0001104659-22-100395.txt : 20220915 0001104659-22-100395.hdr.sgml : 20220915 20220915142945 ACCESSION NUMBER: 0001104659-22-100395 CONFORMED SUBMISSION TYPE: 8-K PUBLIC DOCUMENT COUNT: 2 CONFORMED PERIOD OF REPORT: 20220909 0001260125 0001541028 ITEM INFORMATION: Entry into a Material Definitive Agreement ITEM INFORMATION: Financial Statements and Exhibits FILED AS OF DATE: 20220915 DATE AS OF CHANGE: 20220915 ABS ASSET CLASS: Auto loans FILER: COMPANY DATA: COMPANY CONFORMED NAME: HYUNDAI ABS FUNDING LLC CENTRAL INDEX KEY: 0001260125 STANDARD INDUSTRIAL CLASSIFICATION: ASSET-BACKED SECURITIES [6189] IRS NUMBER: 330978455 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 8-K SEC ACT: 1934 Act SEC FILE NUMBER: 333-108087 FILM NUMBER: 221245575 BUSINESS ADDRESS: STREET 1: 3161 MICHELSON DRIVE STREET 2: SUITE 1900 CITY: IRVINE STATE: CA ZIP: 92612 BUSINESS PHONE: 949-732-2697 MAIL ADDRESS: STREET 1: 3161 MICHELSON DRIVE STREET 2: SUITE 1900 CITY: IRVINE STATE: CA ZIP: 92612 FORMER COMPANY: FORMER CONFORMED NAME: HYUNDAI ABS FUNDING CORP DATE OF NAME CHANGE: 20030815 FILER: COMPANY DATA: COMPANY CONFORMED NAME: Hyundai Auto Receivables Trust 2018-B CENTRAL INDEX KEY: 0001756671 STANDARD INDUSTRIAL CLASSIFICATION: ASSET-BACKED SECURITIES [6189] STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 8-K SEC ACT: 1934 Act SEC FILE NUMBER: 333-205844-06 FILM NUMBER: 221245576 BUSINESS ADDRESS: STREET 1: 3161 MICHELSON DRIVE STREET 2: SUITE 1900 CITY: IRVINE STATE: CA ZIP: 92612 BUSINESS PHONE: 949-732-2697 MAIL ADDRESS: STREET 1: 3161 MICHELSON DRIVE STREET 2: SUITE 1900 CITY: IRVINE STATE: CA ZIP: 92612 8-K 1 tm2225856d1_8k.htm FORM 8-K

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): September 9, 2022

Hyundai Auto Receivables Trust 2018-B

(Issuing Entity)

Central Index Key Number: 0001756671

Hyundai ABS Funding, LLC

(Depositor)

Central Index Key Number: 0001260125

Hyundai Capital America
(Sponsor)

Central Index Key Number: 0001541028

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

Delaware		333-205844 333-205844-06		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: (949) 732-2697

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):

¨ 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))

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
N/A		N/A		N/A

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. ¨

ITEM 1.01. Entry into a Material Definitive Agreement.

On September 9, 2022, Hyundai Capital America (“HCA”), Hyundai ABS Funding, LLC (the “Depositor”), Hyundai Auto Receivables Trust 2018-B (the “Issuing Entity”), Citibank, N.A., as indenture trustee (the “Indenture Trustee”), and U.S. Bank Trust National Association, as owner trustee (the “Owner Trustee”) entered into an Omnibus Distribution and Termination Agreement, with the consent of HCA and the Depositor, as owners of 100% of the certificates and all classes of notes that remain outstanding.

Attached as Exhibit 10.1 is the Omnibus Distribution and Termination Agreement.

ITEM 9.01 Financial Statements and Exhibits.

(a) Not applicable.

(b) Not applicable.

(d) Exhibits

Exhibit No.		Description

10.1		Omnibus Distribution and Termination Agreement, dated as of September 9, 2022, among HCA, the Depositor, the Issuing Entity, the Indenture Trustee, and the Owner Trustee.

SIGNATURES

Pursuant to the requirements of the Securities Exchange Act of 1934, the Registrant has duly caused this report to be signed on behalf of the undersigned thereunto duly authorized.

Date: September 15, 2022

	HYUNDAI ABS FUNDING, LLC

	By:	/s/ Charley Changmin Yoon
	Name:	Charley Changmin Yoon
	Title:	President and Secretary

EX-10.1 2 tm2225856d1_ex10-1.htm EXHIBIT 10.1

Exhibit 10.1

EXECUTION VERSION

OMNIBUS DISTRIBUTION AND TERMINATION AGREEMENT

This OMNIBUS DISTRIBUTION AND TERMINATION AGREEMENT, dated as of September 9, 2022, (this “Agreement”), is entered into by and among Hyundai Capital America (“HCA”), Hyundai ABS Funding, LLC (the “Depositor”), Hyundai Auto Receivables Trust 2018-B (the “Issuing Entity”) Citibank, N.A., not in its individual capacity but solely as indenture trustee (the “Indenture Trustee”) and U.S. Bank Trust National Association, not in its individual capacity but solely as owner trustee (the “Owner Trustee”).

