Attached files

file filename
EX-5.1 - OPINION OF KIRKLAND & ELLIS LLP, DATED AS OF NOVEMBER 2, 2009 - World Omni Auto Leasing LLCdex51.htm
EX-8.1 - OPINION OF KIRKLAND & ELLIS LLP, DATED AS OF NOVEMBER 2, 2009 - World Omni Auto Leasing LLCdex81.htm

 

 

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):

November 2, 2009

 

 

WORLD OMNI AUTOMOBILE LEASE SECURITIZATION TRUST 2009-A

(Issuing Entity with respect to Securities)

WORLD OMNI FINANCIAL CORP.

(Sponsor with respect to Securities)

WORLD OMNI AUTO LEASING LLC

(Depositor with respect to Securities)

 

 

Delaware

(State or other jurisdiction of incorporation or organization)

333-152253-01

(Commission File Number)

90-0399122

(Registrant’s IRS Employer Identification No.)

190 Jim Moran Boulevard

Deerfield Beach, FL 33442

(Address of principal executive offices of registrant, including zip Code)

Registrant’s telephone number, including area code: (954) 429-2000

Former name or former address, if changed since last report: Not applicable

 

 

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 1.01. Entry into a Material Definitive Agreement

On November 2, 2009, World Omni Financial Corp. (“World Omni”) and World Omni Auto Leasing LLC (the “Depositor”) entered into an Underwriting Agreement with Banc of America Securities LLC and Wells Fargo Securities, LLC on behalf of themselves and as representatives of the several underwriters (collectively, the “Underwriters”), whereby each of the Underwriters has severally agreed to purchase $1,040,030,000 aggregate principal balance of various series of Class A Asset-Backed Notes to be issued by World Omni Automobile Lease Securitization Trust 2009-A (the “Trust”), a Delaware statutory trust created pursuant to that certain Trust Agreement, dated as of October 1, 2009, as amended and restated by the Amended and Restated Trust Agreement, to be dated as of November 12, 2009, each by and between the Depositor and U.S. Bank Trust National Association, as owner trustee. The Underwriting Agreement provides that the obligations of the Underwriters are subject to specified conditions precedent and that the Underwriters will purchase all of the Class A Notes (defined below) if any of the Class A Notes are purchased. World Omni and the Depositor have agreed to indemnify the Underwriters against some liabilities, including civil liabilities under the Securities Act, or contribute to payments which the Underwriters may be required to make in respect of some liabilities, including civil liabilities under the Securities Act.

The sale of the Class A Notes has been registered pursuant to the Securities Act of 1933, as amended (the “Securities Act”) under a Registration Statement on Form S-3 (Commission File No. 333-152253). It is anticipated that the Class A Notes will be issued on or about November 12, 2009.

 

Item 8.01. Other Events.

The registrant has filed a final prospectus supplement, dated November 2, 2009, setting forth a description of the collateral pool and the structure of $320,740,000 aggregate principal amount of the Class A-1 Asset-Backed Notes (the “Class A-1 Notes”), $378,780,000 aggregate principal amount of the Class A-2 Asset-Backed Notes (the “Class A-2 Notes”), $268,480,000 aggregate principal amount of the Class A-3 Asset-Backed Notes (the “Class A-3 Notes”), $72,030,000 aggregate principal amount of the Class A-4 Asset-Backed Notes (the “Class A-4 Notes” and, together with the Class A-1 Notes, the Class A-2 Notes and the Class A-3 Notes, the “Class A Notes”), and $80,250,000 aggregate principal amount of the Class B Asset-Backed Notes by World Omni Automobile Lease Securitization Trust 2009-A. Only the Class A Notes are being offered publicly for sale.

 

Item 9.01. Financial Statements and Exhibits.

 

Exhibit
No.

  

Description

5.1    The following is filed as an Exhibit to this Report under Exhibit 5.1.
   Opinion of Kirkland & Ellis LLP, dated as of November 2, 2009, with respect to enforceability of securities.
8.1    The following is filed as an Exhibit to this Report under Exhibit 8.1.
   Opinion of Kirkland & Ellis LLP, dated as of November 2, 2009, with respect to tax matters.

 

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SIGNATURES

Pursuant to the requirements of the Securities Exchange Act of 1934, as amended, the depositor has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.

   

World Omni Auto Leasing LLC

   

(Depositor)

Dated: November 5, 2009    

By:

  /S/    ERIC GEBHARD        
      Eric Gebhard
      Treasurer

 

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EXHIBIT INDEX

 

Exhibit
No.

  

Description

5.1    Opinion of Kirkland & Ellis LLP, dated as of November 2, 2009, with respect to enforceability of securities.
8.1    Opinion of Kirkland & Ellis LLP, dated as of November 2, 2009, with respect to tax matters.

 

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