UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM ABS-15G
ASSET-BACKED SECURITIZER
REPORT PURSUANT TO SECTION 15G OF
THE SECURITIES EXCHANGE ACT OF 1934
Check the appropriate box to indicate the filing obligation which this form is intended to satisfy:
☐ | Rule 15Ga-1 under the Exchange Act (17 CFR 240.15Ga-1) for the reporting period __________ to __________. |
Date of Report (Date of earliest event reported): __________
Commission File Number of Securitizer: _______________
Central Index Key Number of Securitizer: ______________
Name and telephone number, including area code,
of the person to contact in connection with this filing
Indicate by check mark whether the securitizer has no activity to report for the initial period pursuant to Rule 15Ga-1(c)(1) ☐
Indicate by check mark whether the securitizer has no activity to report for the quarterly period pursuant to Rule 15Ga-1(c)(2)(i) ☐
Indicate by check mark whether the securitizer has no activity to report for the annual period pursuant to Rule 15Ga-1(c)(2)(ii) ☐
☒ | Rule 15Ga-2 under the Exchange Act (17 CFR 240.15Ga-2) |
Central Index Key Number of Depositor: 0001204350
PHEAA STUDENT LOAN TRUST 2021-1
(Exact name of issuing entity as specified in its charter)
Central Index Key Number of issuing entity (if applicable)
Central Index Key Number of underwriter (if applicable)
William R. Walker
(717) 720-7758
Name and telephone number, including area code,
of the person to contact in connection with this filing
PART II- | INFORMATION TO BE INCLUDED IN THE REPORT FINDINGS AND CONCLUSIONS OF THIRD PARTY DUE DILIGENCE REPORTS |
Item 2.01 Findings and Conclusions of Third Party Due Diligence Reports Obtained by the Issuer
Attached as Exhibit 99.1 hereto is a copy of KPMG LLPs Report, dated July 22, 2021, with respect to certain agreed-upon procedures (the Report). The Report, incorporated herein by this reference, is being furnished to the SEC and shall not be deemed to be filed for any purpose.
EXHIBIT INDEX
Exhibit Number |
Description | |
Exhibit 99.1 | Report of Independent Accountants on Applying Agreed-Upon Procedures, dated July 22, 2021. |
SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934, the reporting entity has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.
PHEAA STUDENT LOAN FOUNDATION, Depositor | ||||||
Date: July 27, 2021 | By: | /s/ William R. Walker | ||||
William R. Walker | ||||||
Treasurer |
Exhibit 99.1
KPMG LLP Suite 700 20 Pacifica Irvine, CA 92618-3391 |
Independent Accountants Report on Applying Agreed-Upon Procedures
Pennsylvania Higher Education Assistance Agency (the Agency)
BMO Capital Markets Corp.
BofA Securities, Inc.
Credit Suisse Securities (USA) LLC
(together, the Specified Parties)
Re: | Pennsylvania Higher Education Assistance Agency Student Loan Trust 2021-1 (the PHEAA Student Loan Trust 2021-1 Bonds) Data File Procedures |
We have performed the procedures described below on the specified attributes in an electronic data file entitled 2021-1 MR50 (31May21) v2.xlsx, provided by the Agency on June 24, 2021, containing information on 84,427 financed eligible student loans (the Financed Eligible Loans) as of May 31, 2021 (the Data File), which we were informed are intended to be included as collateral in the offering of PHEAA Student Loan Trust 2021-1 Bonds. The Agency is responsible for the specified attributes identified by the Agency in the Data File.
The Specified Parties have agreed to and acknowledged that the procedures performed are appropriate to meet their intended purpose of assisting specified parties in evaluating the accuracy of the specified attributes in the Data File. This report may not be suitable for any other purpose. No other parties have agreed to or acknowledged the appropriateness of these procedures for the intended purpose or any other purpose.
The procedures performed may not address all the items of interest to a specified party of this report and may not meet the needs of all specified parties of this report and, as such, specified parties are responsible for determining whether the procedures performed are appropriate for their purposes. We make no representation regarding the appropriateness of the procedures either for the intended purpose or for any other purpose.
