Toggle SGML Header (+)


Section 1: 8-K (FORM 8-K)

Form 8-K
CIT GROUP INC NY false 0001171825 0001171825 2019-09-09 2019-09-09

 

 

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

 

FORM 8-K

 

CURRENT REPORT

Pursuant to Section 13 or 15(d)

of the Securities Exchange Act of 1934

Date of Report (Date of earliest event reported): Septemb er 9, 2019 (September 9, 2019)

 

CIT GROUP INC.

(Exact name of registrant as specified in its charter)

 

Delaware

 

001-31369

 

65-1051192

(State or other jurisdiction

of incorporation)

 

(Commission

File Number)

 

(IRS Employer

Identification No.)

11 W. 42nd Street

New York, New York 10036

(Address of registrant’s principal executive office)

Registrant’s telephone number, including area code: (212) 461-5200

Not Applicable

(Former Name or Former Address, if Changed Since Last Report)

 

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:

Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)

Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))

Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

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

Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter). 

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.  

 

 


Section 7 – Regulation FD

Item 7.01. Regulation FD Disclosure.

This Current Report on Form 8-K includes as an exhibit certain presentation slides that will be presented by CIT Group Inc. (“CIT” or the “Company”) management to the Barclays Global Financial Services Conference on September 9, 2019 at 9:00 a.m. Eastern Time (the “Barclays Conference”). The presentation slides are attached as Exhibit 99.1. A live webcast of the presentation at the Barclays Conference, in addition to the presentation slides, will be available on the Investor Relations section of the CIT website at http://ir.cit.com on September 9, 2019 at 8:30 a.m. Eastern Time. A replay of the presentation will be available on the website for a period of 45 days following the event.

The presentation slides in Exhibit 99.1 are furnished pursuant to Item 7.01 and shall be considered furnished, not filed, for purposes of the Securities Exchange Act of 1934, as amended (the “Exchange Act”), and shall not be incorporated by reference in any filing under the Securities Act of 1933, as amended, or the Exchange Act, except as shall be expressly set forth by specific reference in such filing.

Section 9 – Financial Statements and Exhibits

Item 9.01. Financial Statements and Exhibits.

(d)     Exhibits.

         
 

99.1

   

Presentation slides, dated September 9, 2019, for the Barclays Global Financial Services Conference.

         
 

104

   

Cover Page Interactive Data File, formatted in Inline XBRL (embedded within the Inline XBRL document).

Forward-Looking Statements

This Form 8-K contains forward-looking statements within the meaning of applicable federal securities laws that are based upon our current expectations and assumptions concerning future events, which are subject to a number of risks and uncertainties that could cause actual results to differ materially from those anticipated. The words “expect,” “anticipate,” “estimate,” “forecast,” “initiative,” “objective,” “plan,” “goal,” “project,” “outlook,” “priorities,” “target,” “intend,” “evaluate,” “pursue,” “commence,” “seek,” “may,” “will,” “would,” “could,” “should,” “believe,” “potential,” “continue,” or the negative of any of those words or similar expressions is intended to identify forward-looking statements. All statements contained in this Form 8-K, other than statements of historical fact, including without limitation, statements about our plans, strategies, prospects and expectations regarding future events and our financial performance, are forward-looking statements that involve certain risks and uncertainties. In particular, any projections or expectations regarding the proposed acquisition by CIT Bank of Mutual of Omaha Bank described herein, our future revenues, expenses, earnings, capital expenditures, deposits or stock price, as well as the assumptions on which such expectations are based, are such forward-looking statements reflecting only our current judgment and are not guarantees of future performance or results. While these statements represent our current judgment on what the future may hold, and we believe these judgments are reasonable, these statements are not guarantees of any events or financial results, and our actual results may differ materially. Important factors that could cause our actual results to be materially different from our expectations include, among others, the risk that: (i) CIT Bank is unsuccessful in implementing its strategy and business plan, including, planned or potential acquisitions or divestitures; (ii) CIT Bank is unable to react to and address key business and regulatory issues; (iii) CIT Bank is unable to achieve the projected revenue growth from its new business initiatives or the projected expense reductions from efficiency improvements; (iv) CIT Bank becomes subject to liquidity constraints and higher funding costs; (v) the parties to the proposed transaction described in this Form 8-K do not obtain regulatory or other approvals or satisfy closing conditions to the transaction on a timely


basis, or at all, or approvals are subject to conditions that are not anticipated; (vi) CIT Bank experiences (A) difficulties and delays in integrating CIT Bank’s and Mutual of Omaha Bank’s respective businesses or fully realizing cost savings and other benefits, or (B) business disruptions due to transaction-related uncertainty or other factors making it more difficult to maintain relationships with employees, customers, other business partners or governmental entities; and (vii) changes in asset quality and credit risk, interest rates and capital markets or other economic conditions. We further describe these and other risks that could affect our results in Item 1A, “Risk Factors,” of our latest Annual Report on Form 10-K for the year ended December 31, 2018, which was filed with the Securities and Exchange Commission. Accordingly, you should not place undue reliance on the forward-looking statements contained in this Form 8-K. These forward-looking statements speak only as of the date on which the statements were made. The Company undertakes no obligation to update publicly or otherwise revise any forward-looking statements, except where expressly required by law.


SIGNATURES

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

CIT GROUP INC.

(Registrant)

     

By:

 

/s/ John Fawcett

     

 

John Fawcett

 

Executive Vice President & Chief Financial Officer

Dated: September 9, 2019

(Back To Top)

Section 2: EX-99.1 (EX-99.1)

EX-99.1

Exhibit 99.1 Barclays Global Financial Services Conference Ellen Alemany, Chairwoman and CEO John Fawcett, CFO September 2019 Exhibit 99.1 Barclays Global Financial Services Conference Ellen Alemany, Chairwoman and CEO John Fawcett, CFO September 2019


Important Notice This presentation contains forward-looking statements within the meaning of applicable federal securities laws that are based upon our current expectations and assumptions concerning future events, which are subject to a number of risks and uncertainties that could cause actual results to differ materially from those anticipated. The words “expect,” “anticipate,” “estimate,” “forecast,” “initiative,” “objective,” “plan,” “goal,” “project,” “outlook,” “priorities,” “target,” “intend,” “evaluate,” “pursue,” “commence,” “seek,” “may,” “would,” “could,” “should,” “believe,” “potential,” “continue,” or the negative of any of those words or similar expressions is intended to identify forward-looking statements. All statements contained in this presentation, other than statements of historical fact, including without limitation, statements about our plans, strategies, prospects and expectations regarding future events and our financial performance, are forward-looking statements that involve certain risks and uncertainties. In particular, any projections or expectations regarding the proposed acquisition by CIT of Mutual of Omaha Bank described herein, our future revenues, expenses, earnings, capital expenditures, deposits or stock price, as well as the assumptions on which such expectations are based, are such forward-looking statements reflecting only our current judgment and are not guarantees of future performance or results. While these statements represent our current judgment on what the future may hold, and we believe these judgments are reasonable, these statements are not guarantees of any events or financial results, and our actual results may differ materially. Important factors that could cause our actual results to be materially different from our expectations include, among others, the risk that (i) CIT is unsuccessful in implementing its strategy and business plan, including, planned or potential acquisitions or divestitures, (ii) CIT is unable to react to and address key business and regulatory issues, (iii) CIT is unable to achieve the projected revenue growth from its new business initiatives or the projected expense reductions from efficiency improvements, (iv) CIT becomes subject to liquidity constraints and higher funding costs; (v) the parties to the proposed transaction described in this presentation do not obtain regulatory or other approvals or satisfy closing conditions to the transaction on a timely basis, or at all, or approvals are subject to conditions that are not anticipated; (vi) CIT experiences (A) difficulties and delays in integrating CIT’s and Mutual of Omaha Bank’s respective businesses or fully realizing cost savings and other benefits, or (B) business disruptions due to transaction-related uncertainty or other factors making it more difficult to maintain relationships with employees, customers, other business partners or governmental entities; and (vii) changes in asset quality, credit risk, interest rates, capital markets or other economic conditions. We further describe these and other risks that could affect our results in Item 1A, “Risk Factors,” of our latest Annual Report on Form 10-K for the year ended December 31, 2018, which was filed with the Securities and Exchange Commission. Accordingly, you should not place undue reliance on the forward-looking statements contained in this presentation. These forward- looking statements speak only as of the date on which the statements were made. CIT undertakes no obligation to update publicly or otherwise revise any forward-looking statements, except where expressly required by law. Non-GAAP Financial Measures This presentation contains references to non-GAAP financial measures, which provide additional information and insight regarding operating results and financial position of the business, including financial information that is presented to rating agencies and other users of financial information. 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 companies. The definitions of these measures and reconciliations of non-GAAP to GAAP financial information are available in our presentations dated July 23, 2019 and August 13, 2019, which are posted on the Investor Relations page of our website at http://ir.cit.com and filed on Form 8-K. This presentation is to be used solely as part of CIT management’s continuing investor communications program. This presentation shall not constitute an offer or solicitation in connection with any securities. Unaudited GAAP financial data of CIT and Mutual of Omaha Bank as well as projected financial data based on unaudited CIT and Mutual of Omaha Bank data as of June 30, 2019, unless otherwise stated. Barclays Global Financial Services Conference 1 Important Notice This presentation contains forward-looking statements within the meaning of applicable federal securities laws that are based upon our current expectations and assumptions concerning future events, which are subject to a number of risks and uncertainties that could cause actual results to differ materially from those anticipated. The words “expect,” “anticipate,” “estimate,” “forecast,” “initiative,” “objective,” “plan,” “goal,” “project,” “outlook,” “priorities,” “target,” “intend,” “evaluate,” “pursue,” “commence,” “seek,” “may,” “would,” “could,” “should,” “believe,” “potential,” “continue,” or the negative of any of those words or similar expressions is intended to identify forward-looking statements. All statements contained in this presentation, other than statements of historical fact, including without limitation, statements about our plans, strategies, prospects and expectations regarding future events and our financial performance, are forward-looking statements that involve certain risks and uncertainties. In particular, any projections or expectations regarding the proposed acquisition by CIT of Mutual of Omaha Bank described herein, our future revenues, expenses, earnings, capital expenditures, deposits or stock price, as well as the assumptions on which such expectations are based, are such forward-looking statements reflecting only our current judgment and are not guarantees of future performance or results. While these statements represent our current judgment on what the future may hold, and we believe these judgments are reasonable, these statements are not guarantees of any events or financial results, and our actual results may differ materially. Important factors that could cause our actual results to be materially different from our expectations include, among others, the risk that (i) CIT is unsuccessful in implementing its strategy and business plan, including, planned or potential acquisitions or divestitures, (ii) CIT is unable to react to and address key business and regulatory issues, (iii) CIT is unable to achieve the projected revenue growth from its new business initiatives or the projected expense reductions from efficiency improvements, (iv) CIT becomes subject to liquidity constraints and higher funding costs; (v) the parties to the proposed transaction described in this presentation do not obtain regulatory or other approvals or satisfy closing conditions to the transaction on a timely basis, or at all, or approvals are subject to conditions that are not anticipated; (vi) CIT experiences (A) difficulties and delays in integrating CIT’s and Mutual of Omaha Bank’s respective businesses or fully realizing cost savings and other benefits, or (B) business disruptions due to transaction-related uncertainty or other factors making it more difficult to maintain relationships with employees, customers, other business partners or governmental entities; and (vii) changes in asset quality, credit risk, interest rates, capital markets or other economic conditions. We further describe these and other risks that could affect our results in Item 1A, “Risk Factors,” of our latest Annual Report on Form 10-K for the year ended December 31, 2018, which was filed with the Securities and Exchange Commission. Accordingly, you should not place undue reliance on the forward-looking statements contained in this presentation. These forward- looking statements speak only as of the date on which the statements were made. CIT undertakes no obligation to update publicly or otherwise revise any forward-looking statements, except where expressly required by law. Non-GAAP Financial Measures This presentation contains references to non-GAAP financial measures, which provide additional information and insight regarding operating results and financial position of the business, including financial information that is presented to rating agencies and other users of financial information. 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 companies. The definitions of these measures and reconciliations of non-GAAP to GAAP financial information are available in our presentations dated July 23, 2019 and August 13, 2019, which are posted on the Investor Relations page of our website at http://ir.cit.com and filed on Form 8-K. This presentation is to be used solely as part of CIT management’s continuing investor communications program. This presentation shall not constitute an offer or solicitation in connection with any securities. Unaudited GAAP financial data of CIT and Mutual of Omaha Bank as well as projected financial data based on unaudited CIT and Mutual of Omaha Bank data as of June 30, 2019, unless otherwise stated. Barclays Global Financial Services Conference 1


