL adoption and Capital section for further information on our current capital ratios and RWA.

Credit

The adoption of the CECL standard requires the estimation of credit losses over the full remaining expected life of the portfolio, whereas the incurred loss model under previous U.S. GAAP resulted in an estimation of credit losses over a shorter loss emergence period. The CECL standard introduces economic forecasting into the allowance setting process, which makes it more sensitive to external factors than the prior standard. The macroeconomic impact of the global pandemic significantly increased our year to date provision for credit losses, which totaled $800.8 million, compared to the year ago period provision of $88.2 million. The ACL at September 30, 2020 was $1.2 billion, compared to $482.6 million at December 31, 2019.

See Credit Metrics for further detail surrounding COVID-19 impacts on the provision for credit losses and rollforward of the ACL from December 31, 2019 through September 30, 2020, and other key metrics. See also Critical Accounting Estimates for the key assumptions that drove the CECL adjustments in the first quarter of adoption, and in the current quarter.

We are closely monitoring sectors that are most vulnerable to current economic uncertainty, from a focus on supply chain disruption to broader demand-driven dislocations. Areas of focus in the current macro-economic environment include retail exposures in our factoring business, oil and gas, commercial air, retail related real estate, hotels / lodging, gaming, senior living and franchise finance exposures. See earlier section on COVID-19 Borrower Relief Arrangements for details on loan deferments and see Concentrations section for industry and geographic information.

See Note 1 – Business and Summary of Significant Accounting Policies for details.

As noted above, CIT is providing relief to certain qualifying commercial and consumer borrowers impacted by COVID-19 and who contact us. For consumer customers, CIT is also closely monitoring and following the directives from the Government and agencies.

CECL – Interim Final Rule

In March 2020, the OCC, FRB and FDIC collectively issued an interim final rule on the Revised Transition of the Current Expected Credit Losses Methodology for Allowances (“Revised CECL Transition Rule”) for regulatory capital. See the Capital section above for further details. See also the Capital section later in the MDA for details on our current capital ratios and RWA.

DISCONTINUED OPERATIONS

There were no discontinued operations at September 30, 2020 and December 31, 2019. Discontinued operations during 2019 are discussed in Note 2 — Acquisition and Discontinued Operations.

RESULTS FROM CONTINUING OPERATIONS

The discussions and data presented throughout the following sections reflect CIT balances on a continuing operations basis.

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NET FINANCE REVENUE

Net interest revenue reflects our interest income less interest expense and is included as a line item on the Condensed Consolidated Statements of Income. Net interest revenue was $257.8 million for the quarter ended September 30, 2020, down from $259.5 million in the year-ago quarter and $244.4 million in the prior quarter. Net interest revenue was $790.1 million and $813.2 million for the nine months ended September 30, 2020 and 2019, respectively.

Key metrics used by management to measure the profitability of our earning assets are NFR³ and Net Finance Margin³ ("NFM"). NFR is a non-GAAP measurement that includes net interest revenue (interest and fees on loans, interest on interest-bearing cash, and interest/dividends on investments less interest expense on deposits and borrowings) plus net operating lease revenue³ (rental income on operating lease equipment less depreciation on operating lease equipment and maintenance and other operating lease expenses). Due to the nature of our portfolio, which includes a higher proportion of operating lease equipment than most BHCs, certain financial measures commonly used by other BHCs, such as net interest income (“NII”), are not as meaningful for CIT. NII is not used because it includes the impact of debt costs of our operating lease assets but excludes the associated rental income.

NFM is NFR calculated as a percentage of average earning assets³(“AEA”). NFM is used by management, instead of net interest margin (“NIM”), for the same reasons noted for NFR.

Our NFR was negatively impacted by events directly and indirectly associated with the COVID-19 pandemic, including the 150 bps decrease in the Federal Funds rate in March 2020, elevated levels of cash relative to the typical balances we maintain, the impact on the level of loans and leases from a slow-down in business activity, and the decline in Rail utilization and rental rates, brought on by oversupply of railcars and a slowdown in economic activity. Partially offsetting these items was higher loans and leases, driven by the MOB Acquisition, and a lower cost of funds from the continued reduction of offered deposit rates.

The consolidated financial statements include the effects of PAA accretion. Accretion and amortization of certain purchase accounting adjustments primarily impact interest income and interest expense and are summarized in a table in this section.

The following table presents the average balance sheet and related rates, along with NFR and NFM.

Average Balances and Rates⁽¹⁾ (dollars in millions)

	Quarters Ended
	September 30, 2020								June 30, 2020								September 30, 2019
	Average Balance			Income / Expense		Yield / Rate			Average Balance			Income / Expense		Yield / Rate			Average Balance			Income / Expense		Yield / Rate
Interest-bearing cash	$	7,652.1		$	2.1		0.11	%	$	7,110.7		$	1.8		0.10	%	$	1,378.2		$	7.8		2.26	%
Investment securities and securities purchased under agreements to resell		5,989.9			25.4		1.70	%		5,766.4			27.9		1.94	%		7,733.3			48.8		2.52	%
Loans (including held for sale)⁽²⁾⁽³⁾		36,301.6			395.8		4.36	%		37,109.8			417.2		4.50	%		30,071.2			446.8		5.94	%
Total interest earning assets⁽²⁾⁽³⁾		49,943.6			423.3		3.39	%		49,986.9			446.9		3.58	%		39,182.7			503.4		5.14	%
Operating lease equipment, net (including held for sale)⁽⁴⁾		7,824.4			70.2		3.59	%		7,602.1			63.7		3.35	%		7,062.1			93.8		5.31	%
Average earning assets⁽²⁾⁽⁵⁾		57,768.0			493.5		3.42	%		57,589.0			510.6		3.55	%		46,244.8			597.2		5.17	%
Non-interest earning assets
Cash and due from banks		175.9								185.8								125.6
Allowance for credit losses		(1,196.1	)							(1,102.4	)							(484.7	)
All other non-interest bearing assets		3,685.8								3,577.2								3,316.0
Assets of discontinued operations		-								-								25.5
Total assets	$	60,433.6							$	60,249.6							$	49,227.2

Interest-bearing deposits and borrowings
Deposits	$	42,320.5		$	103.2		0.98	%	$	41,857.7		$	138.3		1.32	%	$	33,577.6		$	173.8		2.07	%
Borrowings		7,557.5			62.3		3.30	%		7,958.4			64.2		3.23	%		6,364.0			70.1		4.41	%
Total interest-bearing liabilities		49,878.0			165.5		1.33	%		49,816.1			202.5		1.63	%		39,941.6			243.9		2.44	%
Non-interest bearing deposits		3,073.4								3,019.6								1,533.2
Other non-interest bearing liabilities		1,734.2								1,597.7								1,692.1
Liabilities of discontinued operations		-								-								104.9
Stockholders' equity		5,748.0								5,816.2								5,955.4
Total liabilities and stockholders' equity	$	60,433.6							$	60,249.6							$	49,227.2
Net revenue spread							2.09	%							1.92	%							2.73	%
Impact of non-interest bearing sources							0.18	%							0.22	%							0.33	%
NFR ($) / NFM (%)⁽²⁾⁽⁵⁾				$	328.0		2.27	%				$	308.1		2.14	%				$	353.3		3.06	%

^(1)….(5)See footnotes below table on the next page

Net finance revenue, net finance margin, net operating lease revenue and average earnings assets are non-GAAP measures. See “Non-GAAP Financial Measurements” for reconciliation of non-GAAP to GAAP financial information. Although net finance revenue, net finance margin, net operating lease revenue and average earnings assets are non-GAAP measures, each is derived from information in our income statement or balance sheet, presented in a different order and with different subtotals than those presented in our financial statements.

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	Nine Months Ended
	September 30, 2020								September 30, 2019
	Average Balance			Income / Expense		Yield / Rate			Average Balance			Income / Expense		Yield / Rate
Interest-bearing cash	$	5,534.4		$	9.5		0.23	%	$	1,786.3		$	30.6		2.28	%
Investment securities and securities purchased under agreements to resell		6,569.3			93.7		1.90	%		7,678.9			149.7		2.60	%
Loans (including held for sale)⁽²⁾⁽³⁾		36,633.8			1,280.6		4.66	%		29,694.8			1,352.6		6.07	%
Interest earning assets		48,737.5			1,383.8		3.79	%		39,160.0			1,532.9		5.22	%
Operating lease equipment, net (including held for sale)⁽⁴⁾		7,615.0			211.8		3.71	%		7,025.1			270.2		5.13	%
Indemnification assets		-			-		0.00	%		2.5			2.5	NM
Average earning assets⁽²⁾⁽⁵⁾		56,352.5			1,595.6		3.78	%		46,187.6			1,805.6		5.21	%
Non-interest earning assets
Cash and due from banks		196.5								134.7
Allowance for credit losses		(1,021.4	)							(488.4	)
All other non-interest bearing assets		3,605.3								3,072.4
Assets of discontinued operations		-								145.2
Total assets	$	59,132.9							$	49,051.5

Interest-bearing deposits and borrowings
Deposits	$	41,079.0		$	398.1		1.29	%	$	32,987.5		$	501.5		2.03	%
Borrowings		7,489.4			195.6		3.48	%		6,739.7			220.7		4.37	%
Total interest-bearing liabilities		48,568.4			593.7		1.63	%		39,727.2			722.2		2.42	%
Non-interest bearing deposits		2,917.5								1,588.7
Other non-interest bearing liabilities		1,644.1								1,577.8
Liabilities of discontinued operation⁽⁵⁾		-								217.1
Stockholders' equity		6,002.9								5,940.7
Total liabilities and stockholders' equity	$	59,132.9							$	49,051.5
Net revenue spread							2.15	%							2.80	%
Impact of non-interest bearing sources							0.22	%							0.33	%
NFR ($) / NFM (%)⁽²⁾⁽⁵⁾				$	1,001.9		2.37	%				$	1,083.4		3.13	%

^(1)….(5)See footnotes below the next table; NM – Not meaningful

The following table presents disaggregated quarter-over-quarter changes in net interest revenue and operating lease margins as presented in the preceding table between volume (level of lending or borrowing) and rate (rates charged to customers or incurred on borrowings). Volume change is calculated as change in volume times the previous rate, while rate change is calculated as change in rate times the previous volume. The rate/volume change, change in rate times change in volume, is allocated between volume change and rate change at the ratio each component bears to the absolute value of their total.

Average Balances and Rates⁽¹⁾ (dollars in millions)

	September 2020 Over June 2020 Comparison									September 2020 Over September 2019 Comparison
	Increase (Decrease) Due To Change In:									Increase (Decrease) Due To Change In:
	Volume			Rate			Net			Volume			Rate			Net
Interest-bearing cash	$	0.1		$	0.2		$	0.3		$	7.5		$	(13.2	)	$	(5.7	)
Investment securities and securities purchased under agreement to resell		1.1			(3.6	)		(2.5	)		(9.7	)		(13.7	)		(23.4	)
Loans and loans held for sale⁽²⁾⁽³⁾		(8.6	)		(12.8	)		(21.4	)		81.6			(132.6	)		(51.0	)
Operating lease equipment, net (including held for sale)⁽⁴⁾		1.9			4.6			6.5			9.2			(32.8	)		(23.6	)
AEA⁽²⁾	$	(5.5	)	$	(11.6	)	$	(17.1	)	$	88.6		$	(192.3	)	$	(103.7	)

Interest-bearing deposits	$	0.9		$	(36.0	)	$	(35.1	)	$	36.8		$	(107.4	)	$	(70.6	)
Borrowings⁽⁴⁾		(3.3	)		1.4			(1.9	)		11.8			(19.6	)		(7.8	)
Total interest-bearing liabilities	$	(2.4	)	$	(34.6	)	$	(37.0	)	$	48.6		$	(127.0	)	$	(78.4	)

⁽¹⁾	Average balances are based on daily balances. Tax exempt income was not significant in any of the periods presented. Average rates are impacted by PAA accretion.

⁽²⁾	The balance and 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⁾

Net Operating lease revenue includes rental revenues, net of depreciation and net of maintenance and other operating lease expenses, as these are directly associated with the equipment. Net operating lease revenue is a non-GAAP measure. See “Non-GAAP Financial Measurements” for a reconciliation of non-GAAP to GAAP financial information.

⁽⁵⁾	AEA, NFR and NFM, and adjusted amounts are non-GAAP measures. See “Non-GAAP Financial Measurements” for a reconciliation of non-GAAP to GAAP financial information.

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NFR was $328.0 million for the quarter ended September 30, 2020, down from $353.3 million in the year-ago quarter and up from $308.1 million in the prior quarter. For the nine months ended September 30, 2020 and September 30, 2019, NFR was $1,001.9 million and $1,083.4 million, respectively.

Compared to the year-ago quarter, the decline in interest income reflected the lower interest rate environment, which decreased interest earned on our floating rate loan portfolio and cash and investments portfolio, along with a mix shift into interest earning cash. Partially offsetting the lower rate impact, we increased average loans and leases 19% from the year-ago quarter driven by the MOB Acquisition (core average loans and leases, excluding MOB⁴, were up 4%). Net operating lease revenue is down, driven by lower utilization rates, continued lease rate compression on new assignments and renewals, as well as higher maintenance costs in Rail, partially offset by an increase in average operating leases. See the end of this section for more details on our operating lease portfolio. Partially offsetting lower interest income was the lower cost of funds, driven by lower rates in all deposit channels, including lower cost HOA deposits, a low-cost deposit channel we are benefiting from due to the MOB Acquisition, and commercial deposits. Similar trends impacted the year to date comparisons, and the current year interest income included MOB. See Note 2 – Acquisition and Discontinued Operations in Item 1 for information on the MOB Acquisition.

Compared to the prior quarter, NFR was up, reflecting lower interest expense from lower deposit rates, especially the online and branch channels, and higher net operating lease income in Rail, primarily due to lower maintenance costs. Partially offsetting these was lower interest income from lower quarterly average rates on the floating rate loans and lower average loans.

NFM was 2.27% for the quarter ended September 30, 2020, down from 3.06% in the year-ago quarter and up from 2.14% in the prior quarter.

NFM declined from the year-ago quarter, reflecting lower yields on loans, cash and investment securities from lower market rates. Operating lease yields were down, driven by lease railcar rates that re-priced down and lower railcar utilization in Rail. Lower yields on interest-bearing cash and on investment securities were driven by lower market rates. Partially offsetting these declines was lower weighted average deposit and borrowing rates. Deposits and borrowing rates were down, as discussed further below.

The increase in NFM compared to the prior quarter was driven by lower weighted average deposit costs, which also includes a higher mix of lower cost HOA and commercial deposits and higher net operating lease yields in Rail, partially offset by lower yields on loans and investments from lower average quarterly market rates. Lower deposit costs improved our margin as CDs repriced lower and we reduced our non-maturity deposit rates across our deposit channels. We also grew lower cost HOA and commercial deposits, further contributing to the lower deposit costs. Net yields in our Rail portfolio increased from lower maintenance costs, partially offset by a decline in average lease rates.

AEA was up compared to the year-ago and prior quarters. The growth from the year-ago quarter reflects the MOB Acquisition in the first quarter, along with growth in loans and leases and interest-bearing cash. Average loans and leases make up the substantial portion of AEA. Average loans and leases were up 19% from the year-ago quarter, primarily driven by the MOB Acquisition. Average core loans and leases excluding MOB, were up 4% from the year-ago quarter. Compared to the year-ago quarter, AEA grew in each of the divisions of Commercial Banking, and in Consumer and Community Banking. Despite the impact from the global pandemic, average loans and leases decreased modestly by 1% from the prior quarter, primarily due to a decline in client receivables within our factoring business and higher prepayments in commercial portfolios and consumer loans.

The composition of our average funding mix is presented below.

Average Funding Mix

	Quarters Ended
	September 30,			June 30,			September 30,
	2020			2020			2019
Deposits		86	%		85	%		85	%
Unsecured borrowings		9	%		8	%		9	%

Secured Borrowings:
FHLB advances		5	%		6	%		5	%
Structured financings		0	%		1	%		1	%

These proportions will fluctuate in the future depending upon our funding activities.

⁴	Core average loans and leases, excluding MOB is a non-GAAP measure that excludes loans and leases from certain portfolios, including LCM, NSP and MOB for core average loans and leases. See “Non-GAAP Financial Measurements” for reconciliation of non-GAAP to GAAP financial information.

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The following table details further the rates of interest-bearing liabilities.

Interest-Bearing Deposits and Borrowings — Average Balances and Rates for the Quarters Ended (dollars in millions)

	September 30, 2020							June 30, 2020							September 30, 2019
	Average Balance		Interest Expense		Annualized Rate (%)			Average Balance		Interest Expense		Annualized Rate (%)			Average Balance		Interest Expense		Annualized Rate (%)
Total interest-bearing deposits
Time deposits	$	11,850.9	$	53.0		1.79	%	$	12,551.0	$	59.7		1.90	%	$	12,463.2	$	73.1		2.35	%
Interest-bearing checking		3,282.6		2.9		0.35	%		3,163.3		3.0		0.38	%		1,246.0		2.0		0.64	%
Savings and money market		27,187.0		47.3		0.70	%		26,143.4		75.6		1.16	%		19,868.4		98.7		1.99	%
Total interest-bearing deposits		42,320.5		103.2		0.98	%		41,857.7		138.3		1.32	%		33,577.6		173.8		2.07	%
Borrowings
Senior unsecured	$	4,237.5	$	48.7		4.60	%	$	3,971.8	$	46.1		4.64	%	$	3,445.7	$	43.4		5.04	%
Subordinated unsecured		494.7		7.3		5.90	%		494.5		7.4		5.99	%		395.6		6.3		6.37	%
FHLB advances		2,809.8		4.1		0.58	%		3,038.0		6.6		0.87	%		1,907.6		11.7		2.45	%
Other secured and structured borrowings		15.5		0.1		2.58	%		448.8		2.5		2.23	%		615.1		6.4		4.16	%
Other credit facilities⁽¹⁾		-		2.1		-			-		1.6		-			-		2.3		-
Securities sold under agreement to repurchase		-		-		-			5.3		-		-			-		-		-
Total borrowings		7,557.5		62.3		3.30	%		7,958.4		64.2		3.23	%		6,364.0		70.1		4.41	%
Total interest-bearing liabilities	$	49,878.0	$	165.5		1.33	%	$	49,816.1	$	202.5		1.63	%	$	39,941.6	$	243.9		2.44	%

⁽¹⁾	Amounts include interest expense related to facility fees and amortization of deferred costs on unused portions of credit facilities.

The following table reflects our total deposit base, interest bearing and non-interest-bearing deposits, and related rate:

Total Deposits — Average Balances and Rates for the Quarters Ended (dollars in millions)

	September 30, 2020							June 30, 2020							September 30, 2019
	Average Balance		Interest Expense		Annualized Rate (%)			Average Balance		Interest Expense		Annualized Rate (%)			Average Balance		Interest Expense		Annualized Rate (%)
Interest-bearing deposits	$	42,320.5	$	103.2		0.98	%	$	41,857.7	$	138.3		1.32	%	$	33,577.6	$	173.8		2.07	%
Non-interest bearing deposits		3,073.4		-		-			3,019.6		-		-			1,533.2		-		-
Total deposits	$	45,393.9	$	103.2		0.91	%	$	44,877.3	$	138.3		1.23	%	$	35,110.8	$	173.8		1.98	%

We remain focused on optimizing the mix of our deposits. Compared to the year-ago quarter, the increase in average deposits reflects HOA, commercial and retail deposits acquired in the MOB Acquisition. The increase in average deposits from the year-ago also reflects strong growth in our online channel, in addition to subsequent growth in HOA deposits and commercial deposits. The weighted average rate on average outstanding deposits decreased 107 bps from 1.98% in the year-ago quarter, primarily from the addition of an average balance of $5.6 billion in HOA deposits with an average cost of 49 bps, along with lower rates in all other deposit channels.

The weighted average rate on average outstanding deposits decreased 32 bps to 0.91% from 1.23% in the prior quarter primarily due to lower rates in the online and branch deposit channels, as well as growth in our lower cost commercial and HOA deposit channels. Lower rates in the online and branch channels were driven by the reduction in savings rates and money market deposit rates as well as from the run-off of higher cost time deposits.

See Funding and Liquidity section for tables that reflect period end deposits by type and by channel.

Interest expense on borrowings decreased compared to the year-ago and prior quarters, driven by lower interest on FHLB advances, reflecting lower rates, and the repayment of the secured facility. The securities sold under agreement to repurchase were acquired as part of the MOB Acquisition and were fully repaid by the end of the second quarter. The weighted average maturity profile of the combined unsecured senior and subordinated notes is 3.5 years at September 30, 2020, compared to 4.3 years at December 31, 2019.

Deposits and borrowings are also discussed in Funding and Liquidity.

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The following table depicts selected earning asset yields and margin-related data for our segments and divisions within the segments.

Segment Average Yield and Other Data (dollars in millions)

	Quarters Ended									Nine Months Ended
	September 30,			June 30,			September 30,			September 30,			September 30,
	2020			2020			2019			2020			2019
Commercial Banking
Average Earning Assets (AEA)
Commercial Finance	$	15,709.9		$	16,224.7		$	13,468.7		$	15,847.5		$	13,176.5
Business Capital		5,236.0			5,316.3			5,231.1			5,290.1			5,141.5
Rail		7,194.8			7,058.9			6,557.3			7,040.9			6,553.4
Real Estate Finance		7,728.4			7,652.0			5,351.1			7,664.1			5,368.4
Total	$	35,869.1		$	36,251.9		$	30,608.2		$	35,842.6		$	30,239.8

Net Finance Revenue
Commercial Finance	$	121.5		$	117.5		$	105.7		$	369.9		$	313.1
Business Capital		71.4			68.0			70.3			210.2			207.3
Rail		25.1			17.7			48.2			73.5			131.5
Real Estate Finance		53.6			49.5			39.1			153.0			116.4
Total	$	271.6		$	252.7		$	263.3		$	806.6		$	768.3

Gross Yield
Commercial Finance		4.14	%		4.33	%		6.06	%		4.55	%		6.20	%
Business Capital		9.11	%		8.95	%		9.39	%		9.09	%		9.51	%
Rail		8.68	%		8.92	%		10.47	%		9.11	%		10.58	%
Real Estate Finance		3.62	%		3.84	%		5.36	%		3.97	%		5.54	%
Total		5.67	%		5.80	%		7.45	%		5.99	%		7.59	%

Net Finance Margin
Commercial Finance		3.10	%		2.90	%		3.14	%		3.11	%		3.17	%
Business Capital		5.45	%		5.12	%		5.38	%		5.30	%		5.38	%
Rail		1.39	%		1.01	%		2.94	%		1.39	%		2.68	%
Real Estate Finance		2.78	%		2.58	%		2.93	%		2.66	%		2.89	%
Total		3.03	%		2.79	%		3.44	%		3.00	%		3.39	%

Consumer Banking
Average Earning Assets (AEA)
Consumer and Community Banking	$	6,446.9		$	6,592.7		$	4,332.1		$	6,516.3		$	4,069.6
Legacy Consumer Mortgages		1,979.7			2,065.6			2,330.1			2,066.7			2,566.8
Total	$	8,426.6		$	8,658.3		$	6,662.2		$	8,583.0		$	6,636.4

Net Finance Revenue
Consumer and Community Banking	$	60.4		$	53.4		$	75.9		$	189.8		$	253.2
Legacy Consumer Mortgages		35.8			35.0			40.3			106.5			126.5
Total	$	96.2		$	88.4		$	116.2		$	296.3		$	379.7

Gross Yield
Consumer and Community Banking		3.04	%		3.18	%		3.63	%		3.25	%		3.70	%
Legacy Consumer Mortgages		8.32	%		8.05	%		8.78	%		8.19	%		8.67	%
Total		4.28	%		4.34	%		5.43	%		4.44	%		5.62	%

Net Finance Margin
Consumer and Community Banking		3.74	%		3.24	%		7.00	%		3.88	%		8.30	%
Legacy Consumer Mortgages		7.25	%		6.79	%		6.91	%		6.87	%		6.57	%
Total		4.57	%		4.09	%		6.97	%		4.60	%		7.63	%

The increase in AEA in Commercial Banking compared to the year-ago quarter includes loans acquired from MOB of $4.4 billion with approximately $2.3 billion and $2.1 billion in the Commercial Finance and Real Estate Finance divisions, respectively, whereas the increase in Consumer Banking includes $1.9 billion in mortgage loans acquired from MOB, all reported in the Consumer and Community Banking division.

Gross yield (interest income plus rental income on operating leases as a percent of AEA) in Commercial Banking for the quarter ended September 30, 2020 was down from the year-ago and prior quarters. Gross yield in Commercial Finance was down from the year-ago and prior quarters, primarily driven by lower interest rates. NFM in this division reflects the benefits from the addition of the low-cost funding associated with the HOA deposits. Gross yield in Business Capital was down compared with the year-ago quarter and up from the prior quarter, reflecting changes in interest rates and asset mix. Gross yield in Rail was down from the year-ago and prior quarters, primarily reflecting lease rates that continued to re-price lower and lower utilization. Real Estate Finance gross yield was down from the year-ago and prior quarters, reflecting lower interest rates.

Consumer Banking gross yield for the quarter ended September 30, 2020 was down from the year-ago and prior quarters. Gross

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yield in the Consumer and Community Banking division was down from the year-ago and prior quarters, as yields on new business have contracted reflecting the lower market rate environment, partially offset by prepayment activity. Gross yield in LCM was down compared to the year-ago, primarily due to the AEA impact from the gross up of PCD loans upon adoption of CECL. The increase in gross yield in LCM from the prior quarter reflects higher prepayment activity resulting in accelerated PAA accretion income.

NFM in Consumer and Community Banking was higher than gross yields as this segment receives an interest benefit from the other segments for the value of excess deposits it generates. With the decline in interest rates, that interest benefit has declined, thereby, the difference between gross yields and NFM in 2020 is lower compared to the year-ago quarter. The NFM for LCM was up from the prior quarter and year-ago quarter due to prepayments accelerating purchase discount accretion into income and from lower costs to fund the assets driven by lower interest rates.

The following table displays PAA accretion by segment and division for both interest income and interest expense. The increase in the benefit from interest expense accretion from the year-ago quarter reflects the impact of the MOB Acquisition, which included a total of $14 million PAA for term deposits. As of September 30, 2020, the remaining accretable PAA on loans was $516 million, of which $41 million related to Commercial Banking and $475 million related to Consumer Banking. This compares to $500 million of remaining accretable PAA on loans as of December 31, 2019, of which $39 million related to Commercial Banking and $461 million related to Consumer Banking. The remaining accretable PAA in Consumer Banking is expected to run off at a rate consistent with the run-off of the underlying mortgages, which was about 20% over the prior year and approximately 15% excluding loan sales, and we are expecting accretion of the remaining Commercial Banking PAA to continue to trend lower. However, amounts may vary quarter to quarter due to fluctuations in prepayments and loan sales, which results in a loan's remaining accretable PAA being accelerated into interest income. (See footnote 1 to the following table).