Unless otherwise stated, the following definitions have been adopted in presenting our procedures and findings:
| The term compared means compared to the information shown and found it to be in agreement. Such compared information was deemed to be in agreement if differences were within the reporting threshold. |
| The term recomputed means recalculated and compared the result to the information shown and found it to be in agreement. Such recomputed information was deemed to be in agreement if differences were within the reporting threshold. |
| The term reporting threshold means that dollar amounts and percentages were within $1.00 and 0.1%, respectively. |
| The term System Screen Shots means the following electronic screenshots containing information from the Agencys servicing system and origination system for the Selected Financed Eligible Loans (defined below): Loan Detail Information Screen, Borrower Demographics Screen, Interest Rate Change/History Screen, Loan Financial Activity Breakdown Screen, Loan Deferment/Forbearance History Target Screen, and Loan Financial Activity Screen. |
| The term Instructions means the instructions provided by the Agency pertaining to a procedure, attribute, or methodology, as described in Exhibit B. |
KPMG LLP, a Delaware limited liability partnership and a member firm of
the KPMG global organization of independent member firms affiliated with
KPMG International Limited, a private English company limited by guarantee.
| The term Provided Information means the System Screen Shots and Instructions. |
The procedures we were instructed by the Agency to perform and the associated findings are as follows:
A. | We randomly selected a sample of 200 Financed Eligible Loans from the Data File (the Selected Financed Eligible Loans). A listing of the Selected Financed Eligible Loans is attached hereto as Exhibit A. For purposes of this procedure, the Agency did not inform us of the basis they used to determine the number of Financed Eligible Loans we were instructed to randomly select from the Data File. |
B. | For each Selected Financed Eligible Loan, we compared the specified attributes listed below to or using the corresponding information contained in the System Screen Shots, utilizing the Instructions, as applicable. The Specified Parties indicated that the absence of any of the information in the System Screen Shots or the inability to agree the indicated information from the Data File to the System Screen Shots for each of the attributes identified, utilizing the Instructions as applicable, constituted an exception. The System Screen Shots are listed in the order of priority. |
Attribute |
System Screen Shots / Instructions | |
Student Account Number | Loan Detail Information Screen | |
Loan Sequence ID | Loan Detail Information Screen | |
First Disbursement Date | Loan Detail Information Screen | |
Guarantee Agency | Loan Detail Information Screen | |
Borrower State | Borrower Demographics Screen | |
Effective Borrower Interest Rate | Loan Detail Information Screen, Interest Rate Change/History Screen, and Instructions | |
Outstanding Loan Principal Balance | Loan Detail Information Screen, Loan Financial Activity Screen, Loan Financial Activity Breakdown Screen, and Instructions | |
Borrower Payment Status | Loan Detail Information Screen, Loan Deferment/Forbearance History Target Screen, Loan Financial Activity Screen, and Instructions | |
Loan Type | Loan Detail Information Screen |
C. | For each Selected Financed Eligible Loan, we observed the presence of the following: |
| Signed Promissory Note. We make no representation regarding the authenticity of the signature(s). |
We were engaged by the Agency to perform this agreed-upon procedures engagement and conducted our engagement in accordance with attestation standards established by the American Institute of Certified Public Accountants, which involves us performing the specific procedures agreed to and acknowledged above and reporting on findings based on performing those procedures. We were not engaged to, and did not, conduct an examination or review, the objective of which would be the expression of an opinion or conclusion, respectively, on the specified attributes in the Data File. Accordingly, we do not express such an opinion or conclusion. Had we performed additional procedures, other matters might have come to our attention that would have been reported.
We are required to be independent of the Agency and to meet our other ethical responsibilities, in accordance with the relevant ethical requirements related to our agreed-upon procedures engagement.
2
The procedures performed were applied based on the information indicated in the Data File and Provided Information, without verification or evaluation of such information by us; therefore, we express no opinion or any other form of assurance regarding (i) the reasonableness of the information provided by the Agency, (ii) the physical existence of the Financed Eligible Loans, (iii) the reliability or accuracy of the Provided Information which was used in our procedures, or (iv) matters of legal interpretation.
The procedures performed were not intended to address, nor did they address: (i) the conformity of the origination of the Financed Eligible Loans to stated underwriting or credit extension guidelines, standards, criteria or other requirements, (ii) the value of collateral securing any such Financed Eligible Loans being securitized, (iii) the compliance of the originator of the Financed Eligible Loans with federal, state, and local laws and regulations, or (iv) any other factor or characteristic of the Financed Eligible Loans that would be material to the likelihood that the issuer of the asset-backed security will pay interest and principal in accordance with applicable terms and conditions. The procedures performed were not intended to satisfy any criteria for due diligence published by the nationally recognized statistical rating organizations (NRSROs).