RECITALS:

Reference is made to the following documents (collectively, the “Transaction Documents”):

(a)            the Indenture, dated as of December 12, 2018 (the “Indenture”), between the Issuing Entity and the Indenture Trustee;

(b)            the Receivables Purchase Agreement, dated as of December 12, 2018 (the “Receivables Purchase Agreement”), between the Depositor and HCA;

(c)            the Sale and Servicing Agreement, dated as of December 12, 2018 (the “Sale and Servicing Agreement”), among the Issuing Entity, the Depositor, HCA and the Indenture Trustee;

(d)            the Administration Agreement, dated as of December 12, 2018 (the “Administration Agreement”), among the Issuing Entity, HCA and the Indenture Trustee; and

(e)            the Amended and Restated Trust Agreement, dated as of December 12, 2018 (the “Trust Agreement”), among the Depositor, the Owner Trustee and HCA.

WHEREAS, the parties to this Agreement, including all holders of Outstanding Notes and Certificates have agreed to terminate the Transaction Documents and discharge all remaining obligations thereunder upon the final payment on the Notes and all other outstanding obligations on September 15, 2022;

NOW, THEREFORE, in consideration of the premises and for other good and valuable consideration, the receipt, adequacy and sufficiency of which are hereby acknowledged, the parties hereto, intending to be bound, agree as follows:

ARTICLE II     AGREEMENT.

SECTION 2.01     HCA hereby represents and warrants that it is, and as of September 15, 2022, will be, the sole beneficial owner of all Notes issued and Outstanding under the Indenture. The Depositor hereby represents and warrants that it is, and as of September 15, 2022, will be, the sole beneficial owner of all Certificates issued and Outstanding under the Trust Agreement.

SECTION 2.02     Each of HCA, as the sole noteholder and the Depositor, as the sole certificateholder under the Transaction Documents, hereby consents to the termination of the Transaction Documents after the final payment of $33,775,260.02 (the “Payoff Amount”). Upon receipt by HCA of the Payoff Amount, HCA hereby directs the Indenture Trustee to release the Collateral from the lien of the Indenture and further directs the Receivables to be distributed to the Depositor and by the Depositor to HCA. HCA, as Administrator on behalf of the Issuing Entity, hereby instructs the Indenture Trustee to execute a satisfaction and release in a form acceptable to the Administrator and the Indenture Trustee on September 15, 2022.

SECTION 2.03     The parties hereto consent and agree to waive (a) the requirement under Section 5.07 of the Sale and Servicing Agreement with regard to the delivery of a statement to Noteholders for the September 2022 Payment Date and (b) the requirement under Section 4.09 of the Sale and Servicing Agreement with regard to the delivery of a Servicer’s Certificate for the September 2022 Payment Date.

SECTION 2.04     The parties hereto consent and agree to the termination and discharge of the Transaction Documents effective as of September 15, 2022.

ARTICLE III     MISCELLANEOUS PROVISIONS.

SECTION 3.01     Conditions to Effectiveness. This Agreement shall become effective upon the execution and delivery of this Agreement by each of the parties hereto.

SECTION 3.02     Definitions; Terms.     Capitalized terms used and not otherwise defined herein are used as defined in Appendix A to the Sale and Servicing Agreement.

SECTION 3.03     Counterparts. This Agreement may be executed in any number of counterparts (including in .pdf format), each of which when so executed shall be deemed to be an original, but all such counterparts shall together constitute but one and the same instrument. Executed counterparts may be delivered electronically.

SECTION 3.04     Governing Law. THIS AGREEMENT SHALL BE GOVERNED BY AND CONSTRUED AND INTERPRETED IN ACCORDANCE WITH THE INTERNAL LAWS OF THE STATE OF NEW YORK WITHOUT REFERENCE TO ITS CONFLICT OF LAWS PROVISIONS (OTHER THAN SECTION 5-1401 OF THE GENERAL OBLIGATIONS LAW) AND THE OBLIGATIONS, RIGHTS AND REMEDIES OF THE PARTIES HEREUNDER SHALL BE DETERMINED IN ACCORDANCE WITH SUCH LAWS.

SECTION 3.05     Effect of Headings. The section headings are for purposes of reference only and shall not otherwise affect the meaning or interpretation of any provision hereof.

* * * * *

IN WITNESS WHEREOF, the parties have caused this Agreement to be duly executed by their respective officers as of the day and year first above written.

	HYUNDAI AUTO RECEIVABLES TRUST 2018-B

	By:	U.S. BANK TRUST NATIONAL ASSOCIATION, not in its individual capacity but solely as Owner Trustee

	By:	/s/ Mark Esposito
	Name:	Mark Esposito
	Title:	Vice President