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 to which this form is intended to satisfy:
☐ | Rule 15Ga-1(c)(1) under the Exchange Act (17 CFR 240.15Ga-1(c)(1)) for the reporting period to |
☐ | Rule 15Ga-1(c)(2)(i) under the Exchange Act (17 CFR 240.15Ga-1(c)(2)(i)) for the quarterly reporting period to |
☐ | Rule 15Ga-1(c)(2)(ii) under the Exchange Act (17 CFR 240.15Ga-1(c)(2)(ii)) for the annual reporting period to |
☒ | Rule 15Ga-2 under the Exchange Act (17 CFR 240.15Ga-2) |
Central Index Key Number of depositor: 0001944183
SAFCO Auto Depositor, LLC1
(Exact name of Issuer as specified in its charter)
Central Index Key Number of issuing entity (if applicable): N/A
Central Index Key Number of underwriter (if applicable): N/A
Gary Stein, (954) 745-2503
Name and telephone number, including area code,
of the person to contact in connection with this filing
1 | SAFCO Auto Depositor, LLC is filing this Form ABS-15G on its own behalf and on behalf of its affiliate SAFCO Auto Receivables Trust 2022-1, as issuer. |
INFORMATION TO BE INCLUDED IN THE REPORT
PART II: FINDINGS AND CONCLUSIONS OF THIRD-PARTY DUE DILIGENCE REPORTS:
Item 2.01 Findings and Conclusions of a Third Party Due Diligence Report Obtained by the Issuer
Attached as Exhibit 99.1 hereto is an independent accountants report on applying agreed-upon procedures, dated September 19, 2022, of KPMG US LLP, obtained by the issuer, which report sets forth the procedures and findings with respect to certain agreed-upon procedures performed by KPMG US LLP pertaining to the issuers Series 2022-1 Automobile Receivables-Backed Notes.
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.
SAFCO Auto Depositor, LLC | ||
By: | /s/ Gary Stein | |
Name: Gary Stein | ||
Title: Authorized Signatory |
Date: September 20, 2022
EXHIBIT INDEX
Exhibit 99.1: | Agreed-upon procedures report, dated September 19, 2022 of KPMG US LLP. |
Exhibit 99.1
Independent Accountants Report on Applying Agreed-Upon Procedures
Southern Auto Finance Company, LLC (the Company)
Capital One Securities, Inc.
(together, the Specified Parties)
Re: | SAFCO Auto Receivables Trust 2022-1 Data Files Procedures |
We have performed the procedures described below on the specified attributes in electronic data files entitled (i) SAFCO22-1 datatape.7.31.2022.v2.csv provided by the Company on August 25, 2022, containing information on 15,109 underlying automotive loan agreements (the Loans) as of July 31, 2022 (the Primary Data File), and (ii) SAFCO22-1 datatape.7.31.2022.supplemental.csv provided by the Company on August 17, 2022, containing first payment date information on the Loans as of July 31, 2022 (the Supplemental Data File, and together with the Primary Data File, the Data Files), which we were informed are intended to be included as collateral in the offering by SAFCO Auto Receivables Trust 2022-1. The Company is responsible for the specified attributes identified by the Company in the Data Files.
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 Files. 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 and percentages were within $0.01 and 0.1%, respectively. |
| The term Cutoff Date means July 31, 2022. |
| The term Source Documents means the following information provided by the Company for each of the Selected Loans (defined below): (i) sales contract, (ii) credit report, and (iii) Companys servicing system screenshots listed in electronic data files entitled SENTSAFCO 2022-1 Exceptions Round 1SAFCO Answers 08-22-2022.xlsx and SENTSAFCO 2022-1 Exceptions Round 2 8.24.22SAFCO 8-25-22.xlsx (the Servicing System Screenshots). The Source Documents were represented by the Company to be copies of the original documents or electronic records contained within the Companys servicing system. |
| The term Instructions means the instructions provided by the Company pertaining to a procedure, attribute, methodology, as described in the Source Documents/Instructions column of Exhibit B. |
| The term Provided Information means the Cutoff Date, Source Documents, and Instructions. |
Prior to being provided the Data Files, we received one or more earlier versions of the data files on which to perform our procedures. In performing those procedures, we identified differences which were communicated to the Specified Parties. The Data Files represent the revised information reflecting resolution of differences communicated as determined appropriate by the Specified Parties. We performed the procedures on the Data Files, and the results of those procedures are reflected herein.
The procedures we were instructed by the Company to perform and the associated findings are as follows:
A. | We randomly selected 125 loans from the Data Files (the Selected Loans). A listing of the Selected Loans is attached hereto as Exhibit A. For purposes of this procedure, the Company did not inform us of the basis they used to determine the number of loans we were instructed to randomly select from the Primary Data File. |
B. | For each Selected Loan, we compared or recomputed the specified attributes in the Data Files listed in Exhibit B to or using the corresponding information included in the Source Documents, utilizing the Instructions, as applicable. The Specified Parties indicated that the absence of any of the information in the Source Documents or the inability to agree the indicated information from the Data Files to the Source Documents for each of the attributes identified, utilizing the Instructions as applicable, constituted an exception. The Source Documents are listed in the order of priority. |
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 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.
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 Files 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 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 Loans to stated underwriting or credit extension guidelines, standards, criteria or other requirements, (ii) the value of collateral securing any such Loan being securitized, (iii) the compliance of the originator of the Loans with federal, state, and local laws and regulations, or (iv) any other factor or characteristic of the Loans 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.