PAA Accretion for the Quarters Ended (dollars in millions)

	September 30, 2020								June 30, 2020								September 30, 2019
	PAA Accretion Recognized in:								PAA Accretion Recognized in:								PAA Accretion Recognized in:
	Interest Income⁽¹⁾			Interest Expense⁽²⁾		NFR			Interest Income⁽¹⁾			Interest Expense⁽²⁾		NFR			Interest Income⁽¹⁾		Interest Expense⁽²⁾		NFR
Commercial Banking
Commercial Finance	$	1.2		$	1.0	$	2.2		$	0.9		$	1.9	$	2.8		$	1.1	$	-	$	1.1
Real Estate Finance		2.0			-		2.0			3.2			-		3.2			3.0		-		3.0
Total Commercial Banking		3.2			1.0		4.2			4.1			1.9		6.0			4.1		-		4.1
Consumer Banking
Consumer and Community Banking		(1.9	)		1.3		(0.6	)		(3.5	)		2.0		(1.5	)		1.7		0.2		1.9
Legacy Consumer Mortgages		18.8			-		18.8			16.8			-		16.8			19.3		-		19.3
Total Consumer Banking		16.9			1.3		18.2			13.3			2.0		15.3			21.0		0.2		21.2
Total CIT	$	20.1		$	2.3	$	22.4		$	17.4		$	3.9	$	21.3		$	25.1	$	0.2	$	25.3

⁽¹⁾	Includes accelerated recognition of PAA accretion due to prepayments, of approximately $13 million, $5 million, and $11 million for the quarters ended September 30, 2020 and 2019 and June 30, 2020, respectively.

⁽²⁾	Mostly reflects PAA accretion on deposits acquired in the MOB Acquisition. All of the PAA accretion recognized in interest expense for 2020 is associated with the PAA from the MOB Acquisition, while PAA accretion from 2019 is associated with the OneWest Bank acquisition.

The following table sets forth the details on net operating lease revenues.

Net Operating Lease Data (dollars in millions)

	Quarters Ended
	September 30, 2020				June 30, 2020				September 30, 2019
Rental income on operating leases	$	201.3	10.29	%	$	200.9	10.57	%	$	211.7	11.99	%
Depreciation on operating lease equipment		82.5	4.22	%		81.1	4.27	%		76.0	4.30	%
Maintenance and other operating lease expenses		48.6	2.48	%		56.1	2.95	%		41.9	2.37	%
Net operating lease revenue	$	70.2	3.59	%	$	63.7	3.35	%	$	93.8	5.31	%
Average operating lease equipment, including amounts held for sale	$	7,824.4			$	7,602.1			$	7,062.1


	Nine Months Ended
	September 30, 2020				September 30, 2019
Rental income on operating leases	$	612.0	10.72	%	$	642.4	12.19	%
Depreciation on operating lease equipment		241.9	4.24	%		232.2	4.41	%
Maintenance and other operating lease expenses		158.3	2.77	%		140.0	2.66	%
Net operating lease revenue	$	211.8	3.71	%	$	270.2	5.13	%
Average operating lease equipment, including amounts held for sale	$	7,615.0			$	7,025.1

Net operating lease revenue, which is a component of NFR, is driven principally by the performance of the Rail portfolio within the Commercial Banking segment. While our rail portfolio grew, net operating lease revenue in dollars and as a percent of average operating lease equipment for the quarter ended September 30, 2020 was down from the year-ago quarter, reflecting lease rates that continued to re-price lower on average across the portfolio and lower utilization and higher maintenance costs. The increase in net operating lease revenue from the prior quarter was mainly driven by a decline in maintenance costs.

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While our fleet is diverse, many car types saw a reduction in utilization, including commitments to lease, and a reduction in pricing on new leases. Our rail utilization declined slightly compared to the prior quarter and was a little under 88% at September 30, 2020 and lease renewals repriced down approximately 35% this quarter, reflecting current market conditions and the mix of cars that came up for renewal. Railcar utilization, including commitments to lease, was 88% at June 30, 2020 and 95% at September 30, 2019. As the economy starts to recover and commodity prices drift higher, we expect cars in storage to decline and utilization to push back up into the low 90% area over the next few quarters and improve to the mid 90% area by the end of 2021.

Depreciation is recognized on railcars and other operating lease equipment and was up from the year-ago quarter on portfolio growth and relatively flat with the prior quarter. Maintenance and other operating lease expenses tend to be variable and primarily relate to the Rail portfolio. The increased maintenance costs from the year-ago relates to higher freight and storage costs, reflecting the higher number of railcars returned. The decline from the prior quarter reflects lower repair costs and lower freight costs.

CREDIT METRICS

The following provides information on the provision for credit losses and ACL, as well as certain credit metrics, including net charge-off and non-accrual loan levels, that management uses to track the credit quality of the portfolio. Management also utilizes other metrics and statistics such as risk ratings, LTV distribution, concentration limits, migration trends, key portfolio stress testing and FICO score on the consumer loans, to monitor the credit quality of the portfolio. See Note 3 – Loans and Note 4 – Allowance for Credit Losses in Item 1 for various tables.

Our credit metrics and trends reflect three key events during 2020: (1) the market disruption related to the COVID-19 pandemic, (2) the adoption of the CECL standard, and (3) the MOB Acquisition.

On January 1, 2020, CIT adopted the FASB’s revised guidance for the measurement of credit losses on financial instruments (the CECL standard). The guidance requires estimation of credit losses over the full remaining expected life of the portfolio, rather than the incurred loss model over a shorter loss emergence period under previous U.S. GAAP and introduces economic forecasting into the allowance-setting process. The detrimental economic impact resulting from the COVID-19 pandemic resulted in a significant increase to our first quarter provision for credit losses. Also, on January 1, 2020 CIT acquired MOB, which included $6.3 billion of loans. The results of adopting CECL and the acquisition of MOB are reflected in the tables and accompanying descriptions below.

We have enhanced the composition of our portfolio since the last credit cycle by exiting certain riskier asset classes. We shifted our focus to lending against assets with higher-quality collateral and better structural protection. We transformed our business to a national bank by selling essentially all international businesses. In addition, we continued to improve the risk profile of our portfolio by selling approximately $237 million in carrying value of non-core LCM loans in 2019, which included primarily non-performing loans, and another $29 million and $65 million in carrying value in the first and third quarters of 2020, respectively.

The provision for credit losses was $63 million for the quarter ended September 30, 2020, down from $224 million in the prior quarter and up from $27 million in the year-ago quarter. Although considerably lower than the prior quarter, the provision for credit losses remained elevated compared to prior year levels and reflects the impact of the COVID-19 pandemic and its adverse effect on the macroeconomic environment across our portfolio. The provision related to the Commercial Banking segment decreased from the prior quarter but remained elevated at $88 million, while the Consumer Banking segment had a $25 million release, which included approximately $10 million from the sale of LCM loans. The second quarter provision for credit losses reflected higher net charge-offs and included a $73 million net charge-off related to a single factoring customer, discussed below. The 2020 first quarter provision for credit losses was largely due to the sizeable increase in the reserve at the end of that quarter associated with the developing economic impacts from COVID-19. The first quarter provision also included a $45 million noteworthy item related to the MOB Acquisition.

Net charge-offs were $66 million (0.71% of average loans) in the current quarter. Net charge-offs were down from $170 million (1.79%) in prior quarter and up from $26 million (0.34%) in the year-ago quarter. The prior quarter also included the $73 million charge-off noted above. The global pandemic and ensuing mandated closure of non-essential retailers led to the bankruptcy of the factoring customer. Net charge-offs are discussed and presented in a table by segment and division later in this section.

Non-accrual loans totaled $647 million (1.73% of loans) at September 30, 2020, compared to $326 million (1.05% of loans) at December 31, 2019. As shown below, the increase was primarily in the Commercial Finance and Real Estate Finance divisions of Commercial Banking and LCM in Consumer Banking.

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The following table presents a roll forward of the ACL and the allowance for off-balance sheet credit exposures from amounts reported at December 31, 2019 under the prior accounting standard, to amounts as of September 30, 2020, including the impact of the MOB Acquisition. This supplemental presentation expands upon the rollforward included in Note 4 – Allowance for Credit Losses to separately present January 1, 2020 balances resulting from the CECL adoption and the MOB Acquisition. Also presented are the impact on the ACL at adoption related to PCD loans and non-PCD loans, given the difference in accounting treatment (i.e. PCD gross up and non-PCD retained earnings and income statement charges).

Rollforwards of the ACL and Allowance for Off-balance Sheet Credit Exposures (dollars in millions)

	Commercial Banking			Consumer Banking			Total CIT			ACL as a % Loans
Allowance Balance at December 31, 2019	$	460.4		$	22.2		$	482.6			1.56	%
CIT CECL adoption⁽¹⁾
PCD		(8.2	)		128.7			120.5
Non-PCD		82.9			20.2			103.1
Allowance Balance at January 1, 2020		535.1			171.1			706.2			2.27	%
MOB Acquisition
PCD⁽²⁾		18.8			1.4			20.2
Non-PCD⁽³⁾		33.5			3.2			36.7
Adjusted ACL Balance at January 1, 2020		587.4			175.7			763.1			2.04	%
Provision - ACL⁽³⁾		402.2			(0.1	)		402.1
Net charge-offs		(51.8	)		(1.8	)		(53.6	)
Other		(0.2	)		(0.3	)		(0.5	)
Allowance Balance at March 31, 2020		937.6			173.5			1,111.1			2.88	%
Provision - ACL⁽³⁾		252.6			9.8			262.4
Net charge-offs		(169.9	)		0.1			(169.8	)
Other		(0.2	)		(0.8	)		(1.0	)
Allowance Balance at June 30, 2020		1,020.1			182.6			1,202.7			3.21	%
Provision (benefit) - ACL⁽³⁾		94.9			(25.2	)		69.7
Net charge-offs		(65.8	)		(0.2	)		(66.0	)
Other		0.1			(0.3	)		(0.2	)
Allowance Balance at September 30, 2020	$	1,049.3		$	156.9		$	1,206.2			3.23	%

Allowance for off-balance sheet credit exposures at December 31, 2019	$	36.4		$	0.7		$	37.1
CIT⁽¹⁾ CECL adoption		8.1			(0.3	)		7.8
Allowance for off-balance sheet credit exposures at January 1, 2020		44.5			0.4			44.9
MOB Acquisition⁽³⁾		8.0			0.5			8.5
Adjusted allowance for off-balance sheet credit exposures at January 1, 2020		52.5			0.9			53.4
Provision - Off balance sheet credit exposures⁽³⁾		65.2			1.4			66.6
Allowance for off-balance sheet credit exposures at March 31, 2020		117.7			2.3			120.0
Provision (benefit) - Off balance sheet credit exposures⁽³⁾		(37.9	)		(0.9	)		(38.8	)
Allowance for off-balance sheet credit exposures at June 30, 2020		79.8			1.4			81.2
Provision (benefit) - Off balance sheet credit exposures⁽³⁾		(7.0	)		0.6			(6.4	)
Allowance for off-balance sheet credit exposures at September 30, 2020	$	72.8		$	2.0		$	74.8

⁽¹⁾	CECL adoption was before the MOB Acquisition.

⁽²⁾

⁽³⁾	The combination of the line item balances for each of the respective quarters, total to the respective first, second and third quarter’s provision for credit losses.

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The following table presents detail on our ACL, including charge-offs and recoveries and provides summarized components of the provision and allowance:

ACL and Provision for Credit Losses (dollars in millions)

	Quarters Ended									Nine Months Ended
	September 30,			June 30,			September 30,			September 30,			September 30,
	2020			2020			2019			2020			2019
Allowance - beginning of period	$	1,202.7		$	1,111.1		$	487.4		$	482.6		$	489.7
CIT CECL adoption⁽¹⁾		-			-			-			223.6			-
Provision for credit losses		63.3			223.6			26.6			800.8			88.2
Other⁽²⁾		6.2			37.8			(1.4	)		(31.6	)		(1.0	)
Net additions		69.5			261.4			25.2			769.2			87.2
The initial ACL recognized on PCD assets⁽³⁾		-			-			-			20.2			-
Gross charge-offs⁽³⁾		78.2			193.5			32.8			334.7			114.2
Less: Recoveries		12.2			23.7			6.4			45.3			23.5
Net charge-offs		66.0			169.8			26.4			289.4			90.7
Allowance - end of period	$	1,206.2		$	1,202.7		$	486.2		$	1,206.2		$	486.2
Provision for credit losses
Provision for loans individually reviewed	$	36.0		$	48.1		$	20.0		$	131.8		$	64.7
Provision for loans collectively reviewed		27.3			175.5			6.6			669.0			23.5
Total	$	63.3		$	223.6		$	26.6		$	800.8		$	88.2
Allowance for credit losses
Allowance on loans individually reviewed	$	128.1		$	109.7		$	69.6
Allowance on loans collectively reviewed		1,078.1			1,093.0			416.6
Total	$	1,206.2		$	1,202.7		$	486.2
Ratio
ACL as a percentage of total loans		3.23	%		3.21	%		1.55	%
ACL as a percentage of total loans/Commercial Banking loans		3.59	%		3.52	%		1.87	%
ACL as a percentage of total loans/Consumer Banking loans		1.94	%		2.14	%		0.36	%

⁽¹⁾	CECL adoption was before the MOB Acquisition.

⁽²⁾

The provision for credit losses also includes amounts related to the allowance for off balance sheet credit exposures on unfunded lending commitments, accrued interest receivable, DPAs and letters of credit, which are recorded in other liabilities. The allowance for off balance sheet credit exposures totaled $75 million, $81 million, and $42 million at September 30, 2020, June 30, 2020 and September 30, 2019, respectively. The balance in other is primarily related to the transfer of the allowance for off-balance sheet credit exposures to other liabilities.

⁽³⁾

For the nine months ended September 30, 2020, under the CECL standard, the initial ACL recognized on PCD assets was $58.8 million, of which $38.6 million was charged-off for loans that had been written-off prior to acquisition (whether full or partial) or which met CIT’s charge-off policy at the time of acquisition. After considering loans that were immediately charged-off upon acquisition, the net impact was $20.2 million of additional PCD reserves on January 1, 2020.

See Note 3 — Loans in Item 1 for details regarding the unpaid principal balance, carrying value and ACL related to PCD loans.

On December 31, 2019 CIT reported an allowance for loan losses of $482.6 million which was 1.6% of total loans. On January 1, 2020, upon the implementation of CECL, CIT’s reserve increased by $223.6 million to $706.2 million. Under transition accounting, $120.5 million of the ACL increase related to reclassifying PCI loans to PCD with the credit-related portion of the purchase discount added to the loan balance with no impact on capital. In addition, the allowance for off-balance sheet credit exposures increased from $37.1 million to $44.9 million. The reduction to retained earnings as a result of the CECL implementation was $82.4 million. There was no impact to the income statement. Management elected the recently implemented Revised CECL Transition Rule on regulatory capital. While this election will not impact GAAP equity, it will defer the incremental CECL impact in the calculation of our regulatory capital ratios. See Capital and Critical Accounting Estimates sections for more information.

As noted above, the acquisition of MOB included $6.3 billion of loans. The ACL for these loans was $56.9 million, net of day 1 charge-offs, thereby increasing CIT’s first quarter ACL to $763.1 million. Under CECL, the ACL associated with acquired loans that are not considered PCD of $36.7 million was recorded as provision for credit losses on the income statement and thereby impacted capital. In addition, the allowance for off-balance sheet credit exposures resulted in an incremental $8.5 million provision for credit losses, resulting in a total first quarter provision for credit losses generated by the non-PCD MOB loan portfolio of approximately $45 million.

The consolidated ACL as of September 30, 2020 was approximately $1.2 billion, which was generally flat compared to June 30, 2020 and an increase of $724 million compared to the allowance for loan and lease losses of $483 million as of December 31, 2019. The increase from December 31, 2019 has been driven by the deteriorating macroeconomic environment resulting from COVID-19, along with the adoption of CECL and the acquisition of MOB. See Critical Accounting Estimates for additional information on the development of our ACL.

In the third quarter of 2020, the allowance for off-balance sheet credit exposures decreased to $74.8 million from $81.2 million at June 30, 2020, due to an improvement in the macroeconomic forecast. The decline in allowance for off-balance sheet credit exposures in the second quarter compared to the first quarter was due to a reduction in commitments and other factors, whereas the increase in the first quarter from December 31, 2019 was primarily driven by the impact of the COVID-19 pandemic and the associated effect under the CECL standard.

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Loan Net Carrying Value (dollars in millions))

	Loans		Allowance for Credit Losses			Net Carrying Value
September 30, 2020
Commercial Banking	$	29,244.6	$	(1,049.3	)	$	28,195.3
Consumer Banking		8,075.0		(156.9	)		7,918.1
Total	$	37,319.6	$	(1,206.2	)	$	36,113.4
December 31, 2019
Commercial Banking	$	24,393.4	$	(460.4	)	$	23,933.0
Consumer Banking		6,605.5		(22.2	)		6,583.3
Total	$	30,998.9	$	(482.6	)	$	30,516.3

The following table presents charge-offs, by class and business segment. See Results by Business Segment for additional information.

Charge-offs as a Percentage of Average Loans (dollars in millions)

	Quarters Ended														Nine Months Ended
	September 30,				June 30,					September 30,					September 30,				September 30,
	2020				2020					2019					2020				2019
Gross Charge-offs
Commercial Finance	$	48.2	1.17	%	$	149.5		3.57	%	$	13.6		0.38	%	$	231.2	1.86	%	$	50.7	0.48	%
Business Capital		29.0	2.37	%		43.5		3.50	%		18.4		1.48	%		99.8	2.68	%		59.2	1.62	%
Real Estate Finance		-	-	%		-		-	%		0.4		0.03	%		-	-	%		1.7	0.04	%
Commercial Banking		77.2	1.06	%		193.0		2.63	%		32.4		0.53	%		331.0	1.51	%		111.6	0.61	%
Consumer and Community Banking		0.2	0.01	%		-		-	%		0.2		0.02	%		0.2	-	%		0.2	0.01	%
Legacy Consumer Mortgages		0.8	0.17	%		0.5		0.10	%		0.2		0.04	%		3.5	0.23	%		2.4	0.13	%
Consumer Banking		1.0	0.05	%		0.5		0.02	%		0.4		0.02	%		3.7	0.06	%		2.6	0.05	%
Total	$	78.2	0.84	%	$	193.5		2.04	%	$	32.8		0.42	%	$	334.7	1.18	%	$	114.2	0.49	%
Less: Recoveries
Commercial Finance	$	1.6	0.03	%	$	13.1		0.31	%	$	0.5		0.02	%	$	16.9	0.13	%	$	6.2	0.06	%
Business Capital		9.8	0.79	%		10.0		0.80	%		5.3		0.42	%		26.6	0.71	%		15.5	0.42	%
Real Estate Finance		-	-	%		-		-	%		-		-	%		-	-	%		-	-	%
Commercial Banking		11.4	0.15	%		23.1		0.32	%		5.8		0.09	%		43.5	0.20	%		21.7	0.12	%
Legacy Consumer Mortgages		0.8	0.15	%		0.6		0.13	%		0.6		0.11	%		1.8	0.12	%		1.8	0.10	%
Consumer Banking		0.8	0.04	%		0.6		0.03	%		0.6		0.04	%		1.8	0.03	%		1.8	0.04	%
Total	$	12.2	0.13	%	$	23.7		0.25	%	$	6.4		0.08	%	$	45.3	0.16	%	$	23.5	0.10	%
Net Charge-offs
Commercial Finance	$	46.6	1.14	%	$	136.4		3.26	%	$	13.1		0.36	%	$	214.3	1.73	%	$	44.5	0.42	%
Business Capital		19.2	1.58	%		33.5		2.70	%		13.1		1.06	%		73.2	1.97	%		43.7	1.19	%
Real Estate Finance		-	-	%		-		-	%		0.4		0.03	%		-	-	%		1.7	0.04	%
Commercial Banking		65.8	0.91	%		169.9		2.31	%		26.6		0.43	%		287.5	1.31	%		89.9	0.49	%
Consumer and Community Banking		0.2	0.01	%		-		-	%		0.2		0.02	%		0.2	-	%		0.2	0.01	%
Legacy Consumer Mortgages		-	-	%		(0.1	)	(0.03	%)		(0.4	)	(0.08	%)		1.7	0.11	%		0.6	0.03	%
Consumer Banking		0.2	0.01	%		(0.1	)	(0.01	%)		(0.2	)	(0.02	%)		1.9	0.03	%		0.8	0.02	%
Total	$	66.0	0.71	%	$	169.8		1.79	%	$	26.4		0.34	%	$	289.4	1.02	%	$	90.7	0.39	%

Net charge-offs were $66.0 million, compared to $169.8 million in the prior quarter and $26.4 million in the year-ago quarter. The decline in net charge-offs in the Commercial Banking segment was primarily driven by the Commercial Finance and Business Capital divisions. In the second quarter, Commercial Finance included a $72.5 million net charge-off related to a single customer in the retail industry in our Commercial Services business, as previously discussed. While down from the prior quarter, net charge-offs in Commercial Finance and Business Capital remain above the prior year due to the noted economic conditions.

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The following tables present information on non-accruing loans, and when added to other real estate owned (“OREO”) and other repossessed assets, sums to non-performing assets. See Note 3 — Loans in Item 1 for details on the Company’s non-performing assets.

Non-accrual Loans and Troubled Debt Restructurings (dollars in millions)⁽¹⁾

	September 30,		December 31,
	2020		2019
Non-accrual loans
U.S.	$	585.6	$	318.6
Foreign		60.9		7.7
Non-accrual loans⁽²⁾	$	646.5	$	326.3
Troubled Debt Restructurings
U.S.	$	119.3	$	148.8
Restructured loans	$	119.3	$	148.8
Accruing loans past due 90 days or more
Accruing loans past due 90 days or more	$	78.2	$	36.9

⁽¹⁾	Factored receivables within our Commercial Finance division do not accrue interest and therefore are not considered within non-accrual loans but are considered for credit provisioning purposes.

⁽²⁾	Non-accrual loans include $79.0 million and $106.2 million of TDRs at September 30, 2020 and December 31, 2019, respectively.

Segment Non-accrual Loans as a Percentage of Loans (dollars in millions)

	September 30, 2020				December 31, 2019
Commercial Finance	$	357.4	2.15	%	$	246.7	1.77	%
Business Capital		83.2	1.71	%		60.9	1.21	%
Real Estate Finance		57.1	0.74	%		0.4	0.01	%
Commercial Banking		497.7	1.70	%		308.0	1.26	%
Consumer and Community Banking		22.0	0.36	%		4.0	0.09	%
Legacy Consumer Mortgages		126.8	6.78	%		14.3	0.69	%
Consumer Banking		148.8	1.84	%		18.3	0.28	%
Total	$	646.5	1.73	%	$	326.3	1.05	%

Non-accrual loans were $647 million, an increase of $320 million from December 31, 2019, primarily driven by increases in the Commercial Finance and Real Estate Finance divisions, as well as an increase in LCM, which include loans previously accounted for as PCI loans ($42 million) that had been excluded from non-accrual status at December 31, 2019. PCI loans were previously excluded from non-accrual reporting; however, upon the adoption of CECL, these loans are subject to the same presentation and disclosure requirements as non-PCD loans. As of December 31, 2019, non-accruals in Consumer Banking consisted primarily of non-PCI loans in LCM.

As of September 30, 2020, and December 31, 2019, the ACL as a percentage of non-accrual loans was 187% and 148%, respectively. 42% of our non-accrual accounts were paying current at September 30, 2020, compared to 72% at December 31, 2019. We discuss our policy of placing loans on non-accrual status in Note 1 – Business and Summary of Significant Accounting Policies in Item 1. We may place accounts that are presently paying current on non-accrual status when the financial condition of the borrower deteriorates and payment in full is not expected.

Total delinquency (30 days or more) was 2.3% of loans at September 30, 2020 and 1.3% at December 31, 2019. Delinquency status of loans is presented in Note 3 — Loans in Item 1. We also included a delinquency table specific to COVID-19 loans that were provided relief in the COVID-19 Pandemic Response—COVID-19 Borrower Relief Arrangements section.

The following table presents a summary of total commercial criticized loans. Detailed definitions of the commercial loan ratings and a detailed table are provided in Note 3 – Loans in Item 1.

Commercial Criticized Loans (dollars in millions)


	September 30,	June 30,	December 31,
	2020	2020	2019
Total commercial criticized loans	$ 4,506.5	$ 4,598.8	$ 2,234.7
As a % of total commercial loans	14.9%	15.3%	8.9%

Commercial criticized loans increased by $2.3 billion from December 31, 2019, primarily driven by the impact of the COVID-19 pandemic and its adverse effect on the macroeconomic environment across our portfolio, in addition to an increase related to the MOB Acquisition. Of the $2.3 billion increase from December 31, 2019, $1.1 billion related to Real Estate Finance and $1 billion related to Commercial Finance.

Loan Modifications for Customers Affected by the COVID-19 Pandemic

CIT is working prudently with borrowers who are or may be unable to meet their current contractual payment obligations because of the effects of COVID-19. See COVID-19 Pandemic Response for details regarding relief measures to our commercial and consumer customers. With respect to the non-accrual, past due and TDR information provided throughout this section, see discussion of the CARES Act and Interagency Statement in Note 1 – Business and Summary of Significant Accounting Policies.

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CECL does not affect how a TDR is defined. However, it does affect the timing of TDR identification and potentially how the ACL is determined when a financial asset is determined to be a TDR. In connection with the MOB Acquisition, the Company assessed whether MOB had identified any loans for which there was a reasonable expectation that the loan would be modified in a TDR; these loans were then assessed by CIT pursuant to its existing TDR policy. Based on this analysis, no loans were identified where CIT would consider the modifications a TDR.

The tables that follow reflect loan carrying values of accounts that have been modified, excluding loans in trial modification of $3.5 million and $5.5 million as of September 30, 2020 and December 31, 2019, respectively. The table also excludes modifications made for COVID-19 impacted borrowers. See COVID-19 Pandemic Response—COVID-19 Borrower Relief section for further details.

TDRs and Modifications⁽¹⁾⁽²⁾⁽³⁾(dollars in millions)

	September 30, 2020						December 31, 2019
				% Compliant						% Compliant
Troubled Debt Restructurings
Deferral of principal and/or interest	$	51.3			80	%	$	76.9			94	%
Covenant relief and other		68.0			86	%		71.9			98	%
Total TDRs	$	119.3			83	%	$	148.8			96	%
Percent non-accrual		66	%					71	%
Modifications⁽⁴⁾
Covenant relief	$	123.6			100	%	$	89.3			77	%
Interest rate increase		180.8			93	%		75.2			100	%
Extended maturity		62.4			100	%		43.5			100	%
Other		400.4			85	%		337.3			89	%
Total Modifications	$	767.2			91	%	$	545.3			90	%
Percent non-accrual		17	%					18	%

⁽¹⁾	Table depicts the predominant element of each modification, which may contain several of the characteristics listed.

⁽²⁾	PCI loans are excluded from TDR reporting at December 31, 2019 under prior ASC 310-30 guidance.

⁽³⁾	Table includes accounts that were Criticized at the time of the modification request.

