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 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)

 

 contact in connection with this filing

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PART II: FINDINGS AND CONCLUSIONS OF THIRD-PARTY DUE DILIGENCE REPORTS

 

 

The disclosures required by Rule 15Ga-2 (17 CFR 240.15Ga-2) are attached as Exhibit 99.1 to this Form ABS-15G.

 

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.

 

EXHIBIT INDEX

 

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Independent Accountants’ Agreed-Upon Procedures Report

Mercedes-Benz Financial Services USA LLC (the “Company”)

Citigroup Global Markets Inc.

MUFG Securities Americas Inc.

SG Americas Securities, LLC

(together, the “Specified Parties”)

 

Re: Mercedes-Benz Auto Receivables Trust 2024-1 – Data File Procedures

 

We have performed the procedures described below on the specified attributes in an electronic data file entitled “MBART 2024-1_Data_Tape_KPMG_View_Prel_Pool.xlsx” provided by the Company on November 6, 2023 (the “Data File”), containing information on 33,667 motor vehicle installment sales contracts and installment loans secured by new and pre-owned Mercedes-Benz automobiles (the “Receivables”) as of October 31, 2023 (the “Cutoff Date”), which we were informed are intended to be included as collateral in the offering by Mercedes-Benz Auto Receivables Trust 2024-1. 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 procedures we were instructed by the Company to perform and the associated findings are as follows:

 

 

 

	Attributes	Receivable File/Instructions
	Customer Account Number	ALFA
	Origination Date	Retail Installment Sales Contract
	Original Principal Balance	Retail Installment Sales Contract
	Interest Rate	Retail Installment Sales Contract
	Monthly Payment Amount	Retail Installment Sales Contract, ALFA
	Original Maturity Date	ALFA
	Current Maturity Date	ALFA
	Number of Scheduled Payments	Retail Installment Sales Contract and Instructions
	Vehicle Age Classification (Model Year)	Retail Installment Sales Contract

	Attributes	Receivable File/Instructions
	Obligor State	ALFA
	Vehicle Identification Number (“VIN”)	Retail Installment Sales Contract
	Next Payment Due Date	ALFA and Instructions
	Current Principal Balance	ALFA
	FICO Score	ACE and Instructions
	New/Used	Retail Installment Sales Contract and eValidate
	Loan Type (Simple Interest)	Retail Installment Sales Contract
	Sold Code Indicator	ALFA and Instructions
	Recovery Indicator	ALFA and Instructions
	Vehicle Manufacturer	Retail Installment Sales Contract and Instructions
	Vehicle Model	Retail Installment Sales Contract and Instructions
	Original First Payment Date	Retail Installment Sales Contract, Modification Letter, ALFA, and Instructions
	Payment Type	Retail Installment Sales Contract, ALFA
	Vehicle Value	ALFA, ACE, or Vehicle Invoice
	Co-obligor Present Indicator	ACE
	Subvented	ALFA and Instructions
	Interest Paid through Date	ALFA and Instructions
	Payment to Income Ratio	ACE, Retail Installment Sales Contract, and Instructions
	Current Delinquency Status	ALFA

 

C.  For each Sample Receivable, we observed the presence of the following in the Receivable File:

 

 

 

 

 

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 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 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

December 14, 2023

Exhibit A

The Sample Receivables

Exhibit B

Instructions

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