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EX-1.1 - EX-1.1 - Ford Credit Floorplan Master Owner Trust A Series 2011-2k50773exv1w1.htm
EX-4.2 - EX-4.2 - Ford Credit Floorplan Master Owner Trust A Series 2011-2k50773exv4w2.htm
EX-99.7 - EX-99.7 - Ford Credit Floorplan Master Owner Trust A Series 2011-2k50773exv99w7.htm
Table of Contents

 
 
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):
October 6, 2011
Ford Credit Floorplan Master Owner Trust A
(Issuer of the notes)
Ford Motor Credit Company LLC
(Exact name of Sponsor as specified in its charter)
     
Ford Credit Floorplan Corporation   Ford Credit Floorplan LLC
 
(Exact names of registrants as specified in their respective charters)
     
Delaware   Delaware
     
(State or Other Jurisdiction of Incorporation)   (State or Other Jurisdiction of Incorporation)
             
333-171922   38-2973806   333-171922-01   38-3372243
             
(Commission File   (I.R.S. Employer   (Commission File   (I.R.S. Employer
Number)   Identification No.)   Number)   Identification No.)
             
c/o Ford Motor Company       c/o Ford Motor Company    
c/o Ford Credit SPE Management Office       c/o Ford Credit SPE Management Office    
World Headquarters — Suite 801-C1       World Headquarters — Suite 801-C1    
One America Road       One America Road    
Dearborn, Michigan   48126   Dearborn, Michigan   48126
             
(Address of Principal Executive Offices)   (Zip Code)   (Address of Principal Executive Offices)   (Zip Code)
     
(313) 594-3495   (313) 594-3495
     
(Registrant’s telephone number including area code)   (Registrant’s telephone number including area code)
(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:
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))
 
 

 


TABLE OF CONTENTS

Item 1.01 Entry into a Material Definitive Agreement
Item 8.01 Other Events
Item 9.01. Financial Statements, Pro Forma Financial Information and Exhibits
SIGNATURES
EXHIBIT INDEX
EX-1.1
EX-4.2
EX-99.7


Table of Contents

Item 1.01 Entry into a Material Definitive Agreement.
     In connection with the issuance by Ford Credit Floorplan Master Owner Trust A (the “Issuing Entity”) of the asset backed securities (the “Notes”) described in the Prospectus Supplement, dated October 6, 2011 (the “Prospectus Supplement”), and the Base Prospectus, dated October 3, 2011 (the “Base Prospectus” and, together with the Prospectus Supplement, the “Prospectus”), which were filed with the Securities and Exchange Commission pursuant to its Rule 424(b)(2) by Ford Credit Floorplan Corporation and Ford Credit Flooplan LLC, as registrants (the “Registrants”), the Registrants entered into an Underwriting Agreement on October 6, 2011 (the “Underwriting Agreement”) with the underwriters listed in item 9.01(d) below. The Underwriting Agreement is described more fully in the Prospectus.
     This Current Report on Form 8-K is being filed in connection with the execution of the Underwriting Agreement to satisfy an undertaking to file copies of certain agreements executed in connection with the issuance of the Notes.
Item 8.01 Other Events.
     On the closing date for the issuance of the Notes set forth in the Prospectus (the “Closing Date”), the Issuing Entity will enter into the other 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 finalized forms of certain agreements that are to be executed in connection with the issuance of the Notes, the forms of which were filed as exhibits to the Registration Statement filed by the Registrants with the Securities and Exchange Commission under the file numbers 333-171922 and 333-171922-01.
Item 9.01. Financial Statements, Pro Forma Financial Information and Exhibits.
(a) Not applicable
(b) Not applicable
(c) Not applicable
(d) Exhibits:
     
Exhibit No.   Description
1.1
  Underwriting Agreement, dated October 6, 2011, among the Registrants, Ford Motor Credit Company LLC and Barclays Capital Inc., BNP Paribas Securities Corp. and RBS Securities Inc.
 
   
4.2
  Series 2011-2 Indenture Supplement, to be dated as of October 1, 2011, between the Issuing Entity and the Indenture Trustee.
 
   
99.7
  Series 2011-2 Account Control Agreement, to be dated as of October 1, 2011, between the Issuing Entity and the Indenture Trustee.

 


Table of Contents

SIGNATURES
     Pursuant to the requirements of the Securities Exchange Act of 1934, the co-registrants have duly caused this Report to be signed on their respective behalfs by the undersigned hereunto duly authorized.
         
  FORD CREDIT FLOORPLAN CORPORATION
 
 
  By:   /s/ Susan J. Thomas    
    Name:   Susan J. Thomas   
    Title:   Secretary   
 
  FORD CREDIT FLOORPLAN LLC
 
 
  By:   /s/ Susan J. Thomas    
    Name:   Susan J. Thomas   
    Title:   Secretary   
 
Dated: October 7, 2011

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Table of Contents

EXHIBIT INDEX
     
Exhibit No.   Description
1.1
  Underwriting Agreement, dated October 6, 2011, among the Registrants, Ford Motor Credit Company LLC and Barclays Capital Inc., BNP Paribas Securities Corp. and RBS Securities Inc.
 
   
4.2
  Series 2011-2 Indenture Supplement, to be dated as of October 1, 2011, between the Issuing Entity and the Indenture Trustee.
 
   
99.7
  Series 2011-2 Account Control Agreement, to be dated as of October 1, 2011, between the Issuing Entity and the Indenture Trustee.

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