Attached files

file filename
EX-1.1 - EXHIBIT 1.1 - HYUNDAI ABS FUNDING CORPv333371_ex1-1.htm
EX-4.2 - EX-4.2 - HYUNDAI ABS FUNDING CORPv333371_ex4-2.htm
EX-4.1 - EXHIBIT 4.1 - HYUNDAI ABS FUNDING CORPv333371_ex4-1.htm
EX-10.1 - EXHIBIT 10.1 - HYUNDAI ABS FUNDING CORPv333371_ex10-1.htm
EX-10.2 - EX-10.2 - HYUNDAI ABS FUNDING CORPv333371_ex10-2.htm
EX-10.3 - EXHIBIT 10.3 - HYUNDAI ABS FUNDING CORPv333371_ex10-3.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): January 30, 2013

 

Hyundai Auto Receivables Trust 2013-A

(Issuing Entity)

 

Hyundai ABS Funding Corporation

(Depositor)

 

Hyundai Capital America
(Sponsor)


(Exact name of Issuing Entity, Depositor/Registrant and Sponsor as specified in their respective charters)

 

 

Delaware

333-185213

333-185213-01

33-0978453
(State or Other Jurisdiction of Incorporation) (Commission File Number for Registrant and Issuing Entity, respectively) (Registrant’s IRS Employer Identification No.)

  

3161 MICHELSON DRIVE, SUITE 1900

IRVINE, CALIFORNIA

92612
(Address of principal executive offices) (Zip Code)

 

Registrant’s telephone number, including area code: (714) 594-1579
 

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):

 

ðWritten communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

 

ðSoliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)

 

ðPre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2 (b))

 

ðPre-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 January 24, 2013, Hyundai ABS Funding Corporation (“HAFC”), Hyundai Capital America (“HCA”) and Citigroup Global Markets Inc., on behalf of itself and as the representative of the several underwriters (the “Underwriters”) entered into the Underwriting Agreement, dated as of January 24, 2013, pursuant to which certain notes in the following classes: Class A-1, Class A-2, Class A-3, Class A-4, Class B and Class C (collectively, the “Notes”) with an aggregate principal balance of $1,488,230,000 were sold to the Underwriters. 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. 333-185213).

 

The Registrant is also filing the following documents, each of which is dated as of January 30, 2013 (the “Closing Date”):

 

1. Receivables Purchase Agreement, between Hyundai ABS Funding Corporation (“HAFC”) and Hyundai Capital America (“HCA”), pursuant to which HCA transferred to HAFC certain retail installment sales contracts relating to certain new and used automobiles, light-duty trucks and minivans (the “Receivables”) and related property.

 

2. Amended and Restated Trust Agreement, by and among HAFC, Wilmington Trust, National Association (the “Owner Trustee”) and HCA which amended and restated the Trust Agreement, dated as of November 20, 2012, pursuant to which the Trust was created.

 

3. Sale and Servicing Agreement, by and among the Trust, HAFC, as depositor, HCA, as seller and servicer and U.S. Bank National Association (the “Indenture Trustee”), pursuant to which the Receivables and related property were transferred to the Trust.

 

4. Indenture, by and between the Trust and the Indenture Trustee, pursuant to which the Notes were issued.

 

5. Owner Trust Administration Agreement, by and among the Trust, HCA, as administrator and the Indenture Trustee, relating to the provision by HCA of certain services relating to the Notes.

 

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. 333-185213).

 

Attached as Exhibit 1.1 is the Underwriting Agreement, as Exhibit 4.1 is the Amended and Restated Trust Agreement, as Exhibit 4.2 is the Indenture, as Exhibit 10.1 is the Receivables Purchase Agreement, as Exhibit 10.2 is the Sale and Servicing Agreement, and as Exhibit 10.3 is the Owner Trust Administration Agreement.

 

ITEM 9.01 FINANCIAL STATEMENTS AND EXHIBITS

 

(a) Not applicable.

 

(b) Not applicable.

 

(c) Not applicable.

 

(d) Exhibits

 

The exhibit number corresponds with Item 601(a) of Regulation S-K.

 

Exhibit No.

Description

   

Exhibit 1.1

 

Underwriting Agreement, dated January 24, 2013, among HAFC, HCA and Citigroup Global Markets Inc., on behalf of itself and as a representative of the several Underwriters.

 

Exhibit 4.1 Amended and Restated Trust Agreement, dated as of the Closing Date, by and between HAFC, as depositor, the Owner Trustee and HCA, as administrator.
   
Exhibit 4.2 Indenture, dated as of the Closing Date, by and between the Trust, as issuer, and the Indenture Trustee.
   
Exhibit 10.1 Receivables Purchase Agreement, dated as of the Closing Date, by and between HCA, as seller and HAFC, as depositor.
   
Exhibit 10.2 Sale and Servicing Agreement, dated as of the Closing Date, by and among the Trust, as issuer, HAFC, as depositor, HCA, as seller and servicer and the Indenture Trustee.
   
Exhibit 10.3 Owner Trust Administration Agreement, dated as of the Closing Date, by and among the Trust, as issuer, HCA, as administrator and the Indenture Trustee.

  

2
 

 

 

Pursuant to the requirements of the Securities Exchange Act of 1934, as amended, the Registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.

 

HYUNDAI ABS FUNDING CORPORATION

 

 

By:     /s/ Min Sok Randy Park

Name: Min Sok Randy Park
Title:   President and Secretary

 

 

Date: January 31, 2013

 

3
 

  

EXHIBIT INDEX

 

Item 601(a) of Regulation S-K

 

Exhibit No.

Description

 

Exhibit 1.1

 

 

Underwriting Agreement, dated January 24, 2013, among HAFC, HCA and Citigroup Global Markets Inc., on behalf of itself and as a representative of the several Underwriters.

 

Exhibit 4.1 Amended and Restated Trust Agreement, dated as of the Closing Date, by and between HAFC, as depositor, the Owner Trustee and HCA, as administrator.
   
Exhibit 4.2 Indenture, dated as of the Closing Date, by and between the Trust, as issuer, and the Indenture Trustee.
   
Exhibit 10.1 Receivables Purchase Agreement, dated as of the Closing Date, by and between HCA, as seller and HAFC, as depositor.
   
Exhibit 10.2 Sale and Servicing Agreement, dated as of the Closing Date, by and among the Trust, as issuer, HAFC, as depositor, HCA, as seller and servicer and the Indenture Trustee.
   
Exhibit 10.3 Owner Trust Administration Agreement, dated as of the Closing Date, by and among the Trust, as issuer, HCA, as administrator and the Indenture Trustee.

 

4