ITEM 1.01
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ENTRY INTO A MATERIAL DEFINITIVE AGREEMENT
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On June 19, 2019, 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
2019-1
(the Series
2019-1
Notes). The Series
2019-1
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
2019-1
Notes are as follows:
Number of classes within Series
2019-1
Notes: Four
Initial Class A Notes Outstanding Principal Amount: $251,545,000
Initial Class B Notes Outstanding Principal Amount: $14,309,000
Initial Class C Notes Outstanding Principal Amount: $17,886,000
Initial Class D Notes Outstanding Principal Amount: $16,260,000
Initial Total Series
2019-1
Notes Outstanding Principal Amount: $300,000,000
Class A Note Rate:
1-month
LIBOR + 0.64%
Class B Note Rate:
1-month
LIBOR + 0.75%
Class C Note Rate:
1-month
LIBOR + 0.95%
Class D Note Rate:
1-month
LIBOR + 1.45%
Closing Date: June 19, 2019
Expected Principal Distribution Date: May 25, 2021
Legal Final Maturity Date: May 28, 2024
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 Certificates: 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 Certificates: 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 Certificates: Overcollateralization represented by the Issuing Entity Certificate issued
to the Depositor and a spread account
Series
2019-1
Subordinated Sellers Interest
Percentage: 7.75% divided by 1.00 minus 7.75%
Series
2019-1
Target Overcollateralization Amount:
the product of the Series
2019-1
Subordinated Sellers Interest Percentage and the Series
2019-1
Nominal Liquidation Amount
Servicing Fee Percentage: 1.0%
The terms of the Series
2019-1
Notes and the definitions of capitalized terms may be found in the
Series
2019-1
Indenture Supplement, dated as of June 19, 2019 (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 registrants Form
8-K
dated and filed on November 7, 2011. Commission File
No. 001-09618).