Attached files

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EX-10.4 - EX-10.4 - California Republic Auto Receivables Trust 2017-1d362892dex104.htm
EX-10.3 - EX-10.3 - California Republic Auto Receivables Trust 2017-1d362892dex103.htm
EX-10.2 - EX-10.2 - California Republic Auto Receivables Trust 2017-1d362892dex102.htm
EX-10.1 - EX-10.1 - California Republic Auto Receivables Trust 2017-1d362892dex101.htm
EX-4.2 - EX-4.2 - California Republic Auto Receivables Trust 2017-1d362892dex42.htm
EX-4.1 - EX-4.1 - California Republic Auto Receivables Trust 2017-1d362892dex41.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): February 16, 2017

California Republic Auto Receivables Trust 2017-1

(Exact name of Issuing Entity as specified in its charter)

Central Index Key Number of Issuing Entity: 0001694276

California Republic Funding, LLC

(Exact name of Depositor as specified in its charter)

Central Index Key Number of Depositor: 0001561326

Mechanics Bank

(Exact name of Sponsor as specified in its charter)

Central Index Key Number of Sponsor: 0001603949

 

State of Delaware   333-207639-03   38-7155373
(State or other jurisdiction of
incorporation)
  (Commission
File Number)
  (IRS Employer
Identification No.)

 

1111 Civic Drive, Suite 390

Walnut Creek, California

  94596
(Address of principal executive offices)   (Zip Code)

Registrant’s telephone number, including area code (925) 482-8000

 

 

(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))

 

 

 


Section 1 — Registrant’s Business and Operations

Item 1.01. Entry into a Material Definitive Agreement.

In connection with the issuance by California Republic Auto Receivables Trust 2017-1 (the “Issuer”) of the asset-backed securities (the “Notes”) described in the Prospectus, dated February 9, 2017, which was filed with the Securities and Exchange Commission pursuant to its Rule 424(b)(2) by California Republic Funding, LLC (the “Depositor”), the Depositor and/or the Issuer have entered into the 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 copies of certain agreements executed in connection with the issuance of the Notes, the forms of which were filed as exhibits to the Registration Statement.

Section 9 — Financial Statements and Exhibits

Item 9.01. Financial Statements and Exhibits.

 

  (a) Not applicable.

 

  (b) Not applicable.

 

  (c) Not applicable.

 

  (d) Exhibits:

 

  4.1 Amended and Restated Trust Agreement, dated as of February 1, 2017, between the Depositor and Wilmington Trust, National Association, as owner trustee (the “Owner Trustee”).

 

  4.2 Indenture, dated as of February 1, 2017, between the Issuer and U.S. Bank National Association, as indenture trustee (the “Indenture Trustee”).

 

  10.1 Sale and Servicing Agreement, dated as of February 1, 2017, among the Issuer, the Depositor, Mechanics Bank, as seller, servicer, administrator and custodian and the Indenture Trustee.

 

  10.2 Administration Agreement, dated as of February 1, 2017, among the Issuer, Mechanics Bank, as administrator, the Owner Trustee and the Indenture Trustee.

 

  10.3 Receivables Purchase Agreement, dated as of February 1, 2017, between Mechanics Bank, as seller, and the Depositor, as purchaser.

 

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  10.4 Asset Representations Review Agreement, dated as of February 1, 2017, among the Issuer, Mechanics Bank, as servicer, and Center Street Finance, LP, as asset representations reviewer.

 

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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.

 

    CALIFORNIA REPUBLIC FUNDING, LLC, as Depositor
    By:                         /s/ John DeCero                         
      John DeCero
      Manager

Date: February 16, 2017

 

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EXHIBIT INDEX

 

Exhibit No.        

Description

  4.1          Amended and Restated Trust Agreement, dated as of February 1, 2017, between California Republic Funding, LLC and Wilmington Trust, National Association, as owner trustee.
  4.2          Indenture, dated as of February 1, 2017, between California Republic Auto Receivables Trust 2017-1 and U.S. Bank National Association, as indenture trustee.
  10.1          Sale and Servicing Agreement, dated as of February 1, 2017, among California Republic Auto Receivables Trust 2017-1, California Republic Funding, LLC, Mechanics Bank, as seller, servicer, administrator and custodian and U.S. Bank National Association.
  10.2          Administration Agreement, dated as of February 1, 2017, among California Republic Auto Receivables Trust 2017-1, Mechanics Bank, as administrator, Wilmington Trust, National Association and U.S. Bank National Association.
  10.3          Receivables Purchase Agreement, dated as of February 1, 2017, between Mechanics Bank, as seller, and California Republic Funding, LLC, as purchaser.
  10.4          Asset Representations Review Agreement, dated as of February 1, 2017, among California Republic Auto Receivables Trust 2017-1, Mechanics Bank, as servicer, and Center Street Finance, LP, as asset representations reviewer.

 

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