UNITED STATES
SECURITIES AND EXCHANGE COMMISSION

Washington, D.C.
20549



FORM 10-K



| | x | ANNUAL
                                            REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934
| | - | --------------------------------------------------------------------------------------------------------------------------------



For the fiscal
year ended December 31, 2022



OR



| |  ̈ | TRANSITION
                                            REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934
| | - | ------------------------------------------------------------------------------------------------------------------------------------



Commission File
Number of issuing entity: 333-262954-02



CNH EQUIPMENT
TRUST 2022-C

(Exact name of issuing
entity as specified in its charter)

CIK Number of issuing
entity: 0001950632



Commission File
Number of depositor: 333-228954



CNH CAPITAL RECEIVABLES
LLC

(Exact name of depositor
as specified in its charter)

CIK Number of depositor:
0001115252



CNH INDUSTRIAL
CAPITAL AMERICA LLC

(Exact name of sponsor
as specified in its charter)

CIK Number of sponsor:
0001540092



Delaware

(State or other jurisdiction
of incorporation or organization of the issuing entity)



|92-6158152(CNH Equipment Trust 2022-C)
    39-1995297
    (CNH Capital Receivables LLC)
|---------------------------------------------------------------------------------------
|(I.R.S.
    Employer Identification No.)                                               
|                                                                                       
|6900
    Veterans Boulevard                                                            
|Burr
    Ridge, Illinois                                                               
|(Address
    of principal executive offices)                                           
|                                                                                       
|(630)
    887-5451                                                                     
|(Registrant’s
    telephone number, including area code)                               



Securities
registered pursuant to Section 12(b) of the Act: None.



Securities
registered pursuant to Section 12(g) of the Act: None.



Indicate
by check mark if the registrant is a well-known seasoned issuer, as defined in Rule 405 of the Securities Act. Yes ̈No x



Indicate
by check mark if the registrant is not required to file reports pursuant to Section 13 or Section 15(d) of the Act. Yes ̈No x



Indicate
by check mark whether the registrant (1) has filed all reports required to be filed by Section 13 or 15(d) of the Securities
Exchange Act of 1934 during the preceding 12 months (or for such shorter period that the registrant was required to file such reports),
and (2) has been subject to such filing requirements for the past 90 days.xYes ̈No



Indicate
by check mark whether the registrant has submitted electronically every Interactive Data File required to be submitted pursuant to Rule 405
of Regulation S- T (§ 232.405 of this chapter) during the preceding 12 months (or for such shorter period that the registrant was
required to submit such files). ̈ Yes 
 ̈ No



Indicate
by check mark whether the registrant is a large accelerated filer, an accelerated filer, a non-accelerated filer, a smaller reporting
company, or emerging growth company. See the definitions of “large accelerated filer,” “accelerated filer,” “smaller
reporting company,” and "emerging growth company" in Rule 12b-2 of the Exchange Act.



|Large
    accelerated filer ̈ |  | Accelerated
    filer ̈        
|---------------------------- |  | ------------------------------
|Non-accelerated
    filerx   |  | Smaller
    reporting company ̈
|                             |  | 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. ̈



Indicate
by check mark whether the registrant has filed a report on and attestation to its management’s assessment of the effectiveness
of its internal control over financial reporting under Section 404(b) of the Sarbanes-Oxley Act (15 U.S.C. 7262(b)) by the
registered public accounting firm that prepared or issued its audit report.  ̈



Indicate
by check mark whether the registrant is a shell company (as defined in Rule 12b-2 of the Exchange Act). Yes ̈No x



State
the aggregate market value of the voting and non-voting common equity held by non-affiliates computed by reference to the price at which
the common equity was last sold, or the average bid and asked price of such common equity, as of the last business day of the registrant’s
most recently completed second fiscal quarter. Registrant has no voting or non-voting common equity outstanding held by non-affiliates.



Indicate
the number of shares outstanding of each of the registrant’s classes of common stock, as of the last practicable date.  Not
applicable.



DOCUMENTS INCORPORATED
BY REFERENCE



List
hereunder the following documents if incorporated by reference and the Part of the Form 10-K (e.g., Part I, Part II, etc.)
into which the document is incorporated: (1) Any annual report to security holders; (2) Any proxy or information statement;
and (3) Any prospectus filed pursuant to Rule 424(b) or (c) under the Securities Act of 1933.  The listed documents
should be clearly described for identification purposes (e.g., annual report to security holders for fiscal year ended December 24,
1980).



None.




















