EX-99.1 2 ex99_1.htm EXHIBIT 99.1

Exhibit 99.1




Independent Accountants’ Report on Applying Agreed-Upon Procedures

Mercedes-Benz Financial Services USA LLC (the “Company”)
Citigroup Global Markets Inc.
BNP Paribas Securities Corp.
SMBC Nikko Securities America, Inc.
(together, the “Specified Parties”)

Re: Daimler Trucks Retail Trust 2020-1 – Data Files Procedures

We have performed the procedures described below, which were agreed to by the Specified Parties, on the specified attributes identified by the Company in (i) an electronic data file entitled “12312019_DTRT 2020-1_Prel. Pool_asset data tape_KPMG.xls,” provided by the Company on January 13, 2020, containing 25,411 commercial vehicle receivables as of December 31, 2019 (the “Receivable Data File), and (ii) an electronic data file entitled “12312019_DTRT 2020-1_Prel. Pool_data tape_KPMG.xls,” provided by the Company on January 14, 2020, containing certain information related to 12,340 commercial vehicle contracts as of December 31, 2019 (the “Contract Data File,” together with the Receivable Data File, the “Data Files”), which we were informed are intended to be included as collateral in the offering by Daimler Trucks Retail Trust 2020-1. The Company is responsible for the specified attributes identified by the Company in the Data Files. The sufficiency of these procedures is solely the responsibility of the Specified Parties. Consequently, we make no representation regarding the sufficiency of the procedures described below either for the purpose for which this report has been requested or for any other purpose.

Unless otherwise indicated, 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, unless otherwise noted. Such compared information was deemed to be in agreement if differences were within the materiality threshold.

The term “recomputed” means recalculated and compared the result to the information shown and found it to be in agreement, unless otherwise noted. Such recomputed information was deemed to be in agreement if differences were within the materiality threshold.

The term “materiality threshold” means that dollar amounts and percentages were within $1.00 and 0.1%, respectively.

The term “Commercial Vehicle Contract” means a contract related to one or more commercial vehicle receivables originated by dealers and assigned to the Company in connection with the purchase of new and pre-owned Mercedes-Benz and non-Mercedes-Benz vehicles by obligors.

The term “Commercial Vehicle Receivables” means the individual vehicle receivables included in a Commercial Vehicle Contract.

The term “Sales Agreement” means the original, photocopy, or facsimile of the legal document or documents (i.e., installment sales contract, note and security agreement, commitment letter, or request for advance) related to a Commercial Vehicle Contract, provided by the Company. We make no representation regarding the execution of the Sales Agreement by the obligor.




The term “Payment Schedule Addendum” means an addendum attached to the Sales Agreement containing obligor payment details.

The term “Property Schedule Addendum” means an addendum attached to the Sales Agreement containing a list of Commercial Vehicle Receivables associated with the Sales Agreement.

The term “ALFA” means the Company’s retail portfolio management system used to track and account for its Commercial Vehicle Receivables beginning June 1, 2014.

The term “Payment Modification Agreement” means an agreement that contains updated payment terms of the Sales Agreement.

The term “Retail Dealer Transaction Summary” means documents provided by the dealer to the Company which include original principal balance, interest rate, and new/used classification for vehicles included in the Commercial Vehicle Contract.

The term “Title Document” means a scanned image of the Certificate of Title, Notice of Lien Application, Notice of Security Interest or Lien Filing, Notice of Recorded Lien, Notice of Lien Perfection, Lien Holders Release Forms, Vehicle Registration, Tax Commission, Electronic Title Copy, or Application for Title.

The term “Sources” refers collectively to the Sales Agreement, Payment Schedule Addendum, Property Schedule Addendum, ALFA, Payment Modification Agreement, Retail Dealer Transaction Summary, and Title Document provided by the Company.

A.
We randomly selected 100 Commercial Vehicle Contracts from the Contract Data File (the “Selected Commercial Vehicle Contracts”), as listed in Exhibit A. For each Selected Commercial Vehicle Contract, we were instructed by the Company to haphazardly select one (1) Commercial Vehicle Receivable from the Sales Agreement or the Property Schedule Addendum, resulting in 100 Commercial Vehicle Receivables (the “Selected Commercial Vehicle Receivables”), as listed in Exhibit B. For purposes of this procedure, the Company did not inform us as to the basis for how they determined the number of Commercial Vehicle Contracts that we were instructed to randomly select from the Contract Data File, and the number of Commercial Vehicle Receivables that we were instructed to haphazardly select from the Sales Agreement or the Property Schedule Addendum.

For each Selected Commercial Vehicle Contract, we were further instructed by the Company to compare the VIN numbers contained in the Sales Agreement or the Property Schedule Addendum to the “PCD_VIN” field in the Receivable Data File. We identified 176 Commercial Vehicle Receivables included in the Sales Agreement and the Property Schedule Addendums for the 100 Selected Commercial Vehicle Contracts. We observed that the 176 Commercial Vehicle Receivables were included in the Receivable Data File.
 