CIT Today: A Leading National Commercial Bank CIT has accomplished a significant transformation over the past three years Transformation Highlights Commercial Banking (3) ü Positioned CIT as a leading commercial bank § Top 10 arranger of middle-market sponsored deals (4) § Top 3 arranger of Power & Renewable projects ü Divested over $14 billion in non-core assets § Top 4 Bank Provider of Equipment Financing § Commercial Air, Financial Freedom, NACCO § Top 4 Provider of Railcar Leasing § Top Provider of Factoring Services ü Optimized funding and capital composition § Focused Commercial Real Estate Lender § Deposits comprise 85% of total funding (from 68%) Consumer Savings (1) § Returned $6.4 billion of capital to shareholders § Top 10 National Direct Bank (2) ü Reduced operating expenses by $150 million § 64 Branches in the Top MSAs in Southern California § More than $30 billion of Consumer Deposits ü Strengthened risk management practices and reduced risk profile Financial Highlights ($ billions) § Improved portfolio mix supported by stronger collateral $50.6 $38.6 $35.3 ü Built an experienced and diverse leadership team Total Loans & Assets Deposits Leases Source: Company filings (1) Cumulative share repurchases and common dividends since 2015 (2) $150 million reduction over the last three years (3) Based on Thomson Reuters League Table rankings as of 1H 2019 for deals of $300 million or less in size (4) Based on Acuris League Table rankings as of 1H 2019 for deals of $300 million or less in size B Bar arcl clay ays s G Gllo ob bal al F Fiin nan anci cial al S Ser erv viices ces C Co on nf fer eren ence ce 2 CIT Today: A Leading National Commercial Bank CIT has accomplished a significant transformation over the past three years Transformation Highlights Commercial Banking (3) ü Positioned CIT as a leading commercial bank § Top 10 arranger of middle-market sponsored deals (4) § Top 3 arranger of Power & Renewable projects ü Divested over $14 billion in non-core assets § Top 4 Bank Provider of Equipment Financing § Commercial Air, Financial Freedom, NACCO § Top 4 Provider of Railcar Leasing § Top Provider of Factoring Services ü Optimized funding and capital composition § Focused Commercial Real Estate Lender § Deposits comprise 85% of total funding (from 68%) Consumer Savings (1) § Returned $6.4 billion of capital to shareholders § Top 10 National Direct Bank (2) ü Reduced operating expenses by $150 million § 64 Branches in the Top MSAs in Southern California § More than $30 billion of Consumer Deposits ü Strengthened risk management practices and reduced risk profile Financial Highlights ($ billions) § Improved portfolio mix supported by stronger collateral $50.6 $38.6 $35.3 ü Built an experienced and diverse leadership team Total Loans & Assets Deposits Leases Source: Company filings (1) Cumulative share repurchases and common dividends since 2015 (2) $150 million reduction over the last three years (3) Based on Thomson Reuters League Table rankings as of 1H 2019 for deals of $300 million or less in size (4) Based on Acuris League Table rankings as of 1H 2019 for deals of $300 million or less in size B Bar arcl clay ays s G Gllo ob bal al F Fiin nan anci cial al S Ser erv viices ces C Co on nf fer eren ence ce 2


Continuing to Execute on Our Key Pillars Pillars Strategy 2019 Focus § Mid-single-digit asset growth § Deepen client relationships Grow Core 1 § Grow market share in our technology § Innovate with value Businesses driven businesses § Enhance funding and deposits § Grow consumer deposits efficiently Optimize 2 § Optimize capital structure § Efficient deployment of capital Balance Sheet § Reduce annual operating expenses by at least an additional $50 million by full year Enhance § Maintain vigilance on expenses (1) 2020 3 Operating § Improve operating leverage § Technology investments to improve Efficiency operating efficiency and revenues § Maintain credit discipline on structures § Net charge-offs of 35 to 45bps Maintain Strong while focusing on strong collateral 4 Risk § Liquidity portfolio consists of diversified § Maintain strong liquidity and capital risk HQLA Management management practices (1) Excluding noteworthy items, intangible asset amortization, and recent lease accounting changes. B Bar arcl clay ays s G Gllo ob bal al F Fiin nan anci cial al S Ser erv viices ces C Co on nf fer eren ence ce 3 Continuing to Execute on Our Key Pillars Pillars Strategy 2019 Focus § Mid-single-digit asset growth § Deepen client relationships Grow Core 1 § Grow market share in our technology § Innovate with value Businesses driven businesses § Enhance funding and deposits § Grow consumer deposits efficiently Optimize 2 § Optimize capital structure § Efficient deployment of capital Balance Sheet § Reduce annual operating expenses by at least an additional $50 million by full year Enhance § Maintain vigilance on expenses (1) 2020 3 Operating § Improve operating leverage § Technology investments to improve Efficiency operating efficiency and revenues § Maintain credit discipline on structures § Net charge-offs of 35 to 45bps Maintain Strong while focusing on strong collateral 4 Risk § Liquidity portfolio consists of diversified § Maintain strong liquidity and capital risk HQLA Management management practices (1) Excluding noteworthy items, intangible asset amortization, and recent lease accounting changes. B Bar arcl clay ays s G Gllo ob bal al F Fiin nan anci cial al S Ser erv viices ces C Co on nf fer eren ence ce 3


Positioned for Growth with Our Leading National Platforms Competitive Advantages Strategic Initiatives § Remix portfolio towards commitments with § National franchise with significant economies stronger collateral values and structural Commercial of scale protections (e.g. Aviation Lending, Project Finance Finance, Healthcare CRE, and Maritime) § Deep and diversified industry expertise § Expand asset management capabilities § Increase market share with technology-driven § Innovative technology provides speed of platforms execution and valued solutions Business § Growth in Materials Handling and Industrial Capital § Experienced market leader in factoring services § Diversifying markets & geographies in factoring § Proactive portfolio management § 4th largest rail equipment lessor in North America § Maintain high quality portfolio to maximize Rail utilization § Young and diverse fleet with broad market coverage, servicing a wide range of industries § Selectively purchasing new rail cars § Deep expertise in construction and § Continue to be highly selective and disciplined reposition/bridge lending in competitive environment Real Estate Finance § Speed and reliability drive long-term § Targeting strong developers and markets that relationships with strong sponsors we expect to withstand economic downturn § Top 10 national direct bank delivering savings § Efficiently grow consumer deposits products with the ease of a digital platform Consumer § Grow lower cost digital retail and § Efficient branch network in Southern California correspondent channels Banking with excellent customer service and a strong § Continue to grow SBA lending asset base presence in the local community Barclays Global Financial Services Conference 4 Commercial Banking Positioned for Growth with Our Leading National Platforms Competitive Advantages Strategic Initiatives § Remix portfolio towards commitments with § National franchise with significant economies stronger collateral values and structural Commercial of scale protections (e.g. Aviation Lending, Project Finance Finance, Healthcare CRE, and Maritime) § Deep and diversified industry expertise § Expand asset management capabilities § Increase market share with technology-driven § Innovative technology provides speed of platforms execution and valued solutions Business § Growth in Materials Handling and Industrial Capital § Experienced market leader in factoring services § Diversifying markets & geographies in factoring § Proactive portfolio management § 4th largest rail equipment lessor in North America § Maintain high quality portfolio to maximize Rail utilization § Young and diverse fleet with broad market coverage, servicing a wide range of industries § Selectively purchasing new rail cars § Deep expertise in construction and § Continue to be highly selective and disciplined reposition/bridge lending in competitive environment Real Estate Finance § Speed and reliability drive long-term § Targeting strong developers and markets that relationships with strong sponsors we expect to withstand economic downturn § Top 10 national direct bank delivering savings § Efficiently grow consumer deposits products with the ease of a digital platform Consumer § Grow lower cost digital retail and § Efficient branch network in Southern California correspondent channels Banking with excellent customer service and a strong § Continue to grow SBA lending asset base presence in the local community Barclays Global Financial Services Conference 4 Commercial Banking


Efficiently Growing Stable Consumer Deposits Consumer Banking Deposits Competitive Advantages 2Q19 average balance; § Stable and efficient funding channels dollars in billions § Direct Bank (Online Bank) § Top 10 national direct bank delivering savings Branch products with the ease of a digital platform $11.3 Direct § Retail Branches 37% $19.1 § Efficient branch network 63% § Attractive Southern California market § Excellent customer service drives long-term relationships (12+ years) Strategic Initiatives Branch and Direct Bank Deposit Footprint § Direct Bank (Online Bank) § National Reach § Highly Scalable § Stable Customer Base § Expanding Product Pipeline § Retail Branches 64 Branches § One of Most Attractive Banking Markets California § Competitive Products Ventura Pasadena Los Angeles Direct Bank § Expanding Relationships Palm Desert Retail Branches § Community Connection San Diego B Bar arcl clay ays s G Gllo ob bal al F Fiin nan anci cial al S Ser erv viices ces C Co on nf fer eren ence ce 5 Efficiently Growing Stable Consumer Deposits Consumer Banking Deposits Competitive Advantages 2Q19 average balance; § Stable and efficient funding channels dollars in billions § Direct Bank (Online Bank) § Top 10 national direct bank delivering savings Branch products with the ease of a digital platform $11.3 Direct § Retail Branches 37% $19.1 § Efficient branch network 63% § Attractive Southern California market § Excellent customer service drives long-term relationships (12+ years) Strategic Initiatives Branch and Direct Bank Deposit Footprint § Direct Bank (Online Bank) § National Reach § Highly Scalable § Stable Customer Base § Expanding Product Pipeline § Retail Branches 64 Branches § One of Most Attractive Banking Markets California § Competitive Products Ventura Pasadena Los Angeles Direct Bank § Expanding Relationships Palm Desert Retail Branches § Community Connection San Diego B Bar arcl clay ays s G Gllo ob bal al F Fiin nan anci cial al S Ser erv viices ces C Co on nf fer eren ence ce 5