PART I



CNH Equipment Trust 2022-C (the “Trust”)
is a trust established under the laws of the State of Delaware by the Trust Agreement dated October 31, 2022 between CNH Capital
Receivables LLC (the “Seller”), and Wilmington Trust Company, as trustee. New Holland Credit Company, LLC, (the “Servicer”),
is the Servicer under a Sale and Servicing Agreement (the “Sale and Servicing Agreement”) dated as of November 1, 2022
among the Servicer, the Seller and the Trust. The Trust issued $720,280,000 in aggregate principal amount of asset-backed notes, Classes
A-1, A-2, A-3, A-4 (collectively, the “Class A Notes”), and B (the “Class B Notes” and together with
the Class A Notes, the “Notes”), pursuant to an Indenture dated as of November 1, 2022, between the Trust and Citibank,
N.A., as indenture trustee. The Class A Notes were publicly offered.  The Seller initially retained ownership of the certificates
representing the ownership interest in the Trust (the “Certificates”).



The following Items have been omitted in accordance
with General Instruction J to Form 10-K:



| | Item 1. | Business.
| | ------- | ---------



| | Item 1A. | Risk Factors.
| | -------- | -------------



| | Item 2. | Properties.
| | ------- | -----------



| | Item 3. | Legal Proceedings.
| | ------- | ------------------



| | Item 1B. | Unresolved
Staff Comments.Not Applicable.
| | -------- | -----------------------------------------



| | Item 4. | Mine
Safety Disclosures.Not Applicable.
| | ------- | ---------------------------------------



PART II



The following Items have been omitted in accordance
with General Instruction J to Form 10-K:



| | Item 5. | Market
for Registrant’s Common Equity, Related Stockholder Matters, and Issuer Purchases of Equity Securities.
| | ------- | --------------------------------------------------------------------------------------------------------------



| | Item 7. | Management’s
Discussion and Analysis of Financial Condition and Results of Operations.
| | ------- | --------------------------------------------------------------------------------------



| | Item 7A. | Quantitative
and Qualitative Disclosures About Market Risk.
| | -------- | -----------------------------------------------------------



| | Item 8. | Financial
Statements and Supplementary Data.
| | ------- | --------------------------------------------



| | Item 9. | Changes
in and Disagreements With Accountants on Accounting and Financial Disclosure.
| | ------- | -------------------------------------------------------------------------------------













| | Item 9A. | Controls and Procedures.
| | -------- | ------------------------



| | Item 9B. | Other Information.None.
| | -------- | -----------------------



| | Item 9C. | Disclosure Regarding Foreign
Jurisdictions that Prevent Inspections.None.
| | -------- | -------------------------------------------------------------------------



PART III



The following Items have been omitted in accordance
with General Instruction J to Form 10-K:



| | Item 10. | Directors,
Executive Officers and Corporate Governance.
| | -------- | -------------------------------------------------------



| | Item 11. | Executive
Compensation.
| | -------- | -----------------------



| | Item 12. | Security
Ownership of Certain Beneficial Owners and Management and Related Stockholder Matters.
| | -------- | -----------------------------------------------------------------------------------------------



| | Item 13. | Certain
Relationships and Related Transactions, and Director Independence.
| | -------- | --------------------------------------------------------------------------



| | Item 14. | Principal
Accountant Fees and Services.
| | -------- | ---------------------------------------



PART IV



| | 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 3.1 to registrant’s Form SF-3 filed on April 19, 2022, and incorporated herein by reference).           
|               |  |                                                                                                                                                                                   
|Exhibit 3.2:   |  | Limited Liability Company Agreement of CNH Capital Receivables LLC (Filed as Exhibit 3.2 to registrant’s Form SF-3 filed on April 19, 2022, and incorporated herein by reference).