⁽⁴⁾	Excludes $1,313 million at September 30, 2020 of loans with COVID-19 borrower relief arrangements, including $984 million of deferments.

PCD loans, TDRs and other credit quality information is included in Note 3 — Loans in Item 1.

NON-INTEREST INCOME

Non-interest Income (dollars in millions)

	Quarters Ended						Nine Months Ended
	September 30,		June 30,		September 30,		September 30,		September 30,
	2020		2020		2019		2020		2019
Rental income on operating leases	$	201.3	$	200.9	$	211.7	$	612.0	$	642.4
Other non-interest income		146.0		102.6		101.0		379.2		303.9
Total non-interest income	$	347.3	$	303.5	$	312.7	$	991.2	$	946.3
Other non-interest income
Fee income	$	32.6	$	30.3	$	29.2	$	96.8	$	87.4
Gains on leasing equipment, net of impairments		24.3		20.5		17.9		68.1		51.5
Factoring commissions		19.8		11.3		25.2		54.1		73.0
BOLI income		15.7		8.1		7.8		31.4		21.4
Gains on investment securities, net of impairments		8.3		7.9		1.6		29.7		5.3
Property tax income		4.0		4.7		5.1		13.3		17.0
Other income		41.3		19.8		14.2		85.8		48.3
Total other non-interest income	$	146.0	$	102.6	$	101.0	$	379.2	$	303.9
Factoring volume	$	5,880.1	$	2,990.1	$	6,954.8	$	14,951.0	$	21,120.8

Rental Income on Operating Lease Equipment

Rental income on operating leases from equipment we lease is generated in the Rail, Commercial Finance and Business Capital divisions in the Commercial Banking segment. Rental income is discussed in “Net Finance Revenue” and “Results by Business Segment”.

Other Non-Interest Income

For the quarter ended September 30, 2020, other non-interest income of $146 million increased by $45 million compared to the year-ago quarter, driven by higher gains on the sale of loans (in Other income), investment securities and railcars, as well as elevated BOLI income due to insurance payouts and higher factoring commissions. The higher gains on the sale of loans from portfolio management activities, includes a $24 million net gain on sale of approximately $65 million of LCM loans. For the nine months ended September 30, 2020, the increase also reflected higher gains on investments, driven by sales of MBS and the sale of certain investment securities acquired in the MOB Acquisition in the Corporate segment in the first quarter of 2020, partially offset by lower factoring commissions. The increase in fee income was primarily driven by Commercial Banking, which reflected the addition of fee income from CAB, a business that was acquired as part of the MOB Acquisition.

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Other non-interest income was up from $103 million in the prior quarter. The drivers of the increase reflected higher factoring commissions due to higher volumes and pricing, as the prior quarter was more heavily impacted by the mandated closure of non-essential retailers caused by the global pandemic, higher gains on the sale of assets from portfolio management activities as described above and elevated BOLI income from insurance payouts.

NON-INTEREST EXPENSES

Non-Interest Expense (dollars in millions)

	Quarters Ended									Nine Months Ended
	September 30,			June 30,			September 30,			September 30,			September 30,
	2020			2020			2019			2020			2019
Depreciation on operating lease equipment	$	82.5		$	81.1		$	76.0		$	241.9		$	232.2
Maintenance and other operating lease expenses		48.6			56.1			41.9			158.3			140.0
Operating expenses		295.5			360.4			310.8			990.3			854.7
Goodwill impairment		-			-			-			344.7			-
(Gain) loss on debt extinguishments and deposit redemptions		-			(14.8	)		0.1			(14.8	)		0.4
Total non-interest expenses	$	426.6		$	482.8		$	428.8		$	1,720.4		$	1,227.3
Operating expenses
Compensation and benefits	$	148.6		$	166.0		$	137.5		$	496.7		$	424.8
Technology		39.4			42.7			34.3			120.9			101.3
Professional fees		22.2			29.7			21.0			76.8			56.2
Net occupancy expense		19.7			20.2			44.5			58.8			75.4
Insurance		25.3			16.9			12.5			55.5			40.5
Restructuring costs		-			37.2			15.1			37.2			15.1
Advertising and marketing		4.8			8.9			14.4			30.3			33.4
Intangible asset amortization		8.5			8.5			5.8			25.5			17.4
Property tax expense		4.8			4.8			5.9			14.4			18.1
Other expenses		22.2			25.5			19.8			74.2			72.5
Total operating expenses		295.5			360.4			310.8			990.3			854.7
Intangible asset amortization		8.5			8.5			5.8			25.5			17.4
Noteworthy items		0.5			57.1			44.0			74.7			44.0
Total operating expenses, excluding intangible amortization and noteworthy items⁽¹⁾	$	286.5		$	294.8		$	261.0		$	890.1		$	793.3
Headcount, actuals		4,260			4,325			3,585			4,260			3,585
Net efficiency ratio⁽²⁾		60.6	%		76.6	%		63.8	%		67.2	%		59.3	%
Net efficiency ratio excluding intangible amortization and noteworthy items⁽²⁾		60.4	%		71.8	%		57.5	%		64.5	%		57.2	%

⁽¹⁾	Total operating expenses, excluding intangible asset amortization and noteworthy items is a non-GAAP measurement. The above table provides a reconciliation to the GAAP measurement (total operating expenses). See “Non-GAAP Financial Measurements” for a description of the balance and usage.

⁽²⁾

Our net efficiency ratio excludes intangible asset amortization and restructuring costs (which is considered a noteworthy item). We also present net efficiency ratio excluding noteworthy items, which is adjusted for all noteworthy items. These are non-GAAP measurements used by management to measure operating expenses (before intangible asset amortization and noteworthy items) to the level of total net revenues. See “Non-GAAP Financial Measurements” for a reconciliation of non-GAAP to GAAP financial information of total net revenues and description of the calculation.

Depreciation on Operating Lease Equipment

Depreciation expense is driven by rail equipment and small and large ticket equipment, in the Rail, Business Capital and Commercial Finance divisions in Commercial Banking.

Maintenance and Other Operating Lease Expenses

Maintenance and other operating lease expenses relate to equipment ownership and leasing costs associated with the Rail portfolio and tend to be variable. Rail provides railcars primarily pursuant to full-service lease contracts under which Rail as lessor is responsible for railcar maintenance and repair. The increase from the year-ago quarter reflected the higher railcar return activity and storage costs associated with lower utilization. The decline from the prior quarter was driven by lower repair and freight costs. The decline in railcar utilization is discussed in the Net Finance Revenue section.

Depreciation, along with Maintenance and Other Operating Lease Expenses, are components of NFR. See discussion in Net Finance Revenue.

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Operating Expenses

Operating expenses were down from the year-ago and prior quarters. Each of the quarters include noteworthy items. In the current quarter, the amounts essentially offset each other and included merger and integration costs from the MOB Acquisition of $13 million and a $12 million reversal of compensation expense due to the decrease in probability of achievement of certain performance conditions related to the Company’s stock-based compensation due to the change in market conditions. In the prior quarter, noteworthy items included MOB integration costs and a restructuring charge related to additional cost reduction initiatives. The year-ago quarter included two noteworthy items, a building impairment charge and a restructuring charge.

Operating expenses, excluding noteworthy items and intangible asset amortization, was $287 million for the current quarter, up by $26 million compared to the year-ago quarter, and was $890 million for the nine months ended September 30, 2020, up by $97 million compared to the year-ago period, primarily from the addition of MOB-related expenses. Operating expenses excluding intangible asset amortization and noteworthy items was down compared to the prior quarter due to:

•

lower employee costs, reflecting prior quarter restructuring actions;

•

lower advertising and marketing costs primarily due to lower costs related to deposit gathering; and

•

partially offset by higher insurance costs related to an increase in FDIC insurance premium.

Merger and integration costs incurred during 2020 relate to the MOB Acquisition and primarily include transaction advisor fees and other professional services, retention compensation, and information technology costs for data migration and conversion to CIT’s system applications. The noteworthy item related to merger and integration costs consisted of the following:

Noteworthy Item – Merger and Integration Costs (dollars in millions)

	Quarters Ended				Nine Months Ended
	September 30,		June 30,		September 30,
	2020		2020		2020
Operating expenses
Compensation and benefits	$	4.6	$	2.1	$	11.2
Technology		4.6		4.6		12.3
Professional fees		3.4		10.8		21.1
Advertising and marketing		-		2.3		4.6
Other expenses		-		0.1		0.4
Noteworthy items	$	12.6	$	19.9	$	49.6

The net efficiency ratio was 60.6% in the current quarter compared to 63.8% in the year-ago quarter. The net efficiency ratio excluding noteworthy items and intangible asset amortization was 60.4% compared to 57.5% in the year-ago quarter. The increase from the year-ago quarter was driven by the increase in operating expenses primarily from the addition of MOB-related expenses, partially offset by higher total net revenue.

The net efficiency ratio was 76.6% in the prior quarter. The net efficiency ratio excluding noteworthy items and intangible asset amortization improved from 71.8% in the prior quarter. The improvement in both ratios reflected an increase in total net revenue, along with lower operating expenses.

Gain (Loss) on Debt Extinguishment and Deposit Redemption

In the second quarter of 2020, CIT completed a tender offer for approximately $235 million at 93% of par of its 2.969% Senior Unsecured Fixed-to-Floating Rate Bank Notes due 2025, resulting in a gain on extinguishment of approximately $15 million.

Goodwill Impairment

The deterioration of the macroeconomic environment triggered a goodwill impairment assessment that resulted in an impairment in the first quarter of 2020. The impairment reflected goodwill associated primarily with the OneWest Bank acquisition. See Note 18 – Goodwill and Intangible Assets in Item 1 and Critical Accounting Estimates section for further discussion.

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INCOME TAXES

Income Tax Data (dollars in millions)

	Quarters Ended									Nine Months Ended
	September 30,			June 30,			September 30,			September 30,			September 30,
	2020			2020			2019			2020			2019
(Benefit) provision for income taxes, excluding noteworthy items and tax discrete items	$	30.1		$	(53.4	)	$	38.6		$	(75.7	)	$	121.4
Tax on noteworthy items and tax discrete items		(0.6	)		(19.8	)		(64.6	)		(40.3	)		(76.2	)
(Benefit) provision for income taxes	$	29.5		$	(73.2	)	$	(26.0	)	$	(116.0	)	$	45.2
Effective tax rate		25.6	%		46.2	%		(22.3	)%		15.7	%		10.2	%
Effective tax rate, excluding noteworthy items⁽¹⁾ and tax discrete items		26.0	%		52.7	%		24.0	%		27.4	%		24.9	%

⁽¹⁾	Effective tax rate, excluding noteworthy items and tax discrete items are non-GAAP measures. See “Non-GAAP Financial Measurements” for reconciliation of non-GAAP financial information.

The effective tax rate (“ETR”) was 25.6% in the current quarter, compared to 46.2% in the prior quarter, (22.3)% in the year-ago quarter and 15.7% for the nine months ended September 30, 2020, compared to 10.2% for the nine months ended September 30, 2019. The (22.3)% rate for the quarter ended September 30, 2019 was primarily driven by the reversal of a previously established deferred tax liability resulting from the determination that earnings from Canadian operations will be reinvested indefinitely.

The ETR before noteworthy and discrete tax items was 26.0% in the current quarter, compared to 52.7% in the prior quarter, 24.0% in the year-ago quarter and 27.4% for the nine months ended September 30, 2020, compared to 24.9% for the nine months ended September 30, 2019.

The ETR before tax discrete and noteworthy items was lower in the current quarter compared to the prior quarter primarily driven by the impact of the true-up required to the year to date provision for income taxes resulting from the increase in the annual effective tax rate quarter over quarter reflected in the prior quarter’s ETR before tax discrete and noteworthy items.

The ETR before tax discrete and noteworthy items was higher in the current quarter compared to the year ago quarter, as well as the nine months ended September 30, 2020 compared to the nine months ended September 30, 2019 primarily due to the impact the decrease in the forecasted pre-tax income has on the permanent and other adjustments in 2020.

The ETR each quarter is impacted by a number of factors, including the relative mix of domestic and international earnings, effects of changes in enacted tax laws, adjustments to valuation allowances (“VA”), and discrete items. The future period’s ETR may vary from the actual year-end 2020 ETR due to changes in these factors.

Federal cash income taxes paid will remain minimal until the Company's net operating loss (“NOLs”) carry-forwards are fully utilized.

See Note 14 — Income Taxes in Item 1 for additional information.

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RESULTS BY BUSINESS SEGMENT

CIT manages its business and reports its financial results in two operating segments, Commercial Banking and Consumer Banking, and a non-operating segment, Corporate. Detailed descriptions of the divisions within Commercial Banking and Consumer Banking is included in Item 1. Business Overview of our 2019 Form 10-K. See Net Finance Revenue, Non-Interest Income, Non-Interest Expenses and Credit Metrics, which reference the segments on these topics.

Commercial Banking

Commercial Banking is comprised of four divisions: Commercial Finance, Rail, Real Estate Finance and Business Capital. Revenue is generated from interest earned on loans, rents on equipment leased, fees and other revenue from lending and leasing activities and banking services, along with capital markets transactions and commissions earned on factoring and related activities. Complementary businesses and assets from MOB were included with Commercial Finance and Real Estate Finance and impact the segment’s financial comparisons to 2019 periods. In addition, the HOA deposits were included in Commercial Banking.

Commercial Banking: Financial Data and Metrics (dollars in millions)

	Quarters Ended									Nine Months Ended
	September 30,			June 30,			September 30,			September 30,			September 30,
Earnings Summary	2020			2020			2019			2020			2019
Interest income	$	306.7		$	324.5		$	358.5		$	999.1		$	1,080.1
Rental income on operating leases		201.3			200.9			211.7			612.0			642.4
Finance revenue		508.0			525.4			570.2			1,611.1			1,722.5
Interest expense		105.3			135.5			189.0			404.3			582.0
Depreciation on operating lease equipment		82.5			81.1			76.0			241.9			232.2
Maintenance and other operating lease expenses		48.6			56.1			41.9			158.3			140.0
Net finance revenue ("NFR")		271.6			252.7			263.3			806.6			768.3
Provision for credit losses		87.9			214.7			27.1			811.5			92.7
Other non-interest income		89.6			77.2			80.3			254.1			243.0
Operating expenses		196.7			201.2			172.0			611.2			531.2
Goodwill Impairment		-			-			-			301.5			-
Income (loss) before income taxes		76.6			(86.0	)		144.5			(663.5	)		387.4
Noteworthy items		(2.5	)		-			-			340.6			-
Income (loss) before income taxes, excluding noteworthy items	$	74.1		$	(86.0	)	$	144.5		$	(322.9	)	$	387.4
Select Period End Balance
Loans and leases	$	37,079.4		$	36,805.8		$	31,952.3		$	37,079.4		$	31,952.3
Earning assets (net of credit balances of factoring clients)		35,864.8			35,965.4			30,845.1			35,864.8			30,845.1
Deposits		9,985.3			9,555.9			2,001.2			9,985.3			2,001.2
Select Average Balances
Average loans (includes HFS, and net of credit balances of factoring clients)	$	27,902.6		$	28,479.9		$	23,421.3		$	28,073.8		$	23,063.0
Average operating leases ("AOL") (includes HFS)		7,824.4			7,602.1			7,062.1			7,615.0			7,025.1
Average earning assets ("AEA")		35,869.1			36,251.9			30,608.2			35,842.6			30,239.8
Statistical Data
Net finance margin - NFR as a % of AEA		3.03	%		2.79	%		3.44	%		3.00	%		3.39	%
Net operating lease revenue — rental income, net of depreciation and maintenance and other operating lease expenses	$	70.2		$	63.7		$	93.8		$	211.8		$	270.2
Operating lease margin as a % of AOL		3.59	%		3.34	%		5.31	%		3.70	%		5.13	%
Net efficiency ratio		53.5	%		59.9	%		49.7	%		56.6	%		52.2	%
Pretax return on AEA		0.85	%		(0.95	%)		1.89	%		(2.47	%)		1.71	%
New business volume	$	2,111.2		$	2,214.7		$	2,796.9		$	7,402.5		$	8,057.8

Pre-tax results for the quarter were down from the year-ago quarter, as the impact of the global pandemic from the spread of the COVID-19 virus and the ensuing adverse impact on the macroeconomic environment that began in the 2020 first quarter and continued through the third quarter, resulted in an increase in the provision for credit losses. (See Credit Metrics and Critical Accounting Estimates). In addition, the effect of the adverse macroeconomic environment and the MOB Acquisition is reflected in the NFR, as discussed below. Results for the current quarter compared to the year-ago quarter also reflected higher non-interest income primarily driven by increased gains on sales of assets in Commercial Finance and Business Capital. In addition, the current quarter compared to the year-ago quarter has higher operating expenses due to the added costs from MOB. Year to date trends were similar to the quarterly trends, with the additional impact of the noteworthy items in the 2020. Noteworthy items in 2020 included a portion of the Performance Stock Unit (“PSU”) expense reversal in the current quarter, along with an impairment charge related to the goodwill associated with the OneWest Transaction and a $42 million charge to the provision for credit losses related to the MOB Acquisition, both in the first quarter. There were no noteworthy items in the year-ago periods.

Pre-tax income was up compared to a prior quarter loss, reflecting a lower but still elevated provision for credit losses, increases in NFR and other non-interest income, reflecting higher factoring commissions and gains on asset sales, and lower operating expenses.

Average loans were up from the year-ago quarter, reflecting approximately $4.4 billion of loans from the MOB Acquisition, along

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with growth in Real Estate Finance and Business Capital. Growth was also recorded in our rail portfolio, reflecting previously scheduled railcar purchase commitments. Deposits attributed to this segment at September 30, 2020 include $5.6 billion of HOA deposits, along with other commercial deposits of $4.5 billion. In addition, compared to the year-ago quarter, the added low-cost HOA deposits from the MOB Acquisition benefited NFM as noted below.

Compared to the year-ago quarter, new business volume was down, reflecting the impact from the macroeconomic environment. New business volume was down slightly from the prior quarter.

Factored volume of $5.9 billion was down from $7.0 billion in the year-ago quarter, reflecting the impact from the macroeconomic environment that has reduced demand. The increase from $3.0 billion in the prior quarter reflects retail beginning to reopen and seasonal trends, as retail activity typically increases in the third quarter.

Trends included:

•

NFR was up from the year-ago quarter as it benefited from higher AEA and lower interest expense, primarily reflecting the assets acquired and the benefit related to the addition of the low-cost HOA deposits, from the MOB Acquisition on January 1, 2020. The benefits from higher AEA were, however, mostly offset by the low interest rate environment that reduced income on the floating rate loans, as well as lower Rail lease rates and utilization that reduced net operating lease revenue. NFR was up from the prior quarter, as lower interest costs due to lower deposit rates and higher net operating lease revenue (discussed below), were partially offset by the impact of lower interest rates on our floating rate portfolio. Our NFR and NFM are discussed in detail in the Net Finance Revenue section.

•

Net operating lease revenue is driven primarily by the performance of our Rail portfolio and reflects continued compression on our lease rates on new assignments, which encompasses new equipment and remarketing existing equipment to different customers, and renewals with the same customer, as well as the impact of low utilization. The decline from the year-ago quarter also reflects higher maintenance and other operating lease expenses. Net operating lease revenue was up from the prior quarter mainly due to lower maintenance costs. See further discussion in the Net Finance Revenue section.

•	PAA accretion for loans and deposits totaled $4.2 million in the current quarter, compared to $4.1 million in the year-ago quarter and $6.0 million in the prior quarter. See Purchase Accounting Accretion table in Net Finance Revenue section for amounts of PAA accretion by division.

•	NFM decreased compared to the year-ago quarter and was up from the prior quarter due to the drivers noted in NFR discussed above. Partially offsetting the decline in NFM compared to the year-ago quarter was a benefit related to the addition of the low-cost HOA deposits from the MOB Acquisition.

•	Gross yields (interest income plus rental income on operating leases as a % of AEA) were down from the year-ago and prior quarters. See Select Segment and Division Margin Metrics table and discussion that follows that table in Net Finance Revenue section for commentary on gross yields by division.

Consumer Banking

Consumer Banking includes the Consumer and Community Banking and Legacy Consumer Mortgages (“LCM”) divisions. Retail Banking, Consumer Lending, Community Development Lending and SBA Lending are offerings within Consumer and Community Banking. LCM consists of acquired SFR loans that are in run-off. Revenue is generated from interest earned on residential mortgages, small business loans and from fees for banking services.

Consumer Banking: Financial Data and Metrics (dollars in millions)

	Quarters Ended									Nine Months Ended
	September 30,			June 30,			September 30,			September 30,			September 30,
Earnings Summary	2020			2020			2019			2020			2019
Interest income	$	90.3		$	93.9		$	90.5		$	285.8		$	279.8
Interest (benefit) expense		(5.9	)		5.5			(25.7	)		(10.5	)		(99.9	)
Net finance revenue ("NFR")		96.2			88.4			116.2			296.3			379.7
Provision (benefit) for credit losses		(24.6	)		8.9			(0.5	)		(10.7	)		(4.5	)
Other non-interest income		30.9			2.7			6.3			47.6			17.9
Operating expenses		94.9			101.4			83.8			298.4			265.8
Goodwill impairment		-			-			-			43.2			-
Income (loss) before income taxes		56.8			(19.2	)		39.2			13.0			136.3
Noteworthy items		(0.5	)		-			-			45.9			-
Income (loss) before income taxes, excluding noteworthy items	$	56.3		$	(19.2	)	$	39.2		$	58.9		$	136.3
Select Period End Balance
Loans (includes HFS)	$	8,096.2		$	8,573.3		$	6,658.8		$	8,096.2		$	6,658.8
Earning assets		8,122.7			8,602.6			6,677.3			8,122.7			6,677.3
Deposits		31,970.4			33,483.0			30,819.9			31,970.4			30,819.9
Select Average Balances
Average loans (includes HFS)	$	8,399.0		$	8,629.8		$	6,644.2		$	8,554.8		$	6,618.4
Average earning assets ("AEA")		8,426.6			8,658.3			6,662.2			8,583.0			6,636.4
Statistical Data
Net finance margin - NFR as a % of AEA		4.57	%		4.09	%		6.97	%		4.60	%		7.63	%
Net efficiency ratio		70.9	%		106.1	%		64.7	%		82.6	%		63.4	%
Pretax return on AEA		2.70	%		(0.89	%)		2.35	%		0.20	%		2.74	%
New business volume	$	510.5		$	857.3		$	571.7		$	1,883.3		$	1,405.8

Pre-tax results for the quarter were up from the year-ago quarter, driven by the lower provision for credit losses, reflecting a

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decline in LCM loans and improvements in the economic outlook in the third quarter of 2020. These were partially offset by lower interest benefit received from other segments for the value of the excess deposits Consumer Banking generates, due to the impact of the lower rate environment, and higher operating expenses from the addition of MOB. Year to date trends were generally in line with the quarterly trends, with the addition of the noteworthy items in 2020. The noteworthy items in 2020 included a portion of the PSU expense reversal in the current quarter, and an impairment charge related to the goodwill associated with the OneWest Transaction and a $3 million charge to the provision for credit losses from the MOB Acquisition, both in the first quarter. There were no noteworthy items in the year-ago periods.

Pre-tax income was up from the prior quarter due to the decline in the provision for credit losses and higher other non-interest income, which included gains on LCM loan sales of $24 million and approximately $10 million reserve release.

Compared to the year-ago quarter, average loans were up for the quarter ended September 30, 2020 primarily due to the loans acquired in the MOB Acquisition of approximately $1.9 billion, and loan growth in the retail and correspondent channels, and SBA lending including PPP loans, which outpaced loan sales and prepayment activity of consumer mortgage loans.

Deposits, which include deposits from the branch and online channels, increased from the year-ago quarter and were down from the prior quarter. The increase from the year-ago quarter was also driven by deposits acquired in the MOB Acquisition of $1.3 billion, while the decline from last quarter primarily reflects a reduction in time deposits. See discussions in Net Finance Revenue and Funding and Liquidity sections.

Trends included:

•

NFR decreased for the quarter ended September 30, 2020 compared to the year-ago quarter, primarily due to lower interest benefit received from other segments for the value of the excess deposits, and lower yield on loans. The decline from the year-ago quarter was partially offset by interest income from the addition of MOB loans.

•	NFR increased compared to the prior quarter, reflecting lower interest expense from lower deposit rates, notably in the online and branch channels, partially offset by lower yield on loans in Consumer Lending.

•	PAA accretion income for loans and deposits totaled $18 million in the current quarter, compared to $21 million in the year-ago quarter and $15 million in the prior quarter. See Purchase Accounting Accretion table in Net Finance Revenue section for amounts of PAA accretion by division.

Corporate

Corporate includes certain items that are not allocated to operating segments. Some of the more significant and recurring items include interest income on investment securities, a portion of interest expense primarily related to corporate funding costs, mark-to-market adjustments on foreign currency hedges and income on BOLI (other non-interest income), restructuring charges, as well as certain unallocated costs and intangible assets amortization expenses (operating expenses) and loss on debt extinguishments.

Corporate and Other: Financial Data and Metrics (dollars in millions)

	Quarters Ended									Nine Months Ended
	September 30,			June 30,			September 30,			September 30,			September 30,
Earnings Summary	2020			2020			2019			2020			2019
Interest income	$	26.3		$	28.5		$	54.4		$	98.9		$	175.5
Interest expense		66.1			61.5			80.6			199.9			240.1
Net finance revenue ("NFR")		(39.8	)		(33.0	)		(26.2	)		(101.0	)		(64.6	)
Other non-interest income		25.5			22.7			14.4			77.5			43.0
Operating expenses/(gain) loss on debt extinguishment		3.9			43.0			55.1			65.9			58.1
(Loss) before income taxes		(18.2	)		(53.3	)		(66.9	)		(89.4	)		(79.7	)
Noteworthy items		3.5			57.1			44.0			77.7			44.0
(Loss) income before income taxes, excluding noteworthy items	$	(14.7	)		3.8		$	(22.9	)	$	(11.7	)	$	(35.7	)
Select Period End Balance
Loans and leases	$	-		$	-		$	3.5		$	-		$	3.5
Earning assets		13,006.6			13,477.2			9,580.8			13,006.6			9,580.8
Select Average Balances
Average earning assets ("AEA")	$	13,472.3		$	12,678.8		$	8,974.4		$	11,926.9		$	9,311.4
Statistical Data
Net finance margin — NFR as a % of AEA		(1.18	%)		(1.05	%)		(1.17	%)		(1.13	%)		(0.93	%)
Pretax return on AEA		(0.54	%)		(1.68	%)		(2.98	%)		(1.00	%)		(1.14	%)

Pre-tax results for the quarter were up from the year-ago quarter and from the prior quarter. Pre-tax loss in the current quarter included two noteworthy items, $13 million of MOB merger and integration costs and $9 million PSU expense reversal. Pre-tax loss in the prior quarter included two noteworthy items, $37 million of restructuring costs and $20 million of MOB merger and integration costs. The nine months ended September 30, 2020 also included an additional $17 million of MOB merger and integration costs incurred in the first quarter.