(1) CIT is Acquiring Mutual of Omaha Bank for $1 billion Acquisition creates significant financial and strategic value § Immediately enhances core deposit and commercial banking capabilities Enhances § $6.8 billion in low-cost deposits, 73 bps weighted average cost in 2Q19 Deposit and § $4.5 billion of Homeowners Association (“HOA”) deposits Commercial Banking § $2.3 billion of commercial and retail deposits in 26 financial centers Capabilities (2) § $3.9 billion in middle-market commercial loans in targeted metro markets § Accelerates CIT’s strategy by enhancing deposit franchise, extending commercial banking reach and deploying capital § Establishes leadership in HOA banking, with leading market share and differentiated technology-enabled solutions Accelerates § Stable, scalable base of low-cost HOA deposits diversifies funding Strategic Plan § Expands commercial banking franchise and geographic reach in attractive metro markets § Adds middle-market commercial banking with experienced lenders and deep customer relationships § Transaction strengthens profitability and drives shareholder value creation § Optimizes Funding – Decreases cost of deposits by 20 bps and lowers Loan & Lease to Deposit ratio (3) § Enhances Profitability – Expands 2020E ROTCE by 80 bps increasing to 100+ bps in 2 years Strengthens Profitability § Accelerates Earnings – Double-digit EPS accretion by 2023 (4) § Fully phased-in 2020E EPS accretion of 2% § 20+% IRR § Purchase price compares favorably to recent bank transactions Attractive (5) § 4.0% core deposit premium Purchase § 11.6x 2020E earnings Price (6) § 1.38x tangible book value (1) Excludes Synergy One mortgage banking business (2) Excludes $234 million mortgage warehouse line (3) Full year impact assuming fully phased-in cost savings, excludes impact of CECL and merger and integration costs (4) Based on CIT’s consensus estimates using full year impact and fully phased-in cost savings. Excludes impact of CECL and merger and integration costs (5) Excludes jumbo CDs (6) $725 million TBV at closing Barclays Global Financial Services Conference 6 (1) CIT is Acquiring Mutual of Omaha Bank for $1 billion Acquisition creates significant financial and strategic value § Immediately enhances core deposit and commercial banking capabilities Enhances § $6.8 billion in low-cost deposits, 73 bps weighted average cost in 2Q19 Deposit and § $4.5 billion of Homeowners Association (“HOA”) deposits Commercial Banking § $2.3 billion of commercial and retail deposits in 26 financial centers Capabilities (2) § $3.9 billion in middle-market commercial loans in targeted metro markets § Accelerates CIT’s strategy by enhancing deposit franchise, extending commercial banking reach and deploying capital § Establishes leadership in HOA banking, with leading market share and differentiated technology-enabled solutions Accelerates § Stable, scalable base of low-cost HOA deposits diversifies funding Strategic Plan § Expands commercial banking franchise and geographic reach in attractive metro markets § Adds middle-market commercial banking with experienced lenders and deep customer relationships § Transaction strengthens profitability and drives shareholder value creation § Optimizes Funding – Decreases cost of deposits by 20 bps and lowers Loan & Lease to Deposit ratio (3) § Enhances Profitability – Expands 2020E ROTCE by 80 bps increasing to 100+ bps in 2 years Strengthens Profitability § Accelerates Earnings – Double-digit EPS accretion by 2023 (4) § Fully phased-in 2020E EPS accretion of 2% § 20+% IRR § Purchase price compares favorably to recent bank transactions Attractive (5) § 4.0% core deposit premium Purchase § 11.6x 2020E earnings Price (6) § 1.38x tangible book value (1) Excludes Synergy One mortgage banking business (2) Excludes $234 million mortgage warehouse line (3) Full year impact assuming fully phased-in cost savings, excludes impact of CECL and merger and integration costs (4) Based on CIT’s consensus estimates using full year impact and fully phased-in cost savings. Excludes impact of CECL and merger and integration costs (5) Excludes jumbo CDs (6) $725 million TBV at closing Barclays Global Financial Services Conference 6


Mutual of Omaha Bank Today: A Market Leader in HOA Deposits with an Attractive Middle-Market Commercial Banking Presence (2) Business Overview Financial Highlights § Leading national HOA deposit franchise and full-service commercial bank with 800 employees serving businesses in attractive metro Total Assets $8.3B markets (3) (5) § Community Association Banking (“CAB”) Core Loans $4.1B § Leading provider of deposit, cash management and lending Total Deposits $6.8B solutions to community associations and property management companies (5) Tangible Book Value $0.8B § Serves over 31,000 community associations with $4.5 billion in attractive HOA deposits § Well positioned with 9% share of national operating and reserve (1) Loans to Deposits 89% deposits of community associations (HOAs) § Significant growth opportunities enabled by positive demographic Core Loans to 60% (3) and population trends Deposits § Commercial Banking (4) Cost of Deposits 0.73% § Full service commercial bank serving middle-market clients in targeted MSAs (3) (4) Net Interest Margin 3.41% § C&I, Investor CRE and Business/Consumer loan portfolio is highly diversified by both type and geography (4) Net Charge-Offs 0.08% § Full suite of technology and treasury management services § 26 commercial and retail branches with $2.3 billion deposits in LTM ROAA 1.1% attractive MSAs § Transaction excludes mortgage banking operations of Synergy One (5) LTM ROTCE 12.8% Source: Company information (1) Estimated market share, “National and State statistical review for 2017 Community Association Data”, Community Associations Institute (2) Balance sheet data as of 6/30/2019, adjusted to exclude Synergy One and other bank subsidiaries (3) Excludes $1.8B correspondent 1-4 family residential loans to meet Qualified Thrift Lender (“QTL”) requirements and $234 million mortgage warehouse line. Includes $114 million consumer loans (4) 2Q19 annualized financials (5) Refer to the non-GAAP reconciliations in the August 13, 2019 Investor presentation Barclays Global Financial Services Conference 7 Profitability Key Ratios Balance Sheet Mutual of Omaha Bank Today: A Market Leader in HOA Deposits with an Attractive Middle-Market Commercial Banking Presence (2) Business Overview Financial Highlights § Leading national HOA deposit franchise and full-service commercial bank with 800 employees serving businesses in attractive metro Total Assets $8.3B markets (3) (5) § Community Association Banking (“CAB”) Core Loans $4.1B § Leading provider of deposit, cash management and lending Total Deposits $6.8B solutions to community associations and property management companies (5) Tangible Book Value $0.8B § Serves over 31,000 community associations with $4.5 billion in attractive HOA deposits § Well positioned with 9% share of national operating and reserve (1) Loans to Deposits 89% deposits of community associations (HOAs) § Significant growth opportunities enabled by positive demographic Core Loans to 60% (3) and population trends Deposits § Commercial Banking (4) Cost of Deposits 0.73% § Full service commercial bank serving middle-market clients in targeted MSAs (3) (4) Net Interest Margin 3.41% § C&I, Investor CRE and Business/Consumer loan portfolio is highly diversified by both type and geography (4) Net Charge-Offs 0.08% § Full suite of technology and treasury management services § 26 commercial and retail branches with $2.3 billion deposits in LTM ROAA 1.1% attractive MSAs § Transaction excludes mortgage banking operations of Synergy One (5) LTM ROTCE 12.8% Source: Company information (1) Estimated market share, “National and State statistical review for 2017 Community Association Data”, Community Associations Institute (2) Balance sheet data as of 6/30/2019, adjusted to exclude Synergy One and other bank subsidiaries (3) Excludes $1.8B correspondent 1-4 family residential loans to meet Qualified Thrift Lender (“QTL”) requirements and $234 million mortgage warehouse line. Includes $114 million consumer loans (4) 2Q19 annualized financials (5) Refer to the non-GAAP reconciliations in the August 13, 2019 Investor presentation Barclays Global Financial Services Conference 7 Profitability Key Ratios Balance Sheet


Brings Strong CAB Franchise and Established HOA Deposit Leader to CIT Highly attractive national HOA market, characterized by strong, scalable growth of stable low-cost deposits Adds New Core HOA Channel Attractive HOA Deposits Increases CIT’s Commercial and Consumer Deposits Long Duration Stable Deposits $4.5B Online Branch Commercial HOA Cost 0.63% $ $ $ $ Demonstrated Track Record of Growth Mutual of Omaha Bank’s Leadership Mutual of Omaha Bank’s HOA Deposits ($B) Community Mutual of Omaha Market (1) (1) Association Market Bank CAB Share 347,000 31,000+ 9% HOAs Nationwide $4.5 26 million ~4.5mm 17% Households $1.8 ~7,500 Property 1,281 17% Mgmt Companies 2010 2019 Q2 ~$50B Operating & $4.5B 9% Reserve Deposits Source: Company information (1) 2017 data. Estimated market share, “National and State statistical review for 2017 Community Association Data”, Community Associations Institute, Deluxe Payment Advisory Services Barclays Global Financial Services Conference 8 Brings Strong CAB Franchise and Established HOA Deposit Leader to CIT Highly attractive national HOA market, characterized by strong, scalable growth of stable low-cost deposits Adds New Core HOA Channel Attractive HOA Deposits Increases CIT’s Commercial and Consumer Deposits Long Duration Stable Deposits $4.5B Online Branch Commercial HOA Cost 0.63% $ $ $ $ Demonstrated Track Record of Growth Mutual of Omaha Bank’s Leadership Mutual of Omaha Bank’s HOA Deposits ($B) Community Mutual of Omaha Market (1) (1) Association Market Bank CAB Share 347,000 31,000+ 9% HOAs Nationwide $4.5 26 million ~4.5mm 17% Households $1.8 ~7,500 Property 1,281 17% Mgmt Companies 2010 2019 Q2 ~$50B Operating & $4.5B 9% Reserve Deposits Source: Company information (1) 2017 data. Estimated market share, “National and State statistical review for 2017 Community Association Data”, Community Associations Institute, Deluxe Payment Advisory Services Barclays Global Financial Services Conference 8


Harnessing the CAB Growth Opportunity A multi-prong approach to winning market share by solving HOA and PMC pain points § The industry has approximately 347,000 HOAs nationwide and over $50 billion in deposits § 61% of new housing built-for-sale are in a community association Favorable Industry § Property management companies (“PMCs”) oversee 80% of deposits; administrative pain points are numerous Dynamics § Value added services to HOAs and PMCs such as tenant portals, digital services and e-procurement solutions address pain points, add incremental revenue streams and promote relationship stickiness § Proprietary, tech-enabled solutions platform differentiates Mutual of Omaha Bank from competitors § OneSource – Software to integrate HOA and PMC accounting systems, providing a full suite of payment and reporting capabilities Proprietary § MutualPay Property Pay – Provides homeowners with robust tools to pay assessments electronically Technology and Superior § Mutual VIP – Enables property management firms to pay vendors efficiently and electronically Client Service § Mutual View Point – Robust digital portal to seamlessly interact with the bank electronically § High-touch client service and implementation model § Mutual of Omaha Bank has previously underpenetrated significant HOA markets due to growth constraints placed by Parent Target Rich § Opportunities exist to expand in 5 out of the top 9 markets and 8 of the next 12 Geographies and Adjacent § Current model is scalable with plans to add talent to support growth Channels § Growth opportunity in adjacent deposit channels Detailed business plan to double HOA and adjacent market deposits in 5-7 years Barclays Global Financial Services Conference 9 Harnessing the CAB Growth Opportunity A multi-prong approach to winning market share by solving HOA and PMC pain points § The industry has approximately 347,000 HOAs nationwide and over $50 billion in deposits § 61% of new housing built-for-sale are in a community association Favorable Industry § Property management companies (“PMCs”) oversee 80% of deposits; administrative pain points are numerous Dynamics § Value added services to HOAs and PMCs such as tenant portals, digital services and e-procurement solutions address pain points, add incremental revenue streams and promote relationship stickiness § Proprietary, tech-enabled solutions platform differentiates Mutual of Omaha Bank from competitors § OneSource – Software to integrate HOA and PMC accounting systems, providing a full suite of payment and reporting capabilities Proprietary § MutualPay Property Pay – Provides homeowners with robust tools to pay assessments electronically Technology and Superior § Mutual VIP – Enables property management firms to pay vendors efficiently and electronically Client Service § Mutual View Point – Robust digital portal to seamlessly interact with the bank electronically § High-touch client service and implementation model § Mutual of Omaha Bank has previously underpenetrated significant HOA markets due to growth constraints placed by Parent Target Rich § Opportunities exist to expand in 5 out of the top 9 markets and 8 of the next 12 Geographies and Adjacent § Current model is scalable with plans to add talent to support growth Channels § Growth opportunity in adjacent deposit channels Detailed business plan to double HOA and adjacent market deposits in 5-7 years Barclays Global Financial Services Conference 9


