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): March 21, 2017
Honda Auto Receivables 2017-1 Owner Trust
(Issuing Entity)
Central Index Key Number: 0001697574
American Honda Receivables LLC
(Depositor)
Central Index Key Number: 0000890975
American Honda Finance Corporation
(Sponsor)
Central Index Key Number: 0000864270
(Exact name of Issuing Entity, Depositor/Registrant and Sponsor as specified in their respective charters)
| Delaware | 333-205883-05 | 81-7100967 | ||
| (State or Other Jurisdiction of Incorporation) | (Commission File Number) | (Issuing Entity’s IRS Employer Identification No.) |
| American Honda Receivables LLC 2800 Madrona Avenue Torrance, California | 90503 | |
| (Address of principal executive offices) | (Zip Code) |
| Registrant’s telephone number, including area code: (310) 781-4100 |
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 (see General Instruction A.2. below):
¨ 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))
ITEM 8.01. Other Events.
The registrant has filed a prospectus, dated March 21, 2017, setting forth a description of the receivables pool and the structure of $225,000,000 aggregate principal amount of the Class A-1 Asset Backed Notes (the “Class A-1 Notes”), $468,000,000 aggregate principal amount of the Class A-2 Asset Backed Notes (the “Class A-2 Notes”), $467,000,000 aggregate principal amount of the Class A-3 Asset Backed Notes (the “Class A-3 Notes”), and $90,000,000 aggregate principal amount of the Class A-4 Asset Backed Notes (the “Class A-4 Notes”) issued by Honda Auto Receivables 2017-1 Owner Trust. American Honda Finance Corporation will initially retain at least 5% (by initial principal amount) of each of the Class A-1 Notes, the Class A-2 Notes, the Class A-3 Notes and the Class A-4 Notes.
ITEM 9.01. Financial Statements and Exhibits
(a) Not applicable.
(b) Not applicable.
(c) Not applicable.
(d) Exhibits:
| Exhibit No. | Description | |
| 5.1 | Opinion of Mayer Brown LLP, dated as of March 24, 2017, as to legality | |
| 8.1 | Opinion of Mayer Brown LLP, dated as of March 24, 2017, as to certain tax matters |
SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934, the Registrant has duly caused this report to be signed on behalf of the undersigned thereunto duly authorized.
| AMERICAN HONDA RECEIVABLES LLC | ||
| By: | /s/ Paul C. Honda | |
| Name: | Paul C. Honda | |
| Title: | Treasurer | |
Dated: March 24, 2017
EXHIBIT INDEX
| Exhibit No. | Description | |
| 5.1 | Opinion of Mayer Brown LLP, dated as of March 24, 2017, as to legality | |
| 8.1 | Opinion of Mayer Brown LLP, dated as of March 24, 2017, as to certain tax matters |