|Exhibit
Number |  | Description                                                                                                                                                                                                                                                                                                                                                                                                                       
|-------------- |  | ----------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------
|               |  |                                                                                                                                                                                                                                                                                                                                                                                                                                   
|Exhibit 4.1:   |  | Indenture, dated as of November 1, 2022, between CNH Equipment Trust 2022-C and Citibank, N.A. (Filed as Exhibit 4.1 of the Trust’s Current Report on Form 8-K filed on November 23, 2022, and incorporated herein by reference).                                                                                                                                                                                                 
|               |  |                                                                                                                                                                                                                                                                                                                                                                                                                                   
|Exhibit 4.2:   |  | Trust Agreement, dated as of October 31, 2022, 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 November 17, 2022, and incorporated herein by reference).                                                                                                                                                                      
|               |  |                                                                                                                                                                                                                                                                                                                                                                                                                                   
|Exhibit 4.3:   |  | Sale and Servicing Agreement, dated as of November 1, 2022, among CNH Capital Receivables LLC, New Holland Credit Company, LLC and CNH Equipment Trust 2022-C (Filed as Exhibit 4.2 of the Trust’s Current Report on Form 8-K filed on November 23, 2022, and incorporated herein by reference).                                                                                                                                  
|               |  |                                                                                                                                                                                                                                                                                                                                                                                                                                   
|Exhibit 4.4:   |  | Purchase Agreement, dated as of November 1, 2022, between CNH Capital Receivables LLC and CNH Industrial Capital America LLC (Filed as Exhibit 4.3 of the Trust’s Current Report on Form 8-K filed on November 23, 2022, and incorporated herein by reference).                                                                                                                                                                   
|               |  |                                                                                                                                                                                                                                                                                                                                                                                                                                   
|Exhibit 4.5:   |  | Administration Agreement, dated as of November 1, 2022, among New Holland Credit Company, LLC, CNH Equipment Trust 2022-C, Wilmington Trust Company and Citibank, N.A. (Filed as Exhibit 4.4 of the Trust’s Current Report on Form 8-K filed on November 23, 2022, and incorporated herein by reference).                                                                                                                         
|               |  |                                                                                                                                                                                                                                                                                                                                                                                                                                   
|Exhibit 4.6:   |  | Asset Representations Review Agreement, dated as ofNovember 1, 2022, among CNH Equipment Trust 2022-C, New Holland Credit Company, LLC and Clayton Fixed Income Services LLC, as asset representations reviewer (Filed as Exhibit 4.5 of the Trust’s Current Report on Form 8-K filed on October November 23, 2022, and incorporated herein by reference).                                                                        
|               |  |                                                                                                                                                                                                                                                                                                                                                                                                                                   
|Exhibit 4.7:   |  | Memorandum of Understanding, dated as of November 23, 2022, among CNH Industrial Capital America LLC, CNH Capital Receivables LLC, CNH Equipment Trust 2022-C and Citibank, N.A., as indenture trustee (filed as Exhibit 4.6 of the Trust’s Current Report on Form 8-K filed on November 23, 2022, and incorporated herein by reference).                                                                                         
|               |  |                                                                                                                                                                                                                                                                                                                                                                                                                                   
|Exhibit 4.8:   |  | Letter Agreement, dated as of November 23, 2022, among New Holland Credit Company, LLC and Wilmington Trust Company, as trustee (filed as Exhibit 4.7 of the Trust’s Current Report on Form 8-K filed on November 23, 2022, and incorporated herein by reference).                                                                                                                                                                
|               |  |                                                                                                                                                                                                                                                                                                                                                                                                                                   
|Exhibit 10.1:  |  | Underwriting Agreement, dated as of November 17, 2022, among CNH Capital Receivables LLC, CNH Industrial Capital America LLC, and Wells Fargo Securities, LLC, Barclays Capital Inc., BMO Capital Markets Corp. and SG Americas Securities, LLC, as representatives of the several underwriters (Filed as Exhibit 1.1 of the Trust’s Current Report on Form 8-K filed on November 17, 2022, 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 Assessment of Compliance (Citibank, N.A.).                     
|               |  |                                                                             
|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.
| | --- | ---------------



| | Item 16. | Form 10-K Summary.None.
| | -------- | -----------------------



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”),
as Servicer, and Citibank, N.A. (“Citibank”) , as Indenture Trustee, (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”), which for Citi are all servicing criteria set forth in Item 1122(d), except
for Items 1122(d)(1)(i)-1122(d)(1)(v), 1122(d)(2)(iii), 1122(d)(2)(vi)-1122(d)(2)(vii), 1122(d)(3)(i) and 1122(d)(4)(i)-1122(d)(4)(xv),
and which for NHCC are all servicing criteria set forth in Item 1122(d), except for Items 1122 (d)(1)(iii), 1122 (d)(1)(iv), 1122
(d)(2)(ii), 1122 (d)(2)(iii), 1122 (d)(2)(vi), 1122 (d)(4)(x), 1122 (d)(4)(xi), 1122 (d)(4)(xii), 1122 (d)(4)(xiii), and 1122 (d)(4)(xv).
The Report on Assessment provided by NHCC and the Report on Assessment provided by Citibank are dated as of March 24, 2023 and February 27,
2023, respectively, and as of and for a period consisting of the twelve months ended December 31, 2022. 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.



