Attached files
| file | filename |
|---|---|
| EX-1.1 - EX-1.1 - Fifth Third Auto Trust 2013-1 | d587486dex11.htm |
| EX-5.1 - EX-5.1 - Fifth Third Auto Trust 2013-1 | d587486dex51.htm |
| EX-8.1 - EX-8.1 - Fifth Third Auto Trust 2013-1 | d587486dex81.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) August 14, 2013
FIFTH THIRD AUTO TRUST 2013-1
(Exact Name of Issuing Entity as Specified in its Charter)
Commission File Number of Issuing Entity: 333-182215-02
FIFTH THIRD HOLDINGS FUNDING, LLC
(Exact Name of Depositor as Specified in its Charter)
Commission File Number of Depositor: 333-182215
FIFTH THIRD BANK
(Exact Name of Sponsor as Specified in its Charter)
| Delaware | 46-6890200 | |
| (State or Other Jurisdiction of Incorporation of Issuing Entity/Registrant) |
(Issuing Entity’s I.R.S. Employer Identification No.) | |
| c/o Fifth Third Holdings Funding, LLC 1701 Golf Road, Tower 1, 9th Floor Rolling Meadows, Illinois |
60008 | |
| (Address of Principal Executive Offices) | (Zip Code) | |
(Registrant’s Telephone Number, Including Area Code) (847) 354-7341
Not Applicable
(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:
| ¨ | 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 August 14, 2013, Fifth Third Holdings Funding, LLC and Fifth Third Bank entered into an Underwriting Agreement with Barclays Capital Inc., on behalf of itself and as representative of the several underwriters (collectively, the “Underwriters”), for the issuance and sale of Class A-1 Auto Loan Asset Backed Notes (the “Class A-1 Notes”), Class A-2 Auto Loan Asset Backed Notes (the “Class A-2 Notes”), Class A-3 Auto Loan Asset Backed Notes, (the “Class A-3 Notes”) and Class A-4 Auto Loan Asset Backed Notes (the “Class A-4 Notes” and, together with the Class A-1 Notes, Class A-2 Notes and Class A-3 Notes, the “Notes”) by Fifth Third Auto Trust 2013-1 described in the Prospectus Supplement dated August 14, 2013.
Attached as Exhibit 1.1 is the Underwriting Agreement.
Item 8.01. Other Events.
The Registrant is filing the exhibit(s) listed in Item 9.01(d) below in connection with the issuance of the Notes.
This Current Report on Form 8-K is being filed in connection with the issuance of the Notes to satisfy an undertaking to file unqualified legality and tax opinions at the time of each takedown from the Registration Statement. Copies of the legality and tax opinions delivered by Mayer Brown LLP, counsel to the Registrant, in connection with the issuance of the Notes are attached hereto as Exhibits 5.1 and 8.1, respectively.
Item 9.01. Financial Statements and Exhibits.
| (a) | Not applicable. |
| (b) | Not applicable. |
| (c) | Not applicable. |
| (d) | Exhibits. |
| Exhibit No. |
Document Description | |
| 1.1 | Underwriting Agreement, dated August 14, 2013, among Fifth Third Holdings Funding, LLC, Fifth Third Bank and Barclays Capital Inc., on behalf of itself and as representative of the several Underwriters. | |
| 5.1 | Opinion of Mayer Brown LLP with respect to legality matters | |
| 8.1 | Opinion of Mayer Brown LLP with respect to tax matters | |
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.
| August 16, 2013 | FIFTH THIRD HOLDINGS FUNDING, LLC | |||
| By: | /s/ Tayfun Tuzun | |||
| Name: | Tayfun Tuzun | |||
| Title: | President | |||