AmeriCredit Automobile Receivables Trust 2018-2 8-K Entry into a Material Definitive Agreement

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

Form8-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)

August 8, 2018

AmeriCredit Automobile Receivables Trust2018-2

(Exact name of registrant as specified in its charter)

AFS SenSub Corp.

(Exact name of depositor as specified in its charter)

AmeriCredit Financial Services, Inc.

(Exact name of sponsor as specified in its charter)

Delaware	333-206924-10	83-6199690
(State or Other Jurisdiction of Incorporation)	(Commission File Number)	(I.R.S. Employer Identification No.)
c/o   AmeriCredit Financial Services, Inc.		76102
Attention: Frank E. Brown III, Esq.         801 Cherry Street, Suite 3500         Fort Worth, Texas         (Address of Principal Executive Offices)		(Zip Code)

Registrant’s telephone number including area code -(817)302-7000

(Former name or former address, if changed since last report)

Check the appropriate box below if the Form8-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 toRule 14a-12 under the Exchange Act (17 CFR240.14a-12)

☐ Pre-commencement communications pursuant toRule 14d-2(b) under the Exchange Act (17 CFR240.14d-2(b))

☐ Pre-commencement communications pursuant toRule 13e-4(c) under the Exchange Act (17 CFR240.13e-4(c))

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.    ☐

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Item 1.01.      Entry into a Material Definitive Agreement.

AFS SenSub Corp. (“AFS SenSub”), as depositor, and AmeriCredit Financial Services, Inc. (“AmeriCredit”), as sponsor, will cause a newly formed issuing entity, AmeriCredit Automobile Receivables Trust2018-2 (the “Issuing Entity”), to issue $208,000,000Class A-1 Asset Backed Notes (the “ClassA-1 Notes”), $400,780,000Class A-2-A Asset Backed Notes (the “ClassA-2-A Notes”), $300,000,000Class A-3 Asset Backed Notes (the “ClassA-3 Notes”), $98,640,000 Class B Asset Backed Notes (the “Class B Notes”), $122,440,000 Class C Asset Backed Notes (the “Class C Notes”), $120,400,000 Class D Asset Backed Notes (the “Class D Notes” and together with theClass A-1 Notes, theClass A-2-A Notes, theClass A-3 Notes, the Class B Notes and the Class C Notes, the “Publicly Offered Notes”), $31,970,000 Class E Asset Backed Notes (the “Class E Notes”), and an Asset Backed Certificate (the “Certificate”), on August 15, 2018 (the “Closing Date”). The Publicly Offered Notes will be 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“sub-prime” automobile loan contracts (the “Receivables”) secured by new and used automobiles, light duty trucks and vans. The Publicly Offered Notes will be sold to Barclays Capital Inc. (“Barclays”), Deutsche Bank Securities Inc. (“Deutsche Bank”), Goldman Sachs & Co. LLC (“Goldman Sachs”) and Wells Fargo Securities, LLC (“Wells Fargo” and collectively with Barclays, Deutsche Bank and Goldman Sachs, the “Representatives”), BNP Paribas Securities Corp. (“BNP Paribas”), CIBC World Markets Corp. (“CIBC”), Citigroup Global Markets Inc. (“Citigroup”), J.P. Morgan Securities LLC (“J.P. Morgan”) and Morgan Stanley & Co. LLC (“Morgan Stanley” and collectively with the Representatives, BNP Paribas, CIBC, Citigroup and J.P. Morgan, the “Underwriters”), pursuant to the Underwriting Agreement attached hereto asExhibit 1.1, dated as of August 8, 2018 (the “Underwriting Agreement”), among AmeriCredit, AFS SenSub and the Representatives.

Item 8.01.      Other Events.

The Issuing Entity was formed, and the Certificate will be issued, pursuant to the Trust Agreement, attached hereto asExhibit 4.2, dated as of June 29, 2018, as amended and restated as of July 2, 2018 (the “Trust Agreement”), between AFS SenSub and Wilmington Trust Company (“WTC”), as Owner Trustee. The Notes will be issued pursuant to the Indenture, attached hereto asExhibit 4.1, dated as of July 2, 2018 (the “Indenture”), between the Issuing Entity and Citibank, N.A. (“Citibank”), as Trustee and Trust Collateral Agent.

AFS SenSub will purchase the Receivables from AmeriCredit pursuant to the Purchase Agreement, attached hereto asExhibit 10.1, dated as of July 2, 2018 (the “Purchase Agreement”), between AmeriCredit and AFS SenSub. The Issuing Entity will purchase the Receivables from AFS SenSub pursuant to the Sale and Servicing Agreement, attached hereto asExhibit 4.3, dated as of July 2, 2018 (the “Sale and Servicing Agreement”), among the Issuing Entity, AFS SenSub, AmeriCredit and Citibank, as Trust Collateral Agent.

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AmeriCredit, as Servicer, will agree to perform servicing duties with regard to the Receivables pursuant to the Sale and Servicing Agreement and will also agree to serve as custodian of the Receivables pursuant to the Sale and Servicing Agreement.

The Issuing Entity will engage Clayton Fixed Income Services LLC (“Clayton”) as Asset Representations Reviewer pursuant to the Asset Representations Review Agreement, attached hereto asExhibit 10.6, dated as of July 2, 2018 (the “Asset Representations Review Agreement”), among the Issuing Entity, AmeriCredit, as Servicer, and Clayton, as Asset Representations Reviewer. The Asset Representations Reviewer will agree to perform reviews of certain Receivables for compliance with the representations and warranties made by AmeriCredit and AFS SenSub about the Receivables.

Item 9.01. Financial Statements, Pro Forma Financial Information and Exhibits.

(a) Not applicable.

(b) Not applicable.

(c) Not applicable.

(d) Exhibits:

1.1      Underwriting Agreement, dated as of August  8, 2018, among AmeriCredit, as Sponsor, AFS SenSub, as Seller, and the Representatives.

4.1      Indenture, dated as of July  2, 2018, between the Issuing Entity and Citibank, as Trustee and Trust Collateral Agent.

4.2      Amended and Restated Trust Agreement, dated as of July  2, 2018, between AFS SenSub and WTC, as Owner Trustee.

4.3        Sale and Servicing Agreement, dated as of July 2, 2018, among the Issuing Entity, AmeriCredit, as Servicer, AFS SenSub and Citibank, as Trust Collateral Agent.

10.1      Purchase Agreement, dated as of July  2, 2018, between AmeriCredit, as Seller, and AFS SenSub, as Purchaser.

10.6       Asset Representations Review Agreement, dated July 2, 2018, among the Issuing Entity, AmeriCredit, as Servicer, and Clayton, as Asset Representations Reviewer.

10.7       Second Amended and Restated Servicing Agreement, dated as of January  1, 2006, between AmeriCredit and General Motors Financial of Canada, Ltd. (see Exhibit 10.5 to FormSF-3/A filed on December 7, 2015, in connection with Registration StatementNo.  333-206924, which is incorporated by reference herein).

36.1       Depositor certification for shelf offerings of asset-backed securities.

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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.

AMERICREDIT AUTOMOBILE RECEIVABLES TRUST2018-2
By:	AmeriCredit Financial Services, Inc., as Servicer
By:/s/ Frank E. Brown III
Name:	Frank E. Brown III
Title:	Senior Vice President, Corporate Counsel and Secretary

Dated: August 10, 2018

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