Accelerates CIT’s Traditional Relationship Banking Build-out Mutual of Omaha Bank’s Coast-to-Coast Commercial Franchise Commercial Banking Business CIT Mutual of Omaha Bank § 33 commercial banking Commercial Locations Loan Production Offices relationship managers Consumer Locations (64) Financial Services Centers Portsmouth, NH § 26 commercial centers and Des Moines, IA retail branches Chicago, IL Omaha, NE Reno, NV Lincoln, NE NYC / Livingston, NJ Denver, CO § ~3,200 commercial banking Kansas City, KS Danville, VA Santa Monica, CA Las Vegas, NV clients Charlotte, NC Los Angeles, CA Atlanta, GA Phoenix, AZ Dallas, TX § Commercial loans: $3.9 billion San Diego, CA Ft Worth, TX Tucson, AZ Jacksonville, FL Houston, TX § Commercial deposits: $1.3 Tampa, FL Honolulu, HI Naples, FL billion Marco Island, FL § Strong cultural fit Combined Business to Operate in 44% of Top 25 Commercial MSAs Combined Business Operates in Attractive Markets 2019-2024 Projected Population Growth 8.0% 7.7% 7.5% 7.3% 7.2% 7.0% 6.8% 6.5% 6.4% National CIT 4.6% 4.5% Median: Mutual of Omaha Bank 3.5% 3.2% 1.8% Overlapping Markets 2.1% 0.4% (2) Houston Dallas / Las Charlotte Denver Phoenix Tampa Atlanta Reno Omaha San Kansas Los New York Chicago Fort Vegas Diego City Angeles (1) Worth Source: SNL Financial, Company information (1) Two separate commercial offices; (1) Dallas, (1) Fort Worth (2) Includes Mutual of Omaha Bank headquarters and a West Omaha commercial office Barclays Global Financial Services Conference 10 Accelerates CIT’s Traditional Relationship Banking Build-out Mutual of Omaha Bank’s Coast-to-Coast Commercial Franchise Commercial Banking Business CIT Mutual of Omaha Bank § 33 commercial banking Commercial Locations Loan Production Offices relationship managers Consumer Locations (64) Financial Services Centers Portsmouth, NH § 26 commercial centers and Des Moines, IA retail branches Chicago, IL Omaha, NE Reno, NV Lincoln, NE NYC / Livingston, NJ Denver, CO § ~3,200 commercial banking Kansas City, KS Danville, VA Santa Monica, CA Las Vegas, NV clients Charlotte, NC Los Angeles, CA Atlanta, GA Phoenix, AZ Dallas, TX § Commercial loans: $3.9 billion San Diego, CA Ft Worth, TX Tucson, AZ Jacksonville, FL Houston, TX § Commercial deposits: $1.3 Tampa, FL Honolulu, HI Naples, FL billion Marco Island, FL § Strong cultural fit Combined Business to Operate in 44% of Top 25 Commercial MSAs Combined Business Operates in Attractive Markets 2019-2024 Projected Population Growth 8.0% 7.7% 7.5% 7.3% 7.2% 7.0% 6.8% 6.5% 6.4% National CIT 4.6% 4.5% Median: Mutual of Omaha Bank 3.5% 3.2% 1.8% Overlapping Markets 2.1% 0.4% (2) Houston Dallas / Las Charlotte Denver Phoenix Tampa Atlanta Reno Omaha San Kansas Los New York Chicago Fort Vegas Diego City Angeles (1) Worth Source: SNL Financial, Company information (1) Two separate commercial offices; (1) Dallas, (1) Fort Worth (2) Includes Mutual of Omaha Bank headquarters and a West Omaha commercial office Barclays Global Financial Services Conference 10


Complementary Commercial Offerings to Win and Deepen Client Relationships § Leverage CIT’s expertise across industry, asset classes, and capital markets to deliver deeper solutions to Mutual of Omaha Bank’s client base § Leverage Mutual of Omaha Bank’s differentiated treasury management and payment product solutions to extend CIT’s reach to deposit-rich sectors (1) CIT Commercial Finance Mutual of Omaha Bank § Privately held mid-sized companies § Event-driven or asset-based § Full-service banking model Client Profile § Limited deposit opportunities § Deposit-rich sectors § Industry or asset-backed § Largely sourced through: § Intermediaries § Direct calling via local relationship teams Origination § Sponsors Strategy § Geographically targeted § Direct calling in key industry and specialized verticals § National focus § Syndications and capital markets § Proprietary and tech-enabled solutions for small & medium enterprises and depository rich channels § Equipment finance including: § Vendor programs Complementary § PayFAC Products, § ABL & Factor services § Online revolving lines of credit Services and § Foreign exchange § Partner loans Expertise § Deep sector knowledge including Healthcare, § Alternative investment options Aerospace & Defense, Government Contracting, Power & Energy, Transportation, and TMT § Specialized treasury management services (1) Commercial Finance is a division of Commercial Banking. Does not include Rail, Business Capital, or Real Estate Finance Barclays Global Financial Services Conference 11 Complementary Commercial Offerings to Win and Deepen Client Relationships § Leverage CIT’s expertise across industry, asset classes, and capital markets to deliver deeper solutions to Mutual of Omaha Bank’s client base § Leverage Mutual of Omaha Bank’s differentiated treasury management and payment product solutions to extend CIT’s reach to deposit-rich sectors (1) CIT Commercial Finance Mutual of Omaha Bank § Privately held mid-sized companies § Event-driven or asset-based § Full-service banking model Client Profile § Limited deposit opportunities § Deposit-rich sectors § Industry or asset-backed § Largely sourced through: § Intermediaries § Direct calling via local relationship teams Origination § Sponsors Strategy § Geographically targeted § Direct calling in key industry and specialized verticals § National focus § Syndications and capital markets § Proprietary and tech-enabled solutions for small & medium enterprises and depository rich channels § Equipment finance including: § Vendor programs Complementary § PayFAC Products, § ABL & Factor services § Online revolving lines of credit Services and § Foreign exchange § Partner loans Expertise § Deep sector knowledge including Healthcare, § Alternative investment options Aerospace & Defense, Government Contracting, Power & Energy, Transportation, and TMT § Specialized treasury management services (1) Commercial Finance is a division of Commercial Banking. Does not include Rail, Business Capital, or Real Estate Finance Barclays Global Financial Services Conference 11


Accelerates CIT’s Strategic Plan Mutual of Pillars Our Strategy Omaha Transaction Benefits Bank § Acquiring small and middle-market customers § Deepen client relationships § Leading HOA franchise Grow Core ü Businesses § Acquiring proprietary payment technologies § Innovate with value and tech-enabled solutions to serve HOA and other adjacent channels § Accelerates strategic deployment of capital § Enhance funding and deposits Optimize § Adds new stable HOA deposit channel ü Balance Sheet § Optimize capital structure § Immediately reduces deposit costs § 28% cost savings enhances pro forma § Maintain vigilance on expenses profitability Enhance Operating ü (1) Efficiency § Improves 2020E ROTCE by 80 bps § Improve operating leverage increasing to 100+ bps in 2 years § Maintain credit discipline on § Traditional middle-market bank profile structures while focusing on strong § Average NCOs of 12 bps p.a. over last 5 collateral Maintain Strong Risk years ü Management § Enhances liquidity profile and funding with § Maintain strong liquidity and capital low cost, stable deposits risk management practices (1) Full year impact assuming fully phased-in cost savings, excludes impact of CECL and merger and integration costs Barclays Global Financial Services Conference 12 Accelerates CIT’s Strategic Plan Mutual of Pillars Our Strategy Omaha Transaction Benefits Bank § Acquiring small and middle-market customers § Deepen client relationships § Leading HOA franchise Grow Core ü Businesses § Acquiring proprietary payment technologies § Innovate with value and tech-enabled solutions to serve HOA and other adjacent channels § Accelerates strategic deployment of capital § Enhance funding and deposits Optimize § Adds new stable HOA deposit channel ü Balance Sheet § Optimize capital structure § Immediately reduces deposit costs § 28% cost savings enhances pro forma § Maintain vigilance on expenses profitability Enhance Operating ü (1) Efficiency § Improves 2020E ROTCE by 80 bps § Improve operating leverage increasing to 100+ bps in 2 years § Maintain credit discipline on § Traditional middle-market bank profile structures while focusing on strong § Average NCOs of 12 bps p.a. over last 5 collateral Maintain Strong Risk years ü Management § Enhances liquidity profile and funding with § Maintain strong liquidity and capital low cost, stable deposits risk management practices (1) Full year impact assuming fully phased-in cost savings, excludes impact of CECL and merger and integration costs Barclays Global Financial Services Conference 12