EXHIBIT INDEX



|Exhibit
Number |  | Description                                                                                                                                                                                                                                                                                     
|-------------- |  | ------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------
|               |  |                                                                                                                                                                                                                                                                                                 
|Exhibit 3.1:   |  | Certificate of Formation of CNH Capital Receivables LLC (Filed as Exhibit 3.1 to registrant’s Form SF-3 filed on April 19, 2022, and incorporated herein by reference).                                                                                                                         
|               |  |                                                                                                                                                                                                                                                                                                 
|Exhibit 3.2:   |  | Limited Liability Company Agreement of CNH Capital Receivables LLC (Filed as Exhibit 3.2 to registrant’s Form SF-3 filed on April 19, 2022, and incorporated herein by reference).                                                                                                              
|               |  |                                                                                                                                                                                                                                                                                                 
|Exhibit 4.1:   |  | Indenture, dated as of November 1, 2022, between CNH Equipment Trust 2022-C and Citibank, N.A. (Filed as Exhibit 4.1 of the Trust’s Current Report on Form 8-K filed on November 23, 2022, and incorporated herein by reference).                                                               
|               |  |                                                                                                                                                                                                                                                                                                 
|Exhibit 4.2:   |  | Trust Agreement, dated as of October 31, 2022, 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 November 17, 2022, and incorporated herein by reference).                                    
|               |  |                                                                                                                                                                                                                                                                                                 
|Exhibit 4.3:   |  | Sale and Servicing Agreement, dated as of November 1, 2022, among CNH Capital Receivables LLC, New Holland Credit Company, LLC and CNH Equipment Trust 2022-C (Filed as Exhibit 4.2 of the Trust’s Current Report on Form 8-K filed on November 23, 2022, and incorporated herein by reference).













|Exhibit 4.4: |  | Purchase Agreement, dated as of November 1, 2022, between CNH Capital Receivables LLC and CNH Industrial Capital America LLC (Filed as Exhibit 4.3 of the Trust’s Current Report on Form 8-K filed on November 23, 2022, and incorporated herein by reference).                                                                                            
|------------ |  | -----------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------
|             |  |                                                                                                                                                                                                                                                                                                                                                            
|Exhibit 4.5: |  | Administration Agreement, dated as of November 1, 2022, among New Holland Credit Company, LLC, CNH Equipment Trust 2022-C, Wilmington Trust Company and Citibank, N.A. (Filed as Exhibit 4.4 of the Trust’s Current Report on Form 8-K filed on November 23, 2022, and incorporated herein by reference).                                                  
|             |  |                                                                                                                                                                                                                                                                                                                                                            
|Exhibit 4.6: |  | Asset Representations Review Agreement, dated as of November 1, 2022, among CNH Equipment Trust 2022-C, New Holland Credit Company, LLC and Clayton Fixed Income Services LLC, as asset representations reviewer (Filed as Exhibit 4.5 of the Trust’s Current Report on Form 8-K filed on October November 23, 2022, and incorporated herein by reference).
|             |  |                                                                                                                                                                                                                                                                                                                                                            
|Exhibit 4.7: |  | Memorandum of Understanding, dated as of November 23, 2022, among CNH Industrial Capital America LLC, CNH Capital Receivables LLC, CNH Equipment Trust 2022-C and Citibank, N.A., as indenture trustee (filed as Exhibit 4.6 of the Trust’s Current Report on Form 8-K filed on November 23, 2022, and incorporated herein by reference).                  
|             |  |                                                                                                                                                                                                                                                                                                                                                            
|Exhibit 4.8: |  | Letter Agreement, dated as of November 23, 2022, among New Holland Credit Company, LLC and Wilmington Trust Company, as trustee (filed as Exhibit 4.7 of the Trust’s Current Report on Form 8-K filed on November 23, 2022, and incorporated herein by reference).                                                                                         













|Exhibit
Number |  | Description                                                                                                                                                                                                                                                                                                                                                                                                                       
|-------------- |  | ----------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------
|               |  |                                                                                                                                                                                                                                                                                                                                                                                                                                   
|Exhibit 10.1:  |  | Underwriting Agreement, dated as of November 17, 2022, among CNH Capital Receivables LLC, CNH Industrial Capital America LLC, and Wells Fargo Securities, LLC, Barclays Capital Inc., BMO Capital Markets Corp. and SG Americas Securities, LLC, as representatives of the several underwriters (Filed as Exhibit 1.1 of the Trust’s Current Report on Form 8-K filed on November 17, 2022, 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 Assessment of Compliance (Citibank, N.A.).                                                                                                                                                                                                                                                                                                                                                                           
|               |  |                                                                                                                                                                                                                                                                                                                                                                                                                                   
|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.                                                                                                                                                                                                                                                                                                                                                                













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.



March 30, 2023



| | CNH EQUIPMENT TRUST 2022-C
| | --------------------------
| |                           
| | By:                       
| |                           
| |                           
| | By:                       
| | Name:                     
| | Title:                    



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.