Attached files
file | filename |
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EX-4.1 - Honda Auto Receivables 2010-3 Owner Trust | v199821_ex4-1.htm |
EX-4.2 - Honda Auto Receivables 2010-3 Owner Trust | v199821_ex4-2.htm |
EX-1.1 - Honda Auto Receivables 2010-3 Owner Trust | v199821_ex1-1.htm |
EX-99.1 - Honda Auto Receivables 2010-3 Owner Trust | v199821_ex99-1.htm |
EX-99.4 - Honda Auto Receivables 2010-3 Owner Trust | v199821_ex99-4.htm |
EX-99.3 - Honda Auto Receivables 2010-3 Owner Trust | v199821_ex99-3.htm |
EX-99.2 - Honda Auto Receivables 2010-3 Owner Trust | v199821_ex99-2.htm |
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 20,
2010
_________________________
333-150095-09
(Commission
File Number of issuing entity)
Honda
Auto Receivables 2010−3 Owner Trust
(Exact
name of registrant specified in its charter)
333-150095
(Commission
File Number of depositor)
American
Honda Receivables Corp.
(Exact
name of depositor as specified in its charter)
American
Honda Finance Corporation
(Exact
name of sponsor as specified in its charter)
____________________________________
Delaware
|
80-6178914
|
(State
or Other Jurisdiction of Incorporation)
|
(I.R.S.
Employer Identification No.)
|
American
Honda Receivables Corp.
20800
Madrona Avenue
Torrance,
CA 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:
[ ]
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
Description
of the Securities and the Auto Loans
American Honda Receivables Corp.
registered issuances of up to $15,000,000,000 principal amount of Asset Backed
Notes and Asset Backed Certificates on a delayed or continuous basis pursuant to
Rule 415 under the Securities Act of 1933, as amended (the “Act”), by the
Registration Statements on Form S−3 (Registration File No. 333−150095) filed
with the Securities and Exchange Commission on April 4, 2008, including all
amendments thereto, and as the same may be amended from time to time (the
“Registration Statement”) relating to the registration of the Notes under the
Act, as amended. Pursuant to the Registration Statement, Honda Auto
Receivables 2010-3 Owner Trust (the “Issuer”) will issue $1,559,989,000 Class
A−1 0.31004% Asset Backed Notes (the “Class A-1 Notes”), Class
A-2 0.53% Asset Backed Notes (the “Class A−2 Notes”), Class A−3 0.70%
(the “Class A-3 Notes”) and Class A-4 0.94% (the “Class A-4 Notes”)
(collectively, the “Notes”), on October 28, 2010. This Current Report
on Form 8−K is being filed to satisfy an undertaking to file copies of certain
agreements executed in connection with the issuance of the
Notes. American Honda Receivables Corp., as the depositor will
initially retain all of the Class A-1 Notes.
The Notes were issued pursuant to an
Indenture (the “Indenture”) attached hereto as Exhibit 4.1, dated as of
October 1, 2010, between the Issuer and Deutsche Bank Trust Company
Americas, as indenture trustee (the “Indenture Trustee”). The Notes
represent non-recourse obligations of the Issuer, which obligations are secured
by the pledge by the Issuer to the Indenture Trustee of auto loans and certain
related property.
The Notes evidence indebtedness of the
Issuer, the assets of which consist primarily of certain fixed rate retail
installment sales contracts secured by new and used Honda and Acura automobiles
and light-duty tracks financed thereby.
As of the applicable cut-off date,
which was October 1, 2010, the receivables possessed (without material
deviation) the characteristics described in the Prospectus dated October 18,
2010 and the Prospectus Supplement dated October 20, 2010, filed pursuant to
Rule 424(b)(5) of the Act on October 22, 2010.
Item
9.01. Financial Statements and Exhibits
(a) Not
applicable.
(b) Not
applicable.
(c) Not
applicable.
(d) Exhibits:
1.1
|
Underwriting
Agreement, dated October 20, 2010, among American Honda Receivables
Corp., American Honda Finance Corporation, J.P. Morgan Securities LLC and
BNP Paribas Securities Corp.
|
4.1
|
Indenture,
dated as of October 1, 2010, between Honda Auto Receivables 2010-3
Owner Trust and Deutsche Bank Trust Company Americas, as indenture
trustee.
|
4.2
|
Form
of Amended and Restated Trust Agreement, to be dated October 28,
2010, between American Honda Receivables Corp. and U.S. Bank Trust
National Association, as owner
trustee.
|
99.1
|
Sale
and Servicing Agreement, dated as of October 1, 2010, among Honda
Auto Receivables 2010-3 Owner Trust, American Honda Receivables Corp. and
American Honda Finance Corporation.
|
99.2
|
Receivables
Purchase Agreement, dated as of October 1, 2010, between American
Honda Finance Corporation and American Honda Receivables
Corp.
|
99.3
|
Administration
Agreement, dated as of October 1, 2010, among Honda Auto Receivables
2010-3 Owner Trust, American Honda Finance Corporation, American Honda
Receivables Corp. and Deutsche Bank Trust Company Americas, as indenture
trustee.
|
99.4
|
Control
Agreement, dated as of October 1, 2010, among American Honda
Receivables Corp., Honda Auto Receivables 2010-3 Owner Trust, American
Honda Finance Corporation, Deutsche Bank Trust Company Americas, as
indenture trustee and assignee-secured party, and Deutsche Bank Trust
Company Americas, as securities
intermediary.
|
SIGNATURES
Pursuant to the requirements of the
Securities Exchange Act of 1934, as amended, the registrant has duly caused this
Report to be signed on its behalf by the undersigned thereunto duly
authorized.
American
Honda Receivables Corp.
Depositor
By: /s/ H.
Tanaka
Name: H.
Tanaka
Title: President
October 26,
2010
EXHIBIT
INDEX
1.1
|
Underwriting
Agreement, dated October 20, 2010, among American Honda Receivables
Corp., American Honda Finance Corporation, J.P. Morgan Securities LLC and
BNP Paribas Securities Corp.
|
4.1
|
Indenture,
dated as of October 1, 2010, between Honda Auto Receivables 2010-3 Owner
Trust and Deutsche Bank Trust Company Americas, as indenture
trustee.
|
4.2
|
Form
of Amended and Restated Trust Agreement, to be dated October 28,
2010, between American Honda Receivables Corp. and U.S. Bank Trust
National Association, as owner
trustee.
|
99.1
|
Sale
and Servicing Agreement, dated as of October 1, 2010, among Honda Auto
Receivables 2010-3 Owner Trust, American Honda Receivables Corp. and
American Honda Finance Corporation.
|
99.2
|
Receivables
Purchase Agreement, dated as of October 1, 2010, between American Honda
Finance Corporation and American Honda Receivables
Corp.
|
99.3
|
Administration
Agreement, dated as of October 1, 2010, among Honda Auto Receivables
2010-3 Owner Trust, American Honda Finance Corporation, American Honda
Receivables Corp. and Deutsche Bank Trust Company Americas, as indenture
trustee.
|
99.4
|
Control
Agreement, dated as of October 1, 2010, among American Honda Receivables
Corp., Honda Auto Receivables 2010-3 Owner Trust, American Honda Finance
Corporation, Deutsche Bank Trust Company Americas, as indenture trustee
and assignee-secured party, and Deutsche Bank Trust Company Americas, as
securities intermediary.
|