| Item 1.01. | Entry into a Material Definitive Agreement. |
AFS SenSub Corp. (“AFS SenSub”), as depositor, and AmeriCredit Financial Services, Inc. d/b/a GM Financial (“GM Financial”), as sponsor, have caused a newly formed issuing entity, GM Financial Consumer Automobile Receivables Trust2020-1 (the “Issuing Entity”), to issue $254,000,000Class A-1 1.76562% Asset Backed Notes (the “ClassA-1 Notes”), $426,000,000Class A-2-A 1.83% Asset Backed Notes (the “ClassA-2-A Notes”), $426,000,000Class A-3 1.84% Asset Backed Notes (the “ClassA-3 Notes”), $89,690,000Class A-4 1.90% Asset Backed Notes (the “ClassA-4 Notes”), $20,310,000 Class B 2.03% Asset Backed Notes (the “Class B Notes”), $19,050,000 Class C 2.18% Asset Backed Notes (the “Class C Notes” and together with theClass A-1 Notes, theClass A-2-A Notes, theClass A-3 Notes, theClass A-4 Notes and the Class B Notes, the “Publicly Offered Notes”), $15,870,000 Class D 0.00% Asset Backed Notes (the “Class D Notes” and together with the Publicly Offered Notes, the “Notes”), and an Asset Backed Certificate (the “Certificate”), on January 15, 2020 (the “Closing Date”). The Publicly Offered Notes are registered under the Registration Statement. This Current Report on Form8-K is being filed to satisfy an undertaking to file copies of certain agreements to be executed in connection with the issuance of the Publicly Offered Notes, the forms of which were filed as Exhibits to the Registration Statement.
The Publicly Offered Notes evidence indebtedness of the Issuing Entity, the assets of which consist primarily of “prime” automobile loan contracts (the “Receivables”) secured by new and used automobiles, light duty trucks and utility vehicles. The Publicly Offered Notes were sold to Wells Fargo Securities, LLC (“Wells Fargo Securities” or the “Representative”), Deutsche Bank Securities Inc., MUFG Securities Americas Inc., SMBC Nikko Securities America, Inc., CIBC World Markets Corp., J.P. Morgan Securities LLC, Mizuho Securities USA LLC, RBC Capital Markets, LLC and Scotia Capital (USA) Inc., pursuant to the Underwriting Agreement attached hereto asExhibit 1.1, dated as of January 8, 2020 (the “Underwriting Agreement”), among GM Financial, AFS SenSub and the Representative.
The Issuing Entity was formed, and the Certificate was issued, pursuant to the Trust Agreement, attached hereto asExhibit 4.2, dated as of November 21, 2019, as amended and restated as of January 15, 2020 (the “Trust Agreement”), between AFS SenSub and Wilmington Trust Company (“WTC”), as Owner Trustee. The Notes were issued pursuant to the Indenture, attached hereto asExhibit 4.1, dated as of January 15, 2020 (the “Indenture”), between the Issuing Entity and The Bank of New York Mellon (“BNYM”), as Trustee and Trust Collateral Agent.
AFS SenSub purchased the Receivables from GM Financial pursuant to the Purchase Agreement, attached hereto asExhibit 10.1, dated as of January 15, 2020 (the “Purchase Agreement”), between GM Financial and AFS SenSub. The Issuing Entity purchased the Receivables from AFS SenSub pursuant to the Sale and Servicing Agreement, attached hereto asExhibit 4.3, dated as of January 15, 2020 (the “Sale and Servicing Agreement”), among the Issuing Entity, AFS SenSub, GM Financial and BNYM, as Trust Collateral Agent.
GM Financial, as Servicer, has agreed to perform servicing duties with regard to the Receivables pursuant to the Sale and Servicing Agreement and has also agreed to serve as custodian of the Receivables pursuant to the Sale and Servicing Agreement.
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