A Further Step Toward Investment Grade Rating Rating Agencies view the Mutual of Omaha Bank acquisition as a net benefit to the funding, risk and profitability profiles and have re-affirmed their ratings and outlook § Moody’s: “Acquired portfolios complementary to CIT’s well-established competitive positioning in multiple commercial finance businesses. Improves profitability through expansion of commercial lending and banking lines and reduces funding costs.” § S&P: “We view Mutual of Omaha bank's loan portfolio as complementary to CIT's commercial banking business. By adding a new relatively low-cost deposit HOA channel, we believe CIT will temper its reliance on online deposits.” § Fitch: “Strengthens and diversifies deposit franchise away from its online platform that pay higher interest rates towards stable and low cost HOA Deposits. Further advances the company's transformation and transitions its funding profile to be more bank-like.” Moody’s Fitch Rating Agency Focus S&P CIT Group Inc. § Stable and sustainable operating performance LT Senior Unsecured BB+ Ba1 BB+ Debt § Strengthened stability and quality of Subordinated Debt BB Ba1 BB deposits Non-Cumulative B+ Ba3 B Perpetual Stock § Demonstrated credit performance CIT Bank, N.A. through market cycles Issuer Rating BBB- Ba1 BB+ § Maintenance of appropriate capital Deposit Rating (LT/ST) N/A Baa1/P-2 BBB-/F3 levels Group and Bank Stable Positive Positive Outlook Barclays Global Financial Services Conference 13 A Further Step Toward Investment Grade Rating Rating Agencies view the Mutual of Omaha Bank acquisition as a net benefit to the funding, risk and profitability profiles and have re-affirmed their ratings and outlook § Moody’s: “Acquired portfolios complementary to CIT’s well-established competitive positioning in multiple commercial finance businesses. Improves profitability through expansion of commercial lending and banking lines and reduces funding costs.” § S&P: “We view Mutual of Omaha bank's loan portfolio as complementary to CIT's commercial banking business. By adding a new relatively low-cost deposit HOA channel, we believe CIT will temper its reliance on online deposits.” § Fitch: “Strengthens and diversifies deposit franchise away from its online platform that pay higher interest rates towards stable and low cost HOA Deposits. Further advances the company's transformation and transitions its funding profile to be more bank-like.” Moody’s Fitch Rating Agency Focus S&P CIT Group Inc. § Stable and sustainable operating performance LT Senior Unsecured BB+ Ba1 BB+ Debt § Strengthened stability and quality of Subordinated Debt BB Ba1 BB deposits Non-Cumulative B+ Ba3 B Perpetual Stock § Demonstrated credit performance CIT Bank, N.A. through market cycles Issuer Rating BBB- Ba1 BB+ § Maintenance of appropriate capital Deposit Rating (LT/ST) N/A Baa1/P-2 BBB-/F3 levels Group and Bank Stable Positive Positive Outlook Barclays Global Financial Services Conference 13


Transaction Moves CET1 Ratio Into Target Range Efficient deployment of excess capital while maintaining prudent capital levels CET1 Ratio § CET1 ratio expected to increase in 2H19, but remain less than 12% 11.6% - 12.0% 11.6% § At Closing, CET1 ratio expected to be about 10% § Low end of 10-11% target range 10.5% § Post-Close, CET1 ratio target of 10.5% 10.0% § Driven by earnings retention Estimated Estimated Target 2Q19 at Transaction 4Q19 Post close Close 1Q20 Barclays Global Financial Services Conference 14 Transaction Moves CET1 Ratio Into Target Range Efficient deployment of excess capital while maintaining prudent capital levels CET1 Ratio § CET1 ratio expected to increase in 2H19, but remain less than 12% 11.6% - 12.0% 11.6% § At Closing, CET1 ratio expected to be about 10% § Low end of 10-11% target range 10.5% § Post-Close, CET1 ratio target of 10.5% 10.0% § Driven by earnings retention Estimated Estimated Target 2Q19 at Transaction 4Q19 Post close Close 1Q20 Barclays Global Financial Services Conference 14


Transaction Creates Significant Opportunity to Improve Profitability (1) Improves ROTCE by 100+ bps in two years (1) § Transaction improves 2020 ROTCE by 80 bps (1) § In two years, transaction improves ROTCE by 100+ bps Multiple Drivers Create Further ROTCE Improvement Over Longer-term Unlocked Capital Broader Commercial Stronger Banking Market Credit Profile with Greater Fee Opportunities Lower cost of deposits Operating Leverage BHC Assets to Bank (Deposit Diversifies Funded) Incremental Funding from Online Deposits (1) Full year impact assuming fully phased-in cost savings, excludes impact of CECL and merger and integration costs Barclays Global Financial Services Conference 15 Transaction Creates Significant Opportunity to Improve Profitability (1) Improves ROTCE by 100+ bps in two years (1) § Transaction improves 2020 ROTCE by 80 bps (1) § In two years, transaction improves ROTCE by 100+ bps Multiple Drivers Create Further ROTCE Improvement Over Longer-term Unlocked Capital Broader Commercial Stronger Banking Market Credit Profile with Greater Fee Opportunities Lower cost of deposits Operating Leverage BHC Assets to Bank (Deposit Diversifies Funded) Incremental Funding from Online Deposits (1) Full year impact assuming fully phased-in cost savings, excludes impact of CECL and merger and integration costs Barclays Global Financial Services Conference 15


Remain On Track to Reduce Core Operating Expenses Accomplishments: § Reduced operating expenses by $150 million, or 12.5%, over the last (1)(2) Operating Expense Reduction 3 years Further Opportunities: ~ 1,200 ~ 1,100 § Digital process automation ~ 1,050 50 ~ 1,000§ Organizational efficiencies § Real estate footprint rationalization § Concurrent investment in 2016 2017 2018 Additional 2020 Reductions infrastructure and growth initiatives § Continuous improvement through maintaining expense vigilance 2020 operating expense estimate excludes (1) impact of Mutual of Omaha Bank acquisition (1) Operating expenses excluding noteworthy items and intangible asset amortization. (2) Excluding the changes to ASC 842, which is expected to increase operating expenses for (a) the accounting for the initial direct costs of originating leases and (b) the accounting for the gross up of property taxes. Barclays Global Financial Services Conference 16 Remain On Track to Reduce Core Operating Expenses Accomplishments: § Reduced operating expenses by $150 million, or 12.5%, over the last (1)(2) Operating Expense Reduction 3 years Further Opportunities: ~ 1,200 ~ 1,100 § Digital process automation ~ 1,050 50 ~ 1,000§ Organizational efficiencies § Real estate footprint rationalization § Concurrent investment in 2016 2017 2018 Additional 2020 Reductions infrastructure and growth initiatives § Continuous improvement through maintaining expense vigilance 2020 operating expense estimate excludes (1) impact of Mutual of Omaha Bank acquisition (1) Operating expenses excluding noteworthy items and intangible asset amortization. (2) Excluding the changes to ASC 842, which is expected to increase operating expenses for (a) the accounting for the initial direct costs of originating leases and (b) the accounting for the gross up of property taxes. Barclays Global Financial Services Conference 16


Overall Asset Quality Remains Stable Maintaining Credit Discipline Non-accrual Loans & Net Charge-offs ($ in millions) Non-accrual Loans as a % of Loans § Strong risk culture and 0.94% 0.76% 0.92% 0.86% robust credit underwriting 0.40% 0.37% 0.39% 0.39% standards § Discipline in the face of current competitive market 279 282 271 221 conditions § Focus on strong structures (1) 2016 2017 2018 2Q19 and collateral values that Non-accrual Loans Net Charge-offs % align with our expertise Allowance for Loan Losses (ALLL) § Portfolio management 1.90% 1.89% 1.81% 1.74% expertise minimizes losses 1.59% 1.56% 1.48% 1.46% § New business originations 490 488 29 24 continue to come in at 431 433 24 29 better risk ratings than the existing performing portfolio 464 460 408 402 2016 2017 2018 2Q19 Commercial Banking Consumer Banking Consolidated ALLL % to Loans Commercial Banking ALLL % to Loans (1) As a percent of average loans, excluding loans held for sale. Barclays Global Financial Services Conference 17 Overall Asset Quality Remains Stable Maintaining Credit Discipline Non-accrual Loans & Net Charge-offs ($ in millions) Non-accrual Loans as a % of Loans § Strong risk culture and 0.94% 0.76% 0.92% 0.86% robust credit underwriting 0.40% 0.37% 0.39% 0.39% standards § Discipline in the face of current competitive market 279 282 271 221 conditions § Focus on strong structures (1) 2016 2017 2018 2Q19 and collateral values that Non-accrual Loans Net Charge-offs % align with our expertise Allowance for Loan Losses (ALLL) § Portfolio management 1.90% 1.89% 1.81% 1.74% expertise minimizes losses 1.59% 1.56% 1.48% 1.46% § New business originations 490 488 29 24 continue to come in at 431 433 24 29 better risk ratings than the existing performing portfolio 464 460 408 402 2016 2017 2018 2Q19 Commercial Banking Consumer Banking Consolidated ALLL % to Loans Commercial Banking ALLL % to Loans (1) As a percent of average loans, excluding loans held for sale. Barclays Global Financial Services Conference 17


Magnitude of Change in our Risk Profile Since the Financial Crisis (1) Product Type Exposure Higher Risk Portfolios Sold or Reduced 2007: § Sold Alt-A/Sub-Prime Consumer Mortgages $75 billion Sub-Prime § Liquidated Mezzanine and Subordinated 12% Mortgages CRE loans Mezz-Sub CRE + 2Q19: 2% Pvt. Student Loans $45 billion § Sold portfolio of Private Student Loans Cash Flow 15% 11% Cash Flow § Transitioned Cash Flow loan portfolio Commercial Air 10% § 11% of total exposure, down from 15% CRE 17% Equip. Finance § $4.8B of exposure, down from over $12B 9% (international) Equip. Finance 11% (domestic) Equip. Finance § Rebalanced with less cyclical industries 7% (domestic) Asset-Backed 13% Asset-Backed 9% § Reduced asset risk and liquidity risk with the Rail sale of Commercial Air, including the off- 5% Consumer 14% Mortgages balance sheet order book Factoring 8% Rail 16% ABL 9%§ Sold all International Equipment Finance (2) portfolios Factoring 8% Student Loans (Gov. Guaranteed) 15% ABL 10% (1) Gross loans and leases, including unfunded commitments. (2) Excluding a loan and lease balance of approximately $20 million associated with our Non-Strategic Portfolios segment. Barclays Global Financial Services Conference 18 Magnitude of Change in our Risk Profile Since the Financial Crisis (1) Product Type Exposure Higher Risk Portfolios Sold or Reduced 2007: § Sold Alt-A/Sub-Prime Consumer Mortgages $75 billion Sub-Prime § Liquidated Mezzanine and Subordinated 12% Mortgages CRE loans Mezz-Sub CRE + 2Q19: 2% Pvt. Student Loans $45 billion § Sold portfolio of Private Student Loans Cash Flow 15% 11% Cash Flow § Transitioned Cash Flow loan portfolio Commercial Air 10% § 11% of total exposure, down from 15% CRE 17% Equip. Finance § $4.8B of exposure, down from over $12B 9% (international) Equip. Finance 11% (domestic) Equip. Finance § Rebalanced with less cyclical industries 7% (domestic) Asset-Backed 13% Asset-Backed 9% § Reduced asset risk and liquidity risk with the Rail sale of Commercial Air, including the off- 5% Consumer 14% Mortgages balance sheet order book Factoring 8% Rail 16% ABL 9%§ Sold all International Equipment Finance (2) portfolios Factoring 8% Student Loans (Gov. Guaranteed) 15% ABL 10% (1) Gross loans and leases, including unfunded commitments. (2) Excluding a loan and lease balance of approximately $20 million associated with our Non-Strategic Portfolios segment. Barclays Global Financial Services Conference 18


