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, 2023



OR



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



Commission File Number of issuing entity: 333-206749-09



CNH EQUIPMENT TRUST 2019-A

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

CIK Number of issuing entity: 0001762569



Commission
File Number of depositor: 333-206749



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)



83-6587545(CNH Equipment Trust 2019-A)

39-1995297 (CNH Capital Receivables LLC)

(I.R.S. Employer Identification No.)



|5729
    Washington Avenue                   |  |               
|-------------------------------------------- |  | --------------
|Racine, Wisconsin                            |  | 53406         
|(Address
    of principal executive offices) |  | (Zip
    Code)



(262) 636-6011

(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).xYes   ̈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 filer x   |  | 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 2019-A (the “Trust”)
is a trust established under the laws of the State of Delaware by the Trust Agreement dated January 4, 2019 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 January 1, 2019
among the Servicer, the Seller and the Trust. The Trust issued $786,040,000 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 January 1, 2019, between the Trust and Citibank,
N.A., as indenture trustee. The Class A Notes and the Class B 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 February 24, 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 February 24, 2022, and incorporated herein by reference).











|Exhibit
Number |  | Description                                                                                                                                                                                                                                                                                                                                                                                                                         
|-------------- |  | ------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------
|               |  |                                                                                                                                                                                                                                                                                                                                                                                                                                     
|Exhibit 4.1:   |  | Indenture, dated as of January 1, 2019, between CNH Equipment Trust 2019-A and Citibank, N.A. (Filed as Exhibit 4.1 of the Trust’s Current Report on Form 8-K filed on February 6, 2019, and incorporated herein by reference).                                                                                                                                                                                                     
|               |  |                                                                                                                                                                                                                                                                                                                                                                                                                                     
|Exhibit 4.2:   |  | Trust Agreement, dated as of January 4, 2019, 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 January 30, 2019, and incorporated herein by reference).                                                                                                                                                                          
|               |  |                                                                                                                                                                                                                                                                                                                                                                                                                                     
|Exhibit 4.3:   |  | Sale and Servicing Agreement, dated as of January 1, 2019, among CNH Capital Receivables LLC, New Holland Credit Company, LLC and CNH Equipment Trust 2019-A (Filed as Exhibit 4.2 of the Trust’s Current Report on Form 8-K filed on February 6, 2019, and incorporated herein by reference).                                                                                                                                      
|               |  |                                                                                                                                                                                                                                                                                                                                                                                                                                     
|Exhibit 4.4:   |  | Purchase Agreement, dated as of January 1, 2019, 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 February 6, 2019, and incorporated herein by reference).                                                                                                                                                                       
|               |  |                                                                                                                                                                                                                                                                                                                                                                                                                                     
|Exhibit 4.5:   |  | Administration Agreement, dated as of January 1, 2019, among New Holland Credit Company, LLC, CNH Equipment Trust 2019-A, Wilmington Trust Company and Citibank, N.A. (Filed as Exhibit 4.4 of the Trust’s Current Report on Form 8-K filed on February 6, 2019, and incorporated herein by reference).                                                                                                                             
|               |  |                                                                                                                                                                                                                                                                                                                                                                                                                                     
|Exhibit 4.6:   |  | Asset Representations Review Agreement, dated as ofJanuary 1, 2019, among CNH Equipment Trust 2019-A, 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 February 6, 2019, and incorporated herein by reference).                                                                                    
|               |  |                                                                                                                                                                                                                                                                                                                                                                                                                                     
|Exhibit 4.7:   |  | Memorandum of Understanding, dated as of February 6, 2019, among CNH Industrial Capital America LLC, CNH Capital Receivables LLC, CNH Equipment Trust 2019-A and Citibank, N.A., as indenture trustee (filed as Exhibit 4.6 of the Trust’s Current Report on Form 8-K filed on February 6, 2019, and incorporated herein by reference).                                                                                             
|               |  |                                                                                                                                                                                                                                                                                                                                                                                                                                     
|Exhibit 4.8:   |  | Letter Agreement, dated as of February 6, 2019, 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 February 6, 2019, and incorporated herein by reference).                                                                                                                                                                    
|               |  |                                                                                                                                                                                                                                                                                                                                                                                                                                     
|Exhibit 10.1:  |  | Underwriting Agreement, dated as of January 30, 2019, among CNH Capital Receivables LLC, CNH Industrial Capital America LLC, and Merrill Lynch, Pierce, Fenner & Smith Incorporated, MUFG Securities Americas Inc. 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 January 30, 2019, 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 (Deloitte & Touche 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 22, 2024 and
February 29, 2024, respectively, and as of and for a period consisting of the twelve months ended December 31, 2023. 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 February 24, 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 February 24, 2022, and incorporated herein by reference).                                                                                                         
|               |  |                                                                                                                                                                                                                                                                                               
|Exhibit 4.1:   |  | Indenture, dated as of January 1, 2019, between CNH Equipment Trust 2019-A and Citibank, N.A. (Filed as Exhibit 4.1 of the Trust’s Current Report on Form 8-K filed on February 6, 2019, and incorporated herein by reference).                                                               
|               |  |                                                                                                                                                                                                                                                                                               
|Exhibit 4.2:   |  | Trust Agreement, dated as of January 4, 2019, 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 January 30, 2019, and incorporated herein by reference).                                    
|               |  |                                                                                                                                                                                                                                                                                               
|Exhibit 4.3:   |  | Sale and Servicing Agreement, dated as of January 1, 2019, among CNH Capital Receivables LLC, New Holland Credit Company, LLC and CNH Equipment Trust 2019-A (Filed as Exhibit 4.2 of the Trust’s Current Report on Form 8-K filed on February 6, 2019, and incorporated herein by reference).











