Item 5.
Market for Registrant’s Common Equity and Related Stockholder Matters.
Item 6.
Item 6.
Selected Financial Data.
Item 7.
Item 7.
Management’s Discussion and Analysis of Financial Condition and Results of Operations.
Item 7A.
Item 7A.
Quantitative and Qualitative Disclosures About Market Risk.
Item 8.
Item 8.
Financial Statements and Supplementary Data.
Item 9.
Item 9.
Changes in and Disagreements With Accountants on Accounting and Financial Disclosure.
PART III
The following Items have been omitted in accordance with General Instruction J to Form 10-K:
Item 10.
Item 10.
Directors, Executive Officers and Corporate Governance.
Item 11.
Item 11.
Executive Compensation.
Item 12.
Item 12.
Security Ownership of Certain Beneficial Owners and Management and Related Stockholder Matters.
Item 13.
Item 13.
Certain Relationships and Related Transactions, and Director Independence.
Item 14.
Item 14.
Principal Accountant Fees and Services.
PART IV
Item 15.
Item 15. Exhibits and Financial Statement Schedules.
(a) (1) Not applicable.
(2) Not applicable.
(3) The exhibits filed in response to Item 601 of Regulation S-K are listed in the Exhibit Index.
(b) Exhibits.
Exhibit
Number
Description
Exhibit 3.1:
Certificate of Formation of CNH Capital Receivables LLC (Filed as Exhibit 3(a) to registrant’s Form S-3 filed on December 7, 2012, and incorporated herein by reference).
Exhibit 3.2:
Limited Liability Company Agreement of CNH Capital Receivables LLC (Filed as Exhibit 3(b) to registrant’s Form S-3 filed on December 7, 2012, and incorporated herein by reference).
Exhibit
Number
Description
Exhibit 4.1:
Indenture, dated as of May 1, 2013, between CNH Equipment Trust 2013-B and Deutsche Bank Trust Company Americas (Filed as Exhibit 4.1 of the Trust’s Current Report on Form 8-K filed on May 30, 2013, and incorporated herein by reference).
Exhibit 4.2:
Trust Agreement, dated as of May 1, 2013, among CNH Capital Receivables LLC and Wilmington Trust Company, as trustee (Filed as Exhibit 4.2 of the Trust’s Current Report on Form 8-K filed on May 28, 2013, and incorporated herein by reference).
Exhibit 4.3:
Sale and Servicing Agreement, dated as of May 1, 2013, among CNH Capital Receivables LLC, New Holland Credit Company, LLC and CNH Equipment Trust 2013-B (Filed as Exhibit 4.2 of the Trust’s Current Report on Form 8-K filed on May 30, 2013, and incorporated herein by reference).
Exhibit 4.4:
Purchase Agreement, dated as of May 1, 2013, between CNH Capital Receivables LLC and CNH Capital America LLC (Filed as Exhibit 4.3 of the Trust’s Current Report on Form 8-K filed on May 30, 2013, and incorporated herein by reference).
Exhibit 4.5:
Administration Agreement, dated as of May 1, 2013, among New Holland Credit Company, LLC, CNH Equipment Trust 2013-B, Wilmington Trust Company and Deutsche Bank Trust Company Americas (Filed as Exhibit 4.4 of the Trust’s Current Report on Form 8-K filed on May 30, 2013, and incorporated herein by reference).
Exhibit 10.1:
Underwriting Agreement, dated as of May 21, 2013, among CNH Capital America LLC, CNH Capital Receivables LLC, Merrill Lynch, Pierce, Fenner & Smith, Incorporated, Citigroup Global Markets Inc., and Credit Agricole Securities (USA) Inc., as representatives of the several underwriters (Filed as Exhibit 1.1 of the Trust’s Current Report on Form 8-K filed on May 28, 2013, and incorporated herein by reference).
Exhibit 31.1:
Section 302 Certification.
Exhibit 33.1:
Certification Regarding Compliance with Applicable Servicing Criteria (New Holland Credit Company, LLC).
Exhibit
Number
Description
Exhibit 33.2:
Management’s Assertion of Compliance (Deutsche Bank Trust Company Americas).
Exhibit 34.1:
Report of Independent Registered Public Accounting Firm (Ernst & Young LLP).
Exhibit 34.2:
Report of Independent Registered Public Accounting Firm (KPMG LLP).
Exhibit 35.1:
Servicing Compliance Statement of New Holland Credit Company, LLC.
(c) Not applicable.
Substitute information provided in accordance with General Instruction J to Form 10-K:
Item 1112(b) of Regulation AB. Significant Obligor Financial Information.
No obligor relating to the pool assets held by the issuing entity is a “significant obligor” as that term is defined in Regulation AB.
Item 1114(b)(2) of Regulation AB. Credit Enhancement and Other Support, Except for Certain Derivatives Instruments.
Based on the standards set forth in Item 1114(b)(2) of Regulation AB, no information is required in response to this Item.
Item 1115(b) of Regulation AB. Certain Derivatives Instruments.
Based on the standards set forth in Item 1115(b) of Regulation AB, no information is required in response to this Item.
Item 1117 of Regulation AB. Legal Proceedings.
The registrant knows of no material pending legal proceedings or material legal proceedings contemplated by governmental authorities against any of the parties or property for which Item 1117 of Regulation AB would require disclosure.
Item 1119 of Regulation AB. Affiliates and Certain Relationships and Related Transactions.
