| Item 1.01. | Entry into a Material Definitive Agreement. |
GMF Leasing LLC, as depositor (the “Depositor”) and AmeriCredit Financial Services, Inc. d/b/a GM Financial (“GM Financial”), as sponsor, have caused a newly formed issuing entity, GM Financial Automobile Leasing Trust 2023-1 (the “Issuing Entity”), to issue $225,060,000 Class A-1 4.948% Asset Backed Notes (the “Class A-1 Notes”), $427,000,000 Class A-2-A 5.27% Asset Backed Notes (the “Class A-2-A Notes”), $125,000,000 Class A-2-B Floating Rate Asset Backed Notes (the “Class A-2-B Notes”), $488,000,000 Class A-3 5.16% Asset Backed Notes (the “Class A-3 Notes”), $94,270,000 Class A-4 5.16% Asset Backed Notes (the “Class A-4 Notes” and together with the Class A-1 Notes, the Class A-2-A Notes, the Class A-2-B Notes and the Class A-3 Notes, the “Class A Notes”), $72,900,000 Class B 5.51% Asset Backed Notes (the “Class B Notes”), $67,900,000 Class C 5.76% Asset Backed Notes (the “Class C Notes” and, collectively with the Class A Notes and the Class B Notes, the “Publicly Offered Notes”) and the $41,900,000 Class D 0.00% Asset Backed Notes (the “Class D Notes” and, collectively with the Publicly Offered Notes, the “Notes”), and an Asset Backed Certificate (the “Certificate”), on February 16, 2023 (the “Closing Date”). The Publicly Offered Notes are registered under the Registration Statement filed by the Depositor with the Securities and Exchange Commission under file number 333-261801 (the “Registration Statement”). This Current Report on Form 8-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 Notes evidence indebtedness of the Issuing Entity, the assets of which consist primarily of an exchange note, backed by a designated pool of car, light duty truck and utility vehicle leases and the corresponding leased vehicles (the “Lease Assets”). The Publicly Offered Notes were sold to, BMO Capital Markets Corp. (“BMO Capital Markets”), BNP Paribas Securities Corp., (“BNP Paribas”), SG Americas Securities, LLC (“Societe Generale”), SMBC Nikko Securities America, Inc. (“SMBC Nikko”) and Wells Fargo Securities, LLC (“Wells Fargo Securities” and, collectively with BMO Capital Markets, BNP Paribas, Societe Generale and SMBC Nikko, the “Representatives”), Barclays Capital Inc. (“Barclays”), Loop Capital Markets LLC (“Loop Capital Markets”), Mizuho Securities USA LLC (“Mizuho”) and TD Securities (USA) LLC (“TD Securities” and, collectively with the Representatives, Barclays, Loop Capital Markets and Mizuho, the “Underwriters”), pursuant to the Underwriting Agreement attached hereto as Exhibit 1.1, dated as of February 8, 2023 (the “Underwriting Agreement”), among GM Financial, the Depositor and the Representatives.
The Issuing Entity was formed, and the Certificate was issued, pursuant to the Trust Agreement attached hereto as Exhibit 4.3, dated as of November 30, 2022, as amended and restated as of January 2, 2023 (the “Trust Agreement”), between the Depositor and Wilmington Trust Company, as owner trustee (the “Owner Trustee”). The Notes will be issued pursuant to the Indenture attached hereto as Exhibit 4.1, dated as of January 2, 2023 (the “Indenture”), between the Issuing Entity and Computershare Trust Company, N.A. (“Computershare”), as indenture trustee (in such capacity, the “Indenture Trustee”).
Pursuant to the 2023-1 Exchange Note Supplement attached hereto as Exhibit 4.5, dated as of January 2, 2023 (the “Exchange Note Supplement”), ACAR Leasing Ltd. (the “Titling Trust”), as borrower, GM Financial, as lender and as servicer (in such capacity, the “Servicer”)