Strong Collateral Values Reduces Loss Severity (1) Product Type Exposure Credit Quality of Our Portfolios Cash Flow: 2Q19: § Strictly first lien positions § Average senior leverage < 4x $45 billion § Average total leverage approximately 4.6x Cash Flow Commercial Real Estate: 11% § All of our exposure is senior secured § Average stabilized LTV of 56% § Approximately $1 billion of healthcare real estate CRE § Construction financing with established sponsors in familiar, major markets 17% Equipment Finance: § Strictly North American-based § Majority of equipment is essential use with high recovery rates Equip. Finance (domestic) 11%§ Small Business Solutions, $1+ billion of assets with average FICO of ~730 for personal guarantors Asset-Backed: Asset-Backed 13%§ Average aircraft LTV of 61% § Average vessel LTV of 64% § Project Finance backed by investment-grade power purchase contracts Consumer Consumer Mortgages: 14% Mortgages § LCM comprises less than $3 billion, marked at a 24% discount to UPB § Average LTV of 68%; average FICO of ~680 § The remaining $3 billion is mostly jumbo mortgages in California § Average LTV of 59%; average FICO of ~780 Rail 16% Rail: § Minimal credit risk as equipment can be redeployed Factoring: Factoring 8% § 50% of exposure is to investment grade customers § Receivables are short-term, averaging 60 to 90 days § Funding is discretionary and can be withdrawn by CIT ABL 10% ABL: § Governed by traditional, controlled borrowing bases § Appropriate advance rates and cash dominion (1) Gross loans and leases, including unfunded commitments. Barclays Global Financial Services Conference 19 Strong Collateral Values Reduces Loss Severity (1) Product Type Exposure Credit Quality of Our Portfolios Cash Flow: 2Q19: § Strictly first lien positions § Average senior leverage < 4x $45 billion § Average total leverage approximately 4.6x Cash Flow Commercial Real Estate: 11% § All of our exposure is senior secured § Average stabilized LTV of 56% § Approximately $1 billion of healthcare real estate CRE § Construction financing with established sponsors in familiar, major markets 17% Equipment Finance: § Strictly North American-based § Majority of equipment is essential use with high recovery rates Equip. Finance (domestic) 11%§ Small Business Solutions, $1+ billion of assets with average FICO of ~730 for personal guarantors Asset-Backed: Asset-Backed 13%§ Average aircraft LTV of 61% § Average vessel LTV of 64% § Project Finance backed by investment-grade power purchase contracts Consumer Consumer Mortgages: 14% Mortgages § LCM comprises less than $3 billion, marked at a 24% discount to UPB § Average LTV of 68%; average FICO of ~680 § The remaining $3 billion is mostly jumbo mortgages in California § Average LTV of 59%; average FICO of ~780 Rail 16% Rail: § Minimal credit risk as equipment can be redeployed Factoring: Factoring 8% § 50% of exposure is to investment grade customers § Receivables are short-term, averaging 60 to 90 days § Funding is discretionary and can be withdrawn by CIT ABL 10% ABL: § Governed by traditional, controlled borrowing bases § Appropriate advance rates and cash dominion (1) Gross loans and leases, including unfunded commitments. Barclays Global Financial Services Conference 19


Current Expected Credit Loss (CECL) – Day 1 Impact Currently estimating a modest reduction in Tangible Book Value (excludes the impact of Mutual of Omaha Bank acquisition) § Estimated Capital Impact: $50-$100 million decrease to Tangible Book Value § Estimated Reserve Impact: $200-$300 million increase in reserves largely driven by the CECL transition rules related to the Purchased Credit Impaired (“PCI”) Loans in the Legacy Consumer Mortgage (“LCM”) portfolio § Estimated range assumes moderate economic growth, low levels of unemployment and stable credit environment § We continue to validate and implement CECL models and methodologies; estimates are subject to change Reserve Capital Business Key Considerations Impact Impact Marginal Yes § Shorter contractual maturities and quality of collateral Commercial § Increase primarily driven by LCM - Non PCI portfolio Moderate Yes Consumer - Non PCI § Longer remaining contractual maturity § While reserve for PCI portfolio increases significantly, equity not impacted as CECL reserve replaces Significant No Consumer - PCI existing non-accretable discount with a corresponding increase in loan balance Note: Impact on investment portfolio is not meaningful given High Quality Liquid Asset composition Barclays Global Financial Services Conference 20 $200-$300mn $50-$100 mn Current Expected Credit Loss (CECL) – Day 1 Impact Currently estimating a modest reduction in Tangible Book Value (excludes the impact of Mutual of Omaha Bank acquisition) § Estimated Capital Impact: $50-$100 million decrease to Tangible Book Value § Estimated Reserve Impact: $200-$300 million increase in reserves largely driven by the CECL transition rules related to the Purchased Credit Impaired (“PCI”) Loans in the Legacy Consumer Mortgage (“LCM”) portfolio § Estimated range assumes moderate economic growth, low levels of unemployment and stable credit environment § We continue to validate and implement CECL models and methodologies; estimates are subject to change Reserve Capital Business Key Considerations Impact Impact Marginal Yes § Shorter contractual maturities and quality of collateral Commercial § Increase primarily driven by LCM - Non PCI portfolio Moderate Yes Consumer - Non PCI § Longer remaining contractual maturity § While reserve for PCI portfolio increases significantly, equity not impacted as CECL reserve replaces Significant No Consumer - PCI existing non-accretable discount with a corresponding increase in loan balance Note: Impact on investment portfolio is not meaningful given High Quality Liquid Asset composition Barclays Global Financial Services Conference 20 $200-$300mn $50-$100 mn


The Way Forward – Executing on Our Key Pillars Pillar Grow Core 1 ü Delivering on our Businesses plan to improve returns and unlock Optimize 2 Balance the full potential of Sheet Enhance 3 Operating Efficiency Maintain 4 Strong Risk Management Barclays Global Financial Services Conference 21 The Way Forward – Executing on Our Key Pillars Pillar Grow Core 1 ü Delivering on our Businesses plan to improve returns and unlock Optimize 2 Balance the full potential of Sheet Enhance 3 Operating Efficiency Maintain 4 Strong Risk Management Barclays Global Financial Services Conference 21


Appendix: Barclays Global Financial Services Conference 22 Appendix: Barclays Global Financial Services Conference 22


Leading Positions and Strong Franchises in our Core Businesses Key Operating Segments Commercial Banking Consumer Banking (2Q19; $ in billions) Real Estate Rail Finance Legacy $6.5 $5.3 Consumer Mortgages Other $2.6 Consumer Banking Business Commerical $4.0 Capital Finance (1) $7.2 $10.9 Average Loans and Leases: $30.0 Average Loans: $6.7 § Other Consumer Banking: § Commercial Finance: Middle-market lender with expertise in targeted industries and § Consumer deposit products, residential products. mortgage and SBA products offered through OneWest retail branches. § Business Capital: Leading equipment lessor and lender; among the nations largest § Direct Banking channel offers online providers of factoring services. savings accounts and CDs nationally. § Rail: Leading railcar lessor providing § Legacy Consumer Mortgages (non-core): financial solutions to customers in the US, Run-off legacy consumer mortgage portfolio. Canada and Mexico. § Real Estate Finance: Leading lender to commercial real estate investors and developers. Certain balances may not sum due to rounding. (1) Net of credit balances of factoring clients. Barclays Global Financial Services Conference 23 Leading Positions and Strong Franchises in our Core Businesses Key Operating Segments Commercial Banking Consumer Banking (2Q19; $ in billions) Real Estate Rail Finance Legacy $6.5 $5.3 Consumer Mortgages Other $2.6 Consumer Banking Business Commerical $4.0 Capital Finance (1) $7.2 $10.9 Average Loans and Leases: $30.0 Average Loans: $6.7 § Other Consumer Banking: § Commercial Finance: Middle-market lender with expertise in targeted industries and § Consumer deposit products, residential products. mortgage and SBA products offered through OneWest retail branches. § Business Capital: Leading equipment lessor and lender; among the nations largest § Direct Banking channel offers online providers of factoring services. savings accounts and CDs nationally. § Rail: Leading railcar lessor providing § Legacy Consumer Mortgages (non-core): financial solutions to customers in the US, Run-off legacy consumer mortgage portfolio. Canada and Mexico. § Real Estate Finance: Leading lender to commercial real estate investors and developers. Certain balances may not sum due to rounding. (1) Net of credit balances of factoring clients. Barclays Global Financial Services Conference 23


Commercial Finance Leveraging Deep Industry and Product Expertise (1) Industry Focus Differentiating Strengths Typical Deal: § Deep and diversified industry expertise are key growth Size: ~$5M – $50M+ 3 to 7 year terms drivers 18% § National franchise with significant economies of scale 15% § Structuring and capital markets capabilities § Long-term client relationships 24% $11.0B 12% § JV relationships expand our addressable market 10% 6% Strategic Focus 8% 7% § Shift toward commitments with stronger collateral values Other Energy and Utilities Service Industries Healthcare (“asset-based lending”) provides higher risk-adjusted yields Transportation Manufacturing Finance and Insurance Commercial Airlines and better credit performance § Expand asset management capabilities (2) Product Profile § Growth opportunities include Aviation Finance, Healthcare Real Estate, Technology, and Energy $11.0 $10.5 $10.1 § Grow capital markets fees by increasing lead managed 8% 10% 10% 16% 16% 16% roles 19% 18% 17% 22% 23% 23% Established middle market national franchise with deep industry and product 36% 33% 34% expertise and customized solutions 2017 2018 2Q19 Cash Flow Asset-Backed Project Finance Equipment Loans Real Estate (1) Information as of June 30, 2019. Inside of chart amount represents funded loan and lease balance. (2) Information as of the year end for each respective year. Barclays Global Financial Services Conference 24 Commercial Finance Leveraging Deep Industry and Product Expertise (1) Industry Focus Differentiating Strengths Typical Deal: § Deep and diversified industry expertise are key growth Size: ~$5M – $50M+ 3 to 7 year terms drivers 18% § National franchise with significant economies of scale 15% § Structuring and capital markets capabilities § Long-term client relationships 24% $11.0B 12% § JV relationships expand our addressable market 10% 6% Strategic Focus 8% 7% § Shift toward commitments with stronger collateral values Other Energy and Utilities Service Industries Healthcare (“asset-based lending”) provides higher risk-adjusted yields Transportation Manufacturing Finance and Insurance Commercial Airlines and better credit performance § Expand asset management capabilities (2) Product Profile § Growth opportunities include Aviation Finance, Healthcare Real Estate, Technology, and Energy $11.0 $10.5 $10.1 § Grow capital markets fees by increasing lead managed 8% 10% 10% 16% 16% 16% roles 19% 18% 17% 22% 23% 23% Established middle market national franchise with deep industry and product 36% 33% 34% expertise and customized solutions 2017 2018 2Q19 Cash Flow Asset-Backed Project Finance Equipment Loans Real Estate (1) Information as of June 30, 2019. Inside of chart amount represents funded loan and lease balance. (2) Information as of the year end for each respective year. Barclays Global Financial Services Conference 24