Information required by Item 1119 of Regulation AB has been omitted from this report on Form 10-K in reliance on the Instruction to Item 1119 because such information has been previously provided as permitted by the Instructions to Item 1119.
Item 1122 of Regulation AB. Compliance with Applicable Servicing Criteria.
Each of New Holland Credit Company, LLC (“NHCC”) and Deutsche Bank Trust Company Americas (“DB”) (each, a “Servicing Participant”) have been identified by the registrant as a party participating in the servicing function with respect to the pool assets held by the Trust. Each of the Servicing Participants has completed a report on assessment of compliance with the servicing criteria applicable to such Servicing Participant (each, a “Report on Assessment”). The Report on Assessment provided by NHCC and the Report on Assessment provided by DB are dated as of March 27, 2014 and February 28, 2014, respectively, and as of and for a period consisting of the twelve months ended December 31, 2013. Each Report on Assessment is attached as an exhibit to this Form 10-K.
In addition, each of the Servicing Participants has provided an attestation report (each, an “Attestation Report”) by an independent registered public accounting firm regarding its related Report on Assessment. Each Attestation Report is attached as an exhibit to this Form 10-K.
None of the Reports on Assessment or the related Attestation Reports have identified any material instances of noncompliance with the servicing criteria identified in such Report on Assessment as applicable to the related Servicing Participant. In addition, neither the Report on Assessment provided by NHCC nor the related Attestation Report have identified any material deficiency in NHCC’s policies and procedures to monitor vendor compliance.
Item 1123 of Regulation AB. Servicer Compliance Statement.
A Servicer Compliance Statement from an officer of New Holland Credit Company, LLC is included as an exhibit to this Report.
SIGNATURES
Pursuant to the requirements of Section 13 or 15(d) of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned, thereunto duly authorized.
SUPPLEMENTAL INFORMATION TO BE FURNISHED WITH REPORTS FILED PURSUANT TO SECTION 15(D) OF THE ACT BY REGISTRANTS WHICH HAVE NOT REGISTERED SECURITIES PURSUANT TO SECTION 12 OF THE ACT.
No annual report or proxy materials have been sent to securityholders and the registrant does not intend to furnish such report or proxy materials to securityholders subsequent to the filing of this Annual Report on Form 10-K.
CNH EQUIPMENT TRUST 2013-B
EXHIBIT INDEX
Exhibit
Number
Description
Exhibit 3.1:
Certificate of Formation of CNH Capital Receivables LLC (Filed as Exhibit 3(a) to registrant’s Form S-3 filed on December 7, 2012, and incorporated herein by reference).
Exhibit 3.2:
Limited Liability Company Agreement of CNH Capital Receivables LLC (Filed as Exhibit 3(b) to registrant’s Form S-3 filed on December 7, 2012, and incorporated herein by reference).
Exhibit 4.1:
Indenture, dated as of May 1, 2013, between CNH Equipment Trust 2013-B and Deutsche Bank Trust Company Americas (Filed as Exhibit 4.1 of the Trust’s Current Report on Form 8-K filed on May 30, 2013, and incorporated herein by reference).
Exhibit 4.2:
Trust Agreement, dated as of May 1, 2013, among CNH Capital Receivables LLC and Wilmington Trust Company, as trustee (Filed as Exhibit 4.2 of the Trust’s Current Report on Form 8-K filed on May 28, 2013, and incorporated herein by reference).
Exhibit 4.3:
Sale and Servicing Agreement, dated as of May 1, 2013, among CNH Capital Receivables LLC, New Holland Credit Company, LLC and CNH Equipment Trust 2013-B (Filed as Exhibit 4.2 of the Trust’s Current Report on Form 8-K filed on May 30, 2013, and incorporated herein by reference).
Exhibit 4.4:
Purchase Agreement, dated as of May 1, 2013, between CNH Capital Receivables LLC and CNH Capital America LLC (Filed as Exhibit 4.3 of the Trust’s Current Report on Form 8-K filed on May 30, 2013, and incorporated herein by reference).
Exhibit 4.5:
Administration Agreement, dated as of May 1, 2013, among New Holland Credit Company, LLC, CNH Equipment Trust 2013-B, Wilmington Trust Company and Deutsche Bank Trust Company Americas (Filed as Exhibit 4.4 of the Trust’s Current Report on Form 8-K filed on May 30, 2013, and incorporated herein by reference).
Exhibit
Number
Description
Exhibit 10.1:
Underwriting Agreement, dated as of May 21, 2013, among CNH Capital America LLC, CNH Capital Receivables LLC, Merrill Lynch, Pierce, Fenner & Smith, Incorporated, Citigroup Global Markets Inc., and Credit Agricole Securities (USA) Inc., as representatives of the several underwriters (Filed as Exhibit 1.1 of the Trust’s Current Report on Form 8-K filed on May 28, 2013, and incorporated herein by reference).
Exhibit 31.1:
Section 302 Certification.
Exhibit 33.1:
Certification Regarding Compliance with Applicable Servicing Criteria (New Holland Credit Company, LLC).
Exhibit 33.2:
Management’s Assertion of Compliance (Deutsche Bank Trust Company Americas).
Exhibit 34.1:
Report of Independent Registered Public Accounting Firm (Ernst & Young LLP).
Exhibit 34.2:
Report of Independent Registered Public Accounting Firm (KPMG LLP).
Exhibit 35.1:
Servicing Compliance Statement of New Holland Credit Company, LLC.