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EX-99.4(B) - EXHIBIT 4(B) - CEF EQUIPMENT HOLDING LLCv306107_ex99-4b.htm
EX-99.1(A) - EXHIBIT 1(A) - CEF EQUIPMENT HOLDING LLCv306107_ex99-1a.htm
EX-99.4(F) - EXHIBIT 4(F) - CEF EQUIPMENT HOLDING LLCv306107_ex99-4f.htm
EX-99.4(G) - EXHIBIT 4(G) - CEF EQUIPMENT HOLDING LLCv306107_ex99-4g.htm
EX-99.4(D) - EXHIBIT 4(D) - CEF EQUIPMENT HOLDING LLCv306107_ex99-4d.htm
EX-99.4(C) - EXHIBIT 4(C) - CEF EQUIPMENT HOLDING LLCv306107_ex99-4c.htm
EX-99.4(E) - EXHIBIT 4(E) - CEF EQUIPMENT HOLDING LLCv306107_ex99-4e.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) March 14, 2012

 

Commission File Number of the issuing entity: 333-160604-03

GE EQUIPMENT TRANSPORTATION LLC, SERIES 2012-1
(Exact name of issuing entity)

Commission File Number of depositor: 333-160604

 

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 as of March 14, 2012 (the “Underwriting Agreement”), among General Electric Capital Corporation (“GECC”), GE Equipment Transportation LLC, Series 2012-1 (the “Issuer”), CEF Equipment Holding, L.L.C. (“CEF Holding”) 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 $716,517,000 of asset backed notes by GE Equipment Transportation LLC, Series 2012-1 described in the Prospectus Supplement dated March 14, 2012 to Prospectus dated March 7, 2012:

 

1. Limited Liability Company Agreement of the Issuer (the “LLC Agreement”) to be dated as of March 21, 2012.

 

2. Loan Sale Agreement, to be dated as of March 21, 2012, between GECC and CEF Holding (the “Loan Sale Agreement”).

 

3. Loan Purchase and Sale Agreement, to be dated as of March 21, 2012, between CEF Holding and the Issuer (the “Loan Purchase and Sale Agreement”).

 

4. Servicing Agreement, to be dated as of March 21, 2012, between the Issuer and GECC, as the servicer (the “Servicing Agreement”).

 

5. Indenture, to be dated as of March 21, 2012 (the “Indenture”) between the Issuer and Citibank, N.A., as indenture trustee.

 

6. Administration Agreement (the “Administration Agreement”), to be dated as of March 21, 2012, between the Issuer and GECC, as the administrator.

 

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 1(a)   Underwriting Agreement
     
Exhibit 4(b)   LLC Agreement
     
Exhibit 4(c)   Loan Sale Agreement

 

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Exhibit 4(d)   Loan Purchase and Sale Agreement
     
Exhibit 4(e)   Servicing Agreement
     
Exhibit 4(f)   Indenture
     
Exhibit 4(g)   Administration 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 Rhodes
  Name: Charles Rhodes
  Title: Vice President and Secretary

 

Dated:     March 14, 2012

 

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Exhibit Index

 

Exhibit No.   Description
     
Exhibit 1(a)   Underwriting Agreement
     
Exhibit 4(b)   LLC Agreement
     
Exhibit 4(c)   Loan Sale Agreement
     
Exhibit 4(d)   Loan Purchase and Sale Agreement
     
Exhibit 4(e)   Servicing Agreement
     
Exhibit 4(f)   Indenture
     
Exhibit 4(g)   Administration Agreement

 

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