The year-ago quarter and nine months included two noteworthy items, a building impairment charge of $29 million and a restructuring charge of $15 million. Noteworthy items are listed in the Non-GAAP Financial Measurements section.

The pre-tax loss excluding noteworthy items for the quarter ended September 30, 2020 was lower compared to the year-ago quarter, as lower operating expenses and higher other non-interest income, driven by elevated BOLI income due to insurance

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payouts, offset lower NFR. Year to date results reflect the noted quarter trends, and also a gain on debt repurchases in the second quarter of 2020 and gains on investment securities in other non-interest income driven by MBS and the sale of certain investment securities acquired in the MOB Acquisition.

Pre-tax loss excluding noteworthy items compared unfavorably to the prior quarter, which included a $15 million gain on debt repurchases.

LOANS AND LEASES

The following table presents our period end loans and leases by segment:

Loans and Leases Composition (dollars in millions)

	September 30,		June 30,		December 31,
	2020		2020		2019
Commercial Banking
Commercial Finance
Loans	$	16,644.5	$	16,194.3	$	13,912.8
Operating lease equipment, net		390.9		401.4		332.8
Assets held for sale		35.4		48.1		6.8
Total loans and leases		17,070.8		16,643.8		14,252.4
Business Capital
Loans		4,870.2		5,005.7		5,038.5
Operating lease equipment, net		335.3		337.7		280.9
Total loans and leases		5,205.5		5,343.4		5,319.4
Rail
Loans		60.7		59.5		59.6
Operating lease equipment, net		7,073.1		7,039.0		6,706.0
Assets held for sale		0.1		0.1		0.4
Total loans and leases		7,133.9		7,098.6		6,766.0
Real Estate Finance
Loans		7,669.2		7,713.4		5,382.5
Assets held for sale		-		6.6		15.9
Total loans and leases		7,669.2		7,720.0		5,398.4
Total Segment - Commercial Banking
Loans		29,244.6		28,972.9		24,393.4
Operating lease equipment, net		7,799.3		7,778.1		7,319.7
Assets held for sale		35.5		54.8		23.1
Total loans and leases		37,079.4		36,805.8		31,736.2
Consumer Banking
Consumer and Community Banking
Loans		6,205.3		6,522.8		4,524.0
Assets held for sale		17.0		24.1		7.4
Total loans and leases		6,222.3		6,546.9		4,531.4
Legacy Consumer Mortgages
Loans		1,869.7		2,022.6		2,081.5
Assets held for sale		4.2		3.8		1.5
Total loans and leases		1,873.9		2,026.4		2,083.0
Total Segment - Consumer Banking
Loans		8,075.0		8,545.4		6,605.5
Assets held for sale		21.2		27.9		8.9
Total loans and leases		8,096.2		8,573.3		6,614.4
Corporate
Assets held for sale		-		-		0.1
Total loans and leases		-		-		0.1
Total loans	$	37,319.6	$	37,518.3	$	30,998.9
Total operating lease equipment, net		7,799.3		7,778.1		7,319.7
Total assets held for sale		56.7		82.7		32.1
Total loans and leases	$	45,175.6	$	45,379.1	$	38,350.7

Origination activity during the third quarter focused on certain key verticals, including factoring, and in industries less impacted by the COVID-19 environment within Commercial Banking. The third quarter decline in Consumer Banking loans reflects higher prepayment activity in Consumer and Community Banking, and sales and continued run-off of the LCM portfolio.

Compared to December 31, 2019, total loans and leases grew significantly, reflecting the MOB Acquisition of $6.3 billion of loans. Within Commercial Banking, $2.3 billion were added to Commercial Finance and $2.1 billion were added to Real Estate Finance. In Consumer and Community Banking $1.9 billion of loans were added.

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The following table reflects the contractual maturities of our loans, which excludes certain items such as purchase accounting adjustments, unearned income and other yield-related fees and costs:

Contractual Maturities of Loans at September 30, 2020 (dollars in millions)

	Commercial				Consumer
Fixed-rate	U.S.		Foreign		U.S.		Total
1 year or less	$	4,522.8	$	145.2	$	135.1	$	4,803.1
Year 2		2,323.2		59.5		140.0		2,522.7
Year 3		1,420.5		111.5		134.7		1,666.7
Year 4		919.4		146.1		138.9		1,204.4
Year 5		474.1		40.2		143.1		657.4
2-5 years		5,137.2		357.3		556.7		6,051.2
After 5 years		903.8		93.8		3,971.2		4,968.8
Total fixed-rate		10,563.8		596.3		4,663.0		15,823.1
Adjustable-rate
1 year or less		3,475.3		267.6		76.6		3,819.5
Year 2		3,573.0		201.6		77.1		3,851.7
Year 3		3,382.9		243.9		80.8		3,707.6
Year 4		4,593.3		322.5		85.3		5,001.1
Year 5		1,674.1		92.8		88.0		1,854.9
2-5 years		13,223.3		860.8		331.2		14,415.3
After 5 years		2,183.4		10.7		2,387.2		4,581.3
Total adjustable-rate		18,882.0		1,139.1		2,795.0		22,816.1
Total	$	29,445.8	$	1,735.4	$	7,458.0	$	38,639.2

The following table presents the changes to our total loans and leases:

Changes in Loans and Lease (dollars in millions)

	Commercial Banking			Consumer Banking			Corporate			Total
Balance as of June 30, 2020	$	36,805.8		$	8,573.3		$	-		$	45,379.1
New business volume		2,111.2			510.5			-			2,621.7
Loan and portfolio sales		(53.9	)		(151.9	)		-			(205.8	)
Equipment sales		(74.9	)		-			-			(74.9	)
Depreciation		(82.5	)		-			-			(82.5	)
Gross charge-offs		(77.2	)		(1.0	)		-			(78.2	)
Net collections and other		(1,549.1	)		(834.7	)		-			(2,383.8	)
Balance as of September 30, 2020	$	37,079.4		$	8,096.2		$	-		$	45,175.6

Balance as of December 31, 2019	$	31,736.2		$	6,614.4		$	0.1		$	38,350.7
Acquisition of MOB		4,355.8			1,942.1			-			6,297.9
New business volume		7,402.5			1,883.3			-			9,285.8
Loan and portfolio sales		(95.5	)		(270.9	)		-			(366.4	)
Equipment sales		(176.3	)		-			(0.3	)		(176.6	)
Depreciation		(241.9	)		-			-			(241.9	)
Gross charge-offs		(331.0	)		(3.7	)		-			(334.7	)
Net collections and other		(5,570.4	)		(2,069.0	)		0.2			(7,639.2	)
Balance as of September 30, 2020	$	37,079.4		$	8,096.2		$	-		$	45,175.6

Portfolio activities are discussed in the respective segment descriptions in Results by Business Segment.

The following tables present new business, loan and portfolio sales, and equipment sales by segment:

New Business Volume (dollars in millions)

	Quarters Ended						Nine Months Ended
	September 30,		June 30,		September 30,		September 30,		September 30,
	2020		2020		2019		2020		2019
Commercial Banking	$	2,111.2	$	2,214.7	$	2,796.9	$	7,402.5	$	8,057.8
Consumer Banking		510.5		857.3		571.7		1,883.3		1,405.8
Total	$	2,621.7	$	3,072.0	$	3,368.6	$	9,285.8	$	9,463.6

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Loan and Portfolio Sales (dollars in millions)

	Quarters Ended						Nine Months Ended
	September 30,		June 30,		September 30,		September 30,		September 30,
	2020		2020		2019		2020		2019
Commercial Banking	$	53.9	$	3.4	$	103.0	$	95.5	$	226.6
Consumer Banking		151.9		63.6		255.0		270.9		290.4
Total	$	205.8	$	67.0	$	358.0	$	366.4	$	517.0

Equipment Sales (dollars in millions)

	Quarters Ended						Nine Months Ended
	September 30,		June 30,		September 30,		September 30,		September 30,
	2020		2020		2019		2020		2019
Commercial Banking	$	74.9	$	38.6	$	49.2	$	176.3	$	162.1
Corporate		-		-		-		0.3		-
Total	$	74.9	$	38.6	$	49.2	$	176.6	$	162.1

CONCENTRATIONS

Geographic Concentrations

The following table represents CIT’s combined commercial and consumer loans and leases, including assets held for sale, by geographical regions:

Total Loans and Leases by Geographic Region⁽¹⁾ (dollars in millions)

	September 30, 2020				December 31, 2019
West	$	15,124.4	33.5	%	$	12,474.3	32.5	%
Northeast		9,305.2	20.6	%		8,716.7	22.7	%
Midwest		6,116.3	13.5	%		4,915.1	12.8	%
Southwest		5,996.0	13.3	%		5,178.9	13.5	%
Southeast		5,483.1	12.1	%		4,084.4	10.7	%
Total U.S.		42,025.0	93.0	%		35,369.4	92.2	%
Canada		1,437.2	3.2	%		1,395.1	3.6	%
Europe		565.6	1.3	%		464.5	1.2	%
Asia / Pacific		537.1	1.2	%		461.6	1.2	%
All other countries		610.7	1.3	%		660.1	1.8	%
Total	$	45,175.6	100.0	%	$	38,350.7	100.0	%

⁽¹⁾Tablerepresents a combination of Commercial loans and leases that are shown by obligor geography and consumer loans that are shown by property address.

Ten Largest Accounts

Our ten largest loan and lease accounts, primarily in our rail and factoring businesses, in the aggregate represented approximately 5.2% and 5.5% of our total loans and leases at September 30, 2020 and December 31, 2019, respectively (the largest account was less than 1.0%).

COMMERCIAL CONCENTRATIONS

Geographic Concentrations

The following table represents the commercial loans and leases, including assets held for sale, by obligor geography:

Commercial Loans and Leases by Obligor - Geographic Region (dollars in millions)

	September 30, 2020				December 31, 2019
West	$	10,007.2	26.2	%	$	7,695.0	23.8	%
Northeast		8,674.3	22.7	%		8,113.4	25.1	%
Midwest		5,848.6	15.3	%		4,767.9	14.7	%
Southwest		5,580.4	14.6	%		5,089.5	15.7	%
Southeast		4,878.4	12.8	%		3,715.2	11.5	%
Total U.S.		34,988.9	91.6	%		29,381.0	90.8	%
Canada		1,437.2	3.8	%		1,395.1	4.3	%
Europe		565.6	1.5	%		464.5	1.4	%
Asia / Pacific		537.1	1.4	%		461.6	1.4	%
All other countries		610.7	1.7	%		660.1	2.1	%
Total	$	38,139.5	100.0	%	$	32,362.3	100.0	%

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The following table summarizes both state concentrations greater than 5.0% and foreign country concentrations in excess of 1.0% of our loans and leases:

Commercial Loans and Leases by Obligor - State and Country (dollars in millions)

	September 30, 2020				December 31, 2019
State
California	$	6,906.7	18.1	%	$	5,651.4	17.5	%
Texas		4,526.9	11.9	%		4,073.8	12.6	%
New York		3,006.8	7.9	%		2,993.7	9.3	%
Florida		2,025.7	5.3	%		1,484.7	4.6	%
All other states		18,522.8	48.4	%		15,177.4	46.8	%
Total U.S.		34,988.9	91.6	%		29,381.0	90.8	%
Country
Canada		1,437.2	3.8	%		1,395.1	4.3	%
Marshall Islands		444.9	1.2	%		362.6	1.1	%
All other countries		1,268.5	3.4	%		1,223.6	3.8	%
Total foreign	$	3,150.6	8.4	%	$	2,981.3	9.2	%

Industry Concentrations

The following table represents loans and leases, including assets held for sale, by industry of obligor:

Commercial Loans and Leases by Obligor – Industry⁽³⁾ (dollars in millions)

	September 30, 2020				December 31, 2019
Real Estate	$	7,595.8	19.9	%	$	5,280.2	16.3	%
Manufacturing⁽¹⁾		5,323.5	14.0	%		4,869.1	15.0	%
Service industries		2,856.2	7.5	%		1,723.4	5.3	%
Retail⁽²⁾		2,733.7	7.2	%		2,619.0	8.1	%
Energy and utilities		2,463.2	6.5	%		2,151.7	6.6	%
Business Services		2,236.7	5.9	%		1,992.4	6.2	%
Wholesale		2,143.2	5.6	%		2,034.2	6.3	%
Rail		1,932.9	5.1	%		1,518.2	4.7	%
Healthcare		1,779.3	4.7	%		1,576.4	4.9	%
Transportation		1,604.9	4.2	%		1,645.1	5.1	%
Finance and insurance		1,555.7	4.1	%		1,085.7	3.4	%
Oil and gas extraction / services		1,466.1	3.8	%		1,672.0	5.2	%
Maritime		997.9	2.6	%		1,118.2	3.5	%
Communications		724.0	1.9	%		650.1	2.0	%
Other (no industry greater than 2%)		2,726.4	7.0	%		2,426.6	7.4	%
Total	$	38,139.5	100.0	%	$	32,362.3	100.0	%

⁽¹⁾	At September 30, 2020, includes manufacturers of chemicals, including pharmaceuticals (3.8%), petroleum and coal, including refining (2.7%), and stone, clay, glass and concrete (1.5%).

⁽²⁾	At September 30, 2020, includes retailers of general merchandise (2.7%) and food and beverage providers (1.3%).

⁽³⁾	In addition to the rail industry category, exposure in the Rail division is also included in other obligor industries, with the largest being $2.8 billion in manufacturing, $889.5 million in Oil and gas extraction / services and $873.7 million in wholesale.

Operating Lease Equipment — Rail

Rail serves over 500 customers, including all of the U.S. and Canadian Class I railroads (i.e., railroads with annual revenues of approximately USD $500 million and greater), other railroads, as well as manufacturers and commodity shippers. At September 30, 2020 our total operating lease fleet consisted of approximately 118,300 railcars. The following table reflects the proportion of railcars by type based on units and net investment, respectively:

Operating lease Railcar Portfolio by Type as of September 30, 2020 (units and net investment)


Railcar Type	Total Owned Fleet - % Total Units	Total Owned Fleet - % Total Net Investment
Covered Hoppers	40	31
Tank Cars	29	51
Mill/Coil Gondolas	9	4
Coal	9	4
Boxcars	7	5
Other	6	5
Total	100	100

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CONSUMER CONCENTRATIONS

The following table presents our total outstanding consumer loans by product, including loans held for sale:

Consumer Loans (dollars in millions)

	September 30, 2020					December 31, 2019
	Net Investment		% of Total			Net Investment		% of Total
Single family residential	$	6,933.9		98.5	%	$	5,934.8		99.1	%
Home equity lines of credit and other		102.2		1.5	%		53.6		0.9	%
Total loans	$	7,036.1		100.0	%	$	5,988.4		100.0	%

Loan concentrations may exist when multiple borrowers could be similarly impacted by economic or other conditions. The following table summarizes state concentrations greater than 5.0% based upon property address:

Consumer Loans Geographic Concentrations (dollars in millions)

	September 30, 2020					December 31, 2019
	Net Investment		% of Total			Net Investment		% of Total
California	$	3,992.6		56.7	%	$	4,172.2		69.7	%
Texas		383.7		5.5	%		76.3		1.3	%
Washington		362.6		5.2	%		222.3		3.7	%
Other states		2,297.2		32.6	%		1,517.6		25.3	%
Total loans	$	7,036.1		100.0	%	$	5,988.4		100.0	%

OTHER ASSETS AND OTHER LIABILITIES

The following tables present the components of other assets and other liabilities. The acquisition of MOB added $200 million and $94 million of other assets and other liabilities, respectively, on January 1, 2020.

Other Assets (dollars in millions)

	September 30,		December 31,
	2020		2019
Fair value of derivative financial instruments	$	487.7	$	190.7
Tax credit investments and investments in unconsolidated entities		405.8		365.6
Right of use assets		220.7		194.9
Counterparty receivables		198.3		126.5
Property, furniture and fixtures		191.6		160.0
Intangible assets, net		143.4		66.0
Current and deferred federal and state tax assets		50.1		55.6
Other⁽¹⁾		582.8		479.9
Total other assets	$	2,280.4	$	1,639.2

⁽¹⁾	Other includes prepaid expenses, accrued interest and dividends, executive retirement plan, accrued rent on operating leases, servicing advances, OREO, and other miscellaneous assets.

Other Liabilities (dollars in millions)

	September 30,		December 31,
	2020		2019
Accrued expenses and accounts payable	$	509.6	$	565.4
Lease liabilities		267.5		242.6
Commitment to fund tax credit investments		163.6		119.5
Current and deferred taxes payable		99.5		167.2
Fair value of derivative financial instruments		86.3		32.0
Allowance for off-balance sheet credit exposure		74.8		37.1
Accrued interest payable		47.4		92.9
Other⁽¹⁾		541.2		448.0
Total other liabilities	$	1,789.9	$	1,704.7

⁽¹⁾	Other consists of liabilities for taxes other than income, equipment maintenance liabilities, contingent liabilities and other miscellaneous liabilities.

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RISK MANAGEMENT

CIT is subject to a variety of risks that may arise through the Company's business activities, including the following principal forms of risk that are explained further in our 2019 Form 10-K.

•

Credit risk is the risk of loss when a borrower or series of borrowers do not meet their financial obligations to the Company, or their performance weakens, and increased reserving is required. Credit risk may arise from lending, leasing, the purchase of accounts receivable in factoring and/or counterparty activities.

•

Asset risk is the equipment valuation and residual risk of leased equipment owned by the Company that arises from fluctuations in the supply and demand for the underlying leased equipment. The Company is exposed to the risk that, at the end of the lease term, the value of the asset will be lower than expected, resulting in either reduced future lease income over the remaining life of the asset or a lower sale value.

•

Market risk includes interest rate and foreign currency risk and price risk. Interest rate risk is the risk that fluctuations in interest rates can have an adverse impact on the Company’s NFR and on the market or liquidity value of the Company’s assets, liabilities and off-balance sheet obligations. Foreign currency risk is the risk that fluctuations in exchange rates between currencies can have an adverse impact on the Company’s non-dollar denominated assets, liabilities and cash flows. Price risk is the risk that changes in the value of portfolios of financial instruments can have an adverse impact on the Company’s revenue and on the market value of the Company’s assets. See detailed discussion in the Interest Rate Risk section below.

•	Liquidity risk is the risk that the Company has an inability to maintain adequate cash or collateral resources and funding capacity to meet its obligations, including in stressed environments. See detailed discussion in the Funding and Liquidity section.

•	Capital adequacy risk is the risk that the Company does not have adequate capital to cover its risks and to support its growth and strategic objectives.

•

Strategic risk is the risk of the impact on earnings or capital arising from adverse strategic business decisions, improper implementation of strategic decisions, or lack of responsiveness to changes in the industry, including changes in the financial services industry as well as fundamental changes in the businesses in which our customers and our firm engage.

•	Operational risk is the risk of financial loss, damage to the Company’s reputation, or other adverse impacts resulting from inadequate or failed internal processes and systems, people or external events.

•

Technology Risk is the risk of financial loss, damage to the Company’s reputation or other adverse impacts resulting from unauthorized (malicious or accidental) disclosure, modification, or destruction of information, including cyber-crime, unintentional errors and omissions, Information Technology (“IT”) disruptions due to natural or man-made disasters, or failure to exercise due care and diligence in the implementation and operation of an IT system.

•	Compliance Risk is the risk that the Company is not in compliance with applicable laws, regulations, and standards of conduct, which may result in fines, regulatory criticism or business restrictions, or damage to the Company’s reputation.

•	Reputational Risk is the potential that negative publicity, whether true or not, will cause a decline in the value of the Company due to changes in the customer base, costly litigation, missed opportunities, or other revenue reductions or expense increases.

Interest Rate Risk (a component of Market Risk)

CIT is exposed to the risk that changes in market conditions may affect interest rates and negatively impact earnings. The risk arises from the composition of CIT’s balance sheet and changes in the magnitude or shape of the yield curve. CIT looks to strategically manage this inherent risk based on prescribed guidelines and Board approved limits.

Interest rate risk can arise from many of CIT’s business activities, such as lending, leasing, investing, deposit taking and funding activities. This risk is a result of assets and liabilities repricing at different times as interest rates change. We evaluate and monitor interest rate risk primarily through two metrics.

•	Net Interest Income Sensitivity (“NII Sensitivity”), which measures the net impact of hypothetical changes in interest rates on forecasted NFR, for our interest rate sensitive assets, liabilities, and off-balance sheet instruments, assuming a static balance sheet over a twelve-month period; and

•	Economic Value of Equity Sensitivity (“EVE Sensitivity"), which measures the net impact of these hypothetical changes on the value of equity by assessing the economic value of assets, liabilities and off-balance sheet instruments.

The composition of our interest rate sensitive assets and liabilities generally results in a net asset-sensitive position, concentrated at the short end of the yield curve, mostly driven by moves in LIBOR, whereby our assets will reprice faster than our liabilities. Interest rate sensitive assets generally consist of interest-bearing cash, investment securities, and commercial and consumer loans. Approximately 60% of our total Commercial and Consumer loans have floating contractual rates (or approximately 50% of our loans and leases), the majority of which are indexed to 1-month and 3-month LIBOR. Approximately 65% of our floating rate loans have index floors, of which 50% are set at 0%.

Our exposure to interest rate risk is guided by the company’s Risk Appetite Framework and a series of risk metrics including measurements of changes in income given a change in rates. We utilize tools such as shifts in wholesale funding, the investment portfolio, or hedging to adjust our interest rate risk exposures.

In 2017, the U.K. Financial Conduct Authority, which is the authority responsible for regulating LIBOR, announced that the publication of LIBOR is not guaranteed beyond 2021. LIBOR is a benchmark interest rate for some of our floating rate earning assets, particularly in Commercial Finance, Real Estate Finance and Consumer Banking (primarily mortgages), as well as certain liabilities and off-balance sheet exposures. We continue to monitor industry and regulatory developments and have a

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well-established transition program in place to manage the implementation of alternative reference rates as the market transitions away from LIBOR. Coordination is being handled by the Alternative Rates Working Group, a cross-functional team directed by a senior executive-level steering committee. Its mission is to work with CIT's businesses to ensure a smooth transition for CIT and its customers to an appropriate LIBOR alternative. Though LIBOR is expected to cease at the end of 2021, financial markets and products are likely to migrate to alternatives even sooner. CIT's Alternative Rates Working Group is preparing to ensure that CIT is ready to move quickly and efficiently as consensus around LIBOR alternatives emerge.

As part of the transition to alternative rates, during the third quarter of 2019, CIT Bank issued unsecured fixed-to-floating rate notes linked to the Secured Overnight Funding Rate (“SOFR”) and our 2020 second quarter debt offering also contains a floating rate component based on SOFR plus a margin. In addition, during the first quarter of 2020, we began linking FHLB advances to SOFR consistent with the Federal Housing Finance Agency’s directive to the FHLB. CIT will continue to assess the use of SOFR and other alternative rates as the market and best practices for transitioning to alternative rates develop.

Our funding sources consist primarily of non-maturity deposits and time deposits generated through the core deposit channels, including Online, Branch, Homeowners association and Commercial as well as our network of deposit brokers. We also support our funding needs through wholesale funding sources (unsecured and secured debt), including FHLB advances.

At September 30, 2020, deposits totaled $44.7 billion. The deposit rates we offer are influenced by market conditions and competitive factors. Market rates are the key drivers of deposit costs and we continue to optimize deposit costs by improving our deposit mix, which includes the addition of relatively low cost HOA deposits acquired as part of the MOB Acquisition. Changes in interest rates, expected funding needs, as well as actions by competitors, can affect our deposit taking activities and deposit pricing. We continue to believe our targeted non-maturity deposit customer retention is strong and we remain focused on optimizing our mix of deposits. We regularly test the effect of deposit rate changes and seek to achieve optimal alignment between assets and liabilities. As CIT continues to evolve its deposit strategies through the interest rate cycle and in response to the competitive landscape, management may periodically revise its deposit modelling assumptions and approaches in accordance with CIT’s governance structure.

The table below summarizes the results of simulation modeling produced by our asset/liability management system. The simulations we run require assumptions about rates, time horizons, balance sheet volumes, prepayment speeds, pricing and deposit behaviors, along with other inputs. The results presented below reflect the simulation of the NII Sensitivity over the next twelve months and the EVE Sensitivity over the life of the interest rate sensitive assets, liabilities and off-balance sheet items. These simulations assume an immediate 100 and 200 bps parallel increase for both December 2019 and September 2020 and a 25 bps parallel decrease for September 2020 from the market-based forward curve. The NII Sensitivity is presented based on an assumption that the balance sheet composition and size remain static over the 12-month projection period.

NII Sensitivity and EVE Sensitivity (dollars in millions)

	September 30, 2020									December 31, 2019
	+200 bps			+100 bps			-25 bps / 0% Floors			+200 bps			+100 bps
NII Sensitivity	$	145		$	89		$	(10	)	$	49		$	28
EVE Sensitivity	$	(125	)	$	(24	)	$	(27	)	$	(442	)	$	(188	)

The NII Sensitivity and EVE Sensitivity results presented above assume that the Company takes no action in response to the changes in interest rates and includes only impacts from interest rate related influences. NII Sensitivity generally assumes cash flows from portfolio run-off are reinvested in similar products or cash to keep the balance sheet static. For that reason and others, the estimated impacts do not reflect the likely actual results but serve as estimates of interest rate risk. NII Sensitivity is not comparable to actual results disclosed elsewhere or directly predictive of future values of other measures provided.

As part of our broader interest rate risk management practices, and more recently as a result of the COVID-19 pandemic related rate cuts, we have commenced running and reporting the 25 bps down shock with an assumption of a 0% floor since June 2020. In addition, we assess scenarios which do not floor market rates at 0%, thereby allowing market rates to turn negative. In such a scenario, we expect the NII sensitivity to be greater than the 25 bps down shock reported above.

As of September 30, 2020, changes in both the NII Sensitivity and EVE Sensitivity from December 31, 2019 for the up-rate shock scenarios (see table above) were largely driven by the increase in cash and other compositional changes on the balance sheet, the MOB Acquisition, and changes in the rate environment.

On a net basis, we generally have more floating rate/re-pricing interest sensitive assets than liabilities in the near term. As a result, the interest rate risk sensitivity of our current portfolio is more impacted by moves in short-term interest rates in the near term. Therefore, the NFR associated with the interest rate sensitive assets, liabilities and off-balance sheet items may increase if short-term interest rates rise or decrease if short-term interest rates decline. However, changes would also be impacted by factors beyond interest rates, such as changes in balance sheet composition, spread compression or expansion and deviations from modelled deposit betas. In addition, re-pricing of our non-interest rate sensitive assets (for example, the rail operating leases) will impact NFR.

Market-implied forward rates over the future twelve months are used to estimate a base interest rate scenario for the net interest income projection in the base case for NII Sensitivity. This base projection is compared with those calculated under varying interest rate scenarios to arrive at NII Sensitivity. Though there are many assumptions that affect the estimates for NII Sensitivity, those pertaining to deposit pricing, deposit mix and overall balance sheet composition are particularly impactful. Management continually evaluates the sensitivity of its risk metrics to these key assumptions.

