GM Financial Automobile Leasing Trust 2020-2 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)

June 17, 2020

GM Financial Automobile Leasing Trust2020-2

(Exact name of registrant as specified in its charter)

GMF Leasing LLC

(Exact name of depositor as specified in its charter)

AmeriCredit Financial Services, Inc.

(Exact name of sponsor as specified in its charter)

Delaware	333-229068-05	84-7121454
(State or Other Jurisdiction of Incorporation)	(Commission File Number)	(I.R.S. Employer Identification No.)

c/o  AmeriCredit Financial Services, Inc. Attention: Frank E. Brown III, Esq. 801 Cherry Street, Suite 3500 Fort Worth, Texas (Address of Principal Executive Offices) 76102 (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))

Securities registered pursuant to Section 12(b) of the Securities Exchange Act of 1934:

Title of each class	Trading Symbol(s)	Name of each exchange on which registered
None	None	None

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 Rule12b-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.  ☐

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 Trust2020-2 (the “Issuing Entity”), to issue $128,000,000Class A-1 0.27975% Asset Backed Notes (the “ClassA-1 Notes”), $400,000,000Class A-2-A 0.71% Asset Backed Notes (the “ClassA-2-A Notes”), $60,000,000Class A-2-B Floating Rate Asset Backed Notes (the “ClassA-2-B Notes” and together with theClass A-2-A Notes, the “ClassA-2 Notes”), $429,000,000Class A-3 0.80% Asset Backed Notes (the “ClassA-3 Notes”), $90,140,000Class A-4 1.01% Asset Backed Notes (the “ClassA-4 Notes” and together with theClass A-1 Notes, theClass A-2 Notes and theClass A-3 Notes, the “Class A Notes”), $59,760,000 Class B 1.56% Asset Backed Notes (the “Class B Notes”), $55,630,000 Class C 2.56% Asset Backed Notes (the “Class C Notes”) and $34,340,000 Class D 3.21% Asset Backed Notes (the “Class D Notes” and, collectively with the Class A Notes, the Class B Notes and the Class C Notes, the “Notes”), and an Asset Backed Certificate (the “Certificate”), on June 17, 2020 (the “Closing Date”). The Notes are registered under the Registration Statement filed by the Depositor with the Securities and Exchange Commission under file number333-229068 (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 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 Notes were sold to Barclays Capital Inc. (“Barclays”), Deutsche Bank Securities Inc. (“Deutsche Bank Securities”), Mizuho Securities USA LLC (“Mizuho Securities”) and SG Americas Securities, LLC (“Societe Generale” and, collectively with Barclays, Deutsche Bank Securities and Mizuho Securities, the “Representatives”), CIBC World Markets Corp. (“CIBC Capital Markets”), Credit Agricole Securities (USA) Inc. (“Credit Agricole Securities”), J.P. Morgan Securities LLC (“J.P. Morgan”), MUFG Securities Americas Inc. (“MUFG”), and Wells Fargo Securities, LLC (“Wells Fargo Securities” and collectively with the Representatives, CIBC Capital Markets, Credit Agricole Securities, J.P. Morgan and MUFG, the “Underwriters”), pursuant to the Underwriting Agreement attached hereto asExhibit 1.1, dated as of June 8, 2020 (the “Underwriting Agreement”), among GM Financial, the Depositor and the Representatives.

Item 8.01. Other Events.

The Issuing Entity was formed, and the Certificate was issued, pursuant to the Trust Agreement attached hereto asExhibit 4.2, dated as of March 13, 2020, as amended and restated as of May 14, 2020 (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 asExhibit 4.1, dated as of May 14, 2020 (the “Indenture”), between the Issuing Entity and Wells Fargo Bank, National Association (“Wells Fargo”), as indenture trustee (in such capacity, the “Indenture Trustee”).