|Exhibit 4.4: |  | Purchase Agreement, dated as of January 1, 2019, 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 February 6, 2019, and incorporated herein by reference).                                                                                   
|------------ |  | ------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------
|             |  |                                                                                                                                                                                                                                                                                                                                                 
|Exhibit 4.5: |  | Administration Agreement, dated as of January 1, 2019, among New Holland Credit Company, LLC, CNH Equipment Trust 2019-A, Wilmington Trust Company and Citibank, N.A. (Filed as Exhibit 4.4 of the Trust’s Current Report on Form 8-K filed on February 6, 2019, and incorporated herein by reference).                                         
|             |  |                                                                                                                                                                                                                                                                                                                                                 
|Exhibit 4.6: |  | Asset Representations Review Agreement, dated as ofJanuary 1, 2019, among CNH Equipment Trust 2019-A, 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 February 6, 2019, and incorporated herein by reference).
|             |  |                                                                                                                                                                                                                                                                                                                                                 
|Exhibit 4.7: |  | Memorandum of Understanding, dated as of February 6, 2019, among CNH Industrial Capital America LLC, CNH Capital Receivables LLC, CNH Equipment Trust 2019-A and Citibank, N.A., as indenture trustee (filed as Exhibit 4.6 of the Trust’s Current Report on Form 8-K filed on February 6, 2019, and incorporated herein by reference).         
|             |  |                                                                                                                                                                                                                                                                                                                                                 
|Exhibit 4.8: |  | Letter Agreement, dated as of February 6, 2019, 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 February 6, 2019, and incorporated herein by reference).                                                                                











|Exhibit
Number |  | Description                                                                                                                                                                                                                                                                                                                                                                                                                         
|-------------- |  | ------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------
|               |  |                                                                                                                                                                                                                                                                                                                                                                                                                                     
|Exhibit 10.1:  |  | Underwriting Agreement, dated as of January 30, 2019, among CNH Capital Receivables LLC, CNH Industrial Capital America LLC, and Merrill Lynch, Pierce, Fenner & Smith Incorporated, MUFG Securities Americas Inc. 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 January 30, 2019, 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 (Deloitte & Touche 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 27, 2024



| | CNH EQUIPMENT TRUST 2019-A
| | --------------------------
| |                           
| | 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.