EVE Sensitivity supplements net interest income simulation and sensitivity analysis as it estimates risk exposures beyond a twelve-month horizon. EVE Sensitivity modeling measures the extent to which the economic value of assets, liabilities and off-balance sheet instruments may change in response to a change in interest rates. EVE Sensitivity is calculated by subjecting the balance sheet to different rate shocks, measuring the net value of assets, liabilities and off-balance sheet instruments, and

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comparing those amounts with the EVE in the base case, calculated using a market-based forward interest rate curve. The methodology with which the operating lease assets are assessed in the EVE Sensitivity results in the table above reflects the existing contractual rental cash flows and the expected residual value at the end of the existing contract term.

A wide variety of potential interest rate scenarios are simulated within our asset/liability management system. Interest sensitive assets, liabilities and off-balance sheet instruments are valued using discounted cash flow analysis for EVE Sensitivity. Rates are shocked via a set of scenarios that include both parallel and non-parallel interest rate movements. Scenarios are also run to capture our sensitivity to changes in the shape of the yield curve. Furthermore, we evaluate the sensitivity of these results to a number of key assumptions, such as discount spreads, deposit beta and prepayments of mortgage-related assets.

NII Sensitivity and EVE Sensitivity limits have been set and are monitored for certain of the key scenarios. We manage the exposure to changes in NII Sensitivity and EVE Sensitivity in accordance with our risk appetite and within Board approved limits.

We use results of our various interest rate risk analyses to formulate asset and liability management (“ALM”) strategies, in coordination with the Asset Liability Committee (“ALCO”), to achieve the desired risk profile, while managing our objectives for capital adequacy and liquidity risk exposures. Specifically, we may manage our interest rate risk position through certain pricing strategies for loans and deposits, our investment strategy, issuing term debt with floating or fixed interest rates, and using derivatives such as interest rate swaps, which modify the interest rate characteristics of certain assets or liabilities.

These measurements provide an estimate of our interest rate sensitivity; however, they do not account for potential changes in credit quality, size, mix, and prepayment characteristics of our balance sheet, changes in PAA, or changes in the competition for business in the industries we serve. They also do not account for other business developments such as the recently announced Definitive Merger Agreement impact and other actions that could affect NFR, or for management actions that could affect NFR or that could be taken to change our risk profile. Accordingly, we can give no assurance that actual results would not differ materially from the estimated outcomes of our simulations. Further, the range of such simulations is not intended to represent our current view of the expected range of future interest rate movements.

FUNDING AND LIQUIDITY

As a result of our strategic transformation to source lower cost deposits with differentiated product features from expanded channels, we maintain a strong and diversified funding and liquidity foundation. As of September 30, 2020 we were 86% deposit funded, had a strong liquidity profile, and maintained a comprehensive liquidity risk management framework, including monitoring processes and systems, which are designed to ensure we have the appropriate level of liquidity to meet expected and contingent funding needs under both normal and stressed environments at the Company and CIT Bank.

CIT actively manages its liquidity and monitors liquidity risk through a suite of tiered early warning indicators along with management and Board limits. The assessments of liquidity risk are measured under the assumption of normal operating conditions as well as under a range of stress scenarios and use assumptions to reflect the changing market environment. Such scenarios cover a range of events, including systemic market-wide events and CIT-specific events. Liquidity stresses are applied in terms of duration and severity. Although not required by regulators, CIT continues to calculate and maintain a strong Liquidity Coverage Ratio above 100%, informed by Tier IV banks based on the FRB Tailoring Rule.

Liquidity stress test results, along with our risk metrics and other liquidity risk measurement practices, inform our business strategy, risk appetite, requirements for minimum balances of Liquid Assets and contingency funding plans.

We utilize a series of measurement tools to assess and monitor the level and adequacy of our liquidity position, liquidity conditions and trends. The primary tool is a liquidity forecast designed to identify movements in cash and collateral flows, both contractually and behaviorally. We use a stress testing framework to better understand the range of potential risks and the impacts of those risks on CIT. Included among our liquidity measurement tools are risk metrics that assist in identifying potential liquidity risk and CIT’s exposure to those risks as well as their impact on CIT’s liquidity.

Oversight is provided by the Risk Management Committee, Enterprise Risk Committee, ALCO and the Risk Control Committee.

CIT closely monitors daily and intraday liquidity requirements in order to maintain appropriate amounts of Liquid Assets on our balance sheet and access to contingent sources of liquidity in order to meet our obligations.

During the market disruptions caused by the COVID-19 pandemic, we enhanced our monitoring and internal communication around liquidity risk. Consistent with our enhanced monitoring, we continue to maintain strong levels of Liquid Assets, above our internal limits.

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At September 30, 2020 we had $12.5 billion of total Liquid Assets and $4.1 billion of contingent liquidity sources available, most of which is held at the Bank, commensurate with our assets.

•

At September 30, 2020, our Liquid Assets comprised 21% of total assets and included $6.5 billion of Available Cash⁵ (of which $1.0 billion is available at the parent and non-bank subsidiaries) and $6.0 billion of High Quality Liquid securities (“HQL securities”), of which approximately $2.2 billion is pledged but not drawn against at the FHLB and are also available for sale.

•	At September 30, 2020, our contingent liquidity sources include:

A committed and secured ABL facility of $750 million available to the parent and non-bank subsidiaries, of which $729 million was unused, provided that eligible assets are available to serve as collateral. Based on eligible collateral as of September 30, 2020, net of reserves, $514 million was available to be drawn to support the FHC liquidity needs.

A committed Revolving Credit Facility of $300 million, of which $264 million was available to be drawn by CIT Group Inc.

FHLB capacity of $5.8 billion (collateralized by lending assets), of which approximately $2.5 billion was outstanding, resulting in $3.3 billion of available capacity for CIT Bank. (The $5.8 billion capacity amount excludes $2.0 billion of capacity to borrow against HQL securities, which are pledged at the FHLB but are available for sale until CIT borrows against the securities).

We continue to expand our tools to monetize HQL securities through the additional FHLB capacity and unutilized repo lines.

In addition, the Company has access to a borrowing facility with the FRB Discount Window and beginning May 1, 2020, CIT Bank has access to a secured borrowing facility with the FRB Paycheck Protection Program Liquidity Facility. No amounts were outstanding with these facilities. See “FRB” section further below.

Given the strong Bank liquidity position, we paid down $300 million FHLB callable debt in the third quarter.

Also, during the second quarter, CIT Group Inc. (i.e. the parent) issued $500 million of 3.929% fixed-to-floating rate senior unsecured notes due in 2024.

Cash

Cash totaled $6.7 billion at September 30, 2020 and $2.7 billion at December 31, 2019. The increase in cash during 2020 was primarily driven by deposit growth and the issuance of senior unsecured notes during the second quarter.

Investment Securities

Investment securities consisted primarily of US Treasury and Agency-issued fixed income securities and totaled $6.6 billion at September 30, 2020 and $6.3 billion at December 31, 2019, of which $6.4 billion and $6.0 billion, respectively, were AFS. Securities of $2.3 billion were pledged as of September 30, 2020 to secure public funds, FHLB financing availability, and derivative contracts and for other purposes as required or permitted by law. During 2020 we sold certain MBS securities.

We had $950 million of securities purchased under agreement to resell at December 31, 2019. See Note 6 — Investment Securities in Item 1 and below for additional information on types and maturities of investment securities.

Funding Sources

We fund our operations through deposits and borrowings. Deposits totaled $44.7 billion, 86% of total funding at September 30, 2020 and $35.1 billion, 84% of total funding at December 31, 2019. Borrowings totaled $7.3 billion at September 30, 2020 and $6.5 billion at December 31, 2019, respectively. The net increase in deposits since December 31, 2019 was primarily driven by $7.0 billion from the MOB Acquisition and strong growth in the homeowner association and commercial deposit channels. Borrowings consist of senior unsecured notes, subordinated unsecured notes and secured borrowings (FHLB advances and structured financings).

Unsecured borrowings decreased to 9% of total funding in the current quarter from 11% at December 31, 2019. Secured borrowings was 5% at September 30, 2020 and December 31, 2019. See further discussions below.

In calendar year 2020, we do not have any scheduled unsecured debt repayments or FHLB advances due, although most of our FHLB advances contain prepayment optionality allowing us to prepay the advance one year prior to maturity. Over the next twelve months, we have $500 million of unsecured borrowings due in March 2021. As of September 30, 2020, time deposits with maturities over the coming twelve months were $8.4 billion. See the contractual maturities table later in this section that includes borrowings and deposits. Also see Note 7 – Deposits and Note 9 – Borrowings in Item 1.

Through September 30, 2020, we paid $19 million in preferred dividends and $105 million of common dividends. In the fourth quarter, we have declared preferred dividends of $12 million and common dividends of approximately $35 million.

See FRB discussion later in this section for further details and the Net Finance Revenue section for a tabular presentation of our average funding mix for the period ended September 30, 2020.

⁵	Available cash consists of the unrestricted portions of ‘Cash and due from banks’ and ‘Interest-bearing cash’, excluding cash not accessible for liquidity, such as vault cash and deposits in transit.

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Deposits

CIT Bank offers a full suite of deposit offerings to its commercial and consumer customers through a national online platform, a network of over 60 branches, which are in top MSAs in Southern California, and another 25 bank branches acquired with the MOB Acquisition, primarily in the Southwest, Midwest and Southeast. With the addition of $7.0 billion of deposits from MOB on the acquisition date, we added a leading national HOA deposit channel, which reaches over 4.5 million households. MOB’s relationship-driven commercial banking business also provides an opportunity to further grow commercial deposits, as it accelerates our presence in the middle market. See “Mutual of Omaha Bank Acquisition” section. In the third quarter we launched a new commercial online banking platform, designed to maximize efficiency and agility for our community association banking customers. The period end balances are as follows:

Deposits by Channel (dollars in millions)

	September 30, 2020					December 31, 2019
	Total		Percent of Total			Total		Percent of Total
Online	$	20,156.5		45	%	$	19,014.0		54	%
Branch		11,813.9		26	%		11,230.6		32	%
Homeowners association		5,567.0		12	%		-		-	%
Commercial		4,510.4		10	%		2,228.6		6	%
Brokered / other channel		2,658.4		7	%		2,666.3		8	%
Total deposits	$	44,706.2		100	%	$	35,139.5		100	%

The following table details our period end deposit balances by type:

Deposits by Type (dollars in millions)

	September 30, 2020					December 31, 2019
	Total		Percent of Total			Total		Percent of Total
Savings and money market	$	27,213.0		61	%	$	21,059.8		60	%
Time deposits		11,269.5		25	%		11,157.7		32	%
Interest-bearing checking		3,201.6		7	%		1,328.9		4	%
Non-interest bearing deposits		3,022.1		7	%		1,593.1		4	%
Total deposits	$	44,706.2		100	%	$	35,139.5		100	%

Commensurate with the Federal Reserve interest rate reductions, we have been lowering rates on our deposits. See “Net Finance Revenue” for discussion on deposits interest expense and rates.

At the Company, the period end loans and leases to deposits ratio was 101% at September 30, 2020, compared to 109% at December 31, 2019. At the Bank, the period end loans and leases to deposits ratio was 89% at September 30, 2020, compared to 94% at December 31, 2019.

Unsecured Borrowings

Revolving Credit Facility

There were no borrowings outstanding under the Revolving Credit Facility. The Revolving Credit Facility had a total commitment amount of $300 million as of September 30, 2020, of which approximately $264 million was available to be drawn and the remainder was utilized for letters of credit. The facility commitment was down from $400 million at December 31, 2019, reflecting the renewal of the facility in the first quarter of 2020 at a lower commitment level and with an extended maturity date of November 1, 2021.

Senior Unsecured Notes

At September 30, 2020, senior unsecured notes outstanding totaled $4.2 billion and the weighted average coupon rate was 4.63%, compared to $4.0 billion and 4.62% at December 31, 2019. On June 19, 2020, CIT Group Inc. issued $500 million aggregate principal amount of senior unsecured fixed-to-floating rate notes due 2024 (the "Notes"). The Notes priced at par and bear interest at a fixed rate per annum of 3.929% semiannually in arrears on June 19 and December 19 beginning December 19, 2020. The Notes are callable on June 19, 2023. Beginning June 19, 2023 until the maturity, the Notes will bear interest at a floating rate based on SOFR plus a margin of 3.827% payable quarterly in arrears if not called. The Notes are senior unsecured obligations of CIT Group Inc. and are not guaranteed by any of CIT's subsidiaries.

In connection with the MOB Acquisition, CIT Bank established a $5 billion Global Bank Note Program in September 2019 to enable it to offer both unsecured senior and subordinated notes. CIT Bank subsequently issued $550 million of 2.969% Senior Unsecured Fixed-to-Floating Rate Notes due 2025 (“2025 Notes”). During the second quarter of 2020 we initiated and completed a cash tender offer to purchase the 2025 Notes, with $234.8 million tendered. Such tendering holders received the purchase price in the amount of $930 for each $1,000 principal amount of Notes tendered, plus accrued and unpaid interest. CIT recognized a gain of approximately $15 million on the tender.

Subordinated Unsecured Notes

Subordinated unsecured notes principal amount totaled $500 million as of September 30, 2020 and consisted of $100 million of 4.125% fixed-to-fixed subordinated notes due in 2029 and $400 million of 6.125% fixed rate subordinated notes due 2028, which are included in Tier 2 capital.

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Secured Borrowings

We may pledge assets for secured borrowing transactions, which include borrowings from the FHLB and/or FRB, or for other purposes as required or permitted by law. The debt issued in conjunction with these transactions is collateralized by certain discrete receivables, securities, loans, leases and/or underlying equipment. Certain related cash balances are restricted.

FHLB Advances

As a member of the FHLB of San Francisco, CIT Bank N.A. can access financing based on an evaluation of its creditworthiness, statement of financial position, size and eligibility of collateral. The interest rates charged by the FHLB for advances typically vary depending upon maturity, the cost of funds of the FHLB, and the collateral provided for the borrowing. Advances are secured by certain Bank assets and bear either a fixed or floating interest rate. The FHLB advances are collateralized by a variety of consumer and commercial loans, including SFR mortgage loans, multi-family mortgage loans, commercial real estate loans and securities.

FHLB Balances (dollars in millions)

									December 31,
	September 30, 2020								2019
	Lending Assets			HQL Securities		Total			Total
Total borrowing capacity	$	5,840.9		$	2,043.3	$	7,884.2		$	6,350.5
Less:
Advances		(2,550.0	)		—		(2,550.0	)		(1,650.0	)
Available capacity	$	3,290.9		$	2,043.3	$	5,334.2		$	4,700.5
Pledged assets ⁽¹⁾	$	7,400.9		$	2,194.7	$	9,595.6		$	6,987.6
Weighted Average Rate							0.56	%		2.04	%

⁽¹⁾	December 31, 2019 pledged assets included $50.4 million of HQL securities.

CIT Bank may borrow additional FHLB advances, as liquidity needs arise or repay advances as liquidity allows. The available capacity of $5,334.2 million includes $2,043.3 million to borrow against $2,194.7 million of pledged HQL securities, which have not been borrowed against at September 30, 2020 and remain available for sale. FHLB advances and pledged assets are also discussed in Note 9 — Borrowings.

Other Secured and Structured Financings

Outstanding other secured and structured financings totaled $3.1 million at September 30, 2020, down from $361.1 million at December 31, 2019, driven by reduced borrowings under our ABL facility. The total borrowing capacity of the ABL facility was $750 million, with net availability based on eligible collateral. There were approximately $21 million of LCs outstanding and no borrowings at September 30, 2020. We reduced the borrowing capacity of the facility from $1 billion during the second quarter. The facility expires in December 2021.

FRB

The Company has a borrowing facility with the FRB Discount Window that can be used for short-term, typically overnight borrowings. Effective March 16, 2020, the FRB announced changes to the FRB Discount Window, including the extension of the term of such borrowings up to 90 days. The borrowing capacity is determined by the FRB based on the collateral pledged. There were no outstanding borrowings with the FRB Discount Window as of September 30, 2020 and December 31, 2019. See Note 9 — Borrowings in Item 1 for total balances pledged, including amounts to the FRB. Beginning May 1, 2020, CIT Bank can borrow from the FRB Paycheck Protection Program Liquidity Facility (“PPPLF”), which is used to provide term financing to CIT Bank backed by PPP loans. As of September 30, 2020, there were no outstanding borrowings with these facilities.

CIT Obligations

The following table summarizes contractual maturities for deposits with stated maturities and borrowings outstanding, which excludes the impact of amortization and accretion of certain items such as PAA discounts and original issue discounts, during the respective twelve-month periods.

Contractual Maturities – Time Deposits and Borrowings as of September 30 (dollars in millions)

	Total		2021		2022		2023		2024		Thereafter
Time deposits	$	11,274.3	$	8,368.9	$	1,529.7	$	275.1	$	569.7	$	530.9
Senior unsecured notes		4,263.6		500.0		1,147.0		750.0		1,000.0		866.6
Subordinated unsecured notes		500.0		—		—		—		—		500.0
FHLB advances		2,550.0		—		2,550.0		—		—		—
Other secured and structured financings		4.8		—		—		—		4.8		—
Time deposits and borrowings	$	18,592.7	$	8,868.9	$	5,226.7	$	1,025.1	$	1,574.5	$	1,897.5

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The following table presents further detail on maturity dates of senior unsecured notes by tranches.

Senior Unsecured Notes (dollars in millions)

Maturity Date	Rate (%)	Date of Issuance	Par Value
March 2021	4.125%	March 2018	$	500.0
August 2022	5.000%	August 2012		1,147.0
August 2023	5.000%	August 2013		750.0
February 2024	4.750%	August 2018		500.0
June 2024	3.929%	June 2020		500.0
March 2025	5.250%	March 2018		500.0
September 2025	2.969%	September 2019		315.2
Weighted average rate and total	4.617%		$	4,212.2

Contractual Commitments

The following table summarizes commitment expiration during the respective twelve-month periods.

Commitment Expiration as of September 30 (dollars in millions)

	Total		2021		2022		2023		2024		2025+
Financing commitments (excluding leases)	$	8,032.6	$	2,810.0	$	1,288.6	$	1,635.5	$	1,040.1	$	1,258.4
Lessor commitments		711.1		638.6		72.5		—		—		—
Letters of credit		259.2		43.8		23.3		68.1		68.2		55.8
Deferred purchase agreements		1,870.4		1,870.4		—		—		—		—
Total contractual commitments	$	10,873.3	$	5,362.8	$	1,384.4	$	1,703.6	$	1,108.3	$	1,314.2

At September 30, 2020, substantially all of our undrawn financing commitments were senior facilities, with approximately 96% secured by commercial equipment or other assets, and the remainder primarily comprised of cash flow or enterprise value facilities. Most of our undrawn and available financing commitments are in the Commercial Finance and Real Estate Finance divisions of Commercial Banking and include unused revolver availability of $3.2 billion, which is subject to borrower base revolver capacity and covenant compliance. Also included in financing commitments are delayed draws and term loans of $2.7 billion. Customer draws on such facilities are subject to certain pre-determined contract conditions. The top ten undrawn financing commitments totaled $764.2 million at September 30, 2020. Financing commitments related to consumer loans totaled approximately $406.0 million.

See Note 15 – Commitments in Item 1 for further detail on DPA and other noted commitments.

Debt Ratings

Debt ratings can influence the cost and availability of short- and long-term funding, the terms and conditions on which such funding may be available, the collateral requirements, if any, for borrowings and certain derivative instruments, the acceptability of our letters of credit, and the number of investors and counterparties willing to lend to the Company. A decrease, or potential decrease, in credit ratings could impact access to the capital markets and/or increase the cost of debt, and thereby adversely affect the Company’s liquidity and financial condition.

CIT and CIT Bank, N.A. debt ratings, as rated by Standard & Poor’s Ratings Services (“S&P”), Fitch Ratings, Inc. (“Fitch”), Moody’s Investors Service (“Moody’s”) and DBRS Inc. (“DBRS”) are presented in the following table:

Ratings

	S&P	Fitch	Moody’s	DBRS
Last Credit Update	10/20/20	10/16/20	10/16/20	10/16/20
CIT Group Inc.
Long Term Senior Unsecured Debt	BB+	BBB-	Ba1	BBB (low)
Subordinated Debt	BB	BB+	Ba1	BB (high)
Non-Cumulative Perpetual Stock	B+	B+	Ba3	BB (low)
Ratings Outlook / Trend	Positive (Watch)	Evolving	Upgrade (Review)	Positive (Review)
CIT Bank, N.A.
Issuer Rating	BBB-	BBB-	Ba1	BBB
Long Term Senior Bank Notes	BBB-	BBB-	Ba1	N/A
Deposit Rating (LT/ST)	N/A	BBB / F3	Baa1 / P-2	BBB / R-2 (high)
Outlook	Positive (Watch)	Evolving	Upgrade (Review)	Positive (Review)

N/A — Not Applicable

Rating agencies indicate that they base their ratings on many quantitative and qualitative factors, including capital adequacy, liquidity, asset quality, business mix, level and quality of earnings, and the current operating, legislative and regulatory environment, including implied government support. Potential changes in rating methodology as well as in the legislative and regulatory environment and the timing of those changes could impact the Company’s ratings, which could impact our liquidity and financial condition.

A debt rating is not a recommendation to buy, sell or hold securities, and the ratings are subject to revision or withdrawal at any

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time by the assigning rating agency. Each rating should be evaluated independently of any other rating.

CAPITAL

Capital Management

The Company’s capital management is discussed in our Annual Report on Form 10-K, Item 1. Business Overview - Regulation, subsections “Capital Requirements” and “Regulatory Expectations for Capital Planning.”

The Company maintains a comprehensive capital adequacy process. The Company establishes internal capital risk limits and warning thresholds, which utilize Risk-Based and Leverage-Based Capital calculations, internal and external early warning indicators, its capital planning process, and stress testing to evaluate the Company's capital adequacy for multiple types of risk in both normal and stressed environments. The capital management framework requires contingency plans be defined and may be employed at management’s discretion.

See the “COVID-19 Pandemic Response” section for discussion of the capital impacts from the adoption of CECL and the adverse impact from the COVID-19 pandemic thereon. In addition, the acquisition of MOB on January 1, 2020 impacted the comparability to prior periods.

Return of Capital

We declared and paid the following dividends in 2020:

Declaration Date	Payment Date	Per Share Dividend
Common Stock
January 22, 2020	February 21, 2020	$	0.35
April 16, 2020	May 22, 2020	$	0.35
July 16, 2020	August 21, 2020	$	0.35
Series A Preferred Stock
April 16, 2020	June 15, 2020	$	29.00
Series B Preferred Stock (dividend per share rounded)
January 22, 2020	March 16, 2020	$	0.48
April 16, 2020	June 15, 2020	$	0.35
July 16, 2020	September 15, 2020	$	0.35

On October 14, 2020, the Board of Directors of the Company declared a quarterly cash dividend in the amount of $0.35 per outstanding common share. The common stock dividend is payable on November 20, 2020 to common shareholders of record as of November 6, 2020. On October 14, 2020, the Board of Directors of the Company declared a semi-annual cash dividend in the amount of $29 per share on Series A and a quarterly cash dividend of approximately $0.35 per outstanding Series B preferred stock. The dividends are payable on December 15, 2020 to Series A and B preferred shareholders of record as of November 30, 2020.

Capital Composition and Ratios

The Company is subject to various regulatory capital requirements. We compute capital ratios in accordance with Federal Reserve and OCC capital guidelines for assessing adequacy of capital. At September 30, 2020 and December 31, 2019, the capital ratios of the Company and CIT Bank exceeded all capital adequacy requirements.

In November 2017, the Federal Reserve Board, together with the OCC and FDIC adopted a final rule effective January 1, 2018 to extend the regulatory capital treatment under 2017 transition provisions for certain items, applicable to banking organizations that are not subject to advanced approaches capital rules (“Transition Final Rule”). These items include regulatory capital deductions, risk weights, and certain minority interest limitations. In July 2019, the federal bank regulators issued the final rule (“Simplification Final Rule”) to simplify the regulatory capital requirements for these items covered by the Transition Final Rule. The Simplification Final Rule was effective on April 1, 2020, but subsequently revised to January 1, 2020. The regulatory capital guidelines applicable to the Company and CIT Bank were the Basel III Rule and the Simplification Final Rule for the period ended September 30, 2020 and the Basel III Rule and the Transition Final Rule for the period ended December 31, 2019.

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Capital Components, Risk-Weighted Assets, and Capital Ratios (dollars in millions)

	September 30, 2020			December 31, 2019
CET1 Capital
Total common stockholders’ equity⁽¹⁾	$	5,239.0		$	5,814.0
Effect of CECL transition impact on retained earnings ⁽²⁾		203.9			—
Effect of certain items in AOCI excluded from CET1 Capital		(55.9	)		43.0
Adjusted total equity		5,387.0			5,857.0
Goodwill, net of associated deferred tax liabilities (DTLs)		(134.3	)		(361.7	)
Intangible assets, net of associated DTLs		(132.5	)		(50.9	)
CET1 Capital		5,120.2			5,444.4
Additional Tier 1 Capital
Preferred Stock		525.0			525.0
Other Additional Tier 1 Capital deductions⁽³⁾		(0.1	)		(0.1	)
Total Additional Tier 1 Capital		524.9			524.9
Total Tier 1 Capital		5,645.1			5,969.3
Tier 2 Capital
Qualifying Tier 2 Capital Instruments		494.8			494.4
Qualifying adjusted allowance for credit losses^{(2) (4)}		652.2			519.6
Total Tier 2 Capital		1,147.0			1,014.0
Total Capital	$	6,792.1		$	6,983.3
Risk-Weighted Assets	$	51,899.5		$	45,262.0
CIT Ratios
CET1 Capital Ratio		9.9	%		12.0	%
Tier 1 Capital Ratio		10.9	%		13.2	%
Total Capital Ratio		13.1	%		15.4	%
Tier 1 Leverage Ratio		9.2	%		11.9	%
CIT Bank, N.A. Capital Components and Ratios
CET1 Capital	$	4,782.8		$	4,879.6
Tier 1 Capital		4,782.8			4,879.6
Total Capital		5,642.4			5,644.3
Risk-Weighted Assets		44,462.4			37,150.5
CET1 Capital Ratio		10.8	%		13.1	%
Tier 1 Capital Ratio		10.8	%		13.1	%
Total Capital Ratio		12.7	%		15.2	%
Tier 1 Leverage Ratio		8.5	%		11.0	%

⁽¹⁾	See Condensed Consolidated Balance Sheets for the components of total common stockholders’ equity.

⁽²⁾	Reflects the CECL transition impact based on the Revised CECL Transition Rule.

⁽³⁾	Represents covered funds deductions required by the Volcker Rule.

⁽⁴⁾	ACL included in Tier 2 Capital is limited to 1.25% of risk weighted assets and includes allowance for off-balance sheet credit exposures (i.e. unfunded lending commitments and DPAs) recorded in other liabilities.

CET1 Capital decreased from December 31, 2019, reflecting the year to date net loss, primarily due to the provision for credit losses, partially offset by the effect of the CECL transition impact on retained earnings of $203.9 million and the issuance of approximately $141 million in common shares on January 1, 2020 related to the MOB Acquisition.

