ITEM 1.01
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Entry into a Material Definitive Agreement
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On July 30, 2020, Navistar Financial Dealer Note Master Owner Trust II (the “Issuing Entity”) issued a series of notes designated the Floating Rate Dealer Note Asset Backed Notes, Series 2020-1 (the “Series 2020-1 Notes”). The Series 2020-1 Notes include four classes of Notes: the Class A Notes, the Class B Notes, the Class C Notes and the Class D Notes. The principal characteristics of the Series 2020-1 Notes are as follows:
Number of classes within Series 2020-1 Notes: Four
Initial Class A Notes Outstanding Principal Amount: $251,639,000
Initial Class B Notes Outstanding Principal Amount: $16,393,000
Initial Class C Notes Outstanding Principal Amount: $15,575,000
Initial Class D Notes Outstanding Principal Amount: $16,393,000
Initial Total Series 2020-1 Notes Outstanding Principal Amount: $300,000,000
Class A Note Rate: 1-month LIBOR + 0.95%
Class B Note Rate: 1-month LIBOR + 1.35%
Class C Note Rate: 1-month LIBOR + 2.15%
Class D Note Rate: 1-month LIBOR + 2.90%
Closing Date: July 30, 2020
Expected Principal Distribution Date: July 25, 2022
Legal Final Maturity Date: July 25, 2025
Ordinary means of principal repayment: Accumulation Period
Accumulation Period Commencement Date: A date within nine months prior to the Expected Principal Distribution Date, as determined by the Servicer
Primary source of credit enhancement for Class A Notes: Subordination of Class B Notes, the Class C Notes and Class D Notes, Overcollateralization represented by the Issuing Entity Certificate issued to the Depositor and a spread account
Primary source of credit enhancement for Class B Notes: Subordination of Class C Notes and the Class D Notes and Overcollateralization represented by the Issuing Entity Certificate issued to the Depositor and a spread account
Primary source of credit enhancement for Class C Notes: Subordination of Class D Notes and Overcollateralization represented by the Issuing Entity Certificate issued to the Depositor and a spread account
Primary source of credit enhancement for Class D Notes: Overcollateralization represented by the Issuing Entity Certificate issued to the Depositor and a spread account
Series 2020-1 Subordinated Seller’s Interest Percentage: 8.50% divided by 1.00 minus 8.50%
Series 2020-1 Target Overcollateralization Amount: the product of the Series 2020-1 Subordinated Seller’s Interest Percentage and the Series 2020-1 Nominal Liquidation Amount
Servicing Fee Percentage: 1.0%
The terms of the Series 2020-1 Notes and the definitions of capitalized terms may be found in the Series 2020-1 Indenture Supplement, dated as of July 30, 2020 (the “Indenture Supplement”), between the Issuing Entity and Citibank, N.A., as indenture trustee, which is attached as Exhibit 10.1 and incorporated by reference herein. The Indenture Supplement supplements the Indenture, dated as of November 2, 2011, between the Issuing Entity and the Indenture Trustee (filed as Exhibit 10.3 to the registrant’s Form 8-K dated and filed on November 7, 2011. Commission File No. 001-09618).
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