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):
October 12, 2017
Ford Credit Floorplan Master Owner Trust A
(Exact Name of Issuing Entity as Specified in Charter)
Commission File Number: 333-206773
Central Index Key Number: 0001159408
Ford Credit Floorplan LLC and Ford Credit Floorplan Corporation
(Exact Name of Registrants/Depositors as Specified in Charter)
Commission File Numbers: 333-206773-01 and 333-206773-02
Central Index Key Numbers: 0001061198 and 0000872471
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 Registrants)
38-3372243 and 38-2973806
(IRS Employer Identification No. of the Registrants)
c/o Ford Credit SPE Management Office |
| 48126 |
(Address of Principal Executive Offices of the Registrants) |
| (Zip Code) |
Registrants’ 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))
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 o
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. o
Item 1.01 Entry into a Material Definitive Agreement
In connection with the issuance by Ford Credit Floorplan Master Owner Trust A (the “Trust”) of the asset-backed securities (the “Notes”) described in the Prospectus, dated October 3, 2017 (the “Prospectus”), which was filed with the Securities and Exchange Commission pursuant to its Rule 424(b)(2) by Ford Credit Floorplan Corporation and Ford Credit Floorplan LLC, as registrants (the “Registrants” or the “Depositors”), the Depositors 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 |
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4.2 |
| Series 2017-3 Indenture Supplement, dated as of October 1, 2017, between the Trust and the Indenture Trustee. |
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10.10 |
| Dispute Resolution Supplement, dated as of February 1, 2016, among the Sponsor, as Seller and Servicer, Ford Credit Floorplan Corporation, as Depositor, and the Trust (incorporated by reference to Form 8-K of the Trust and Depositors filed on February 19, 2016). |
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10.11 |
| Dispute Resolution Supplement, dated as of February 1, 2016, among the Sponsor, as Seller and Servicer, Ford Credit Floorplan LLC, as Depositor, and the Trust (incorporated by reference to Form 8-K of the Trust and Depositors filed on February 19, 2016). |
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|
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10.12 |
| Asset Representations Review Agreement, dated as of February 1, 2016, among the Sponsor, as Servicer, the Trust and Clayton Fixed Income Services LLC, as Asset Representations Reviewer (incorporated by reference to Form 8-K of the Trust and Depositors filed on February 19, 2016). |
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10.13 |
| Series 2017-3 Account Control Agreement, dated as of October 1, 2017, between the Trust and The Bank of New York Mellon. |
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10.14 |
| Risk Retention Supplement, dated as of May 1, 2017, among the Sponsor, as Sponsor, Administrator and Servicer, Ford Credit Floorplan Corporation, as Depositor, and the Trust (incorporated by reference to Form 8-K of the Trust and Depositors filed on May |
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| 31, 2017). |
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10.15 |
| Risk Retention Supplement, dated as of May 1, 2017, among the Sponsor, as Sponsor, Administrator and Servicer, Ford Credit Floorplan LLC, as Depositor, and the Trust (incorporated by reference to Form 8-K of the Trust and Depositors filed on May 31, 2017). |
EXHIBIT INDEX
Exhibit No. |
| Description |
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4.2 |
| |
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10.10 |
| |
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10.11 |
| |
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10.12 |
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10.13 |
| |
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10.14 |
| |
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|
10.15 |
|
SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934, the Registrants have duly caused this Report to be signed on their respective behalves by the undersigned hereunto duly authorized.
| FORD CREDIT FLOORPLAN CORPORATION | |
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| By: | /s/ Nathan Herbert |
|
| Name: Nathan Herbert |
|
| Title: Assistant Secretary |
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| FORD CREDIT FLOORPLAN LLC | |
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| By: | /s/ Nathan Herbert |
|
| Name: Nathan Herbert |
|
| Title: Assistant Secretary |
Dated: October 13, 2017