The terms of our engagement are such that we have no responsibility to update this report because of events and circumstances that may subsequently occur.
This report is intended solely for the information and use of the Specified Parties. It is not intended to be and should not be used by any other person or entity, including investors or NRSROs, who are not identified in the report as Specified Parties but may have access to this report as required by law or regulation.
/s/KPMG LLP
Irvine, California
July 22, 2021
3
Exhibit A
The Selected Financed Eligible Loans
Selected Number |
Financed Eligible Loan Number |
Selected Financed Eligible Loan Number |
Financed Eligible Loan Number |
Selected Financed Eligible Loan Number |
Financed Eligible Loan Number |
Selected Financed Eligible Loan Number |
Financed Eligible Loan Number |
|||||||||||||||||||||
1 | 20211001 | 51 | 20211051 | 101 | 20211101 | 151 | 20211151 | |||||||||||||||||||||
2 | 20211002 | 52 | 20211052 | 102 | 20211102 | 152 | 20211152 | |||||||||||||||||||||
3 | 20211003 | 53 | 20211053 | 103 | 20211103 | 153 | 20211153 | |||||||||||||||||||||
4 | 20211004 | 54 | 20211054 | 104 | 20211104 | 154 | 20211154 | |||||||||||||||||||||
5 | 20211005 | 55 | 20211055 | 105 | 20211105 | 155 | 20211155 | |||||||||||||||||||||
6 | 20211006 | 56 | 20211056 | 106 | 20211106 | 156 | 20211156 | |||||||||||||||||||||
7 | 20211007 | 57 | 20211057 | 107 | 20211107 | 157 | 20211157 | |||||||||||||||||||||
8 | 20211008 | 58 | 20211058 | 108 | 20211108 | 158 | 20211158 | |||||||||||||||||||||
9 | 20211009 | 59 | 20211059 | 109 | 20211109 | 159 | 20211159 | |||||||||||||||||||||
10 | 20211010 | 60 | 20211060 | 110 | 20211110 | 160 | 20211160 | |||||||||||||||||||||
11 | 20211011 | 61 | 20211061 | 111 | 20211111 | 161 | 20211161 | |||||||||||||||||||||
12 | 20211012 | 62 | 20211062 | 112 | 20211112 | 162 | 20211162 | |||||||||||||||||||||
13 | 20211013 | 63 | 20211063 | 113 | 20211113 | 163 | 20211163 | |||||||||||||||||||||
14 | 20211014 | 64 | 20211064 | 114 | 20211114 | 164 | 20211164 | |||||||||||||||||||||
15 | 20211015 | 65 | 20211065 | 115 | 20211115 | 165 | 20211165 | |||||||||||||||||||||
16 | 20211016 | 66 | 20211066 | 116 | 20211116 | 166 | 20211166 | |||||||||||||||||||||
17 | 20211017 | 67 | 20211067 | 117 | 20211117 | 167 | 20211167 | |||||||||||||||||||||
18 | 20211018 | 68 | 20211068 | 118 | 20211118 | 168 | 20211168 | |||||||||||||||||||||
19 | 20211019 | 69 | 20211069 | 119 | 20211119 | 169 | 20211169 | |||||||||||||||||||||
20 | 20211020 | 70 | 20211070 | 120 | 20211120 | 170 | 20211170 | |||||||||||||||||||||
21 | 20211021 | 71 | 20211071 | 121 | 20211121 | 171 | 20211171 | |||||||||||||||||||||
22 | 20211022 | 72 | 20211072 | 122 | 20211122 | 172 | 20211172 | |||||||||||||||||||||
23 | 20211023 | 73 | 20211073 | 123 | 20211123 | 173 | 20211173 | |||||||||||||||||||||
24 | 20211024 | 74 | 20211074 | 124 | 20211124 | 174 | 20211174 | |||||||||||||||||||||
25 | 20211025 | 75 | 20211075 | 125 | 20211125 | 175 | 20211175 | |||||||||||||||||||||
26 | 20211026 | 76 | 20211076 | 126 | 20211126 | 176 | 20211176 | |||||||||||||||||||||
27 | 20211027 | 77 | 20211077 | 127 | 20211127 | 177 | 20211177 | |||||||||||||||||||||
28 | 20211028 | 78 | 20211078 | 128 | 20211128 | 178 | 20211178 | |||||||||||||||||||||
29 | 20211029 | 79 | 20211079 | 129 | 20211129 | 179 | 20211179 | |||||||||||||||||||||
30 | 20211030 | 80 | 20211080 | 130 | 20211130 | 180 | 20211180 | |||||||||||||||||||||
