EX-99.1 2 d528564dex991.htm EX-99.1 EX-99.1

Exhibit 99.1

 

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KPMG LLP

Suite 1500

550 South Hope Street

Los Angeles, CA 90071-2629

Independent Accountants’ Agreed-Upon Procedures Report

Prestige Financial Services, Inc. (the “Company”)

Wells Fargo Securities, LLC (“Wells Fargo”)

J.P. Morgan Securities LLC

BMO Capital Markets Corp.

(together, the “Specified Parties”)

Re: Prestige Auto Receivables Trust 2023-2 – Data File Procedures

We have performed the procedures described below on the specified attributes in an electronic data file entitled “230930 PART 2023-2 $234 statistical pool.xlsx” provided by the Company on October 6, 2023, containing information on 10,717 retail installment sale contracts and security agreements secured by new and used automobiles, vans, and light duty trucks (collectively, the “Receivables”) as of September 30, 2023 (the “Data File”), which we were informed are intended to be included as collateral in the offering by Prestige Auto Receivables Trust 2023-2. The Company is responsible for the specified attributes identified by the Company 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, unless otherwise stated. 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, unless otherwise stated. Such recomputed information was deemed to be in agreement if differences were within the reporting threshold.

 

   

The term “reporting threshold” means that dollar amounts, percentages, and dates were within $1.00, 0.1%, and one (1) month, respectively.

 

   

The term “Title Document” means a scanned image of one of the title documents listed in Exhibit A, which the Company informed us are acceptable forms of Title Document.

 

   

The term “Acceptable Company Names” means the acceptable company names listed in Exhibit A, which the Company informed us are acceptable names for the Company that can appear in the Title Documents as the Lien Holder, Owner, Security Interest Holder, or Secured Party.

 

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.


LOGO

 

   

The term “Receivable File” means the following documents: Installment Sale Contract, Title Document, Post Funding Correspondence, Modification Agreement, and/or screenshots from the Company’s servicing system (the “Servicing System”). The Receivable File, provided to us by the Company, was represented to be a scanned image of the original Receivable File. We make no representation regarding the validity or accuracy of these documents or the execution of these documents by the borrower.

 

   

The term “Instructions” means the instructions provided by the Company pertaining to a procedure, attribute, or methodology, as described in Exhibit C.

 

   

The term “Provided Information” means the Acceptable Company Names, Receivable File, and Instructions.

The procedures we were instructed by the Company to perform and the associated findings are as follows:

 

A.

Wells Fargo, on behalf of the Company, randomly selected a sample of 100 Receivables from the Data File (the “Selected Receivables”). A listing of the Selected Receivables is attached hereto as Exhibit B. For purposes of this procedure, Wells Fargo did not inform us of the basis they used to determine the number of Receivables they randomly selected from the Data File.

 

B.

For each Selected Receivable, we compared or recomputed the specified attributes in the Data File listed below to or using the corresponding information included in the Receivable File, utilizing the Instructions, as applicable. The Specified Parties indicated that the absence of any of the information in the Receivable File or the inability to agree the indicated information from the Data File to the Receivable File for each of the attributes identified, utilizing the Instructions, as applicable, constituted an exception. The Receivable File information is listed in the order of priority.

 

   

Attribute

  

Receivable File / Instructions

     Account Number    Servicing System
  Borrower Last Name    Installment Sale Contract or Servicing System, and Instructions
  Original Amount Financed    Installment Sale Contract
  Original Interest Rate    Installment Sale Contract, Post Funding Correspondence
  Current Interest Rate    Servicing System
  Original Term    Installment Sale Contract, Modification Agreement, and Instructions
  Payment Amount    Installment Sale Contract, Modification Agreement, Post Funding Correspondence
  Obligor State    Installment Sale Contract, Servicing System
  Vehicle Make    Installment Sale Contract and Instructions
  Model Year    Installment Sale Contract
  New/Used Vehicle    Installment Sale Contract
  Vehicle Identification Number (“VIN”)    Installment Sale Contract

 

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C.

For each Selected Receivable, we observed the presence of the following in the Receivable File:

 

   

Title Document; we were instructed by the Company to observe that one of the Acceptable Company Names appeared on the Title Document as the Lien Holder, Owner, Security Interest Holder, or Secured Party.

We were engaged by the Company 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 Company and to meet our other ethical responsibilities, in accordance with the relevant ethical requirements related to our agreed-upon procedures engagement.

The procedures performed were applied based on the information included 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 to us by the Company, (ii) the physical existence of the Receivables, (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 Receivables to stated underwriting or credit extension guidelines, standards, criteria, or other requirements, (ii) the value of collateral securing any such Receivables being securitized, (iii) the compliance of the originator of the Receivables with federal, state, and local laws and regulations, or (iv) any other factor or characteristic of the Receivables that would be material to the likelihood that the issuer of the asset-backed securities 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 the NRSROs, who are not identified in the report as the Specified Parties, but may have access to this report as required by law or regulation.

