EX-99.1 2 tm2123167d1_ex99-1.htm INDEPENDENT ACCOUNTANTS' REPORT

 

Exhibit 99.1

 

Deloitte & Touche LLP

Harborside Plaza 10

Suite 400

Jersey City, NJ 07311
USA

 

Tel: +1 212 937 8200

Fax: +1 212 937 8298

www.deloitte.com

 

 

U.S. Auto Sales, Inc.

2875 University Parkway

Lawrenceville, Georgia 30046

 

Independent Accountants’ Report

on Applying Agreed-Upon Procedures

 

We have performed the procedures described below, related to certain information with respect to a portfolio of automobile receivables in connection with the proposed offering of U.S. Auto Funding Trust 2021-1. U.S. Auto Sales, Inc. (the “Company”) is responsible for the information provided to us, including the information set forth in the Statistical Data File (as defined herein).

 

The Company has agreed to the procedures and acknowledged that the procedures performed are appropriate to meet the intended purpose of evaluating the accuracy of certain information set forth in the Statistical Data File. Additionally, Credit Suisse Securities (USA) LLC (the “Other Specified Party” and, together with the Company, the “Specified Parties”) has agreed to the procedures and acknowledged that the procedures performed are appropriate for their purposes. This report may not be suitable for any other purpose. The procedures performed may not address all of the items of interest to a user of the report and may not meet the needs of all users of the report and, as such, users are responsible for determining whether the procedures performed are appropriate for their purposes. Consequently, we make no representations regarding the appropriateness of the procedures described below either for the purpose for which this report has been requested or for any other purpose.

 

Agreed-Upon Procedures

 

On July 7, 2021, representatives of the Company provided us on with a computer-generated data file and related record layout containing data, as represented to us by the Company, as of June 30, 2021 with respect 21,896 automobile receivables (the “Statistical Data File”).

 

At your instruction, we randomly selected 200 automobile receivables from the Statistical Data File (the “Sample Receivables”) and performed certain comparisons and recomputations for each of the Sample Receivables relating to the receivable characteristics (the “Characteristics”) set forth on the Statistical Data File and indicated below.

 

Characteristics

1.      Vehicle identification number (“VIN”)

2.      Sales date

3.      Original amount financed

4.      Original term to maturity (months)

5.      Annual percentage rate (“APR”)

6.      Original monthly P&I payment

7.      Payment frequency

8.      Vehicle make

9.      Vehicle model

10.   Model year

11.   Borrower state/province

12.   Days delinquent

13.   FICO score

14.   Model score

 

 

 

 

We compared Characteristics 1. through 10. to the corresponding information set forth on or derived from the Installment Sales Contract (the “Contract”) or to the “Modification Agreement” and to the Company’s servicing system (the “Servicing System”).

 

We compared Characteristics 11. and 12. to the corresponding information set forth on or derived from the Servicing System.

 

We compared Characteristic 13. to the corresponding information set forth on the “Credit Report.”

 

We compared Characteristic 14. to a query provided to us by the Company on July 19, 2021 from the Company’s underwriting system (the “Model Score Query”).

 

Further, we compared Characteristic 1. to the Title Certificate, Title Application, Lien Entry Form, Vehicle Taxpayer Services Division Multi-Purpose Application or other related correspondence (collectively, the “Title Certificate”).

 

For purposes of our procedures and at your instruction:

 

·with respect to our comparison of Characteristic 4., differences of 1 month or less are deemed to be “in agreement;”

 

·with respect to our comparison of Characteristic 5., differences of 0.01% are deemed to be “in agreement;” and

 

·with respect to our comparison of Characteristic 6., differences of $0.01 are deemed to be in “agreement.”

 

In addition to the procedures described above, for each of the Sample Receivables, we observed or looked for the existence of the following:

 

·a Title Certificate (as defined above);

 

·the security interest of the Company is indicated on a Title Certificate;

 

·a credit application (the “Credit Application”);

 

·a Credit Report;

 

·a Truth-in-Lending Disclosure Statement;

 

·a Verification of Insurance, Policy Declaration, Certificate of Insurance, Insurance Identification Card, Insurance Verification Request, Insurance Application, Binder of Insurance, Proof of Insurance, Lien Holder Service Center Summary or Personal Automobile Insurance Policy or other related documentation denoting the borrower’s current insurance status (collectively, the “Agreement to Provide Insurance”); and

 

·a model type of “used” set forth on the Contract and the Servicing System.