31 | 20211031 | 81 | 20211081 | 131 | 20211131 | 181 | 20211181 | |||||||||||||||||||||
32 | 20211032 | 82 | 20211082 | 132 | 20211132 | 182 | 20211182 | |||||||||||||||||||||
33 | 20211033 | 83 | 20211083 | 133 | 20211133 | 183 | 20211183 | |||||||||||||||||||||
34 | 20211034 | 84 | 20211084 | 134 | 20211134 | 184 | 20211184 | |||||||||||||||||||||
35 | 20211035 | 85 | 20211085 | 135 | 20211135 | 185 | 20211185 | |||||||||||||||||||||
36 | 20211036 | 86 | 20211086 | 136 | 20211136 | 186 | 20211186 | |||||||||||||||||||||
37 | 20211037 | 87 | 20211087 | 137 | 20211137 | 187 | 20211187 | |||||||||||||||||||||
38 | 20211038 | 88 | 20211088 | 138 | 20211138 | 188 | 20211188 | |||||||||||||||||||||
39 | 20211039 | 89 | 20211089 | 139 | 20211139 | 189 | 20211189 | |||||||||||||||||||||
40 | 20211040 | 90 | 20211090 | 140 | 20211140 | 190 | 20211190 | |||||||||||||||||||||
41 | 20211041 | 91 | 20211091 | 141 | 20211141 | 191 | 20211191 | |||||||||||||||||||||
42 | 20211042 | 92 | 20211092 | 142 | 20211142 | 192 | 20211192 | |||||||||||||||||||||
43 | 20211043 | 93 | 20211093 | 143 | 20211143 | 193 | 20211193 | |||||||||||||||||||||
44 | 20211044 | 94 | 20211094 | 144 | 20211144 | 194 | 20211194 | |||||||||||||||||||||
45 | 20211045 | 95 | 20211095 | 145 | 20211145 | 195 | 20211195 | |||||||||||||||||||||
46 | 20211046 | 96 | 20211096 | 146 | 20211146 | 196 | 20211196 | |||||||||||||||||||||
47 | 20211047 | 97 | 20211097 | 147 | 20211147 | 197 | 20211197 | |||||||||||||||||||||
48 | 20211048 | 98 | 20211098 | 148 | 20211148 | 198 | 20211198 | |||||||||||||||||||||
49 | 20211049 | 99 | 20211099 | 149 | 20211149 | 199 | 20211199 | |||||||||||||||||||||
50 | 20211050 | 100 | 20211100 | 150 | 20211150 | 200 | 20211200 |
Note: | The Agency has assigned a unique Loan ID number to each Financed Eligible Loan in the Data Files. The Financed Eligible Loan Numbers referred to in this Exhibit are not the Loan ID numbers. |
A-1
Exhibit B
Instructions
Attributes |
Instructions | |
Effective Borrower Interest Rate | Compare the Effective Borrower Interest Rate in the Data File to the INT RTE field on the Loan Detail Information Screen. In the event the Effective Borrower Interest Rate does not agree, compare the Effective Borrower Interest Rate in the Data File to the INTEREST RATE field on the Interest Rate Change/History Screen utilizing only account activity information that occurred on or prior to May 31, 2021 (the Cutoff Date). | |
Outstanding Loan Principal Balance | Compare the Outstanding Loan Principal Balance in the Data File to the CUR PRIN field on the Loan Detail Information Screen. In the event the Outstanding Loan Principal Balance does not agree, compare the Outstanding Loan Principal Balance in the Data File to the PRINCIPAL BALANCE field on the loan Financial Activity Screen utilizing only account activity information that occurred on or prior to the Cutoff Date. In the event the Outstanding Loan Principal Balance does not agree, adjust the previously derived Outstanding Loan Principal Balance by the APPLIED AMT in the Loan Financial Activity Breakdown Screen field if it was applied after the Cutoff Date and compare it to the Outstanding Loan Principal Balance in the Data File. | |
Borrower Payment Status | Compare the Borrower Payment Status in the WX-LON-STA and WX-LON-SUB-STA fields in the Data File to the STATUS field on Loan Detail Information Screen utilizing the Mapping Descriptions found in Exhibit C and only account activity information that occurred on or prior to the Cutoff Date.
