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EX-4.(D) - RECEIVABLES PURCHASE AND SALE AGREEMENT - CEF EQUIPMENT HOLDING LLCv389277_ex4-d.htm
EX-4.(B) - LLC AGREEMENT - CEF EQUIPMENT HOLDING LLCv389277_ex4-b.htm
EX-4.(C) - RECEIVABLE SALE AGREEMENT - CEF EQUIPMENT HOLDING LLCv389277_ex4-c.htm
EX-99.(A) - SERIES 2014-1A SUBI SUPPLEMENT - CEF EQUIPMENT HOLDING LLCv389277_ex99-a.htm
EX-99.(B) - SERIES 2014-1A SUBI SUPPLEMENT COLLATERAL AGENCY SUPPLEMENT - CEF EQUIPMENT HOLDING LLCv389277_ex99-b.htm
EX-4.(E) - SERVICING AGREEMENT - CEF EQUIPMENT HOLDING LLCv389277_ex4-e.htm
EX-4.(G) - ADMINISTRATION AGREEMENT - CEF EQUIPMENT HOLDING LLCv389277_ex4-g.htm
EX-4.(F) - INDENTURE - CEF EQUIPMENT HOLDING LLCv389277_ex4-f.htm
EX-4.(H) - LIMITED REMOVAL AND CLEAN-UP CALL AGREEMENT - CEF EQUIPMENT HOLDING LLCv389277_ex4-h.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) September 9, 2014

 

Commission File Number of the issuing entity: 333-197074-02

 
GE EQUIPMENT MIDTICKET LLC, SERIES 2014-1
(Exact name of issuing entity)

 

Commission File Number of depositor: 333-197074

 

CEF EQUIPMENT HOLDING, L.L.C.

(Exact name of depositor as specified in its charter)

 

 

GENERAL ELECTRIC CAPITAL CORPORATION

(exact name of sponsor as specified in its charter)

 

   
Delaware 20-5439580
(State or other jurisdiction (IRS Employer
of incorporation) Identification No.)

 

10 Riverview Drive, Danbury, Connecticut 06810
(Address of principal executive offices) (Zip Code)

 

Registrant’s telephone number, including area code (203) 749-2101

 

 
(Former name or former address, if changed since last report.)

 

 

 

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Exhibit Index located on page 6

 

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))

 

 

 

 

 

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Items 1.01 Entry into a Material Definitive Agreement

 

The following material definitive agreement has been entered into:

 

1. Underwriting Agreement, dated September 9, 2014 (the “Underwriting Agreement”), among General Electric Capital Corporation (“GECC”), CEF Equipment Holding, L.L.C. (“CEF Holding”), GE Equipment Midticket LLC, Series 2014-1 (the “Issuer”) and Credit Suisse Securities (USA) LLC, as representative of the several underwriters identified therein.

 

The registrant is also filing forms of the following documents in connection with the issuance of $579,100,000 of asset backed notes by the Issuer described in the Prospectus Supplement dated September 9, 2014 to Prospectus dated September 3, 2014:

 

1. Limited Liability Company Agreement of the Issuer, dated as of September 17, 2014 (the “LLC Agreement”).

 

2. Receivables Sale Agreement, to be dated as of September 17, 2014, among GECC, VFS Financing, Inc., General Electric Credit Corporation of Tennessee, GE Capital Title Holding Corp., and CEF Holding (the “Receivables Sale Agreement”).

 

3. Receivables Purchase and Sale Agreement, to be dated as of September 17, 2014, between CEF Holding and the Issuer (the “Receivables Purchase and Sale Agreement”).

 

4. Servicing Agreement, to be dated as of September 17, 2014, among the Issuer, GE TF Trust (the “Titling Trust”) and GECC, as the servicer (the “Servicing Agreement”).

 

5. Indenture, to be dated as of September 17, 2014, between the Issuer and Deutsche Bank Trust Company Americas, as indenture trustee (the “Indenture”).

 

6. Administration Agreement, to be dated as of September 17, 2014, between the Issuer and GECC, as the administrator (the “Administration Agreement”).

 

7. Limited Removal and Clean-Up Call Agreement, to be dated as of September 17, 2014, between GE Equipment Funding, LLC (the “Managing Member”) and the Issuer (the “Limited Removal and Clean-Up Call Agreement”).

 

8. Series 2014-1A SUBI Supplement to the Amended and Restated Trust Agreement, dated as of April 30, 2012, between GE Capital Title Holding Corp., as settlor (in such capacity, the “Settlor”) and initial beneficiary (in such capacity, the “Initial Beneficiary”) and Wilmington Trust Company, as UTI trustee, administrative trustee and Delaware trustee, to be dated as of September 17, 2014 (the “Series 2014-1A SUBI Supplement”), among the Settlor, the Initial Beneficiary and Wilmington Trust Company, as UTI trustee, administrative trustee and SUBI trustee.

 

9. Series 2014-1A SUBI Supplement to the Amended and Restated Collateral Agency Agreement, dated as of April 30, 2012, among GECC, GE Title Agent, LLC, as collateral agent (the “Collateral Agent”) and the Titling Trust, to be dated as of September 17, 2014 (the “Series 2014-1A SUBI Supplement Collateral Agency Agreement”), among the Titling Trust, the Collateral Agent, GECC and Deutsche Bank Trust Company Americas, as secured party.

 

 

 

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Section 9. Financial Statements and Exhibits

 

Item 9.01 Financial Statements and Exhibits

 

(a)Not applicable

 

(b)Not applicable

 

(c)Not applicable

 

(d)Exhibits

 

Exhibit No. Description
   
Exhibit 4(b) LLC Agreement
   
Exhibit 4(c) Receivables Sale Agreement
   
Exhibit 4(d) Receivables Purchase and Sale Agreement
   
Exhibit 4(e) Servicing Agreement
   
Exhibit 4(f) Indenture
   
Exhibit 4(g) Administration Agreement
   
Exhibit 4(h) Limited Removal and Clean-Up Call Agreement
   
Exhibit 99(a) Series 2014-1A SUBI Supplement
   
Exhibit 99(b) Series 2014-1A SUBI Supplement Collateral Agency Agreement

 

 

 

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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.

 

CEF EQUIPMENT HOLDING, L.L.C.


By: /s/ Charles E. Rhodes                     
Name: Charles E. Rhodes
Title: Vice President and Secretary

 

 

Dated: September 17, 2014

 

 

 

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Exhibit Index

 

Exhibit No. Description
   
Exhibit 4(b) LLC Agreement
   
Exhibit 4(c) Receivables Sale Agreement
   
Exhibit 4(d) Receivables Purchase and Sale Agreement
   
Exhibit 4(e) Servicing Agreement
   
Exhibit 4(f) Indenture
   
Exhibit 4(g) Administration Agreement
   
Exhibit 4(h) Limited Removal and Clean-Up Call Agreement
   
Exhibit 99(a) Series 2014-1A SUBI Supplement
   
Exhibit 99(b) Series 2014-1A SUBI Supplement Collateral Agency Agreement

 

 

 

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