Business Capital Providing Innovative Lending & Leasing Equipment Solutions Differentiating Strengths Average Loans and § Digital platforms backed by the strength of a bank (1) Leases § Increasing market share through innovative technology, which $6.2 provides speed of execution and valued solutions $5.6 § Award-winning digital platform that provides value-add solutions for $1.0 $5.1 $0.9 enterprise partners and for small and medium size businesses $0.8 $1.3 $1.1 § Tech-enabled customized billing and point-of-sale solutions for new $1.0 and existing customers § Expertise in design, development and implementation of $3.8 $3.6 $3.4 traditional vendor alliances, true/virtual JVs and Private Label programs § Unique expertise in fair market value lending driven by 2017 2018 2Q19 collateral expertise gained over long history of performance Capital Equipment Finance Small Business Solutions Strategic Focus Equipment Finance § Expand direct and indirect lending and enter new industry verticals that leverage our asset management and structuring expertise § Continually enhance our innovative technology in our core (1) Business Description businesses, providing a differentiated customer experience § Equipment Finance § Deal Sizes range from $5,000 to $5 million § Drive fee and volume growth and enhance our economies of scale § Terms range from 3 to 7 years across our core markets by leveraging our industry expertise § Small Business Solutions § Deal Sizes range from $2,000 to $1 million § Terms range from 1 to 5 years Trusted partner providing innovative § Weighted average FICO of 730 § Capital Equipment Finance technology, industry expertise and unique § Deal Sizes $2+ million residual knowledge § Terms range from 2 to 10 years (1) As of June 30, 2019. Commercial Services information included on the next page. Barclays Global Financial Services Conference 25 Business Capital Providing Innovative Lending & Leasing Equipment Solutions Differentiating Strengths Average Loans and § Digital platforms backed by the strength of a bank (1) Leases § Increasing market share through innovative technology, which $6.2 provides speed of execution and valued solutions $5.6 § Award-winning digital platform that provides value-add solutions for $1.0 $5.1 $0.9 enterprise partners and for small and medium size businesses $0.8 $1.3 $1.1 § Tech-enabled customized billing and point-of-sale solutions for new $1.0 and existing customers § Expertise in design, development and implementation of $3.8 $3.6 $3.4 traditional vendor alliances, true/virtual JVs and Private Label programs § Unique expertise in fair market value lending driven by 2017 2018 2Q19 collateral expertise gained over long history of performance Capital Equipment Finance Small Business Solutions Strategic Focus Equipment Finance § Expand direct and indirect lending and enter new industry verticals that leverage our asset management and structuring expertise § Continually enhance our innovative technology in our core (1) Business Description businesses, providing a differentiated customer experience § Equipment Finance § Deal Sizes range from $5,000 to $5 million § Drive fee and volume growth and enhance our economies of scale § Terms range from 3 to 7 years across our core markets by leveraging our industry expertise § Small Business Solutions § Deal Sizes range from $2,000 to $1 million § Terms range from 1 to 5 years Trusted partner providing innovative § Weighted average FICO of 730 § Capital Equipment Finance technology, industry expertise and unique § Deal Sizes $2+ million residual knowledge § Terms range from 2 to 10 years (1) As of June 30, 2019. Commercial Services information included on the next page. Barclays Global Financial Services Conference 25


Business Capital A National Leader in Factoring (1) Industry Focus Differentiating Strengths § Market leader for factoring services, including credit 18% protection, receivables management and working 6% capital $30B 2018 8% § Experienced management team with strong industry Factoring 46% Volume knowledge, customer relationships, extensive retail 7% credit connectivity, and underwriting expertise 15% Strategic Focus § Expand client relationships and products across Apparel Electronics Furniture Footwear Home Furnishing Other multiple industries § Broaden market coverage by adding key personnel Client Profile: in underserved geographies § ~700 clients § Most are privately owned § Client revenues: $5m–$1B+ § 50% of exposure is investment grade rated customers § Contracts range from 60 days to multi-year while receivables are 60 to 90 days § Primarily discretionary lending facilities against Market leader in factoring services with receivables, inventory and intellectual property § Typical client tenure 10+ years ~700 clients § On average, $2–$3B of factored receivables on balance sheet at any given time § On average, $1–$1.5B of average earnings assets on balance sheet at any given time representing factored receivables net of credit balances of factoring clients (1) As of December 31, 2018. Barclays Global Financial Services Conference 26 Business Capital A National Leader in Factoring (1) Industry Focus Differentiating Strengths § Market leader for factoring services, including credit 18% protection, receivables management and working 6% capital $30B 2018 8% § Experienced management team with strong industry Factoring 46% Volume knowledge, customer relationships, extensive retail 7% credit connectivity, and underwriting expertise 15% Strategic Focus § Expand client relationships and products across Apparel Electronics Furniture Footwear Home Furnishing Other multiple industries § Broaden market coverage by adding key personnel Client Profile: in underserved geographies § ~700 clients § Most are privately owned § Client revenues: $5m–$1B+ § 50% of exposure is investment grade rated customers § Contracts range from 60 days to multi-year while receivables are 60 to 90 days § Primarily discretionary lending facilities against Market leader in factoring services with receivables, inventory and intellectual property § Typical client tenure 10+ years ~700 clients § On average, $2–$3B of factored receivables on balance sheet at any given time § On average, $1–$1.5B of average earnings assets on balance sheet at any given time representing factored receivables net of credit balances of factoring clients (1) As of December 31, 2018. Barclays Global Financial Services Conference 26


Rail North America Proven Asset Manager with Strong Customer Service (1) Fleet Car Types Differentiating Strengths § Young and diverse fleet with broad market 20% Covered Hopper Tank Cars 7% coverage, servicing a wide range of industries Tank Cars (O&G) 9% § Proven portfolio management resulting in strong Gondolas 33% Coal 9% through-the-cycle returns Covered Hopper (O&G) 7% Other § Excellent customer service and long-term 8% 7% Boxcars customer and manufacturer relationships Average Loans and Leases Strategic Focus $6.5 $6.4 $6.4 § Asset quality and readiness to maximize utilization § Proactive portfolio management § Selective asset sales contribute to non-interest income § Opportunistic purchases 2017 2018 2Q19 § Strong utilization in an oversupplied market (1) Rail Fleet Details § Operating leased fleet of ~116,000 railcars and ~400 locomotives 4th largest rail equipment lessor in North § 73% freight cars; 27% tank cars § Rail franchise serves 500 customers in the U.S., Canada, America with strong profitability through and Mexico § Average railcar age of 13 years economic cycles § 20–25% of railcar leases expire in any given year § 97% utilization rate (1) Percentages based on fleet unit count of operating leases and as of June 30, 2019. Barclays Global Financial Services Conference 27 Rail North America Proven Asset Manager with Strong Customer Service (1) Fleet Car Types Differentiating Strengths § Young and diverse fleet with broad market 20% Covered Hopper Tank Cars 7% coverage, servicing a wide range of industries Tank Cars (O&G) 9% § Proven portfolio management resulting in strong Gondolas 33% Coal 9% through-the-cycle returns Covered Hopper (O&G) 7% Other § Excellent customer service and long-term 8% 7% Boxcars customer and manufacturer relationships Average Loans and Leases Strategic Focus $6.5 $6.4 $6.4 § Asset quality and readiness to maximize utilization § Proactive portfolio management § Selective asset sales contribute to non-interest income § Opportunistic purchases 2017 2018 2Q19 § Strong utilization in an oversupplied market (1) Rail Fleet Details § Operating leased fleet of ~116,000 railcars and ~400 locomotives 4th largest rail equipment lessor in North § 73% freight cars; 27% tank cars § Rail franchise serves 500 customers in the U.S., Canada, America with strong profitability through and Mexico § Average railcar age of 13 years economic cycles § 20–25% of railcar leases expire in any given year § 97% utilization rate (1) Percentages based on fleet unit count of operating leases and as of June 30, 2019. Barclays Global Financial Services Conference 27


Real Estate Finance Disciplined Asset Originators (1) Product Profile Typical Deal: $5.6 $5.5 $5.3 Size: $25M – $50M Differentiating Strengths 3 to 5 year terms 7% 10% 12% 19% § Deep expertise in construction and 15% 18% reposition/bridge lending 27% 35% 33% § Speed and reliability drive long-term relationships 47% with strong sponsors 39% 39% 2017 2018 2Q19 Strategic Focus Bridge Loans Stabilized Construction Other § National focus with significant presence in two of (1) Geographic Focus the largest CRE markets: Northeast Corridor and Southern California All Other § Broadening sponsor coverage with relationship- Los Angeles Area 44% 25% New York City Area oriented focus San Diego, CA § Expand robust syndication bank network Phoenix, AZ Chicago Metro 16% § Increased focus on fee-generation activities 4% 6% 5% (1) Collateral Type Relationship approach through life of loan 25% provides consistent quality service to Multifamily Office 39% sponsors Other 12% Retail Hotel/Motel Condo 9% 6% 9% (1) Product balances represent average loans and leases. Geography and collateral information as of June 30, 2019. Barclays Global Financial Services Conference 28 Real Estate Finance Disciplined Asset Originators (1) Product Profile Typical Deal: $5.6 $5.5 $5.3 Size: $25M – $50M Differentiating Strengths 3 to 5 year terms 7% 10% 12% 19% § Deep expertise in construction and 15% 18% reposition/bridge lending 27% 35% 33% § Speed and reliability drive long-term relationships 47% with strong sponsors 39% 39% 2017 2018 2Q19 Strategic Focus Bridge Loans Stabilized Construction Other § National focus with significant presence in two of (1) Geographic Focus the largest CRE markets: Northeast Corridor and Southern California All Other § Broadening sponsor coverage with relationship- Los Angeles Area 44% 25% New York City Area oriented focus San Diego, CA § Expand robust syndication bank network Phoenix, AZ Chicago Metro 16% § Increased focus on fee-generation activities 4% 6% 5% (1) Collateral Type Relationship approach through life of loan 25% provides consistent quality service to Multifamily Office 39% sponsors Other 12% Retail Hotel/Motel Condo 9% 6% 9% (1) Product balances represent average loans and leases. Geography and collateral information as of June 30, 2019. Barclays Global Financial Services Conference 28


Consumer Banking Average Loans and Leases (ex. LCM) Efficient and Stable Funding Source $4.0 Differentiating Strengths $3.2 $0.5 $0.5 $2.3 § Top 10 national direct bank delivering savings $0.4 $3.5 $2.7 products with the ease of a digital platform $1.9 § Efficient branch network in Southern California, 2017 2018 2Q19 Other Consumer Banking the #2 U.S. market, offering high-touch customer SBA Lending service Retail Branch Average Deposits & Rates 1.47% 1.31% 1.21% 1.06% 0.88% 0.76% Strategic Focus $11.6B $11.6B $11.5B $11.4B § Provide a stable and efficient funding source $11.3B $11.3B § Scalable nationwide digital deposit franchise with $3.4 $3.5 $3.7 $3.9 $3.9 $4.1 $2.4 $2.2 $1.8 $1.6 $1.4 a growing customer base $1.2 § Community and small business lending $4.8 $5.0 $5.0 $5.1 $5.1 $4.7 opportunities in Southern California 1Q18 2Q18 3Q18 4Q18 1Q19 2Q19 § Disciplined deposit pricing strategy to maximize Direct Bank Average Deposits & Rates growth and optimize cost of funds 2.25% 2.16% 1.96% 1.82% 1.68% 1.54% $19.1B $16.9B $14.6B Offering competitive deposit products $14.5B $13.9B $12.4B $13.8 through a branch and digital experience, $11.0 $8.3 $8.2 $7.9 $6.4 with SBA lending and consumer mortgage $6.3 $6.4 $6.1 $6.0 $5.9 $5.4 products to complement the portfolio 1Q18 2Q18 3Q18 4Q18 1Q19 2Q19 Time Deposits Savings Interest Checking Money Market Non-Interest Checking Cost of Deposits Barclays Global Financial Services Conference 29 Consumer Banking Average Loans and Leases (ex. LCM) Efficient and Stable Funding Source $4.0 Differentiating Strengths $3.2 $0.5 $0.5 $2.3 § Top 10 national direct bank delivering savings $0.4 $3.5 $2.7 products with the ease of a digital platform $1.9 § Efficient branch network in Southern California, 2017 2018 2Q19 Other Consumer Banking the #2 U.S. market, offering high-touch customer SBA Lending service Retail Branch Average Deposits & Rates 1.47% 1.31% 1.21% 1.06% 0.88% 0.76% Strategic Focus $11.6B $11.6B $11.5B $11.4B § Provide a stable and efficient funding source $11.3B $11.3B § Scalable nationwide digital deposit franchise with $3.4 $3.5 $3.7 $3.9 $3.9 $4.1 $2.4 $2.2 $1.8 $1.6 $1.4 a growing customer base $1.2 § Community and small business lending $4.8 $5.0 $5.0 $5.1 $5.1 $4.7 opportunities in Southern California 1Q18 2Q18 3Q18 4Q18 1Q19 2Q19 § Disciplined deposit pricing strategy to maximize Direct Bank Average Deposits & Rates growth and optimize cost of funds 2.25% 2.16% 1.96% 1.82% 1.68% 1.54% $19.1B $16.9B $14.6B Offering competitive deposit products $14.5B $13.9B $12.4B $13.8 through a branch and digital experience, $11.0 $8.3 $8.2 $7.9 $6.4 with SBA lending and consumer mortgage $6.3 $6.4 $6.1 $6.0 $5.9 $5.4 products to complement the portfolio 1Q18 2Q18 3Q18 4Q18 1Q19 2Q19 Time Deposits Savings Interest Checking Money Market Non-Interest Checking Cost of Deposits Barclays Global Financial Services Conference 29


