Attached files
file | filename |
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EX-1.1 - EX-1.1 - Ford Credit Floorplan Master Owner Trust A Series 2011-2 | k50773exv1w1.htm |
EX-4.2 - EX-4.2 - Ford Credit Floorplan Master Owner Trust A Series 2011-2 | k50773exv4w2.htm |
EX-99.7 - EX-99.7 - Ford Credit Floorplan Master Owner Trust A Series 2011-2 | k50773exv99w7.htm |
Table of Contents
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
Pursuant to Section 13 or 15(d) of the
Securities Exchange Act of 1934
Date of Report (Date of earliest event reported):
October 6, 2011
October 6, 2011
Ford Credit Floorplan Master Owner Trust A
(Issuer of the notes)
(Issuer of the notes)
Ford Motor Credit Company LLC
(Exact name of Sponsor as specified in its charter)
Ford Credit Floorplan Corporation | Ford Credit Floorplan LLC | |
(Exact names of registrants as specified in their respective charters) |
Delaware | Delaware | |
(State or Other Jurisdiction of Incorporation) | (State or Other Jurisdiction of Incorporation) |
333-171922 | 38-2973806 | 333-171922-01 | 38-3372243 | |||
(Commission File | (I.R.S. Employer | (Commission File | (I.R.S. Employer | |||
Number) | Identification No.) | Number) | Identification No.) |
c/o Ford Motor Company | c/o Ford Motor Company | |||||
c/o Ford Credit SPE Management Office | c/o Ford Credit SPE Management Office | |||||
World Headquarters Suite 801-C1 | World Headquarters Suite 801-C1 | |||||
One America Road | One America Road | |||||
Dearborn, Michigan | 48126 | Dearborn, Michigan | 48126 | |||
(Address of Principal Executive Offices) | (Zip Code) | (Address of Principal Executive Offices) | (Zip Code) |
(313) 594-3495 | (313) 594-3495 | |
(Registrants telephone number including area code) | (Registrants telephone number including area code) |
(Former name or former address, if changed since last report)
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))
TABLE OF CONTENTS
Table of Contents
Item 1.01 Entry into a Material Definitive Agreement.
In connection with the issuance by Ford Credit Floorplan Master Owner Trust A (the
Issuing Entity) of the asset backed securities (the Notes) described in the
Prospectus Supplement, dated October 6, 2011 (the Prospectus Supplement), and the Base
Prospectus, dated October 3, 2011 (the Base Prospectus and, together with the Prospectus
Supplement, the Prospectus), which were filed with the Securities and Exchange Commission
pursuant to its Rule 424(b)(2) by Ford Credit Floorplan Corporation and Ford Credit Flooplan LLC,
as registrants (the Registrants), the Registrants entered into an Underwriting Agreement
on October 6, 2011 (the Underwriting Agreement) with the underwriters listed in item
9.01(d) below. The Underwriting Agreement is described more fully in the Prospectus.
This Current Report on Form 8-K is being filed in connection with the execution of the
Underwriting Agreement to satisfy an undertaking to file copies of certain agreements executed in
connection with the issuance of the Notes.
Item 8.01 Other Events.
On the closing date for the issuance of the Notes set forth in the Prospectus (the
Closing Date), the Issuing Entity will enter into the other agreements listed in Item
9.01(d) below (such agreements, the Transaction Documents). The Transaction Documents
are described more fully in the Prospectus.
This Current Report on Form 8-K is being filed to satisfy an undertaking to file finalized
forms of certain agreements that are to be executed in connection with the issuance of the Notes,
the forms of which were filed as exhibits to the Registration Statement filed by the Registrants
with the Securities and Exchange Commission under the file numbers 333-171922 and 333-171922-01.
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 | |
1.1
|
Underwriting Agreement, dated October 6, 2011, among the Registrants, Ford Motor Credit Company LLC and Barclays Capital Inc., BNP Paribas Securities Corp. and RBS Securities Inc. | |
4.2
|
Series 2011-2 Indenture Supplement, to be dated as of October 1, 2011, between the Issuing Entity and the Indenture Trustee. | |
99.7
|
Series 2011-2 Account Control Agreement, to be dated as of October 1, 2011, between the Issuing Entity and the Indenture Trustee. |
Table of Contents
SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934, the co-registrants have
duly caused this Report to be signed on their respective behalfs by the undersigned hereunto duly
authorized.
FORD CREDIT FLOORPLAN CORPORATION |
||||
By: | /s/ Susan J. Thomas | |||
Name: | Susan J. Thomas | |||
Title: | Secretary | |||
FORD CREDIT FLOORPLAN LLC |
||||
By: | /s/ Susan J. Thomas | |||
Name: | Susan J. Thomas | |||
Title: | Secretary | |||
Dated: October 7, 2011
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Table of Contents
EXHIBIT INDEX
Exhibit No. | Description | |
1.1
|
Underwriting Agreement, dated October 6, 2011, among the Registrants, Ford Motor Credit Company LLC and Barclays Capital Inc., BNP Paribas Securities Corp. and RBS Securities Inc. | |
4.2
|
Series 2011-2 Indenture Supplement, to be dated as of October 1, 2011, between the Issuing Entity and the Indenture Trustee. | |
99.7
|
Series 2011-2 Account Control Agreement, to be dated as of October 1, 2011, between the Issuing Entity and the Indenture Trustee. |
4