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EX-4.1 - EXHIBIT 4.1 - Ford Credit Auto Lease Two LLCtm2118856d1_ex4-1.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):
June 4, 2021

 

 

Ford Credit Auto Lease Two LLC

 

0001519881

 
  (Exact Name of Registrant as Specified in its Charter)   CIK  
         
 

CAB East LLC

 

0001519883

 
  (Exact Name of Registrant as Specified in its Charter)   CIK  
         
 

CAB West LLC

 

0001519884

 
  (Exact Name of Registrant as Specified in its Charter)   CIK  

 

Delaware 
 (State or Other Jurisdiction of Incorporation) 

 

333-208514, 333-231819
333-208514-01, 333-231819-01
333-208514-02, 333-231819-02
  13-4347114
38-6370462
38-3670460
(Commission File Numbers)   (IRS Employer Identification No.)
     

c/o Ford Credit SPE Management Office
c/o Ford Motor Company
World Headquarters, Suite 802

One American Road

Dearborn, Michigan

  48126
(Address of Principal Executive Offices)   (Zip Code)

 

Registrant's telephone number, including area code: 313-594-3495

 

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))

 

Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter).

 

Emerging growth company ¨

 

If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ¨

 

Securities registered pursuant to Section 12(b) of the Securities Exchange Act of 1934:

 

Title of each class   Trading Symbol(s)   Name of each exchange on which registered
None   None   None

 

 

 

 

 

Item 1.01Entry into a Material Definitive Agreement.

 

This Current Report on Form 8-K is being filed to disclose the amendment of certain definitive agreements that were filed with, or incorporated into, the Registration Statements of the Registrants and are material to the asset-backed securities transactions contemplated by those Registration Statements.

 

On June 4, 2021, the Fourth Amended and Restated Credit and Security Agreement (the "Agreement") listed in Item 9.01(d) below was entered into by the parties described in Item 9.01(d). The amendment was completed in connection with the anticipated cessation of the London Inter-Bank Offered Rate ("LIBOR") and the Registrants’ related transition from LIBOR to the Secured Overnight Financing Rate, which rates are the benchmark rates provided by Ford Motor Credit Company to CAB East LLC and CAB West LLC for the Revolving Facility (as defined in the Agreement). The amendment is not expected to have a material adverse effect on any Exchange Noteholders or any Noteholders (each as defined in the Registration Statements), and was completed according to the amendment provision of the Agreement.

 

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
     
Exhibit 4.1   Fourth Amended and Restated Credit and Security Agreement among CAB East LLC and CAB West LLC, as Borrowers, U.S. Bank National Association, as Administrative Agent, HTD Leasing LLC, as Collateral Agent, and Ford Motor Credit Company LLC, as Lender and Servicer (including form of Exchange Note).

 

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SIGNATURES

 

Pursuant to the requirements of the Securities Exchange Act of 1934, the registrants have duly caused this report to be signed on their behalf by the undersigned hereunto duly authorized.

 

  FORD CREDIT AUTO LEASE TWO LLC
   
   
  By: /s/ Nathan Herbert
  Name: Nathan Herbert
  Title: Secretary
     
  CAB EAST LLC
   
   
  By: /s/ Nathan Herbert
  Name: Nathan Herbert
  Title: Secretary
     
  CAB WEST LLC
   
   
  By: /s/ Nathan Herbert
  Name: Nathan Herbert
  Title: Secretary

 

Dated: June 7, 2021

 

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