/s/ KPMG LLP

Los Angeles, California

October 18, 2023

 

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Exhibit A

Title Documents

 

Application for Certificate of Title    Form MV-1 Motor Vehicle Title Application
Application for Certificate of Title and Registration    Lien Holders Release Forms
Application for Certificate of Title for a Vehicle    Lien Receipt
Application for Certificate of Title or Registration    Notice of Lien
Application for Certificate of Title with/without Registration    Notice of Security Interest Filing
Application for Dealer Assignment    Notice of Security or Lien Filing
Application for Noting of Lien, Duplicate Title, or Multipurpose Use    Notification of Lien
Application for Registration of Motor Vehicle    Receipt of Dealer Transaction
Application for Title and License    Record Lookup Results
Application for Title and Registration Statement of Vehicle Sale    Request Report
Application for Title and/or Registration    Termination Statement
Application for Vehicle Transaction(s)    Title & License Plate Application
Application(s) for Certificate of Title to a Motor Vehicle    Title and Registration Application
Certificate of Title    Title and Registration Receipt
Certificate of Title for a Vehicle    Title Guaranty
Certificate of Title of a Vehicle    Title Information
Copy of Application for Registration    Title Lien Statement
Documentation from Department of State    Universal Title Application
Electronic Title Copy    Vehicle Title Application

Acceptable Company Names

 

PRESTIGE AUTO FINANCE CORP    PRESTIGE FINANCIAL SERICES INC
PFS PRESTIGE FINANCIAL SERVICES    PRESTIGE FINANCIAL SERVICES INC
Prestige Finance    PRESTIGE FINANCIAL SERVICES, INC
PRESTIGE FINANCIAL    PRESTIGE FINANCIAL SERVICES INC.
PRESTIGE FINANCIAL S    PRESTIGE FINANCIAL SERVICES, INC.
PRESTIGE FINANCIAL SERV    PRESTIGE FINANCIAL SERVICS
PRESTIGE FINANCIAL SERV INC    PRESTIGE FINANCIAL SERVICS INC
PRESTIGE FINANCIAL SERV.    PRESTIGE FINANCIAL SVCS INC
PRESTIGE FINANCIAL SERVICE    PRESTIGE FINANCIAL SVS INC
PRESTIGE FINANCIAL SERVICE INC    PRESTIGE FINANCIAL SRVS INC
PRESTIGE FINANCIAL SERVICES    PRESTIGE FNCL SVCS


Exhibit B

The Selected Receivables

 

Selected

Receivable #

  

Receivable

Number

  

Selected

Receivable #

  

Receivable

Number

  

Selected

Receivable #

  

Receivable

Number

1    20232001    34    20232034    67    20232067
2    20232002    35    20232035    68    20232068
3    20232003    36    20232036    69    20232069
4    20232004    37    20232037    70    20232070
5    20232005    38    20232038    71    20232071
6    20232006    39    20232039    72    20232072
7    20232007    40    20232040    73    20232073
8    20232008    41    20232041    74    20232074
9    20232009    42    20232042    75    20232075
10    20232010    43    20232043    76    20232076
11    20232011    44    20232044    77    20232077
12    20232012    45    20232045    78    20232078
13    20232013    46    20232046    79    20232079
14    20232014    47    20232047    80    20232080
15    20232015    48    20232048    81    20232081
16    20232016    49    20232049    82    20232082
17    20232017    50    20232050    83    20232083
18    20232018    51    20232051    84    20232084
19    20232019    52    20232052    85    20232085
20    20232020    53    20232053    86    20232086
21    20232021    54    20232054    87    20232087
22    20232022    55    20232055    88    20232088
23    20232023    56    20232056    89    20232089
24    20232024    57    20232057    90    20232090
25    20232025    58    20232058    91    20232091
26    20232026    59    20232059    92    20232092
27    20232027    60    20232060    93    20232093
28    20232028    61    20232061    94    20232094
29    20232029    62    20232062    95    20232095
30    20232030    63    20232063    96    20232096
31    20232031    64    20232064    97    20232097
32    20232032    65    20232065    98    20232098
33    20232033    66    20232066    99    20232099
            100    20232100

 

(*)

The Company has assigned a unique seven-digit Receivable Number to each Receivable in the Data File. The Receivable Numbers referred to in this Exhibit are not the actual Receivable Numbers.


Exhibit C

Instructions

 

Attribute

  

Instructions

Borrower Last Name    In the event the Borrower’s Last Name did not agree to the last name stated in the Installment Sale Contract or Servicing System, compare the Borrower’s Last Name to the co-borrower last name stated in the Installment Sale Contract or Servicing System.
Original Term    In the event the Original Term did not agree with the Installment Sale Contract, recompute as the number of months between the first payment due date in the Installment Sale Contract and the final payment due date in the Modification Agreement.
Vehicle Make   

In the event the Vehicle Make stated in the Installment Sale Contract was “Hyun,” “Chevrol,” “Mercedes-B,” or “Mitsubis,” consider the Vehicle Make to be “Hyundai,” “Chevrolet,” “Mercedes-Benz,” or “Mitsubishi,” respectively.

 

Consider variations due to spelling, abbreviation, or truncation of the full Vehicle Make to be acceptable.