Pursuant to the2020-2 Exchange Note Supplement attached hereto asExhibit 4.5, dated as of May 14, 2020 (the “Exchange Note Supplement”), ACAR Leasing Ltd. (the “Titling Trust”), as borrower, GM Financial, as lender and as servicer (in such capacity, the “Servicer”) and Wells Fargo, as collateral agent (in such capacity, the “Collateral Agent”) and as administrative agent (the

“Administrative Agent”), the Titling Trust issued an Exchange Note (the “Exchange Note”) to GM Financial on June 17, 2020 (the “Closing Date”) and designated a designated pool of collateral lease agreements and collateral leased vehicles (the “Designated Pool”) to support the Exchange Note.

Pursuant to the2020-2 Exchange Note Sale Agreement attached hereto asExhibit 10.1, dated as of May 14, 2020 (the “Exchange Note Sale Agreement”), between GM Financial and the Depositor, on the Closing Date, GM Financial sold to the Depositor, and the Depositor purchased from GM Financial, all of GM Financial’s right, title and interest in, to and under the Exchange Note and the proceeds thereof without recourse. Pursuant to the2020-2 Exchange Note Transfer Agreement attached hereto asExhibit 10.2, dated as of May 14, 2020 (the “Exchange Note Transfer Agreement”), between the Depositor and the Issuing Entity, on the Closing Date the Depositor sold to the Issuing Entity and the Issuing Entity purchased from the Depositor, all of the Depositor’s right, title and interest in, to and under the Exchange Note and the proceeds thereof without recourse. Pursuant to the Indenture, on the Closing Date the Issuing Entity issued the Notes to the Depositor as partial payment for the Exchange Note and granted a security interest in the Exchange Note and all other indenture collateral to the Indenture Trustee for the benefit of the Underwriters.

Pursuant to the Underwriting Agreement, the Depositor sold the Publicly Offered Notes to the Underwriters.

GM Financial, as Servicer, has agreed to perform servicing duties with regard to the Lease Assets pursuant to the2020-2 Servicing Supplement attached hereto as Exhibit 10.4, dated as of May 14, 2020 (the “Servicing Supplement”), among the Titling Trust, the Servicer, APGO Trust, as settlor (the “Settlor”), the Collateral Agent and the Indenture Trustee, and has also agreed to serve as custodian of the Lease Assets pursuant to the Servicing Supplement.

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 June 8, 2020, among GM Financial, the Depositor and the Representatives (see Exhibit 1.1 to the Form8-K filed on June  10, 2020, in connection with Registration Statement Nos.333-229068 and333-229068-05, which is incorporated by reference herein).

4.1    Indenture, dated as of May  14, 2020, between the Issuing Entity and the Indenture Trustee.

4.3    Amended and Restated Trust Agreement, dated as of May 14, 2020, between the Depositor and the Owner Trustee.

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4.5     2020-2 Exchange Note Supplement, dated as of May 14, 2020, among the Titling Trust, GM Financial, as lender, the Servicer, the Collateral Agent and the Administrative Agent.

10.1    2020-2 Exchange Note Sale Agreement, dated as of May 14, 2020, between the GM Financial and the Depositor.

10.2    2020-2 Exchange Note Transfer Agreement, dated as of May 14, 2020, between the Depositor and the Issuing Entity.

10.4    2020-2 Servicing Supplement, dated as of May 14, 2020, among the Titling Trust, the Servicer, the Settlor, the Collateral Agent and the Indenture Trustee.

10.5    Asset Representations Review Agreement, dated May  14, 2020, among the Issuing Entity, GM Financial, as Servicer, and Clayton, as Asset Representations Reviewer.

99.1    Administration Agreement, dated as of May  14, 2020, among the Depositor, GM Financial, as administrator, and the Indenture Trustee.

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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.

GM FINANCIAL AUTOMOBILE LEASING
TRUST2020-2
By:	AmeriCredit Financial Services, Inc. d/b/a GM Financial, as Servicer
By: /s/ Frank E. Brown III
Name:	Frank E. Brown III
Title:	Senior Vice President, Corporate Counsel and Secretary

Dated: June 22, 2020

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