 

 

 

 

The automobile receivable documents described above, including any information obtained from the indicated systems, and any other related documents used in support of the Characteristics were provided to us by representatives of the Company and are collectively referred to hereinafter as the “Receivable Documents.” We were not requested to perform, and we did not perform, any procedures with respect to the preparation or verification of any of the information set forth on the Receivable Documents and we make no representations concerning the accuracy or completeness of any of the information contained therein. In certain instances, our procedures were performed using data imaged facsimiles or photocopies of the Receivable Documents. In addition, we make no representations as to whether the Receivable Documents are comprehensive or valid instruments or reflect the current prevailing terms with respect to the corresponding Sample Receivables.

 

Agreed-Upon Procedures’ Findings

 

The results of the foregoing procedures indicated that the Characteristics set forth on the Statistical Data File were found to be in agreement with the above mentioned Receivable Documents, except as described in Appendix A. Supplemental information is contained on Appendix B.

 

******

 

We make no representations as to the (i) actual characteristics or existence of the underlying documents or data comprising the automobile receivables underlying the Statistical Data File or the conformity of their characteristics with those assumed for purposes of the procedures described herein, (ii) existence or ownership of the automobile receivables or (iii) reasonableness of any of the aforementioned assumptions, information or methodologies.

 

It should be understood that we make no representations as to questions of legal interpretation or as to the appropriateness for your purposes of the procedures enumerated in the preceding paragraphs. Also, such procedures would not necessarily reveal any material misstatement of the information referred to above. We have no responsibility to update this report for events and circumstances that occur subsequent to the date of this report.

 

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 (“AICPA”). An agreed-upon procedures engagement involves the practitioner performing specific procedures that the engaging party has agreed to and acknowledged to be appropriate for the purpose of the engagement and reporting on findings based on the procedures performed. We were not engaged to conduct, and did not conduct, an (i) audit conducted in accordance with generally accepted auditing standards or (ii) examination or a review engagement conducted in accordance with attestation standards established by the AICPA, the objective of which would be the expression of an opinion or conclusion, respectively, on the Initial Data File. Accordingly, we do not express such an opinion or conclusion, or any other form of assurance, including reasonable assurance. Had we performed additional procedures, other matters might have come to our attention that would have been reported to you.

 

We are required to be independent of the Company and to meet our other ethical responsibilities, as applicable for agreed-upon procedures engagements set forth in the Preface: Applicable to All Members and Part 1 – Members in Public Practice of the Code of Professional Conduct established by the AICPA. Independence requirements for agreed-upon procedure engagements are less restrictive than independence requirements for audit and other attestation services.

 

None of the engagement, procedures or report was intended to address, nor did they address, the (i) conformity of the origination of the assets to stated underwriting or credit extension guidelines, standards, criteria or other requirements, (ii) value of collateral securing such assets or (iii) compliance of the originator of the assets with federal, state, and local laws and regulations.

 

 

 

 

None of the engagement, procedures or report were intended to satisfy, nor did they satisfy, any criteria for due diligence published by a nationally recognized statistical rating organization.

 

This report is intended solely for the information and use of the Specified Parties identified above and is not intended to be and should not be used by anyone other than these Specified Parties.

 

Yours truly,

 

/s/ Deloitte & Touche LLP


July 26, 2021


 

 

 

Appendix A to Independent Accountants’ Report on Applying Agreed-Upon Procedures issued by Deloitte & Touche LLP dated July 26, 2021.

 

In applying our agreed-upon procedures as outlined above, we observed the following:

 

Exception Description Number

 

 

Exception Description

   
1 Two differences in original amount financed.
2 Two differences in annual percentage rate.

 

The information above reflects the procedures performed and is subject to the conditions set forth in the agreed-upon procedures report to which this appendix is attached.

 

 

 

 

Appendix B to Independent Accountants’ Report on Applying Agreed-Upon Procedures issued by Deloitte & Touche LLP dated July 26, 2021.

 

Supplemental Information Related to the Findings Set Forth on Appendix A

 

Exception Description Number

 

Sample Receivable number

 

Characteristic

 

Characteristic set forth on the Statistical Data File

 

Characteristic set forth on the Contract

                 
1   910050553   Original amount financed   $19,020.57   $17,467.58
2   910050553   Annual percentage rate   18.90%   15.50%

 

 

Exception Description Number

 

Sample Receivable number

 

Characteristic

 

Characteristic set forth on the Statistical Data File

 

Characteristic set forth on the Servicing System

                 
1   910050553   Original amount financed   $19,020.57   $17,467.58
2   910050553   Annual percentage rate   18.90%   15.50%

 

The information above reflects the procedures performed and is subject to the conditions set forth in the agreed-upon procedures report to which this appendix is attached.