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Ford Credit Auto Receivables Two

Filed: 23 Feb 21, 1:18pm

 

 

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):

February 22, 2021

 

Ford Credit Auto Owner Trust 2021-A

(Exact Name of Issuing Entity as Specified in Charter)

 

Commission File Number: 333-225949-08

Central Index Key Number: 0001843634

 

Ford Credit Auto Receivables Two LLC

(Exact Name of Registrant/Depositor as Specified in Charter)

 

Commission File Number: 333-225949

Central Index Key Number: 0001129987

 

Ford Motor Credit Company LLC

(Exact Name of Sponsor as Specified in Charter)

 

Central Index Key Number: 0000038009

 

Delaware

(State or Other Jurisdiction of Incorporation of the Registrant)

 

38-3574956

(IRS Employer Identification No. of the Registrant)

 

c/o Ford Motor Company — Ford Credit SPE Management Office
World Headquarters, Suite 802
One American Road
Dearborn, Michigan

 

48126

(Address of Principal Executive Offices of the Registrant)

 

(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:

 

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))

 

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 o

 

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. o

 

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 1.01                                           Entry into a Material Definitive Agreement.

 

In connection with the issuance by Ford Credit Auto Owner Trust 2021-A (the “Trust”) of the asset-backed securities (the “Notes”) described in the Prospectus, dated February 17, 2021 (the “Prospectus”), which was filed with the Securities and Exchange Commission pursuant to its Rule 424(b)(2) by Ford Credit Auto Receivables Two LLC (the “Registrant” or the “Depositor”), the Depositor and/or the Trust have entered into the agreements listed in Item 9.01(d) below (such agreements, the “Transaction Documents”).  The Transaction Documents are described more fully in the Prospectus.

 

Item 9.01.                                        Financial Statements and Exhibits.

 

(a)                                 Not applicable

 

(b)                                 Not applicable

 

(c)                                  Not applicable

 

(d)                                 Exhibits:

 

Exhibit No.

 

Description

Exhibit 4.1

 

Indenture, dated as of February 1, 2021, between the Trust and The Bank of New York Mellon, as Indenture Trustee.

 

 

 

Exhibit 10.1

 

Second Amended and Restated Trust Agreement, dated as of February 1, 2021, between the Depositor and U.S. Bank Trust National Association, as Owner Trustee.

 

 

 

Exhibit 10.2

 

Receivables Purchase Agreement, dated as of February 1, 2021, between the Sponsor and the Depositor.

 

 

 

Exhibit 10.3

 

Sale and Servicing Agreement, dated as of February 1, 2021, among the Sponsor, as Servicer, the Depositor and the Trust.

 

 

 

Exhibit 10.4

 

Administration Agreement, dated as of February 1, 2021, between the Sponsor and The Bank of New York Mellon.

 

 

 

Exhibit 10.5

 

Account Control Agreement, dated as of February 1, 2021, between The Bank of New York Mellon and the Trust.

 

 

 

Exhibit 10.6

 

Asset Representations Review Agreement, dated as of the February 1, 2021, among the Sponsor, as Servicer, the Trust and Clayton Fixed Income Services LLC, as Asset Representations Reviewer.

 

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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.

 

 

FORD CREDIT AUTO RECEIVABLES TWO LLC

 

 

 

 

By:

/s/ Nathan Herbert

 

Name:

Nathan Herbert

 

Title:

Secretary

 

Dated: February 23, 2021

 

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