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):
January 25, 2017
Ford Credit Auto Owner Trust 2017-A
(Exact Name of Issuing Entity as Specified in Charter)
Commission File Number: 333-205966-05
Central Index Key Number: 0001692310
Ford Credit Auto Receivables Two LLC
(Exact Name of Registrant/Depositor as Specified in Charter)
Commission File Number: 333-205966
Central Index Key Number: 0001129987
Ford Motor Credit Company LLC
(Exact Name of Sponsor as Specified in Charter)
Central Index Key Number: 0000038009
Delaware
(State or Other Jurisdiction of Incorporation of the Registrant)
38-3574956
(IRS Employer Identification No. of the Registrant)
c/o Ford Credit SPE Management Office |
| 48126 |
(Address of Principal Executive Offices of the Registrant) |
| (Zip Code) |
Registrant’s telephone number, including area code: 313-594-3495
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:
o Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
o Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
o Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
o Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))
Item 1.01 Entry into a Material Definitive Agreement.
In connection with the issuance by Ford Credit Auto Owner Trust 2017-A (the “Trust”) of the asset-backed securities (the “Notes”) described in the Prospectus, dated January 18, 2017 (the “Prospectus”), which was filed with the Securities and Exchange Commission pursuant to its Rule 424(b)(2) by Ford Credit Auto Receivables Two LLC (the “Registrant” or the “Depositor”), the Depositor and/or the Trust have entered into the agreements listed in Item 9.01(d) below (such agreements, the “Transaction Documents”). The Transaction Documents are described more fully in the Prospectus.
Item 9.01. Financial Statements, Pro Forma Financial Information and Exhibits.
(a) Not applicable
(b) Not applicable
(c) Not applicable
(d) Exhibits:
Exhibit No. |
| Description |
|
|
|
Exhibit 4.1 |
| Indenture, dated as of January 1, 2017, between the Trust and The Bank of New York Mellon, as Indenture Trustee. |
|
|
|
Exhibit 10.1 |
| Second Amended and Restated Trust Agreement, dated as of January 1, 2017, between the Depositor and U.S. Bank Trust National Association, as Owner Trustee. |
|
|
|
Exhibit 10.2 |
| Receivables Purchase Agreement, dated as of January 1, 2017, between the Sponsor and the Depositor. |
|
|
|
Exhibit 10.3 |
| Sale and Servicing Agreement, dated as of January 1, 2017, among the Sponsor, as Servicer, the Depositor and the Trust. |
|
|
|
Exhibit 10.4 |
| Administration Agreement, dated as of January 1, 2017, between the Sponsor and The Bank of New York Mellon. |
|
|
|
Exhibit 10.5 |
| Account Control Agreement, dated as of January 1, 2017, between The Bank of New York Mellon and the Trust. |
|
|
|
Exhibit 10.6 |
| Asset Representations Review Agreement, dated as of the January 1, 2017, among the Sponsor, as Servicer, the Trust and Clayton Fixed Income Services LLC, as Asset Representations Reviewer. |
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.
| FORD CREDIT AUTO RECEIVABLES TWO LLC | |
|
| |
|
|
|
| By: | /s/ Susan J. Thomas |
| Name: | Susan J. Thomas |
| Title: | Secretary |
Dated: January 27, 2017
EXHIBIT INDEX
Exhibit No. |
| Description |
|
|
|
Exhibit 4.1 |
| Indenture, dated as of January 1, 2017, between the Trust and The Bank of New York Mellon, as Indenture Trustee. |
|
|
|
Exhibit 10.1 |
| Second Amended and Restated Trust Agreement, dated as of January 1, 2017, between the Depositor and U.S. Bank Trust National Association, as Owner Trustee. |
|
|
|
Exhibit 10.2 |
| Receivables Purchase Agreement, dated as of January 1, 2017, between the Sponsor and the Depositor. |
|
|
|
Exhibit 10.3 |
| Sale and Servicing Agreement, dated as of January 1, 2017, among the Sponsor, as Servicer, the Depositor and the Trust. |
|
|
|
Exhibit 10.4 |
| Administration Agreement, dated as of January 1, 2017, between the Sponsor and The Bank of New York Mellon. |
|
|
|
Exhibit 10.5 |
| Account Control Agreement, dated as of January 1, 2017, between The Bank of New York Mellon and the Trust. |
|
|
|
Exhibit 10.6 |
| Asset Representations Review Agreement, dated as of the January 1, 2017, among the Sponsor, as Servicer, the Trust and Clayton Fixed Income Services LLC, as Asset Representations Reviewer. |
