Attached files
| file | filename |
|---|---|
| EX-31.1 - EXHIBIT 31.1 - Harley-Davidson Motorcycle Trust 2014-1 | a2014-1form10xkaxex311.htm |
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
_______________________
FORM 10-K/A
(Amendment No. 1)
_______________________
(Mark one)
þ | ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 | |
For the fiscal year ended December 31, 2015
or
o | TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 | |
For the transition period from to
Harley-Davidson Motorcycle Trust 2014-1
(Exact name of issuing entity as specified in its charter)
(Commission File Number: 333-180185-03; CIK: 0001604446)
Harley-Davidson Customer Funding Corp.
(Exact name of depositor as specified in its charter)
(Commission File Number: 333-180185; CIK: 0001114926)
Harley-Davidson Credit Corp.
(Exact name of sponsor as specified in its charter)
(CIK: 0001033232)
Delaware | 38-7109969 | |
(State or other jurisdiction of incorporation or organization) | (I.R.S. Employer Identification No.) | |
c/o Wilmington Trust Company, National Association 1100 North Market Street Wilmington, Delaware | 19890-1605 | |
(Address of principal executive offices) | (Zip Code) | |
Issuing entity’s telephone number, including area code: (302) 636-6000
SECURITIES REGISTERED PURSUANT TO SECTION 12(b) OF THE ACT: NONE
SECURITIES REGISTERED PURSUANT TO SECTION 12(g) OF THE ACT: NONE
Indicate by check mark if the registrant is a well-known seasoned issuer, as defined in Rule 405 of the Securities Act.
Yes o No þ
Indicate by check mark if the registrant is not required to file reports pursuant to Section 13 or Section 15(d) of the Act.
Yes o No þ
Indicate by check mark whether the registrant (1) has filed all reports required to be filed by Section 13 or 15(d) of the Securities Exchange Act of 1934 during the preceding 12 months (or for such shorter period that the registrant was required to file such reports), and (2) has been subject to such filing requirement for the past 90 days.
Yes þ No o
Indicate by check mark whether the registrant has submitted electronically and posted on its corporate Web site, if any, every Interactive Data File required to be submitted and posted pursuant to Rule 405 of Regulation S-T during the preceding 12 months (or for such shorter period that the registrant was required to submit and post such files).
Yes o No o
Indicate by check mark if disclosure of delinquent filers pursuant to Item 405 of Regulation S-K is not contained herein, and will not be contained, to the best of registrant’s knowledge, in definitive proxy or information statements incorporated by reference in Part III of this Form 10-K or any amendment to this Form 10-K. þ
Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer or a non-accelerated filer. See definition of “accelerated filer and large accelerated filer” in Rule 12b-2 of the Exchange Act. (Check one).
Large Accelerated Filer o Accelerated Filer o Non-Accelerated Filer þ Smaller Reporting Company o
Indicate by check mark whether the registrant is a shell company (as defined in Exchange Act Rule 12b-2).
Yes o No þ
State the aggregate market value of the voting and non-voting common equity held by non-affiliates computed by reference to the price at which the common equity was last sold, or the average bid and asked price of such common equity, as of the last business day of the registrant’s most recently completed second fiscal quarter.
Not applicable.
Indicate the number of shares outstanding of each of the registrant’s classes of common stock, as of the latest practicable date.
Not applicable.
DOCUMENTS INCORPORATED BY REFERENCE
None.
EXPLANATORY NOTE
This Amendment No. 1 (this “Amendment”) to our Annual Report on Form 10-K for the fiscal year ended December 31, 2015, originally filed March 28, 2016 (the “Original Form 10-K”), is being filed solely to refile Exhibit 31.1 to the Original Form 10-K in amended form to conform to the signature requirements of Item 601(b)(31)(ii) of Regulation S-K.
No other changes have been made to the Original Form 10-K other than described above. This Amendment does not reflect subsequent events occurring after the date of the Original Form 10-K or modify or update any disclosures set forth in the Original Form 10-K except as to Exhibit 31.1 hereto.
SIGNATURE
Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this amendment to report to be signed on its behalf by the undersigned hereunto duly authorized.
HARLEY-DAVIDSON MOTORCYCLE TRUST 2014-1 | ||||
By: | Harley-Davidson Credit Corp., as Servicer | |||
By: | /s/ James Darrell Thomas | |||
James Darrell Thomas | ||||
Vice President, Treasurer and Assistant Secretary (senior officer in charge of the servicing function) | ||||
August 25, 2015 | ||||
EXHIBIT INDEX TO FORM 10-K/A
Exhibit | ||
3.1 | Articles of Incorporation of Harley-Davidson Customer Funding Corp. (“CFC”), incorporated by reference to Exhibit 3.1 to CFC’s Registration Statement on Form S-3 (File Number 333-37550), filed on May 22, 2000. | |
3.2 | Bylaws of CFC, incorporated by reference to Exhibit 3.2 to CFC’s Registration Statement on Form S-3 (File Number 333-37550), filed on May 22, 2000. | |
4.1 | Trust Agreement dated as of March 10, 2014 between CFC and Wilmington Trust, National Association, incorporated by reference to Exhibit 4.1 to Registrant’s Form 8-K (File Number 333-180185-03), filed on April 11, 2014. | |
4.2 | Indenture dated as of April 1, 2014 between Harley-Davidson Motorcycle Trust 2014-1 (the “Trust”) and The Bank of New Mellon York Trust Company, N.A. (the “Indenture Trustee”), incorporated by reference to Exhibit 4.1 to Registrant’s Form 8-K (File Number 333-180185-03), filed on April 18, 2014. | |
10.1 | Transfer and Sale Agreement dated as of April 1, 2014 between Harley-Davidson Credit Corp. (“HDCC”) and CFC, incorporated by reference to Exhibit 10.1 to Registrant’s Form 8-K (File Number 333-180185-03), filed on April 18, 2014. | |
10.2 | Sale and Servicing Agreement dated as of April 1, 2014 among the Trust, CFC, HDCC and the Indenture Trustee, incorporated by reference to Exhibit 10.2 to Registrant’s Form 8-K (File Number 333-180185-03), filed on April 18, 2014. | |
10.3 | Administration Agreement dated as of April 1, 2014 among the Trust, HDCC, CFC and the Indenture Trustee, incorporated by reference to Exhibit 10.3 to Registrant’s Form 8-K (File Number 333-180185-03), filed on April 18, 2014. | |
10.4 | Underwriting Agreement dated as of April 8, 2014 among CFC, HDCC and RBS Securities Inc., as representative for the several underwriters, incorporated by reference to Exhibit 1.1 to Registrant’s Form 8-K (File Number 333-180185-03), filed on April 11, 2014. | |
31.1 | Amended Rule 13a-14(d)/15d-14(d) certification of the senior officer in charge of servicing function of HDCC. | |
33.1* | Report on Assessment of Compliance with Servicing Criteria concerning servicing activities of HDCC for the year ended December 31, 2015. | |
33.2* | Report on Assessment of Compliance with Servicing Criteria concerning servicing activities of The Bank of New York Mellon Trust Company, N.A. for the year ended December 31, 2015. | |
34.1* | Attestation Report of Ernst & Young LLP on Assessment of Compliance with Servicing Criteria relating to HDCC. | |
34.2* | Attestation Report of KPMG LLP on Assessment of Compliance with Servicing Criteria relating to The Bank of New York Mellon Trust Company, N.A. | |
35.1* | Servicer Compliance Statement of HDCC for the period from January 1, 2015 through December 31, 2015. | |
* Previously filed with the Original Form 10-K.