See the “COVID-19 Pandemic Response” section (located in the beginning of this MDA) for discussion of the impact on capital due to the impacts from the MOB Acquisition, the adoption of CECL and the adverse impact from the COVID-19 pandemic thereon.

The reconciliation of balance sheet assets to RWA is presented below:

Risk-Weighted Assets (dollars in millions)

	September 30, 2020			December 31, 2019
Balance sheet assets	$	60,865.0		$	50,832.8
Risk weighting adjustments to balance sheet assets		(15,597.3	)		(11,600.2	)
Off-Balance sheet items		6,631.8			6,029.4
Risk-weighted assets	$	51,899.5		$	45,262.0

The increase in balance sheet assets reflects the MOB Acquisition that closed on January 1, 2020 and growth in cash balances from the increase in deposits during 2020. The risk weighting adjustments to balance sheet assets as of September 30, 2020 increased from December 31, 2019 as a result of the increases in cash deposited with the FRB risk-weighted at 0%, consumer loans risk-weighted at 50% due to the MOB Acquisition and higher mark-to-market gains on derivative contracts, partially offset by a reduction in reverse repos and the ACL increase due to the current macroeconomic environment.

The 2020 off-balance sheet items primarily reflect $3.4 billion of unused lines of credit (largely related to the Commercial and Real Estate Finance divisions), $1.9 billion related to DPAs (Commercial Finance division), $0.7 billion of derivative exposures, and $0.6 billion of other items. See Note 15 — Commitments in Item 1 for further detail on commitments.

See the “COVID-19 Pandemic Response” section for discussion of the impact on RWAs due to the MOB Acquisition, the

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adoption of CECL, and the adverse impact from the COVID-19 pandemic thereon.

Book Value, Tangible Book Value and per Share Amounts (dollars in millions, except per share amounts)

	September 30,			December 31,
	2020			2019
Total common stockholders' equity	$	5,239.0		$	5,814.0
Less goodwill		(140.4	)		(369.9	)
Intangible assets		(143.4	)		(66.0	)
Tangible book value⁽¹⁾	$	4,955.2		$	5,378.1
Book value per share	$	53.17		$	61.37
Tangible book value per share⁽¹⁾	$	50.29		$	56.77

⁽¹⁾	Tangible book value and tangible book value per share are non-GAAP measures. See “Non-GAAP Financial Measurements” for reconciliation of Non-GAAP to GAAP financial information

Book value ("BV") and tangible book value (“TBV”), and respective per share amounts, at September 30, 2020 decreased from December 31, 2019, reflecting the net loss during the year.

CIT BANK, N.A.

The following tables present condensed financial information for CIT Bank. Trends and significant items are discussed in the previous sections of the MD&A. Loans and leases not included in the bank primarily relate to certain rail assets and our factoring business. Balance changes compared to 2019 were primarily driven by the MOB Acquisition.

Condensed Balance Sheets (dollars in millions)

	September 30,			December 31,
	2020			2019
ASSETS:
Cash and deposits with banks	$	6,488.5		$	2,425.2
Securities purchased under agreement to resell		-			950.0
Investment securities		6,591.9			6,264.9
Assets held for sale		53.4			27.4
Loans		35,153.1			28,781.1
Allowance for credit losses		(1,162.7	)		(455.2	)
Operating lease equipment, net		5,206.6			4,686.8
Bank owned life insurance		1,160.4			1,043.2
Goodwill		115.1			323.1
Other assets		1,813.2			1,222.4
Total Assets	$	55,419.5		$	45,268.9
LIABILITIES AND EQUITY:
Deposits, including $932.8 and $683.4 due to affiliates at September 30, 2020 and December 31, 2019, respectively	$	45,638.9		$	35,822.9
FHLB advances		2,550.0			1,650.0
Borrowings, including $552.2 and $655.1 due to affiliates at September 30, 2020 and December 31, 2019, respectively		869.9			1,201.1
Other liabilities, including $110.4 and $73.1 payable to affiliates at September 30, 2020 and December 31, 2019, respectively		1,435.0			1,328.6
Total Liabilities		50,493.8			40,002.6
Total Equity		4,925.7			5,266.3
Total Liabilities and Equity	$	55,419.5		$	45,268.9

Capital Ratios – see Capital section

Loans and Leases, including HFS, by Segment (dollars in millions)

	September 30,		December 31,
	2020		2019
Commercial Banking
Commercial Finance	$	14,950.5	$	12,074.1
Business Capital		5,204.4		5,318.2
Rail		4,492.8		4,090.2
Real Estate Finance		7,669.2		5,398.4
Total		32,316.9		26,880.9
Consumer Banking
Consumer and Community Banking		6,222.3		4,531.4
Legacy Consumer Mortgages		1,873.9		2,083.0
Total		8,096.2		6,614.4
Total loans and leases	$	40,413.1	$	33,495.3

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Condensed Statements of Operations (dollars in millions)

	Quarters Ended							Nine Months Ended
	September 30,		June 30,			September 30,		September 30,			September 30,
	2020		2020			2019		2020			2019
Interest and fees on loans	$	383.9	$	403.3		$	423.5	$	1,235.5		$	1,286.4
Other interest and dividends		27.2		29.2			55.2		101.7			175.1
Interest income		411.1		432.5			478.7		1,337.2			1,461.5
Interest on deposits		103.2		138.3			173.8		398.1			501.5
Interest on borrowings		6.8		10.6			12.2		31.2			46.8
Interest expense on deposits and payables with affiliated companies		3.4		3.2			4.1		11.0			15.8
Interest expense		113.4		152.1			190.1		440.3			564.1
Net interest revenue		297.7		280.4			288.6		896.9			897.4
Provision for credit losses		21.5		122.8			21.9		651.3			84.3
Net interest revenue, after credit provision		276.2		157.6			266.7		245.6			813.1
Rental income on operating leases		126.8		119.1			119.8		370.4			361.3
Other non-interest income		116.5		87.3			69.8		304.5			211.8
Total net revenue, net of interest expense and credit provision		519.5		364.0			456.3		920.5			1,386.2
Operating expenses		275.1		336.2			260.5		905.2			725.5
(Gain) loss on debt extinguishment and deposit redemptions		-		(15.4	)		-		(15.4	)		0.3
Goodwill impairment		-		-			-		323.1			-
Depreciation on operating lease equipment		64.5		62.6			57.8		187.3			176.0
Maintenance and other operating lease expenses		13.4		24.3			11.2		68.1			57.1
(Loss) income before provision for income taxes		166.5		(43.7	)		126.8		(547.8	)		427.3
Provision for income taxes		46.5		4.7			31.2		(66.2	)		100.4
(Loss) income from continuing operations		120.0		(48.4	)		95.6		(481.6	)		326.9
Loss on discontinued operation		-		-			-		-			(2.0	)
Net (loss) income	$	120.0	$	(48.4	)	$	95.6	$	(481.6	)	$	324.9
New business volume - funded	$	2,621.6	$	3,062.3		$	3,368.7	$	9,255.6		$	9,463.3

Net Finance Revenue (dollars in millions)

	Quarters Ended						Nine Months Ended
	September 30,		June 30,		September 30,		September 30,		September 30,
	2020		2020		2019		2020		2019
Interest income	$	411.1	$	432.5	$	478.7	$	1,337.2	$	1,461.5
Rental income on operating leases		126.8		119.1		119.8		370.4		361.3
Finance revenue		537.9		551.6		598.5		1,707.6		1,822.8
Interest expense		113.4		152.1		190.1		440.3		564.1
Depreciation on operating lease equipment		64.5		62.6		57.8		187.3		176.0
Maintenance and other operating lease expenses		13.4		24.3		11.2		68.1		57.1
Net finance revenue	$	346.6	$	312.6	$	339.4	$	1,011.9	$	1,025.6
AEA	$	54,277.6	$	53,722.9	$	42,150.9	$	52,599.7	$	42,103.0

Net Finance Margin

	Quarters Ended									Nine Months Ended
	September 30,			June 30,			September 30,			September 30,			September 30,
	2020			2020			2019			2020			2019
Interest income		3.03	%		3.22	%		4.54	%		3.39	%		4.63	%
Rental income on operating leases		0.93	%		0.89	%		1.14	%		0.94	%		1.14	%
Finance revenue		3.96	%		4.11	%		5.68	%		4.33	%		5.77	%
Interest expense		0.84	%		1.13	%		1.80	%		1.12	%		1.79	%
Depreciation on operating lease equipment		0.48	%		0.47	%		0.55	%		0.47	%		0.56	%
Maintenance and other operating lease expenses		0.10	%		0.18	%		0.11	%		0.17	%		0.18	%
Net finance margin		2.55	%		2.33	%		3.22	%		2.57	%		3.25	%

CRITICAL ACCOUNTING ESTIMATES

The preparation of financial statements in conformity with GAAP requires management to use judgment in making estimates and assumptions that affect reported amounts of assets and liabilities, reported amounts of income and expense and the disclosure of contingent assets and liabilities. The following estimates, which are based on relevant information available at the end of each period, include inherent risks and uncertainties related to judgments and assumptions made. We consider these estimates to be critical in applying our accounting policies, due to the existence of uncertainty at the time the estimate is made, the likelihood of changes in estimates from period to period and the potential impact on the financial statements.

Management believes that the judgments and assessments utilized in the following critical accounting estimates are reasonable. We do not believe that different assumptions are more likely than those utilized, although actual events may differ from such

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assumptions. Consequently, our estimates could prove inaccurate, and we may be exposed to charges to earnings that could be material.

The following methodologies and processes used in developing estimates relating to these items have been updated from those described in our 2019 Form 10-K.

Adoption of ASU 2016-13 Financial Instruments - Credit Losses (Topic 326)

Background and Scope

On January 1, 2020 we adopted CECL, which replaces the previous incurred loss impairment model, that recognized credit losses when a probable loss threshold was met, with a current expected loss model that recognizes lifetime ECL immediately when a financial asset is originated or purchased. Refer to Note 1 – Business and Summary of Significant Accounting Policies in Item 1 for additional information about this new standard.

CECL applies to financial assets measured at amortized cost, net investments in leases, AFS debt securities and off-balance sheet credit exposures not accounted for as insurance. As a result, CECL is applicable to our financial instruments as follows:

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Cash

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Securities purchased under agreements to resell

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AFS debt securities

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Loans

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Investments in finance leases – lessor

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Certain other assets, including accrued interest receivable

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Allowance for off-balance sheet credit exposures related to financing commitments, letters of credit and DPAs

With respect to cash and interest-bearing cash, securities purchased under agreements to resell and most of our AFS debt securities, the impact from CECL has been negligible given the nature of the assets and related collateral, which has allowed for the assumption of zero loss. No credit loss is recognized on accrued interest receivable given the Company’s policy to reverse accrued and unpaid interest upon it becoming 90-days past due, except as described in Note 1 – Business and Summary of Significant Accounting Policies, related to accrued interest on loans with COVID-19 related deferment or forbearance arrangements. We establish an ACL on those balances. The largest asset classes subject to forecasts under CECL are held for investment loans and finance leases as well as related unfunded commitments.

CECL is not prescriptive with respect to ACL calculations, and estimating credit losses under this new standard is highly judgmental. Therefore, management continues to leverage a robust governance process to facilitate review, challenge and approval of the ACL.

Another change under CECL is that it replaces the prior accounting standard related to PCI loans with the concept of PCD. An entity records a PCD asset at the purchase price plus the ACL expected at the time of acquisition to establish the initial amortized cost basis. This is referred to as “gross-up” accounting, as under this method, there is no credit loss expense affecting net income on acquisition. Changes in estimates of ECL after acquisition are recognized as credit loss expense (or reversal of credit loss expense) in subsequent periods as they arise. Assets classified as PCI on the January 1, 2020 adoption date automatically became PCD assets with the gross-up methodology applied, and as a result there was no equity impact in connection with the transition / adoption. This change impacted our first quarter 2020 results in two ways: 1) in our legacy PCI portfolio where the PCD gross up / reclassification of non-accretable discount included in loan amortized cost resulted in a $120.5 million increase to ACL; and 2) the classification of certain loans from the MOB Acquisition as PCD, which resulted in the establishment of $20 million (net of acquisition date charge-offs of $38.6 million) in ACL through gross up. The January 1, 2020 ACL adjustment related to CIT’s initial adoption of CECL for CIT non-PCD assets (prior to the acquisition of MOB) was recorded as an offset to retained earnings, while the adjustment to the ACL related to non-PCD loans acquired from MOB was established via a charge to the first quarter provision for credit losses. Subsequent to the initial recognition, PCD loans are accounted for under the same methodology as non-PCD loans. See ACL roll forward table in Credit Metrics.

CECL had been expected to result in greater volatility of earnings and capital levels over economic cycles given the requirement for companies to estimate credit losses over the full remaining expected life of their assets and sensitivity to sudden changes in forecasted economic variables and other assumptions in the loss models. In addition, eliminating the credit-related discount on the PCI portfolio and replacing it with a reserve means that changes in credit performance on the LCM portfolio will flow through loan loss provision thereby increasing volatility.

Forecasting Approach – Loans, including Investment in Finance Leases

We use multiple models to generate ECL forecasts while utilizing different segmentations for modeling and financial reporting. The model segmentation is generally driven by financial asset type, type of collateral or obligor characteristics (e.g., internal credit grade, industry). Reporting segmentation is driven by business segment and division. For modeling purposes, our commercial loan portfolio is segmented into four categories while the residential mortgage portfolio is segmented for LCM and jumbo mortgages. The primary segmentation characteristics for the commercial loan portfolio include the following:

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Large ticket commercial

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Commercial real estate

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Small ticket commercial

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Factoring receivables

We use a combination of internally-developed models and third-party models to develop loss estimates in our loan portfolios. Third-party models use external historical loan performance data while internal models are developed using a combination of internal and external historical loan performance data. Historical macroeconomic data is used together with historical loan

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performance data to identify correlations and select macro variables that would be expected to be appropriate predictors of loan losses in the future. Given the unprecedented economic and fiscal environment in 2020, correlations established using historical data have been subject to additional review and governance.

Key inputs into the CECL forecasting process include:

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Data elements / attributes of the current portfolio (e.g., credit grade, term)

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Forecasts for macroeconomic variables

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Other management assumptions (e.g., prepayments, credit conversion factors for unfunded commitments)

Our commercial loan portfolios use internal PD and LGD grading systems that consider the current financial condition of the borrower, past performance and industry or collateral specifics, among other factors. We use PD and LGD to categorize loans with common risk attributes and these ratings are among the inputs into our loss models utilized to develop CECL allowances. Our residential mortgage portfolios are similarly dependent on borrower credit worthiness and collateral values as measured by FICO scores and Loan-to-Value ratios. These risk attribute measurements are consistent with the metrics used to monitor and measure credit risk as disclosed in Note 3 – Loans.

We utilize macroeconomic forecasts issued by a third party as inputs to our ACL loss models. We use a baseline forecast over the contractual term of the asset for all our portfolios in our quantitative ACL calculations, and consider the forecast to be reasonable and supportable for the life of the loan. More than 75 percent of the portfolio consists of commercial loans which have a weighted average remaining life of approximately two to two and a half years. The following variables are most relevant for the CIT modeling suite:

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Corporate profits

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Credit spreads

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Gross domestic product (“GDP”) growth rate

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Home price index

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Inflation

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Manufacturing capacity utilization

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Personal consumption

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Retail sales

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Unemployment rate

Management assumptions are used in various components of the CECL forecasting process including in the determination of exposure at default and qualitative adjustments. Exposure at default is determined by remaining term to maturity but is adjusted for prepayment assumptions on funded balances as well as credit conversion factor assumptions for unfunded commitments. Prepayment assumptions and credit conversion factors are based on current and historical experience. CIT’s process takes into consideration various internal and external risk factors, including forecast uncertainty with respect to scenario forecasts and sensitivity to changes in assumptions.

Our CECL framework was developed to align with requirements under U.S. GAAP as well as regulatory guidance. Our CECL approach uses one scenario as a baseline and then upside and downside scenarios are used to assess the sensitivity of losses in the portfolio to different economic forecasts. We have chosen to use alternative scenarios from a notable third party for its upside and downside scenarios. Each quarter, we run these alternative scenarios through the CECL models to generate lifetime loss estimates. We also may adjust prepayment assumptions by scenario. The variances between the upside scenario and baseline as well as the downside and baseline are calculated and then a weighting adjustment factor is applied to the variances. Factors that are taken into consideration when determining the weighting adjustment factor include, but are not limited to, the following items.

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Scenario probabilities

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Balance of Risks: In assessing the variances between the upside and baseline and downside and baseline, we will have insight into whether risks are balanced or weighted to either the upside or downside.

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Forecast Accuracy: Compare prior baseline scenario forecasts to actual economic statistics.

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Economic Sentiment: Other notable sources with views on the economic environment (e.g., Federal Reserve) may also be considered.

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2020 Third Quarter ACL

Our ACL was $1.2 billion as of September 30, 2020, generally flat relative to June 30, 2020 but a significant increase of $724 million compared to an ACL of $483 million at December 31, 2019.

Implementation of CECL and the MOB Acquisition resulted in an increase to the ACL of approximately $280 million from $483 million at December 31, 2019 to $763 million at January 1, 2020. Approximately $141 million of this increase was related to PCD loans and therefore did not impact the Company’s capital. The increase in the ACL consisted of:

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CECL Implementation (pre-MOB Acquisition): The transition from incurred loss to CECL on January 1, 2020 resulted in an ACL increase of $223.6 million for loans and approximately $8 million for off-balance sheet credit exposures. Approximately $120 million was related to the transition from PCI to PCD accounting. The CECL implementation resulted in a reduction to retained earnings totaling $82 million.

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MOB Acquisition: The acquisition of MOB on January 1, 2020 included approximately $6.3 billion of loans and $57 million of net ACL for loans and approximately $8.5 million for the allowance for off-balance sheet credit exposures. The MOB Acquisition resulted in a one-time provision expense of $45 million.

The onset of the COVID-19 pandemic drove the remainder of the increase in reserve in the first quarter to $1.1 billion at March 31, 2020 and continued to impact the reserve in the second quarter with an ACL of $1.2 billion at June 30, 2020. As described above, the ACL was generally flat as compared to prior quarter at $1.2 billion as of September 30, 2020 and reflects CIT’s view of the current macroeconomic environment, as well as reasonable and supportable forecasts. In the third quarter the allowance for the collectively evaluated loans utilized a September Baseline scenario as a key input to the quantitative component of the ACL. This forecast showed improvement compared to the second quarter but still reflects an economic environment that has recessionary characteristics (e.g., a heightened unemployment rate). It should be noted that the GDP growth from the third quarter of 2020 to the fourth quarter of 2021, taken together with the decline in GDP in the first half of 2020, results in no material change to GDP over the two-year period. The following table presents the key assumptions utilized for the quantitative component of the ACL.

Key Assumptions Utilized for the Quantitative Component of the ACL


	Q3 2020	Q4 2020	Q1 2021	Q2 2021	Q3 2021	Q4 2021
GDP⁽¹⁾	26.6%	2.9%	3.6%	3.1%	4.4%	6.0%
Unemployment⁽²⁾	8.9%	9.1%	8.9%	8.7%	8.3%	7.8%

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GDP represents real GDP growth, annualized percentage change

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Unemployment represents the unemployment rate

In addition to the updated scenario there were qualitative adjustments that continued to affect the allowance for the collectively evaluated loans. Qualitative reserve adjustments are applied to the reserve for items not directly captured in the quantitative component of the reserve and included items such as macroeconomic uncertainty, risk to specific industries or portfolio segments, potential changes in collateral value and other factors. Our approach to macroeconomic uncertainty is described above and utilizes upside and downside scenarios. The downside scenario used in the third quarter projected unemployment rates approximately 2% to 3% higher than the baseline in 2021.

Our allowance for off-balance sheet credit exposures was $75 million as of September 30, 2020, compared to $81 million as of June 30, 2020 and $37 million as of December 31, 2019. The decrease in the third quarter reflects improvement in the macroeconomic forecast compared to the prior quarter.

Debt Securities

We use two third-party models to develop loss estimates in our AFS debt securities portfolio – one for structured assets (e.g., MBS) and one for non-structured assets – (e.g., Corporate Bonds, Municipal Bonds, Treasury Securities). Both models use the discounted cash flow method (“DCF”) where the present value of expected cash flows is compared to amortized cost to derive the ECL.

The transition impact of adopting CECL was insignificant and had no equity impact, as these assets were reflected at fair value, with an adjustment to AOCI under the accounting prior to the adoption of CECL. The negligible adjustment reflected the fact that the majority of the portfolio qualified for the zero-loss assumption. The total provision for the third quarter related to the AFS debt securities portfolio was not significant.

Goodwill

The consolidated goodwill balance as of September 30, 2020 was $140.4 million, or approximately 0.23% of total assets. CIT acquired MOB on January 1, 2020, which resulted in the initial recording of $121.6 million of goodwill in the first quarter of 2020. A measurement period adjustment was recorded in the third quarter of 2020 which reduced goodwill by $6.4 million to $115.2 million. The determination of estimated fair values required management to make certain estimates about discount rates, future expected cash flows (that may reflect collateral values), market conditions and other future events that are highly subjective in nature.

Goodwill is assessed for impairment at least annually, or more often if events or circumstances have changed significantly from the annual test date that would indicate a potential reduction in the fair value of the RU below its carrying value. Impairment exists when the carrying amount of goodwill exceeds its implied fair value.

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The overall deterioration in the macroeconomic environment, challenges in the banking industry, including the low rate environment, and, in particular, the sustained decrease in CIT’s and its peer companies’ stock prices triggered the need for an interim goodwill impairment test in the first quarter of 2020. Based on the interim assessment, the Company recorded an impairment of $344.7 million during the first quarter, including the goodwill associated with the Commercial Finance and Real Estate Finance RUs within the Commercial Banking segment of $301.5 million and the Consumer Banking RU of $43.2 million. This goodwill was primarily related to the OneWest Bank acquisition. With respect to the $115.2 million of goodwill associated with RUs from the MOB Acquisition, there was no trigger event identified. In addition, the $25 million of goodwill associated with the Rail RU was assessed and was determined not to be impaired. No trigger event was identified during the second or third quarters with respect to the remaining goodwill.

The determination of the impairment charge requires significant judgment and the consideration of past and current performance and overall macroeconomic and regulatory environments. There is risk that if the RU does not meet forecasted financial assumptions used in the analysis, such as asset volume and returns and deposit growth and rate projections, there could be incremental goodwill impairment. In addition to financial results, other inputs to the valuation, such as the discount rate and market assumptions, including stock prices of peer companies, could negatively affect the estimated fair value of the RUs in the future.

These risks are heightened given that the duration and severity of the COVID-19 pandemic and its future impact on the macro-economic environment is unknown. Refer to Item 1A. Risk Factors for further details on the risks to the Company associated with the COVID-19 pandemic. Adverse changes to the factors described above could result in additional future impairment of CIT’s goodwill and indefinite-lived intangible assets. The Company will continue to monitor the macroeconomic conditions throughout the year to identify potential impairment in the remaining goodwill or intangible assets.

GLOSSARY OF TERMS

We have added the following definitions to our Glossary of key terms that was included in Item 1. Business Overview in our 2019 Form 10-K.

Adjusted Allowance for Credit Losses (“AACL”) includes only the allowances that have been charged against earnings or retained earnings, which excludes allowances on PCD assets. The Revised CECL Transition Rule utilizes AACL in the calculation of the 25% scaling factor transition amount. The scaling factor is calculated by multiplying 25% to the difference between the AACL at CECL adoption and the AACL as of the end of the quarter during the first two years of the transition.

Allowance for Credit Losses (“ACL”) reflects the estimated credit losses over the full remaining expected life of the portfolio. See CECL below. For presentation purposes, the previously reported 2019 allowance for loan losses has been re-labeled as ACL in certain tables and text in this document.

Available Cash consists of the unrestricted portions of ‘Cash and due from banks’ and ‘Interest-bearing cash’, excluding cash not accessible for liquidity, such as vault cash and deposits in transit.

Capital Conservation Buffer (“CCB”) is the excess 2.5% of each of the capital tiers that banks are required to hold in accordance with Basel III rules, above the minimum CET 1 Capital, Tier 1 capital and Total capital requirements, designed to absorb losses during periods of economic stress.

Current Expected Credit Losses (“CECL”) introduces a forward-looking “expected loss” model to estimate credit losses over the full remaining expected life of the portfolio, rather than the incurred loss model under previous U.S. GAAP standards. Estimates of ECL under the new model will be based on relevant information about past events, current conditions, and reasonable and supportable forecasts regarding the collectability of reported amounts. Generally, the new model requires that an ACL be estimated and recognized for financial assets measured at amortized cost within its scope.

Deposit Betas represents the correlation, or relative rate change, between changes in the rates paid on deposits and changes in overall market interest rates.

High Quality Liquid Securities (“HQL securities”) consist of readily-marketable, unpledged securities, as well as securities pledged but not drawn against at the FHLB and available for sale, and generally is comprised of Treasury and Agency securities held outright or via reverse repurchase agreements.

Liquid Assets includes Available Cash and HQL securities.

Pledged Assets are those required under the collateral maintenance requirement in connection with borrowing availability at the FHLB, which are comprised primarily of consumer and commercial real estate loans and also include certain HQL securities that are available for secured funding at the FHLB.

Purchased Credit Deteriorated (“PCD”) financial assets are acquired individual financial assets (or acquired groups of financial assets with similar risk characteristics) that as of the date of acquisition, have experienced a more-than-insignificant deterioration in credit quality since origination, as determined by an acquirer’s assessment. Previously reported PCI loans under ASC 310-30 transitioned to PCD loans upon adoption of CECL.