Optimize Balance Sheet Deposits Comprise ~85% of Total Funding; Smoothed & Extended Unsecured Debt 2015 Total Funding Composition 2Q19 Total Funding Composition As of 12/31/2015 As of 6/30/2019 Loan & Lease Loan & Lease to Deposit Ratio: to Deposit Ratio: Consolidated: 154% Consolidated: 109% Bank: 99% Bank: 93% Unsecured 21% Secured 9% Deposits 85% Deposits Unsecured FHLB 9% 64% 6% 2% FHLB Secured 4% 2% Total Funding: ~$51 Billion Total Funding: ~$42 Billion 2015 Secured & Unsecured Debt 2Q19 Secured & Unsecured Debt Unsecured Total: $10.7B Unsecured Total: $3.8B Maturity Ladder Secured Total: $4.7B Secured Total: $0.6B 2,944 Total: $15.4B Total: $4.4B 2,750 2,200 2,138 Maturity Ladder 1,391 1,250 1,147 920 750 750 750 600 500 500 400 295 551 51 - 2019 2020 2021 2022 2023 2024 2025+ CMS ABL Senior Unsecured Subordinated Unsecured Secured Senior Unsecured Secured Barclays Global Financial Services Conference 30 Optimize Balance Sheet Deposits Comprise ~85% of Total Funding; Smoothed & Extended Unsecured Debt 2015 Total Funding Composition 2Q19 Total Funding Composition As of 12/31/2015 As of 6/30/2019 Loan & Lease Loan & Lease to Deposit Ratio: to Deposit Ratio: Consolidated: 154% Consolidated: 109% Bank: 99% Bank: 93% Unsecured 21% Secured 9% Deposits 85% Deposits Unsecured FHLB 9% 64% 6% 2% FHLB Secured 4% 2% Total Funding: ~$51 Billion Total Funding: ~$42 Billion 2015 Secured & Unsecured Debt 2Q19 Secured & Unsecured Debt Unsecured Total: $10.7B Unsecured Total: $3.8B Maturity Ladder Secured Total: $4.7B Secured Total: $0.6B 2,944 Total: $15.4B Total: $4.4B 2,750 2,200 2,138 Maturity Ladder 1,391 1,250 1,147 920 750 750 750 600 500 500 400 295 551 51 - 2019 2020 2021 2022 2023 2024 2025+ CMS ABL Senior Unsecured Subordinated Unsecured Secured Senior Unsecured Secured Barclays Global Financial Services Conference 30


Maintain Strong Risk Management Repositioning & Maintaining a Strong Liquidity Portfolio Reallocation Towards HQLA Investment Portfolio Highlights ($ in millions) $5.0 $6.2 $5.6 $7.5 § Redeployed cash into High Quality $5.5 $6.0 $5.9 $6.3 $24.1 22% Liquid Assets (HQLA) to increase 24% 25% 26% 29% 28% 28% 31% 32% returns and maintain readily- 17% 14% 27% 12% 28% 20% 27% 23% 23% available liquidity 15% 25% 26% 30% 30% 33% 32% 23% 33% 35% 2%§ 99+% of cash and investments is 8% 5% 11% 23% 2% 4% 5% 24% HQLA 11% 19% 2% 3% 7% 12% 10% 8% 8% 5% 5% 5% 2016Q4 2017Q4 2018Q1 2018Q2 2018Q3 2018Q4 2019Q1 2019Q2 Peer § Repositioning investment portfolio to Average Treasuries & Agencies Other Private Label improve risk-adjusted returns and FNMA & FHLMC MBS GNMA MBS GSE CMOs exit higher-risk legacy securities Shift from Cash to Securities § Completed liquidation of the 18% 16% 19% 18% 15% 16% 17% 16% 23% higher-risk legacy Private Label Cash + Securities % of Assets MBS in the investment portfolio in 4Q18 44% § HQLA security portfolio book yield of 58% 62% 77% 79% 79% 2.66% at the end of 2Q19 with a 82% 83% 85% duration of ~ 2 years 56% 42% 38% 23% 21% 21% 18% 17% 15% 2016Q4 2017Q4 2018Q1 2018Q2 2018Q3 2018Q4 2019Q1 2019Q2 Peer Average Source: FR Y-9C. Peer averages through 2Q19. Equity investments, federal funds Cash Securities sold, and repurchase agreements are excluded. Trading securities are included. Barclays Global Financial Services Conference 31 Maintain Strong Risk Management Repositioning & Maintaining a Strong Liquidity Portfolio Reallocation Towards HQLA Investment Portfolio Highlights ($ in millions) $5.0 $6.2 $5.6 $7.5 § Redeployed cash into High Quality $5.5 $6.0 $5.9 $6.3 $24.1 22% Liquid Assets (HQLA) to increase 24% 25% 26% 29% 28% 28% 31% 32% returns and maintain readily- 17% 14% 27% 12% 28% 20% 27% 23% 23% available liquidity 15% 25% 26% 30% 30% 33% 32% 23% 33% 35% 2%§ 99+% of cash and investments is 8% 5% 11% 23% 2% 4% 5% 24% HQLA 11% 19% 2% 3% 7% 12% 10% 8% 8% 5% 5% 5% 2016Q4 2017Q4 2018Q1 2018Q2 2018Q3 2018Q4 2019Q1 2019Q2 Peer § Repositioning investment portfolio to Average Treasuries & Agencies Other Private Label improve risk-adjusted returns and FNMA & FHLMC MBS GNMA MBS GSE CMOs exit higher-risk legacy securities Shift from Cash to Securities § Completed liquidation of the 18% 16% 19% 18% 15% 16% 17% 16% 23% higher-risk legacy Private Label Cash + Securities % of Assets MBS in the investment portfolio in 4Q18 44% § HQLA security portfolio book yield of 58% 62% 77% 79% 79% 2.66% at the end of 2Q19 with a 82% 83% 85% duration of ~ 2 years 56% 42% 38% 23% 21% 21% 18% 17% 15% 2016Q4 2017Q4 2018Q1 2018Q2 2018Q3 2018Q4 2019Q1 2019Q2 Peer Average Source: FR Y-9C. Peer averages through 2Q19. Equity investments, federal funds Cash Securities sold, and repurchase agreements are excluded. Trading securities are included. Barclays Global Financial Services Conference 31


Acquisition of Mutual of Omaha Bank Meaningfully Enhances CIT’s Pro Forma Business Mix CIT Mutual of Omaha Bank Pro Forma CDs 15% CDs CDs 33% 36% MMDA & MMDA & Savings MMDA & Savings 54% Savings 47% $42.1B $35.3B $6.8B 56% DDA 38% DDA DDA 13% 8% HOA Commercial (1) Commercial Branch: 11% 6% 8% Commercial 19% Branch Branch 32% Online Branch: Retail HOA 29% $42.1B 54% Online $35.3B 15% $6.8B 66% 45% Brokered Brokered 7% 8% Cost: 1.97% Cost: 0.73% Cost: 1.77% (2) (2) L&LDR: 109% L&LDR: 89% / 60% L&LDR: 101% Other Correspondent Other Correspondent Other 1-4 Family (3) Consumer Consumer Business 1-4 Family Legacy Consumer 11% 3% 11% Capital 26% Consumer 9% Legacy 23% Business Mortgages Consumer Capital 7% Mortgages 19% 6% Real Estate (4) $44.6B $38.6B $6.1B C&I Finance Real Estate 20% CRE 14% Rail Rail (5) Finance 35% 15% 17% 17% Commercial Commercial HOA (6) Finance Finance 10% 28% 29% Yield: 5.95% Yield: 4.71% Yield: 5.78% Source: SNL Financial as of 2Q19, Company information, Mutual of Omaha Bank (1) Includes commercial branch from Mutual of Omaha Bank (2) Excludes $1.8B correspondent 1-4 family residential loans to meet QTL requirements and $234 million mortgage warehouse line (3) Includes mortgage warehouse line (4) Includes owner-occupied CRE (5) Includes CRE from Mutual of Omaha Bank (6) Includes HOA and C&I from Mutual of Omaha Bank Barclays Global Financial Services Conference 32 Deposits Loans and Leases By Channel By Type Acquisition of Mutual of Omaha Bank Meaningfully Enhances CIT’s Pro Forma Business Mix CIT Mutual of Omaha Bank Pro Forma CDs 15% CDs CDs 33% 36% MMDA & MMDA & Savings MMDA & Savings 54% Savings 47% $42.1B $35.3B $6.8B 56% DDA 38% DDA DDA 13% 8% HOA Commercial (1) Commercial Branch: 11% 6% 8% Commercial 19% Branch Branch 32% Online Branch: Retail HOA 29% $42.1B 54% Online $35.3B 15% $6.8B 66% 45% Brokered Brokered 7% 8% Cost: 1.97% Cost: 0.73% Cost: 1.77% (2) (2) L&LDR: 109% L&LDR: 89% / 60% L&LDR: 101% Other Correspondent Other Correspondent Other 1-4 Family (3) Consumer Consumer Business 1-4 Family Legacy Consumer 11% 3% 11% Capital 26% Consumer 9% Legacy 23% Business Mortgages Consumer Capital 7% Mortgages 19% 6% Real Estate (4) $44.6B $38.6B $6.1B C&I Finance Real Estate 20% CRE 14% Rail Rail (5) Finance 35% 15% 17% 17% Commercial Commercial HOA (6) Finance Finance 10% 28% 29% Yield: 5.95% Yield: 4.71% Yield: 5.78% Source: SNL Financial as of 2Q19, Company information, Mutual of Omaha Bank (1) Includes commercial branch from Mutual of Omaha Bank (2) Excludes $1.8B correspondent 1-4 family residential loans to meet QTL requirements and $234 million mortgage warehouse line (3) Includes mortgage warehouse line (4) Includes owner-occupied CRE (5) Includes CRE from Mutual of Omaha Bank (6) Includes HOA and C&I from Mutual of Omaha Bank Barclays Global Financial Services Conference 32 Deposits Loans and Leases By Channel By Type


(Back To Top)