Item 8.01 Other Events.
On
The Underwriting Agreement contains customary representations, warranties and covenants of Ally, conditions to closing, indemnification obligations of Ally and the Underwriters, and termination and other customary provisions.
The foregoing description of the Underwriting Agreement does not purport to be complete and is qualified in its entirety by reference to the full text of the document which is attached as Exhibit 1.1 to this Current Report on Form 8-K and incorporated by reference herein.
On
In connection with the Offering, Ally is filing the Underwriting Agreement, the Sixth Supplemental Indenture, the Executive Committee Action, the form of Note, a legal opinion and a consent as, respectively, Exhibit No. 1.1, Exhibit No. 4.1, Exhibit No. 4.2, Exhibit No. 4.3, Exhibit No. 5.1 and Exhibit No. 23.1 to this Form 8-K, each of which is incorporated by reference in its entirety into the Registration Statement. The Indenture is filed as an exhibit to the Registration Statement.
Item 9.01 Financial Statements and Exhibits.
(d) Exhibits
The following exhibits are filed as part of this Report.
Exhibit No. Description of Exhibits 1.1 Underwriting Agreement, dated as ofJune 6, 2022 , amongAlly Financial Inc. andBarclays Capital Inc. ,BofA Securities, Inc. ,Deutsche Bank Securities Inc. andMorgan Stanley & Co. LLC , as representatives of the several Underwriters named therein (including Ally's Underwriting Agreement Standard Provisions (Debt Securities )). 4.1 Sixth Supplemental Indenture, dated as ofJune 9, 2022 , between Ally and the Trustee. 4.2 Action of the Executive Committee ofAlly Financial Inc. dated as ofJune 6, 2022 . 4.3 Form of Note. 5.1 Opinion ofSullivan & Cromwell LLP . 23.1 Consent ofSullivan & Cromwell LLP (included in Exhibit 5.1). 104 The cover page from this Current Report on Form 8-K, formatted in Inline XBRL
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