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SELECT DATA

Select Data (dollars in millions, except per share amounts)

	Quarters Ended									Nine Months Ended
	September 30,			June 30,			September 30,			September 30,			September 30,
	2020			2020			2019			2020			2019
Select Statement of Operations Data
Net interest revenue	$	257.8		$	244.4		$	259.5		$	790.1		$	813.2
Provision for credit losses		63.3			223.6			26.6			800.8			88.2
Total non-interest income		347.3			303.5			312.7			991.2			946.3
Total non-interest expenses		426.6			482.8			428.8			1,720.4			1,227.3
(Loss) income from continuing operations, net of tax		85.7			(85.3	)		142.8			(623.9	)		398.8
Net (loss) income		85.7			(85.3	)		142.8			(623.9	)		399.3
Net (loss) income available to common shareholders		82.9			(97.6	)		142.8			(642.8	)		389.9
Per Common Share Data
Diluted (loss) income per common share - continuing operations	$	0.84		$	(0.99	)	$	1.50		$	(6.54	)	$	3.99
Diluted (loss) income per common share		0.84			(0.99	)		1.50			(6.54	)		4.00
Book value per common share		53.17			52.97			60.27
Tangible book value per common share		50.29			49.93			55.60
Dividends declared per common share		0.35			0.35			0.35			1.05			1.05
Dividend payout ratio		41.6	%	NM				23.3	%	NM				26.3	%
Performance Ratios
Return (available to common shareholders; continuing operations) on average common stockholders' equity		6.35	%	NM				10.14	%	NM				9.25	%
Return (available to common shareholders; continuing operations) on average tangible common stockholders' equity		7.24	%	NM				11.39	%	NM				10.47	%
Net finance revenue as a percentage of average earning assets		2.27	%		2.14	%		3.06	%		2.37	%		3.13	%
Return (available to common shareholders; continuing operations) on AEA		0.57	%	NM				1.24	%	NM				1.12	%
Average total equity to average total asset ratio		9.5	%		9.7	%		12.1	%		10.2	%		12.1	%
Balance Sheet Data
Loans including receivables pledged	$	37,319.6		$	37,518.3		$	31,345.5
Allowance for credit losses		(1,206.2	)		(1,202.7	)		(486.2	)
Operating lease equipment, net		7,799.3			7,778.1			7,099.9
Total cash and deposits		6,705.6			8,080.3			1,824.6
Investment securities		6,608.8			5,656.5			6,109.7
Total assets		60,865.0			61,702.4			51,403.1
Deposits		44,706.2			45,815.2			35,910.0
Borrowings		7,284.7			7,597.9			6,423.2
Total common stockholders’ equity		5,239.0			5,214.3			5,708.5
Credit Quality
Non-accrual loans as a percentage of loans		1.73	%		1.48	%		0.95	%
Net charge-offs as a percentage of average loans		0.71	%		1.79	%		0.34	%		1.02	%		0.39	%
Allowance for credit losses as a percentage of loans		3.23	%		3.21	%		1.55	%
Capital Ratios
CET1 capital ratio		9.9	%		10.0	%		11.6	%
Tier 1 capital ratio		10.9	%		11.0	%		12.3	%
Total capital ratio		13.1	%		13.2	%		14.3	%

NM – not meaningful

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NON-GAAP FINANCIAL MEASUREMENTS

The SEC has regulations that apply to any public disclosure or release of material information that includes a non-GAAP financial measure. A non-GAAP financial measure is a numerical measure of a company’s historical or future financial performance or financial position that may either exclude or include amounts or is adjusted in some way to the effect of including or excluding amounts, as compared to the most directly comparable measure calculated and presented in accordance with GAAP financial statements. These non-GAAP measures are not in accordance with, or a substitute for, GAAP and may be different from or inconsistent with non-GAAP financial measures used by other institutions.

The accompanying MD&A contain non-GAAP financial measures. We intend our non-GAAP financial measures to provide transparency about, or an alternate means of assessing, our operating results and financial position to our investors, analysts and management.

Whenever we refer to a non-GAAP financial measure, we will generally define it, or present the most directly comparable financial measure calculated and presented in accordance with U.S. GAAP, along with a reconciliation of the differences between the U.S. GAAP financial measure and the non-GAAP financial measure. In instances when the non-GAAP balance is an aggregation of various line items from a financial statement, we will present those exact line item names and balances for the user to clearly see the components. We will also describe the measure and explain why we believe the measure to be useful.

1.	Total Net Revenue, Net Finance Revenue, and Net Operating Lease Revenue

Total net revenue is a non-GAAP measure that represents the combination of NFR and other non-interest income and is an aggregation of all sources of revenue for the Company. The source of the data is various statement of income line items, arranged in a different order, and with different subtotals than included in the statement of income, and therefore is considered non-GAAP. Total net revenue is used by management to monitor business performance and is used by management to calculate a net efficiency ratio, as discussed below in item 2.

NFR is a non-GAAP measure that represents the level of revenue earned on our loans and leases, interest income on our investment securities and cash, plus rental income on operating lease equipment less interest expense and expenses relating to operating lease equipment. NFR is a key performance measure used by management to monitor portfolio performance. NFR is also used to calculate a performance margin, NFM.

Due to the nature of our loans and leases, which include a higher proportion of operating lease equipment than most BHCs, certain financial measures commonly used by other BHCs are not as meaningful for our Company. As such, given our asset composition includes a high level of operating lease equipment, NFM as calculated below is used by management, compared to net interest margin (“NIM”) (a common metric used by other bank holding companies), which does not fully reflect the earnings of our portfolio because it includes the impact of debt costs of all our assets but excludes the net operating lease revenue.

Net operating lease revenue is a non-GAAP measure that represents the combination of rental income on operating leases less depreciation on operating lease equipment and maintenance and other operating lease expenses. The net operating lease revenues measurement is used by management to monitor portfolio performance and returns on its purchased equipment.

Total Net Revenue and Net Operating Lease Revenue (dollars in millions)

	Quarters Ended									Nine Months Ended
	September 30,			June 30,			September 30,			September 30,			September 30,
	2020			2020			2019			2020			2019
Interest income	$	423.3		$	446.9		$	503.4		$	1,383.8		$	1,535.4
Rental income on operating lease equipment		201.3			200.9			211.7			612.0			642.4
Finance revenue (Non-GAAP)		624.6			647.8			715.1			1,995.8			2,177.8
Interest expense		165.5			202.5			243.9			593.7			722.2
Depreciation on operating lease equipment		82.5			81.1			76.0			241.9			232.2
Maintenance and other operating lease expenses		48.6			56.1			41.9			158.3			140.0
Net finance revenue (NFR) (Non-GAAP)		328.0			308.1			353.3			1,001.9			1,083.4
Other non-interest income		146.0			102.6			101.0			379.2			303.9
Total net revenues (Non-GAAP)	$	474.0		$	410.7		$	454.3		$	1,381.1		$	1,387.3

NFR (Non-GAAP)	$	328.0		$	308.1		$	353.3		$	1,001.9		$	1,083.4
Net finance margin (NFR as a % of AEA)(NFM)(Non-GAAP)		2.27	%		2.14	%		3.06	%		2.37	%		3.13	%

Net Operating Lease Revenue
Rental income on operating leases	$	201.3		$	200.9		$	211.7		$	612.0		$	642.4
Depreciation on operating lease equipment		82.5			81.1			76.0			241.9			232.2
Maintenance and other operating lease expenses		48.6			56.1			41.9			158.3			140.0
Net operating lease revenue (Non-GAAP)	$	70.2		$	63.7		$	93.8		$	211.8		$	270.2

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2.	Operating Expenses and Net Efficiency Ratio

Operating expenses excluding restructuring costs and intangible asset amortization is a non-GAAP measure used by management to compare period over period expenses. We exclude restructuring costs and intangible amortization from operating expenses as they are charges resulting from our strategic initiatives and not our operating activity. In addition, we exclude other noteworthy items to monitor the underlying level of operating expenses. Non-GAAP operating expenses are reconciled to GAAP in the “Non-Interest Expenses” section table.

Another key performance metric monitors our expense usage via our net efficiency calculation. Net efficiency ratio is a non-GAAP measurement used by management to measure the level of operating expenses (before restructuring costs and intangible amortization) to total net revenues. The base ratio is derived by dividing the operating expenses (before restructuring costs and intangible amortization) by total net revenue (see components in Item 1 above). A lower result reflects a more efficient use of our expenses to generate revenue.

We present a second net efficiency calculation that excludes other noteworthy items in the numerator and denominator due to their episodic nature and size. (Restructuring costs are considered noteworthy items.) Due to the exclusions of the items, both calculations are considered non-GAAP measures.

See “Non-Interest Expenses” for operating expenses.

Net Efficiency Ratio (dollars in millions)

	Quarters Ended									Nine Months Ended
	September 30,			June 30,			September 30,			September 30,			September 30,
	2020			2020			2019			2020			2019
Total net revenues (Non-GAAP)	$	474.0		$	410.7		$	454.3		$	1,381.1		$	1,387.3
Net efficiency ratio (Non-GAAP)		60.6	%		76.6	%		63.8	%		67.2	%		59.3	%
Net efficiency ratio, excluding noteworthy items (Non-GAAP)		60.4	%		71.8	%		57.5	%		64.5	%		57.2	%

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There were no noteworthy items impacting total net revenues for the periods in the table.

3.	Earning Assets, Average Earning Assets (“AEA”) and Core Loans and Leases

Earning asset balances (period end balances) displayed in the table below are directly derived from the respective line items in the balance sheet. These represent revenue generating assets, and the average (AEA) of which provides a basis for management performance calculations, such as NFM. The source of the data is various balance sheet line items, however, when aggregated, the total is considered non-GAAP. The average balances are based on daily balances.

Average Earnings Assets and Earning Assets (dollars in millions)

	Quarters Ended									Nine Months Ended
	September 30,			June 30,			September 30,			September 30,		September 30,
	2020			2020			2019			2020		2019
Average Earning Assets (Non-GAAP)	$	57,768.0		$	57,589.0		$	46,244.8		$	56,352.5	$	46,187.6

	September 30,			June 30,			September 30,
Period End Earning Assets	2020			2020			2019
Loans	$	37,319.6		$	37,518.3		$	31,345.5
Operating lease equipment, net		7,799.3			7,778.1			7,099.9
Assets held for sale		56.7			82.7			169.2
Credit balances of factoring clients		(1,320.2	)		(989.1	)		(1,238.4	)
Interest-bearing cash		6,529.9			7,898.7			1,617.3
Investment securities and securities purchased under agreement to resell		6,608.8			5,756.5			8,109.7
Total earning assets (Non-GAAP)	$	56,994.1		$	58,045.2		$	47,103.2

Certain portfolios within the segments were being managed and are being either run-off or sold. These include the LCM portfolio and NSP in Corporate. In order to gauge the underlying level of loans and leases, management will exclude these portfolios when comparing to prior periods. By excluding these from the total of loans, operating lease equipment and AHFS balances on the balance sheet, this metric is considered non-GAAP, and is presented only to assist the reader in understanding how management views the underlying change in earning asset levels in aggregate. To gauge the growth in the underlying portfolios relative to 2019, we excluded the acquired assets of MOB. The following table reflects the average balances for the respective periods.

100

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Core Average Loans and Leases (dollars in millions)

	Quarters Ended						Nine Months Ended
	September 30,		June 30,		September 30,		September 30,		September 30,
	2020		2020		2019		2020		2019
Total average loans (incl HFS, net of credit balances)	$	36,301.6	$	37,109.8	$	30,071.2	$	36,633.8	$	29,694.8
Total average operating lease equipment (incl HFS)		7,824.4		7,602.1		7,062.1		7,615.0		7,025.1
Total average loans and leases (Non-GAAP)		44,126.0		44,711.9		37,133.3		44,248.8		36,719.9
Average non-core portfolio, LCM		1,979.7		2,065.6		2,330.1		2,066.7		2,564.3
Average non-core portfolios, NSP		-		-		5.7		-		13.5
Average core loans and leases		42,146.3		42,646.3		34,797.5		42,182.1		34,142.1
Average MOB		5,852.4		6,210.0		-		6,113.7		-
Average core loans and leases, excluding MOB (Non-GAAP)	$	36,293.9	$	36,436.3	$	34,797.5	$	36,068.4	$	34,142.1

4.	Tangible Book Value, ROTCE and Tangible Book Value per Share

TBV, also referred to as tangible common equity, return on tangible common equity (“ROTCE”), and TBV per share are considered key financial performance measures by management, and are used by other financial institutions. TBV, as calculated and used by management, represents CIT’s common stockholders’ equity, less goodwill and intangible assets. See the Capital section (Tangible Book Value and per Share Amounts table) for calculation of TBV per share. TBV per share is calculated by dividing TBV by the outstanding number of common shares.

ROTCE measures CIT’s profitability applicable to common stockholders as a percentage of average tangible common equity. This measure is useful for evaluating the performance of CIT as it calculates the return available to common stockholders without the impact of intangible assets and deferred tax assets. The calculation is also presented adjusted for semiannual preferred dividends, to provide the user a normalized view as if the dividend was paid evenly through the year. The average adjusted tangible common equity is derived using averages of balances presented, based on daily balances for the period.

TBV, ROTCE and TBV per share are measurements used by management and users of CIT’s financial data in assessing CIT’s use of equity. We believe the use of ratios that utilize tangible equity provides additional useful information because they present measures of those assets that can generate income.

CIT management believes TBV, ROTCE and TBV per share are important measures for comparative purposes with other institutions, but are not defined under U.S. GAAP, and therefore are considered non-GAAP financial measures.

Tangible Book Value (dollars in millions)

	Quarters Ended									Nine Months Ended
	September 30,			June 30,			September 30,			September 30,			September 30,
	2020			2020			2019			2020			2019
Total common shareholders' equity	$	5,239.0		$	5,214.3		$	5,708.5		$	5,239.0		$	5,708.5
Less: goodwill		140.4			146.8			369.9			140.4			369.9
Less: Intangible assets		143.4			151.8			71.8			143.4			71.8
Tangible common equity for ROTCE (Non-GAAP)	$	4,955.2		$	4,915.7		$	5,266.8		$	4,955.2		$	5,266.8
Average tangible common equity (Non-GAAP)	$	4,927.9		$	4,987.3		$	5,167.0		$	5,060.6		$	5,127.8

Income (loss) from continuing operations available to common shareholders	$	82.9		$	(97.6	)	$	142.8		$	(642.8	)	$	389.4
Goodwill impairment, after tax		-			-			-			339.0			-
Intangible asset amortization, after tax		6.3			4.0			4.3			18.5			13.1
Non-GAAP income (loss) from continuing operations - for ROTCE calculation	$	89.2		$	(93.6	)	$	147.1		$	(285.3	)	$	402.5
Return on average tangible common equity (Non-GAAP)		7.24	%	NM				11.39	%	NM				10.47	%
Non-GAAP income (loss) from continuing operations (from the following non-GAAP noteworthy tables)	$	82.7		$	(61.4	)	$	122.5		$	(217.1	)	$	369.1
Intangible asset amortization, after tax		6.3			4.0			4.3			18.5			13.1
Non-GAAP income (loss) from continuing operations - for ROTCE calculation, excluding noteworthy items	$	89.0		$	(57.4	)	$	126.8		$	(198.6	)	$	382.2
Preferred dividend normalization		(4.7	)		4.7			(4.7	)		(4.7	)		(4.7	)
Non-GAAP (loss) income from continuing operations - for ROTCE calculation, excluding noteworthy items and preferred dividend normalization	$	84.3		$	(52.7	)	$	122.1		$	(203.3	)	$	377.5
Return on average tangible common equity, after noteworthy items (Non-GAAP)		7.22	%	NM				9.82	%	NM				9.94	%
Return on average tangible common equity, after noteworthy items and preferred dividend normalization		6.84	%	NM				9.46	%	NM				9.82	%

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5.	Net income (loss) excluding noteworthy items

Net income and net loss excluding noteworthy items are non-GAAP measures that exclude items from the respective line item in the GAAP statement of income. The Company believes that adjusting for these items provides the user of CIT’s financial information a measure of the underlying performance of the Company. The non-GAAP noteworthy items are summarized in the following categories: significant due to the size of the transaction; transactions pertaining to items no longer considered core to CIT’s on-going operations (e.g. sales of non-strategic portfolios); and other items, such as restructuring costs.

Net loss, Excluding Noteworthy Items (dollars in millions, except per share data)

			Pre-tax											After-Tax				Per
	Description	Line Item	Balance						Tax⁽²⁾					Balance				Share
Quarter Ended September 30, 2020
Net income available to common shareholders														$		82.9		$	0.84
	MOB merger and integration costs	Operating expenses	$		12.6				$		(3.8		)			8.8			0.09
	Performance Stock Units expense reversal	Operating expenses			(12.1		)				3.1					(9.0	)		(0.09	)
Non-GAAP net income available to common shareholders, excluding noteworthy items⁽¹⁾														$		82.7		$	0.84

Quarter Ended June 30, 2020
Net loss available to common shareholders														$		(97.6	)	$	(0.99	)
	Restructuring charges	Operating expenses	$		37.2				$		(13.6		)			23.6			0.24
	MOB merger and integration costs	Operating expenses			19.9						(7.3		)			12.6			0.13
Non-GAAP income available to common shareholders, excluding noteworthy items⁽¹⁾														$		(61.4	)	$	(0.62	)

Quarter Ended September 30, 2019
Net income available to common shareholders														$		142.8		$	1.50
	Building impairment charge	Operating expenses	$		28.9				$		(7.3		)			21.6			0.23
	Restructuring charge	Operating expenses			15.1						(3.8		)			11.3			0.12
	Change in indefinite reinvestment tax assertion	(Benefit) provision for income taxes			-						(53.2		)			(53.2	)		(0.56	)
Non-GAAP net income available to common shareholders, excluding noteworthy items⁽¹⁾														$		122.5		$	1.29


Nine Months Ended September 30, 2020
Net loss available to common shareholders															$	(642.8	)	$	(6.54	)
	MOB day 1 provision for credit losses	Provision for credit losses	$	44.8				$		(8.1		)				36.7			0.37
	Performance Stock Units expense reversal	Operating expenses		(12.1		)				3.1						(9.0	)		(0.09	)
	Restructuring charges	Operating expenses		37.2						(13.6		)				23.6			0.24
	MOB merger and integration costs	Operating expenses		49.6						(14.2		)				35.4			0.36
	Goodwill impairment	Goodwill impairment		344.7						(5.7		)				339.0			3.45
Non-GAAP net loss available to common shareholders, excluding noteworthy items⁽¹⁾															$	(217.1	)	$	(2.21	)

Nine Months Ended September 30, 2019
Net income available to common shareholders															$	389.9		$	4.00
	Building impairment charge	Depreciation on operating lease equipment	$	28.9				$		(7.3		)				21.6			0.22
	Restructuring charge	Other non-interest income		15.1						(3.8		)				11.3			0.12
	Change in indefinite reinvestment tax assertion	Other non-interest income		-						(53.2		)				(53.2	)		(0.55	)
Non-GAAP net income available to common shareholders, excluding noteworthy items⁽¹⁾															$	369.6		$	3.79

Income from continuing operations available to common shareholders															$	389.4		$	3.99
	Building impairment charge	Depreciation on operating lease equipment	$	28.9				$		(7.3		)				21.6			0.22
	Restructuring charge	Other non-interest income		15.1						(3.8		)				11.3			0.12
	Change in indefinite reinvestment tax assertion	Other non-interest income		-						(53.2		)				(53.2	)		(0.55	)
Non-GAAP income from continuing operations available to common shareholders, excluding noteworthy items⁽¹⁾															$	369.1		$	3.78

⁽¹⁾	Items may not sum due to rounding.

⁽²⁾	Income tax rates vary depending on the specific item and the entity location in which it is recorded.

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6.	Effective Tax Rate Reconciliation

The provision for income taxes before noteworthy items and tax discrete items and the respective effective tax rate are non-GAAP measures, which management uses for analytical purposes to understand the Company’s underlying tax rate. Noteworthy items are presented in item 5 above, and discussed in various sections of the MD&A. The tax discrete items are discussed in the Income Tax section.

Effective Tax Rate Reconciliation - Noteworthy Items (dollars in millions)

	Quarters Ended									Nine Months Ended
	September 30,			June 30,			September 30,			September 30,			September 30,
	2020			2020			2019			2020			2019
Provision (benefit) for income taxes - GAAP	$	29.5		$	(73.2	)	$	(26.0	)	$	(116.0	)	$	45.2
Income tax on noteworthy items		0.7			20.9			64.3			38.5			64.3
Provision (benefit) for income taxes, before noteworthy items - Non-GAAP		30.2			(52.3	)		38.3			(77.5	)		109.5
Income tax - remaining discrete items		(0.1	)		(1.1	)		0.3			1.8			11.9
Provision (benefit) for income taxes, before noteworthy and discrete tax items - Non-GAAP	$	30.1		$	(53.4	)	$	38.6		$	(75.7	)	$	121.4
Income (loss) from continuing operations before (benefit) provision for income taxes - GAAP	$	115.2		$	(158.5	)	$	116.8		$	(739.9	)	$	444.0
Noteworthy items before tax		0.5			57.1			44.0			464.2			44.0
Adjusted income (loss) from continuing operations before (benefit) provision for income taxes and discrete items - Non-GAAP	$	115.7		$	(101.4	)	$	160.8		$	(275.7	)	$	488.0
Effective tax rate		25.6	%		46.2	%		(22.3	)%		15.7	%		10.2	%
Effective tax rate, excluding noteworthy items - Non-GAAP		26.1	%		51.6	%		23.8	%		28.1	%		22.4	%
Effective tax rate, excluding noteworthy and tax discrete items - Non-GAAP		26.0	%		52.7	%		24.0	%		27.4	%		24.9	%

7.	Regulatory Capital Measures

Included within this Form 10-Q are risk-weighted assets, risk-based capital and leverage ratios as calculated under the Basel III Rule, the Simplification Final Rule and the Revised CECL Transition Rule as of September 30, June 30, and March 31, 2020, and the Transition Final Rule as of December 31, 2019. Such measures are considered key regulatory capital measures used by banking regulators, investors and analysts to assess CIT’s (as a BHC) regulatory capital position and to compare CIT to other financial institutions. For information on our capital ratios and requirements, see the “Capital” and “COVID-19 Pandemic Response” sections.

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FORWARD-LOOKING STATEMENTS

Certain statements contained in this document are “forward-looking statements” within the meaning of the U.S. Private Securities Litigation Reform Act of 1995, as amended. All statements contained herein that are not clearly historical in nature are forward-looking and the words “anticipate,” “believe,” “could,” “expect,” “estimate,” “forecast,” “intend,” “plan,” “potential,” “project,” “target” and similar expressions are generally intended to identify forward-looking statements. Any forward-looking statements contained herein, in press releases, written statements or other documents filed with the Securities and Exchange Commission or in communications and discussions with investors and analysts in the normal course of business through meetings, webcasts, phone calls and conference calls, concerning our operations, economic performance and financial condition are subject to known and unknown risks, uncertainties and contingencies. Forward-looking statements are included, for example, in the discussions about:

•	our pending merger with First Citizens,

•

our liquidity risk and capital management, including our capital plan, leverage, capital ratios, and credit ratings, our liquidity plan, and our plans and the potential transactions designed to enhance our liquidity and capital, to repay secured and unsecured debt, to issue qualifying capital instruments, including Tier 1 qualifying preferred stock and Tier 2 qualifying subordinated debt, and for a return of capital,

•	recent accounting pronouncements and their estimated impact on our business or financial performance.

•	our plans to change our funding mix, to access new sources of funding, and to broaden our deposit taking capabilities, and expanding our treasury management services,

•	our pending or potential acquisition and disposition plans, and the integration and restructuring risks inherent in such acquisitions,

•	our credit risk management and credit quality,

•	our asset/liability risk management,

•	our funding, borrowing costs and NFR,

•	our operational risks, including risk of operational errors, failure of operational controls, cybersecurity risks, success of systems enhancements and expansion of risk management and control functions,

•	our mix of portfolio asset classes, including changes resulting from growth initiatives, new business initiatives, new products, acquisitions and divestitures, new business and customer retention,

•	our legal risks, including the enforceability of our agreements, the impact of legal proceedings, and the impact of changes in laws and regulations,

•	our growth rates, and

•	our commitments to extend credit or purchase equipment.

Forward-looking statements also include statements relating to our continuing response to the COVID-19 pandemic. These statements include, but are not limited to, statements about:

•	the implementation of our business continuity plan, Including the ability of our employees to work remotely and the effectiveness of our systems and other critical technology;

•	our ability to staff our branches and other operations that cannot be operated remotely;

•	our ability to maintain and operate our systems supporting our customers, including ongoing access to online banking resources;

•	the potential effectiveness of relief measures for customers affected by COVID-19;

•	the anticipated levels at which customers will draw on outstanding lines of credit;

•	the strength of our capital and liquidity positions, the availability of contingent liquidity sources, and our ability to accurately predict capital and liquidity needs;

•	the strength of our lending portfolios and the adequacy of our allowance for credit losses; and

•	future opportunities after the COVID-19 pandemic subsides.

All forward-looking statements involve risks and uncertainties, many of which are beyond our control, which may cause actual results, performance or achievements to differ materially from anticipated results, performance or achievements expressed or implied in these statements. Forward-looking statements are based upon management’s estimates of fair values and of future costs, using currently available information. Factors, in addition to those disclosed in “Risk Factors”, that could cause such differences include, but are not limited to:

•	risks inherent in deposit funding, including reducing reliance on brokered deposits, increasing retail non-maturity accounts, and expanding treasury management services,

•	risks inherent in capital markets, including liquidity, changes in market interest rates and quality spreads, and our access to secured and unsecured debt markets,

•	risks inherent in a return of capital, including risks related to obtaining regulatory approval, the nature and allocation among different methods of returning capital, and the amount and timing of any capital return,

•	risks of actual or perceived economic slowdown, downturn or recession, including slowdown in customer demand for credit or increases in non-accrual loans or default rates,

•	industry cycles and trends, including in oil and gas, power and energy, telecommunications, information technology, and commercial and residential real estate,

•	uncertainties associated with risk management, including evaluating credit, adequacy of reserves for credit losses, prepayment risk, asset/liability risk, interest rate and currency risks, and cybersecurity risks,

•	risks of implementing new processes, procedures, and systems,

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•

risks associated with the value and recoverability of leased equipment and related lease residual values, including railcars, telecommunication towers, technology and office equipment, information technology equipment, including data centers, and large and small industrial, medical, and transportation equipment,

•	risks of failing to achieve the projected revenue growth from new business initiatives or the projected expense reductions from efficiency improvements,

•	application of goodwill accounting or fair value accounting in volatile markets,

•

regulatory changes and developments, including changes in laws or regulations governing our business and operations, or affecting our assets, including our operating lease equipment or changes in the regulatory environment, whether due to events or factors specific to CIT, or other large multi-national or regional banks, or the industry in general, including developments that could negatively affect our pending merger with First Citizens,

•	risks associated with dispositions of businesses or asset portfolios, including how to replace the income associated with such businesses or asset portfolios and the risk of residual liabilities from such businesses or portfolios,

•	risks associated with acquisitions of asset portfolios or businesses, such as MOB, including integrating technology and operations, merging cultures, and reducing duplication in personnel, policies, internal controls, and systems,

•

the duration, extent and severity of the COVID-19 pandemic, as well as the responses of federal, state and local governments to the pandemic, including the impact across our business, operations and employees as well as the effect on our customers and service providers and on the economy and markets more generally, and on First Citizens’ and/or CIT’s ability to complete the proposed merger,

•	risks and uncertainties relating to our pending merger with First Citizens, including, among others,

•

the risk that the cost savings, any revenue synergies and other anticipated benefits of the proposed merger may not be realized or may take longer than anticipated to be realized, including as a result of the impact of, or problems arising from, the integration of the two companies or as a result of the condition of the economy and competitive factors in areas where First Citizens and CIT do business,

•

disruption to the parties’ businesses as a result of the announcement and pendency of the proposed merger and diversion of management’s attention from ongoing business operations and opportunities,

•

the occurrence of any event, change or other circumstances that could give rise to the right of one or both of the parties to terminate the merger agreement,

•

the risk that the integration of First Citizens’ and CIT’s operations will be materially delayed or will be more costly or difficult than expected or that First Citizens and CIT are otherwise unable to successfully integrate their businesses,

•

the failure to obtain the necessary approvals of the stockholders of First Citizens and/or CIT,

•

the outcome of any legal proceedings that may be instituted against First Citizens and/or CIT,

•

the failure to obtain required governmental approvals (and the risk that such approvals may result in the imposition of conditions that could adversely affect the combined company or the expected benefits of the proposed transaction),

•

reputational risk and potential adverse reactions of First Citizens’ and/or CIT’s customers, suppliers, employees or other business partners, including those resulting from the announcement or completion of the proposed merger,

•

the failure of any of the closing conditions in the definitive merger agreement to be satisfied on a timely basis or at all,

•

delays in closing the proposed merger,

•

the possibility that the proposed merger may be more expensive to complete than anticipated, including as a result of unexpected factors or events, and

•

any of the foregoing risks or other factors that may affect CIT’s future results of operations.