B.
For each Selected Commercial Vehicle Contract and Selected Commercial Vehicle Receivable, we compared the specified attributes listed below contained in the Contract Data File or the Receivable Data File to the corresponding information appearing in the Sources. The Specified Parties indicated that the absence of any of the specified Sources or the inability to agree the indicated information from the Contract Data File or the Receivable Data File to the Sources for each of the attributes, utilizing instructions provided by the Company, as applicable, constituted an exception. The Sources are listed in the order of priority until such attribute was agreed.

2


Selected Commercial Vehicle Contracts
 
Attributes
Sources/Instructions
   
Customer Account Number
ALFA
   
Current Maturity Date
ALFA
   
Obligor State
ALFA
   
Next Payment Due Date
ALFA and instructions provided by the Company described below
   
Current Principal Balance
ALFA and instructions provided by the Company described below
   
Customer Segment
ALFA and instructions provided by the Company described below
   
Balloon Amount
ALFA and instructions provided by the Company described below
   
Origination Date
Sales Agreement
   
Original Principal Balance
Sales Agreement
   
Interest Rate
Sales Agreement
   
Monthly Payment Amount
Sales Agreement, Payment Schedule Addendum, Payment Modification Agreement, ALFA
   
Number of Scheduled Payments
Sales Agreement, Payment Schedule Addendum
   
Payment Frequency
Sales Agreement, Payment Schedule Addendum and instructions provided by the Company described below

For purposes of comparing Next Payment Due Date, if there was a payment posted in ALFA after December 31, 2019, and the Next Payment Due Date in the “PCD_ACT_NEXT_SCHED_PMT_DATE” field in the Contract Data File was one (1) month before the Next Payment Due Date reflected in ALFA, we were instructed by the Company to deem the Next Payment Due Date to be in agreement. For Selected Commercial Vehicle Contract #11, we observed that the account was paid off after December 31, 2019, and therefore the Next Payment Due Date was no longer available in ALFA. This was not considered an exception.

For purposes of comparing Current Principal Balance, if the “PCD_CURR_PRIN_BAL” field in the Contract Data File did not agree with the Current Principal Balance in ALFA, we were instructed by the Company to add the principal amount from all payments posted in ALFA after December 31, 2019, to the Current Principal Balance listed in ALFA, in order to recompute the Current Principal Balance in the Contract Data File.

For purposes of comparing Customer Segment, we were instructed by the Company to consider Selected Commercial Vehicle Contracts to be “Small Business,” “Fleet,” or “Pledgeline Business” if the Miscellaneous screen within ALFA indicated “Owner Operator or Small Fleet,” “Medium Fleet, Large Fleet, X-Large Fleet, or Mega Fleet,” or “Dealer Leasing Company,” respectively.

For purposes of comparing Balloon Amount, we were instructed by the Company to perform procedures for Balloon Amount if the “PCD_BALLOON_IND” in the Contract Data File indicated “Y.” For Selected Commercial Vehicle Contracts for which the Balloon Amount in ALFA did not agree with the Balloon Amount in the “PCD_BALLOON_PMT_AMT” field in the Contract Data File, the Company provided us with an amortization schedule and instructed us to compare the Balloon Amount to the payment amount in the last period of the amortization schedule.

3


For purposes of comparing Payment Frequency, we were informed by the Company that a value of “1” in the “PMT_FREQ” field in Contract Data File indicated monthly payment frequency.

Selected Commercial Vehicle Receivables
 
Attributes
Sources/Instructions
   
Legal Owner or Lien Holder Name
Title Document and instructions provided by the Company described below
   
Vehicle Age Classification (Model Year)
Sales Agreement, Property Schedule Addendum, Title Document
   
Vehicle Identification Number (“VIN”)
Sales Agreement, Property Schedule Addendum, Title Document
   
New/Used
Sales Agreement, Property Schedule Addendum, Retail Dealer Transaction Summary
   
Equipment Type
ALFA

For purposes of comparing Legal Owner or Lien Holder Name, we were instructed by the Company to observe that the Company’s name appeared in the Title Document as the Legal Owner or Lien Holder. The Company instructed us to consider variations due to spelling, abbreviation, or truncation of the full legal name to be acceptable, to the extent such variation refers to “MERCEDES BENZ” or "Daimler.” For Selected Commercial Vehicle Receivables #3, #5, #8, #10, #13, #41, #42, #48, #49, #65, #72, #81, #86, and #87, we observed that the Company was either (i) not the Legal Owner or Lien Holder, or (ii) not the sole Lien Holder on the Title Document. For such Selected Commercial Vehicle Receivables, the Company informed us that they were permitted to exclude the Company as the Lien Holder pursuant to state requirements. For Selected Commercial Vehicle Receivables for which the Company was not listed as the sole Lien Holder, the Company informed us that there was an agreement with the obligors to include them as joint Lien Holders. These were not considered exceptions.
 
For purposes of comparing Equipment Type, we were instructed by the Company to consider the terms “Truck” and “Tractor” to be interchangeable in the Receivable Data File, Sales Agreement, and Property Schedule Addendum.
 
The information regarding the Selected Commercial Vehicle Contracts was found to be in agreement with respective information in the Sources. The information regarding the Selected Commercial Vehicle Receivables was also found to be in agreement with the respective information in the Sources, except as noted in Exhibit C. There were no conclusions that resulted from our procedures.
 