2
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
Irvine, California
September 19, 2022
3
THE FOLLOWING PAGES CONSTITUTE EXHIBIT A.
Exhibit A The Selected Loans
# |
Contract Id | # | Contract Id | # | Contract Id | |||||||||||||||
1 |
**144997 | 31 | **161462 | 61 | **168955 | |||||||||||||||
2 |
**145352 | 32 | **162327 | 62 | **169003 | |||||||||||||||
3 |
**146455 | 33 | **162328 | 63 | **169341 | |||||||||||||||
4 |
**147131 | 34 | **162397 | 64 | **169489 | |||||||||||||||
5 |
**148128 | 35 | **162406 | 65 | **169619 | |||||||||||||||
6 |
**148539 | 36 | **162452 | 66 | **170241 | |||||||||||||||
7 |
**148831 | 37 | **163121 | 67 | **170386 | |||||||||||||||
8 |
**149101 | 38 | **163953 | 68 | **170511 | |||||||||||||||
9 |
**149663 | 39 | **164370 | 69 | **170737 | |||||||||||||||
10 |
**150990 | 40 | **164483 | 70 | **170755 | |||||||||||||||
11 |
**151178 | 41 | **164672 | 71 | **171185 | |||||||||||||||
12 |
**153497 | 42 | **164904 | 72 | **171378 | |||||||||||||||
13 |
**153920 | 43 | **165196 | 73 | **171394 | |||||||||||||||
14 |
**154423 | 44 | **165371 | 74 | **171440 | |||||||||||||||
15 |
**155462 | 45 | **165521 | 75 | **171513 | |||||||||||||||
16 |
**156740 | 46 | **165608 | 76 | **171536 | |||||||||||||||
17 |
**156767 | 47 | **166573 | 77 | **171604 | |||||||||||||||
18 |
**156878 | 48 | **166645 | 78 | **171636 | |||||||||||||||
19 |
**157050 | 49 | **166712 | 79 | **171692 | |||||||||||||||
20 |
**157236 | 50 | **167149 | 80 | **171753 | |||||||||||||||
21 |
**157294 | 51 | **167542 | 81 | **171758 | |||||||||||||||
22 |
**157766 | 52 | **167567 | 82 | **171761 | |||||||||||||||
23 |
**158050 | 53 | **167585 | 83 | **171762 | |||||||||||||||
24 |
**158763 | 54 | **168120 | 84 | **171915 | |||||||||||||||
25 |
**159220 | 55 | **168156 | 85 | **171916 | |||||||||||||||
26 |
**159470 | 56 | **168481 | 86 | **171931 | |||||||||||||||
27 |
**160157 | 57 | **168514 | 87 | **171960 | |||||||||||||||
28 |
**160340 | 58 | **168660 | 88 | **172106 | |||||||||||||||
29 |
**160732 | 59 | **168735 | 89 | **172171 | |||||||||||||||
30 |
**160820 | 60 | **168857 | 90 | **172756 |
# |
Contract Id | # | Contract Id | |||||||||
91 |
**173168 | 121 | **177179 | |||||||||
92 |
**173332 | 122 | **177184 | |||||||||
93 |
**173353 | 123 | **177236 | |||||||||
94 |
**173376 | 124 | **177330 | |||||||||
95 |
**173445 | 125 | **177379 | |||||||||
96 |
**173478 | |||||||||||
97 |
**173918 | |||||||||||
98 |
**173961 | |||||||||||
99 |
**174006 | |||||||||||
100 |
**174083 | |||||||||||
101 |
**174203 | |||||||||||
102 |
**174290 | |||||||||||
103 |
**174340 | |||||||||||
104 |
**174422 | |||||||||||
105 |
**174547 | |||||||||||
106 |
**175386 | |||||||||||
107 |
**175401 | |||||||||||
108 |
**175654 | |||||||||||
109 |
**175655 | |||||||||||
110 |
**175810 | |||||||||||
111 |
**175847 | |||||||||||
112 |
**175967 | |||||||||||
113 |
**175996 | |||||||||||
114 |
**176404 | |||||||||||
115 |
**176409 | |||||||||||
116 |
**176967 | |||||||||||
117 |
**176969 | |||||||||||
118 |
**177136 | |||||||||||
119 |
**177138 | |||||||||||
120 |
**177177 |
THE FOLLOWING PAGE CONSTITUTES EXHIBIT B.
Exhibit B
# |
Attribute Name in Data Files |
Source Documents / Instructions | ||
1 | Contract Id | Unique identifier for information purposes only. | ||
2 | vin | Sales contract | ||
3 | Amount Financed | Sales contract | ||
4 | current scheduled payment | Sales contract, Servicing System Screenshot | ||
5 | original term | Sales contract, Servicing System Screenshot | ||
6 | original interest rate | Sales contract | ||
7 | origination date | Sales contract | ||
8 | First payment date | Sales contract, Servicing System Screenshot | ||
9 | original maturity date | Sales contract, Servicing System Screenshot | ||
10 | FICO | Credit report, Servicing System Screenshot | ||
11 | borrower mailing state | Sales contract, Servicing System Screenshot | ||
12 | vehicle make | Sales contract, Servicing System Screenshot | ||
13 | vehicle model | Sales contract, Servicing System Screenshot | ||
14 | vehicle year | Sales contract | ||
15 | remaining term | Recompute as the sum of (A) the number of months between the original maturity date and the Cutoff Date and (B) the number of deferments (in months) |