Any or all of our forward-looking statements here or in other publications may turn out to be wrong, and there are no guarantees regarding our performance. We do not assume any obligation to update any forward-looking statement for any reason.

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Item 4. Controls and Procedures

EVALUATION OF DISCLOSURE CONTROLS AND PROCEDURES

Under the supervision of and with the participation of management, including our principal executive officer and principal financial officer, we evaluated the effectiveness of our disclosure controls and procedures, as such term is defined in Rules 13a-15(e) and 15d-15(e) promulgated under the Securities and Exchange Act of 1934, (the “Exchange Act”) as of September 30, 2020. Based on such evaluation our principal executive officer and principal financial officer concluded that our disclosure controls and procedures were effective.

CHANGES IN INTERNAL CONTROL OVER FINANCIAL REPORTING

Except as noted below, there were no changes in our internal control over financial reporting that occurred during the quarter ended September 30, 2020, that have materially affected, or are reasonably likely to materially affect, our internal control over financial reporting.

Mutual of Omaha Bank acquisition – On January 1, 2020, the Company acquired Mutual of Omaha Bank as described elsewhere in this report. The Company is still in the process of integrating policies, processes, internal controls, people, technology and operations relating to this transaction into our overall internal controls over financial reporting. As integration activities occur, management will modify existing internal controls and/or implement additional internal controls when necessary to appropriately address underlying risks. In addition, during this integration period, management has extended its oversight and monitoring processes that support internal control over financial reporting, and to-date, while this acquisition is considered a significant change to the Company’s internal control over financial reporting, management has not identified any risks or concerns that require escalation to the principal executive officer and principal financial officer of the Company. The Company will continue to closely monitor and evaluate the impact and magnitude of any related changes to our internal control over financial reporting until all integration activities have been completed.

Implementation of the Current Expected Credit Losses (“CECL”) (ASC 326) accounting standard – On January 1, 2020, CIT adopted new guidance on measuring credit losses on financial instruments using the CECL accounting standard. During the first quarter of 2020, the adoption of CECL resulted in the implementation of additional models and systems and also led to the modification of existing, and the implementation of additional, internal controls related to data validation, enhanced disclosure requirements and governance related activities into our overall internal controls over financial reporting to appropriately address underlying risks. Management has extended its oversight and monitoring processes that support internal control over financial reporting, and, to date, although the result of the accounting standard change is considered a significant change to the Company’s internal control over financial reporting, management has not identified any risks or concerns that require escalation to the principal executive officer and principal financial officer of the Company.

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Part Two — Other Information

Item 1. Legal Proceedings

See Note 16 — Contingencies, in the Notes to the unaudited interim Condensed Consolidated Financial Statements in Part I, Item 1 — Financial Statements, which is incorporated by reference into this item.

Item 1A. Risk Factors

Risk factors remain unchanged during 2020, except for the additional factors noted below. For a discussion of risk factors, see Part I, Item 1A. Risk Factors, of CIT’s 2019 Form 10-K, and Forward-Looking Statements of this Form 10-Q.

Our business, financial condition, liquidity, capital and results of operations have been, and will likely continue to be, adversely affected by the COVID-19 pandemic.

The COVID-19 pandemic has created economic and financial disruptions that have adversely affected, and are likely to continue to adversely affect, our business, financial condition, liquidity, capital and results of operations. The extent to which the COVID-19 pandemic will negatively affect our business, financial condition, liquidity, capital and results of operations will depend on future developments, which are highly uncertain and cannot be predicted, including the scope and duration of the pandemic, the direct and indirect impact of the pandemic on our employees, clients, counterparties and service providers, as well as other market participants, and actions taken by governmental authorities and other third parties in response to the pandemic.

The COVID-19 pandemic has contributed to (i) sudden and significant declines, and significant increases in volatility, in financial markets; (ii) ratings downgrades, credit deterioration and defaults in many industries, including transportation, natural resources, retail, hospitality and commercial real estate; (iii) customers drawing on credit lines to increase liquidity; and (iv) heightened cybersecurity, information security and operational risks as a result of work-from-home arrangements. In addition, many of our customers, counterparties and third-party service providers have been, and may further be, affected by “stay-at-home” orders, market volatility and other factors that increase their risks of business disruption or that may otherwise affect their ability to repay loans, perform under the terms of any agreements with us or provide other essential services. As a result, our credit, operational and other risks are generally expected to increase until the pandemic subsides.

Although we have a business continuity plan that is designed to provide for our continuing operation in case of potentially disruptive events, such as a global pandemic, there can be no guarantee that our plan will effectively address some or all of the effects of the COVID-19 pandemic. Our business operations may be disrupted if significant portions of our workforce are unable to work effectively, including because of illness, quarantines, government actions, failures in systems or technology or other restrictions in connection with the pandemic, or if we are unable to maintain service in our branches, lockboxes, or other operations that cannot be operated remotely.

We continue to monitor the sectors that are most susceptible to economic uncertainty as a result of the COVID-19 pandemic. The COVID-19 pandemic has significantly reduced demand for goods and service for many of our customers and other businesses in sectors that we service. In the retail sector, our exposure is in the factoring business, principally in trade receivables, and to a lesser extent in the commercial real estate business. In the hospitality and transportation sectors, we have loan exposures to the restaurant, lodging, gaming, maritime, aviation and rail industries. The significant declines in the price of, and demand for, oil and gas may have negative effects on not only our loan exposures in the exploration and production sector, but may also lead to a decreased demand for our railcars, and could have a significant adverse effect on the demand for ships that are collateral for our loans. Further, we have exposure to small businesses through both equipment loans and leases and through SBA loans, which could be adversely affected by the extensive closure of businesses in many states during the COVID-19 pandemic. We also have exposure to single family residential mortgages, which could be adversely affected by job losses due to the economic dislocation resulting from the COVID-19 pandemic. Further, we have implemented several forms of temporary relief to our consumer and commercial customers, including payment deferrals, suspension of foreclosures and evictions, and fee waivers for ATM transactions, overdrafts, and early withdrawal of certificates of deposit, which may adversely affect our revenue and results of operations or result in higher rates of default and increased credit losses in future periods.

The potential negative effects of the COVID-19 pandemic on us and the industries to which we are exposed resulted in substantial decreases in our stock price during the first quarter, which remained depressed during the second and third quarters compared to 2019. With the decline in market values across our peers and our decrease in financial results in the current and forecasted economic environment, we recognized a significant impairment to our goodwill in the first quarter. If the effects of the COVID-19 pandemic cause continued or extended decline in the economic environment and our financial results, we may be required to recognize further impairment of our goodwill.

The effects of the COVID-19 pandemic on economic and market conditions have increased demands on credit facilities that we provide to our customers, which could have an adverse impact on our liquidity. In addition, these adverse developments may negatively affect our capital and leverage ratios. We previously announced that we were suspending repurchases of our common stock in connection with our acquisition of Mutual of Omaha Bank until our target 10.5% CET1 capital ratio was reached, which we originally projected to occur by the end of 2020. The COVID-19 pandemic may affect our ability to reach the 10.5% target, and, even if that target is reached, may cause us to continue suspension of repurchases or further reduce capital distributions to preserve capital and liquidity to meet our customers’ needs. Long-term adverse effects could also prevent us from satisfying minimum regulatory capital ratios. Further, although we continue to monitor our capital and liquidity, including through stress testing, there can be no guarantee that we will be able to accurately predict our future capital and liquidity needs.

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In addition to the potential impact on industries that we serve, we are also potentially impacted by increased cybersecurity attacks. In times of economic stress, there are typically increased attempts at cybersecurity attacks to exploit potential weaknesses. In particular, we believe there currently are increased attempts at phishing attacks, in which attackers pose as known persons or authorities to entice employees to reveal their network credentials. Although we have significant resources dedicated to cybersecurity, there is no guarantee that we will not fall victim to phishing attacks or other cybersecurity attacks, which could lead to unauthorized access to confidential customer information or disruption of our technology and systems.

Further, like most organizations, we are susceptible to key man risk, meaning the risk that key members of our executive management team, such as our Chairwoman and CEO, our CFO, the heads of our two operating segments, our Chief Risk Officer, our Chief Credit Officer, or our Chief Technology and Operations Officer become ill or are incapacitated. Although we have management succession plans in place, there is no guarantee that those plans will be successfully implemented or will succeed.

Governmental authorities worldwide have taken unprecedented measures to stabilize the markets and support economic growth. The success of these measures is unknown and they may not be sufficient to address the negative effects of COVID-19 or avert severe and prolonged reductions in economic activity.

The length of the pandemic and the efficacy of the extraordinary measures being put in place to address it are unknown. Other negative effects of COVID-19 that may impact our business, financial condition, liquidity, capital and results of operations cannot be predicted at this time. It is likely, however, that our business, financial condition, liquidity, capital and results of operations will continue to be adversely affected until the pandemic subsides. Until the pandemic subsides, we may experience increased draws on lines of credit, reduced revenues in certain commercial business lines and increased credit losses in our lending portfolios. Even after the pandemic subsides, the U.S. economy as well as most other major economies may struggle to reopen their economies and may continue to experience a recession, and we anticipate our businesses would be materially and adversely affected by a prolonged recession in the U.S. and other major markets.

Merger-Related Risks

Failure to complete the merger with First Citizens could negatively affect our stock price and our future business and financial results.

If our pending merger with First Citizens is not completed for any reason, our ongoing business may be adversely affected and, without realizing any of the benefits of having completed the merger, we would be subject to a number of risks, including the following:

•

we may experience negative reactions from the financial markets, including negative effects on our stock price

•

we may experience negative reactions from our customers and vendors

•

we will have incurred substantial expenses and will be required to pay certain costs relating to the merger, including legal, accounting, and other fees, whether or not the merger is completed

•

our management team will have devoted substantial time and resources to matters relating to the merger, and would otherwise have devoted their time and resources to other opportunities that may have been beneficial to CIT.

In addition, if the Merger Agreement is terminated and CIT seeks another merger or business combination, the market price of our common stock could decline, which could make it more difficult to find a party willing to offer equivalent or more attractive consideration than the consideration First Citizens has agreed to provide in the merger.

We will be subject to uncertainties while our merger with First Citizens is pending, which would adversely affect our business.

Uncertainty about the effect of the merger on our employees and customers may have an adverse effect on us. These uncertainties may impair our ability to attract, retain and motivate key personnel until the merger is consummated and for a period of time thereafter, and could cause customers and others that deal with us to seek to change their existing business relationships with us. Employee retention may be particularly challenging during the pendency of the merger, as employees may experience uncertainty about their roles with the surviving corporation following the merger.

The Merger Agreement may be terminated and our merger with First Citizens may not be completed.

The Merger Agreement is subject to a number of customary closing conditions, including the receipt of regulatory approvals and the requisite approvals of our and First Citizens’ stockholders. Conditions to the closing of the merger may not be fulfilled in a timely manner or at all, and, accordingly, the merger may be delayed or may not be completed. In addition, we and/or First Citizens may elect to terminate the Merger Agreement under certain circumstances.

Our ability to complete our pending merger with First Citizens is subject to various regulatory approvals, which may impose conditions that could adversely affect us.

Before our pending merger with First Citizens may be completed, we must obtain federal and state regulatory approvals, including approval of the FRB, the FDIC, and the North Carolina Commissioner of Banks. These regulators may impose conditions on the completion of the merger, and any such conditions could have the effect of delaying completion of the merger or causing a termination of the Merger Agreement. There can be no assurance as to whether regulatory approval will be received, the timing of that approval, or whether any conditions will be imposed.

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Shareholder litigation could prevent or delay the closing of our pending merger with First Citizens or otherwise negatively affect our business and operations.

We may incur additional costs in connection with the defense or settlement of any shareholder lawsuits filed in connection with our pending merger with First Citizens. Such litigation could have an adverse effect on our financial condition and results of operations and could prevent or delay the consummation of the merger.

Because the market price of First Citizens’ common stock may fluctuate, our stockholders cannot be certain of the precise value of the merger consideration they may receive in our proposed merger with First Citizens.

At the time our pending merger with First Citizens is completed, each issued and outstanding share of our common stock (other than certain shares held by us or First Citizens) will be converted into the right to receive 0.062 shares of First Citizens’ class A common stock. There will be a time lapse between each of the date of the proxy statement/prospectus for the stockholders’ meeting to approve the merger, the date on which our stockholders vote to approve the merger, and the date on which our stockholders entitled to receive shares of First Citizens’ common stock actually receive such shares. The market value of First Citizens’ common stock may fluctuate during these periods as a result of a variety of factors, including general market and economic conditions, changes in First Citizens’ businesses, operations and prospects, and regulatory considerations. Many of these factors are outside of our and First Citizens’ control. Consequently, at the time that our stockholders must decide whether to approve the merger, they will not know the actual market value of the shares of First Citizens’ common stock they will receive when the merger is completed. The actual value of the shares of First Citizens’ common stock received by our shareholders will depend on the market value of shares of First Citizens’ common stock at the time the merger is completed. This market value may be less or more than the value used to determine the exchange ratio stated in the Merger Agreement.

Item 2. Unregistered Sales of Equity Securities and Use of Proceeds

There were no repurchases of our common stock during the quarter ended September 30, 2020.

Item 4. Mine Safety Disclosure

Not applicable

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Item 6. Exhibits

(a)

Exhibits

2.1		Agreement and Plan of Merger, by and among CIT Group Inc., IMB HoldCo LLC, Carbon Merger Sub LLC and JCF III HoldCo I L.P., dated as of July 21, 2014 (incorporated by reference to Exhibit 2.1 to Form 8-K filed July 25, 2014).
2.2		Amendment No. 1, dated as of July 21, 2015, to the Agreement and Plan of Merger, by and among CIT Group Inc., IMB HoldCo I L.P., Carbon Merger Sub LLC and JCF III HoldCo I L.P., dated as of July 21, 2014 (incorporated by reference to Exhibit 2.1 to Form 8-K filed July 27, 2015).
2.3		Agreement and Plan of Merger among Mutual of Omaha Insurance Company, Omaha Financial Holdings, Inc. Mutual of Omaha Bank, CIT Group Inc. and CIT Bank National Association, dated as of August 12, 2019 (incorporated by reference to Exhibit 2.1 to Form 8-K filed August 16, 2019).
2.4		Agreement and Plan of Merger, dated as of October 15, 2020, by and among First Citizens BancShares, Inc., First-Citizens Bank & Trust Company, FC Merger Subsidiary IX, Inc., and CIT Group Inc. (incorporated by reference to Exhibit 2.1 to Form 8-K filed October 20, 2020).
3.1		Fourth Restated Certificate of Incorporation of the Company, as filed with the Office of the Secretary of State of the State of Delaware on May 17, 2016 (incorporated by reference to Exhibit 3.1 to Form 8-K filed May 17, 2016).
3.2		Amended and Restated By-laws of the Company, as amended through April 15, 2020 (incorporated by reference to Exhibit 3.2 to Form 10-Q filed May 5, 2020).
3.3		Certificate of Designation of Fixed-to-Floating Rate Non-Cumulative Perpetual Preferred Stock, Series A of CIT Group Inc., dated June 6, 2017 (incorporated by reference to Exhibit 3.1 to Form 8-K filed June 7, 2017).
3.4		Certificate of Designation of 5.625% Non-Cumulative Perpetual Preferred Stock, Series B of CIT Group Inc. (incorporated by reference to Exhibit 3.3 to our Form 8-A filed November 12, 2019).
4.1		Indenture, dated as of January 20, 2006, between CIT Group Inc. and The Bank of New York Mellon (as successor to JPMorgan Chase Bank N.A.) for the issuance of senior debt securities (incorporated by reference to Exhibit 4.3 to Form S-3 filed January 20, 2006).
4.2		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).
4.3		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).
4.4		Fourth Supplemental Indenture, dated as of August 1, 2013, 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 5.00% Senior Unsecured Note due 2023) (incorporated by reference to Exhibit 4.2 to Form 8-K filed August 1, 2013).
4.5		Seventh Supplemental Indenture, dated as of March 9, 2018, by and 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 4.125% Senior Unsecured Notes due 2021 and Form of 5.250% Senior Unsecured Notes due 2025) (incorporated by reference to Exhibit 4.2 to Form 8-K filed March 12, 2018).
4.6		Subordinated Indenture, dated as of March 9, 2018, between 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 4.3 to Form 8-K filed March 12, 2018).
4.7		First Supplemental Indenture, dated as of March 9, 2018, between 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 6.125% Subordinated Notes due 2028) (incorporated by reference to Exhibit 4.4 to Form 8-K filed March 12, 2018).
4.8		Eighth Supplemental Indenture, dated as of August 17, 2018 by and 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 4.750% Senior Unsecured Notes due 2024) (incorporated by reference to Exhibit 4.2 of Form 8-K filed August 17, 2018).
4.9		Second Supplemental Indenture, dated as of November 13, 2019, between 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 4.125% Fixed-to-Fixed Rate Subordinated Notes due 2029) (incorporated by reference to Exhibit 4.2 on Form 8-K filed November 13, 2019).
4.10		Description of CIT Group Inc.’s Securities Registered under Section 12 of the Exchange Act Certain instruments defining the rights of holders of long-term debt securities of CIT and its subsidiaries are omitted pursuant to Item 601(b)(4)(iii)(A) of Regulation S-K (incorporated by reference to Exhibit 4.10 to Form 10-K filed on February 20, 2020). CIT hereby undertakes to furnish to the SEC, upon request, copies of such instruments.
4.11		Ninth Supplemental Indenture, dated as of June 19, 2020, 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 3.929% Senior Unsecured Fixed-to-Floating Rate Note due 2024). (incorporated by reference to Exhibit 4.2 to Form 8-K filed June 19, 2020).
10.1*		CIT Group Inc. Omnibus Incentive Plan (incorporated by reference to exhibit 10.1 to Form 10-Q filed November 2, 2018).
10.2*		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).
10.3*		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).
10.4*		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).
10.5*		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).

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10.6		Stockholders Agreement, by and among CIT Group Inc. and the parties listed on the signature pages thereto, dated as of July 21, 2014 (incorporated by reference to Exhibit 10.1 to Form 8-K filed July 25, 2014).
10.7*		Offer Letter, dated October 26, 2015, between CIT Group Inc. and Ellen R. Alemany, including Attached Exhibits. (incorporated by reference to Exhibit 10.39 to Form 10-Q filed November 13, 2015).
10.8		CIT Employee Severance Plan (As Amended and Restated Effective January 1, 2017) (incorporated by reference to Exhibit 10.40 to Form 10-Q filed November 9, 2016).
10.9		Form of CIT Group Inc. Omnibus Incentive Plan Restricted Stock Unit Director Award Agreement (Three Year Vesting) (incorporated by reference to Exhibit 10-48 to Form 10-K filed on March 16, 2017).
10.10		Form of CIT Group Inc. Omnibus Incentive Plan Performance Share Unit Award Agreement (2017) (with ROTCE Performance Measure and TSR Modifier) (incorporated by reference to Exhibit 10.39 to Form 10-Q filed May 8, 2017).
10.11		Form of CIT Group Inc. Omnibus Incentive Plan Restricted Stock Unit Award Agreement (with Performance Based Vesting) (2017) (incorporated by reference to Exhibit 10.40 to Form 10-Q filed May 8, 2017).
10.12		Form of CIT Group Inc. Omnibus Incentive Plan Performance Share Unit Award Agreement (2018) (incorporated by reference to Exhibit 10.23 to Form 10-Q filed May 4, 2018).
10.13		Form of CIT Group Inc. Omnibus Incentive Plan Restricted Stock Unit Award Agreement (with performance Based Vesting) (2018) (incorporated by reference to Exhibit 10.24 to Form 10-Q filed May 4, 2018).
10.14		Amendment No. 4 to Second Amended and Restated Revolving Credit and Guaranty Agreement, dated as of March 9, 2020, among CIT Group Inc., certain subsidiaries of CIT Group Inc., as Guarantors, the Lenders party thereto from time to time and Bank of America, N.A., as Administrative Agent and L/C Issuer (incorporated by reference to Exhibit 10.14 to Form 10-Q filed May 5, 2020).
10.15		Form of CIT Group Inc. Omnibus Incentive Plan Performance Share Unit Award Agreement (2019) (incorporated by reference to Exhibit 10.19 to Form 10-Q filed May 3, 2019).
10.16		Form of CIT Group Inc. Omnibus Incentive Plan Restricted Stock Unit Award Agreement (with performance Based Vesting) (2019) (incorporated by reference to Exhibit 10.20 to Form 10-Q filed May 3, 2019).
10.17		Form of CIT Group Inc. Omnibus Incentive Plan Performance Share Unit Award Agreement (2020) (incorporated by reference to Exhibit 10.17 to Form 10-Q filed May 5, 2020).
10.18		Form of CIT Group Inc. Omnibus Incentive Plan Restricted Stock Unit Award Agreement (with performance Based Vesting) (2020) (incorporated by reference to Exhibit 10.18 to Form 10-Q filed May 5, 2020).
10.19		Voting Agreement, dated as of October 15, by and among CIT Group Inc., Frank B. Holding, Jr., Hope H. Bryant, Peter M. Bristow, and Claire H. Bristow (incorporated by reference to Exhibit 10.1 to Form 8-K filed October 20, 2020).
10.20		Form of Severance Amendment Letter, dated October 19, 2020, from CIT Group, Inc. (incorporated by reference to Exhibit 99.1 to Form 8-K filed October 20, 2020).

31.1		Certification of Ellen R. Alemany pursuant to Rules 13a-14(a) and 15d-14(a) of the Securities Exchange Commission, as promulgated pursuant to Section 13(a) of the Securities Exchange Act and Section 302 of the Sarbanes-Oxley Act of 2002.
31.2		Certification of John Fawcett pursuant to Rules 13a-14(a) and 15d-14(a) of the Securities Exchange Commission, as promulgated pursuant to Section 13(a) of the Securities Exchange Act and Section 302 of the Sarbanes-Oxley Act of 2002.
32.1***		Certification of Ellen R. Alemany pursuant to 18 U.S.C. Section 1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002.
32.2***		Certification of John Fawcett pursuant to 18 U.S.C. Section 1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002.
101		The following materials from CIT Group Inc.’s Quarterly Report on Form 10-Q for the quarter ended September 30, 2020, formatted in iXBRL (Inline eXtensible Business Reporting Language): (i) the Condensed Consolidated Balance Sheets, (ii) the Condensed Consolidated Statements of Income, (iii) the Condensed Consolidated Statements of Comprehensive Income, (iv) the Condensed Consolidated Statements of Changes in Stockholders' Equity, (v) the Condensed Consolidated Statements of Cash Flows, and (vi) Notes to Condensed Consolidated Financial Statements.
104		The cover page from CIT Group Inc.’s Form 10-Q for the quarterly period ended September 30, 2020, formatted inline XBRL (contained in exhibit 101.1).

*	Indicates a management contract or compensatory plan or arrangement.

**	Portions of this exhibit have been omitted and filed separately with the Securities and Exchange Commission as part of an application for granting confidential treatment pursuant to the Securities Exchange Act of 1934, as amended.

***	This information is furnished and not filed for purposes of Section 18 of the Securities Exchange Act of 1934 and is not incorporated by reference into any filing under the Securities Act of 1933.

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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, thereunto duly authorized.


October 30, 2020	CIT GROUP INC.

	/s/ John Fawcett
	John Fawcett
	Executive Vice President and
	Chief Financial Officer

	/s/ Edward K. Sperling
	Edward K. Sperling
	Executive Vice President and Controller

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EXHIBIT 31.1

CERTIFICATIONS

I, Ellen R. Alemany, certify that:

1. I have reviewed this Quarterly Report on Form 10-Q 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 necessary 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 material 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 preparation 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 conclusions 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 information; and

(b) any fraud, whether or not material, that involves management or other employees who have a significant role in the registrant’s internal control over financial reporting.

Date: October 30, 2020

	/s/ Ellen R. Alemany
	Ellen R. Alemany

	Chairwoman and Chief Executive Officer CIT Group Inc.

EXHIBIT 31.2

CERTIFICATIONS

I, John Fawcett, certify that:

1. I have reviewed this Quarterly Report on Form 10-Q of CIT Group Inc.;

(b) any fraud, whether or not material, that involves management or other employees who have a significant role in the registrant’s internal control over financial reporting.

Date: October 30, 2020



	/s/ John Fawcett
	John Fawcett

	Executive Vice President and Chief Financial Officer CIT Group Inc.

EXHIBIT 32.1

Certification Pursuant to Section 18 U.S.C. Section 1350,

As Adopted Pursuant to Section 906 of the Sarbanes-Oxley Act of 2002

In connection with the Quarterly Report of CIT Group Inc. (“CIT”) on Form 10-Q for the quarter ended September 30, 2020, as filed with the Securities and Exchange Commission on the date hereof (the “Report”), I, Ellen R. Alemany, the Chief Executive Officer of CIT, certify, pursuant to 18 U.S.C. ss.1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002, that;

(i) The Report fully complies with the requirements of Section 13(a) or 15(d), as applicable, of the Securities Exchange Act of 1934; and

(ii) The information contained in the Report fairly presents, in all material respects, the financial condition and results of operations of CIT.

Dated: October 30, 2020

	/s/ Ellen R. Alemany
	Ellen R. Alemany

	Chairwoman and Chief Executive Officer CIT Group Inc.

The foregoing certification is being furnished solely pursuant to 18 U.S.C. § 1350 and is not being filed as part of the Report or as a separate disclosure document.

EXHIBIT 32.2

Certification Pursuant to Section 18 U.S.C. Section 1350,

As Adopted Pursuant to Section 906 of the Sarbanes-Oxley Act of 2002

In connection with the Quarterly Report of CIT Group Inc. (“CIT”) on Form 10-Q for the quarter ended September 30, 2020, as filed with the Securities and Exchange Commission on the date hereof (the “Report”), I, John Fawcett, the Chief Financial Officer of CIT, certify, pursuant to 18 U.S.C. ss.1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002, that;

(i) The Report fully complies with the requirements of Section 13(a) or 15(d), as applicable, of the Securities Exchange Act of 1934; and

(ii) The information contained in the Report fairly presents, in all material respects, the financial condition and results of operations of CIT.

Dated: October 30, 2020

	/s/ John Fawcett
	John Fawcett

	Executive Vice President and Chief Financial Officer CIT Group Inc.

The foregoing certification is being furnished solely pursuant to 18 U.S.C. § 1350 and is not being filed as part of the Report or as a separate disclosure document.