In the event the Borrower Payment Status does not agree, use the below instructions:
If the Loan Deferment/Forbearance History Target Screen reports a D in the TYP field applied before the Cutoff Date and ending after the Cutoff Date, the Borrower Payment Status is Deferment. Compare this field to the Borrower Payment Status in the Data File utilizing the Mapping Descriptions.
If the STATUS field on the Loan Detail Information Screen is Pre-Claim Submitted, recomputed the days delinquent by taking the difference of the Cutoff Date and DATE OF DELQ field in the Loan Detail Information Screen. If the difference was 60 days or less, the Borrower Payment Status is Repayment. Compare this field to the Borrower Payment Status in the Data File utilizing the Mapping Descriptions.
If the STATUS field on the Loan Detail Information Screen is Repayment and the Loan Financial Activity Screen report the payments were more than 60 days delinquent as of the Cutoff Date, the Borrower Payment Status was Pre-Claim Submitted. Compare this field to the Borrower Payment Status in the Data File utilizing the Mapping Descriptions.
If the STATUS field on the Loan Detail Information Screen is Paid in Full and the Loan Financial Activity Screen reports the loan was outstanding on the Cutoff Date, the Borrower Payment Status is Repayment. Compare this field to the Borrower Payment Status in the Data File utilizing the Mapping Descriptions.
If the STATUS field on the Loan Detail Information Screen is Forbearance or Deferment and the Deferment/Forbearance History Target Screen reports a D or F in the TYP applied after the Cutoff Date, the Borrower Payment Status will be either (a) Repayment if the System Screen Shots report the payments were less than or equal to 60 days delinquent as of the Cutoff Date or (b) Pre-Claim Submitted if the System Screen Shots report the payment were more than 60 days delinquent as of the Cutoff Date. Compare this field to the Borrower Payment Status in the Data File utilizing the Mapping Descriptions. |
B-1
Exhibit C
Mapping Descriptions
Borrower Payment Status
Per System Screen Shots |
Per Data File | |||
LOAN STATUS | WX-LON-STA | WX-LON-SUB-STA | ||
CLAIM | IN SCHOOL | BANKRUPTCY V | ||
REPAYMENT | IN SCHOOL | CLAIM CANCEL | ||
SCHOOL | IN SCHOOL | CURRENT | ||
ENDORSER BANK NOPUR | IN SCHOOL | ENBK-NOPUR | ||
GRACE | IN GRACE | CLAIM CANCEL | ||
GRACE | IN GRACE | CURRENT | ||
CLAIM | IN REPAY | BANKRUPTCY V | ||
REPAYMENT | IN REPAY | CLAIM CANCEL | ||
REPAYMENT | IN REPAY | CLAIM PENDIN | ||
REPAYMENT | IN REPAY | CLAIM RETURN | ||
CLAIM | IN REPAY | CLAIM SUBMIT | ||
CLAIM | IN REPAY | CLM PD W/RES | ||
REPAYMENT | IN REPAY | CURRENT | ||
CLAIM | IN REPAY | DEATH ALLEGE | ||
CLAIM | IN REPAY | DEATH VERIFI | ||
DEFERMENT | IN REPAY | DEFERMENT | ||
REPAYMENT | IN REPAY | DELINQUENT | ||
CLAIM | IN REPAY | DISABILITY A | ||
CLAIM | IN REPAY | DISABILITY V | ||
FORBEARANCE | IN REPAY | FORBEARANCE | ||
PRE-CLAIM SUBMITTED | IN REPAY | PRECLAIM SUB | ||
NOT FULLY DISBURSED | IN REPAY | NOT FULLY ORIGINATED | ||
UNINSURED | UNINSURED | CLAIM CANCEL | ||
UNINSURED | UNINSURED | CURRENT | ||
UNINSURED | UNINSURED | DELINQUENT |
C-1