Attached files
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EX-8.1 - EX-8.1 - HARLEY-DAVIDSON CUSTOMER FUNDING CORP. | a09-34590_1ex8d1.htm |
EX-1.1 - EX-1.1 - HARLEY-DAVIDSON CUSTOMER FUNDING CORP. | a09-34590_1ex1d1.htm |
EX-5.1 - EX-5.1 - HARLEY-DAVIDSON CUSTOMER FUNDING CORP. | a09-34590_1ex5d1.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): November 25, 2009
Harley-Davidson Customer Funding Corp.
(Exact name of Depositor as specified in its charter)
Harley-Davidson Credit Corp.
(Exact name of Sponsor as specified in its charter)
Harley-Davidson Motorcycle Trust 2009-4
(Exact name of Issuing Entity as specified in its charter)
Delaware |
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333-157910-04 |
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38-6888308 |
(State or other jurisdiction of incorporation) |
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(Commission File Number) |
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(IRS Employer Identification Number) |
c/o Wilmington Trust Company |
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1100 North Market Street |
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Wilmington, Delaware |
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19890-1605 |
(Address of principal executive offices) |
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(Zip Code) |
(302) 636-6000
(Registrants telephone number, including area code)
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 (see General Instruction A.2. below):
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))
Item 1.01 Entry Into a Material Definitive Agreement
On November 25, 2009, the registrant and Harley-Davidson Credit Corp. entered into an Underwriting Agreement with J.P. Morgan Securities Inc., on behalf of itself and as representative of the several underwriters (collectively, the Underwriters), for the issuance and sale of certain asset backed notes of Harley-Davidson Motorcycle Trust 2009-4 (the Trust) in the following classes: Class A-1, Class A-2, Class A-3, Class A-4, and Class B (collectively, the Offered Notes). The Trust will also issue $39,831,000 of Class C Notes (the Class C Notes and together with the Offered Notes, the Notes) which will be acquired by the registrant or one of its affiliates. The Notes have an aggregate principal amount of $562,499,000. The Notes have been registered pursuant to the Securities Act of 1933, as amended, under a Registration Statement on Form S-3 (Commission File No. 333-157910). It is expected that the Notes will be issued on or about December 10, 2009.
The Underwriting Agreement is attached as Exhibit 1.1.
Item 8.01. Other Events
The opinions listed in item 9.01(d) below are being filed in connection with the issuance of the Notes by Harley-Davidson Motorcycle Trust 2009-4, as described in the final Prospectus Supplement dated November 25, 2009.
Item 9.01. Financial Statements and Exhibits
(a) Financial Statements: None
(b) Pro Forma Financial Information: None
(c) Not applicable
(d) Exhibits:
Exhibit No. |
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Document |
Exhibit 1.1 |
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Underwriting Agreement dated November 25, 2009 among Harley-Davidson Customer Funding Corp., Harley-Davidson Credit Corp. and J.P. Morgan Securities Inc., on behalf of itself and as representative of the several underwriters. |
Exhibit 5.1 |
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Opinion of Winston & Strawn LLP, dated as of November 25, 2009 as to legality. |
Exhibit 8.1 |
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Opinion of Winston & Strawn LLP, dated as of November 25, 2009, as to certain tax matters. |
Exhibit 23.1 |
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Consent of Winston & Strawn LLP (included in Exhibits 5.1 and 8.1) |
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SIGNATURE
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.
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HARLEY-DAVIDSON CUSTOMER FUNDING CORP. |
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By: |
/s/ Perry A. Glassgow |
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Name: Perry A. Glassgow |
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Title: Vice President and Treasurer |
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December 1, 2009 |
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EXHIBIT INDEX
Exhibit No. |
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Document |
Exhibit 1.1 |
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Underwriting Agreement dated November 25, 2009 among Harley-Davidson Customer Funding Corp., Harley-Davidson Credit Corp. and J.P. Morgan Securities Inc., on behalf of itself and as representative of the several underwriters. |
Exhibit 5.1 |
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Opinion of Winston & Strawn LLP, dated as of November 25, 2009 as to legality. |
Exhibit 8.1 |
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Opinion of Winston & Strawn LLP, dated as of November 25, 2009, as to certain tax matters. |
Exhibit 23.1 |
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Consent of Winston & Strawn LLP (included in Exhibits 5.1 and 8.1) |
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