This agreed-upon procedures engagement was conducted in accordance with attestation standards established by the American Institute of Certified Public Accountants. 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 identified by the Company in the Data Files. 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 to you.

4


The procedures performed were applied based on the information indicated in the Data Files, the Sources, and instructions provided by the Company, without verification or evaluation of such information or instructions by us; therefore, we express no opinion or any other form of assurance regarding (i) the physical existence of the Commercial Vehicle Contracts and the Commercial Vehicle Receivables, (ii) the reasonableness of the information and instructions provided by the Company, (iii) the reliability or accuracy of the Sources which were 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 Commercial Vehicle Contracts and the Commercial Vehicle Receivables to stated underwriting or credit extension guidelines, standards, criteria or other requirements, (ii) the value of collateral securing any such commercial vehicle receivables being securitized, (iii) the compliance of the originator of the Commercial Vehicle Contracts and the Commercial Vehicle Receivables with federal, state, and local laws and regulations, or (iv) any other factor or characteristic of the Commercial Vehicle Contracts and the Commercial Vehicle Receivables 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 a nationally recognized statistical rating organization (“NRSRO”).

The terms of our engagement are such that we have no obligation to update this report because of events and transactions 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 the NRSRO’s, 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

February 25, 2020


5

Exhibit A

The Selected Commercial Vehicle Contracts

Selected
Commercial
Vehicle
Contract
Number
Contract
Number (*)
Selected
Commercial
Vehicle
Contract
Number
Contract
Number (*)
Selected
Commercial
Vehicle
Contract
Number
Contract
Number (*)
1
11471
35
12235
69
11031
2
6124
36
10787
70
10316
3
3578
37
3910
71
2843
4
7628
38
5883
72
3886
5
11113
39
784
73
1566
6
4622
40
12028
74
12291
7
7585
41
2642
75
7319
8
3417
42
4212
76
6473
9
9886
43
7506
77
9814
10
4424
44
6554
78
11972
11
734
45
4
79
4621
12
4936
46
1358
80
10661
13
2637
47
8945
81
1400
14
1873
48
1866
82
617
15
1907
49
4350
83
2853
16
3237
50
8639
84
8113
17
10756
51
12054
85
10577
18
7824
52
3607
86
5780
19
2537
53
8847
87
4202
20
8555
54
10708
88
9033
21
9998
55
9267
89
1945
22
6621
56
2348
90
9015
23
10277
57
3488
91
12294
24
5705
58
4158
92
10852
25
186
59
6208
93
8831
26
7523
60
8764
94
7682
27
879
61
6661
95
8690
28
4711
62
8266
96
4015
29
10479
63
292
97
2386
30
4636
64
7740
98
1592
31
8403
65
6918
99
10891
32
5209
66
10131
100
9924
33
7390
67
5420
   
34
3923
68
10226
   

(*)
The Company has assigned a unique Contract Number to each Commercial Vehicle Contract in the Contract Data File. The Contract Numbers referred to in this Exhibit are not the Customer Account Numbers.
 

Exhibit B

The Selected Commercial Vehicle Receivables

Selected
Commercial
Vehicle
Receivable
Number
Receivable
Number (*)
Selected
Commercial
Vehicle
Receivable
Number
Receivable
Number (*)
Selected
Commercial
Vehicle
Receivable
Number
Receivable
Number (*)
1
23727
35
25200
69
22461
2
12742
36
21873
70
20822
3
8131
37
8822
71
6609
4
15489
38
12276
72
8776
5
22653
39
1932
73
3709
6
10024
40
24813
74
25290
7
15416
41
6038
75
14942
8
7821
42
9361
76
13434
9
19663
43
15249
77
19561
10
9690
44
13606
78
24694
11
1623
45
9
79
10022
12
10512
46
3402
80
21683
13
6030
47
17767
81
3473
14
4223
48
4216
82
1434
15
4288
49
9581
83
6625
16
7433
50
17217
84
16368
17
21816
51
24862
85
21450
18
15824
52
8189
86
12071
19
5830
53
17584
87
9343
20
17076
54
21752
88
17933
21
19917
55
18541
89
4339
22
13710
56
5201
90
17883
23
20768
57
7979
91
25304
24
11932
58
9254
92
22018
25
487
59
12860
93
17540
26
15273
60
17458
94
15575
27
2131
61
13772
95
17287
28
10160
62
16590
96
9012
29
21209
63
715
97
5306
30
10051
64
15702
98
3769
31
16821
65
14234
99
22079
32
11020
66
20233
100
19724
33
15048
67
11388
   
34
8867
68
20619
   

(*)
The Company has assigned a unique Receivable Number to each Commercial Vehicle Receivable in the Receivable Data File. The Receivable Numbers referred to in this Exhibit are not the Customer Account Numbers.
 

Exhibit C

Exception List (Selected Commercial Vehicle Receivables)

Selected
Commercial
Vehicle
Receivable
Number
Receivable
Number
Attribute
Per Data Files
Per Sources
45
9
New/Used
Used
New