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:                     

PRESTIGE FINANCIAL SERVICES, INC.¹

(Exact name of Issuer as specified in its charter)

 

Central Index Key Number of issuing entity (if applicable): 0001541629

Central Index Key Number of underwriter (if applicable):    N/A            

Aaron Dalton, (801) 844-2121

Name and telephone number, including area code,

of the person to contact in connection with this filing

 

 

1	Prestige Financial Services, Inc. is filing this Form ABS-15G on its own behalf and on behalf of its affiliate, Prestige Auto Receivables Trust 2022-1.

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 28, 2022, of KPMG LLP, obtained by the issuer, which report sets forth the procedures and findings with respect to certain agreed-upon procedures performed by KPMG LLP pertaining to the issuer’s Series 2022-1 Automobile Receivable-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.

 

Date: October 4, 2022

 

EXHIBIT INDEX

Exhibit  99.1:         Agreed-upon procedures report, dated September 28, 2022 of KPMG LLC.

Exhibit 99.1

 

		KPMG LLP Suite 1500 550 South Hope Street Los Angeles, CA 90071-2629

Independent Accountants’ Report on Applying Agreed—Upon Procedures

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

Wells Fargo Securities, LLC

J.P. Morgan Securities LLC

(together, the “Specified Parties”)

Re: Prestige Auto Receivables Trust 2022-1 – Data File Procedures

We have performed the procedures described below on the specified attributes in an electronic data file entitled “220831 PART 2022-1 $369 stat pool.xlsx” provided by the Company on September 9, 2022, containing information on 18,020 retail installment sale contracts and security agreements secured by new and used automobiles, vans, and light duty trucks (collectively, the “Receivables”) as of August 31, 2022 (the “Data File”), which we were informed are intended to be included as collateral in the offering by Prestige Auto Receivables Trust 2022-1. 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 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.

 

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.

 

•

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.

 

•

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.

We 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, the Company did not inform us of the basis they used to determine the number of Receivables we were instructed to randomly select from the Data File.

 

B.

For each Selected Receivable, we compared or recomputed the specified attributes 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.

 

2

 

Attribute		Receivable File / Instructions
Model Year		Installment Sale Contract
New/Used Vehicle		Installment Sale Contract
Vehicle Identification Number (“VIN”)		Installment Sale Contract

 

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 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

Los Angeles, California

September 28, 2022

 

3

Exhibit A

Title Documents

 

Application for Certificate of Title		Notice of Lien
Application for Certificate of Title and Registration		Notice of Security or Lien Filing
Application for Certificate of Title for a Vehicle		Notification of Lien
Application for Noting of Lien, Duplicate Title, or Multipurpose Use		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 Vehicle Transaction(s)		Termination Statement
Certificate of Title		Title & License Plate Application
Copy of Application for Registration		Title and Registration Receipt
Documentation from Department of State		Title Information
Electronic Title Copy		Title Lien Statement
Lien Holders Release Forms		Universal Title Application
Lien Receipt		Vehicle Title Application

Acceptable Company Names

 

PRESTIGE AUTO FINANCE CORP		PRESTIGE FINANCIAL SERICES INC
PFS PRESTIGE FINANCIAL SERVICES		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 SRVS INC
PRESTIGE FINANCIAL SERVICE		PRESTIGE FINANCIAL SVCS INC
PRESTIGE FINANCIAL SERVICES		PRESTIGE FNCL SVCS
PRESTIGE FINANCIAL SERVICES IN

Exhibit B

The Selected Receivables

 

Selected Receivable#		Receivable Number		Selected Receivable#		Receivable Number		Selected Receivable#		Receivable Number
1		20221001		34		20221034		67		20221067
2		20221002		35		20221035		68		20221068
3		20221003		36		20221036		69		20221069
4		20221004		37		20221037		70		20221070
5		20221005		38		20221038		71		20221071
6		20221006		39		20221039		72		20221072
7		20221007		40		20221040		73		20221073
8		20221008		41		20221041		74		20221074
9		20221009		42		20221042		75		20221075
10		20221010		43		20221043		76		20221076
11		20221011		44		20221044		77		20221077
12		20221012		45		20221045		78		20221078
13		20221013		46		20221046		79		20221079
14		20221014		47		20221047		80		20221080
15		20221015		48		20221048		81		20221081
16		20221016		49		20221049		82		20221082
17		20221017		50		20221050		83		20221083
18		20221018		51		20221051		84		20221084
19		20221019		52		20221052		85		20221085
20		20221020		53		20221053		86		20221086
21		20221021		54		20221054		87		20221087
22		20221022		55		20221055		88		20221088
23		20221023		56		20221056		89		20221089
24		20221024		57		20221057		90		20221090
25		20221025		58		20221058		91		20221091
26		20221026		59		20221059		92		20221092
27		20221027		60		20221060		93		20221093
28		20221028		61		20221061		94		20221094
29		20221029		62		20221062		95		20221095
30		20221030		63		20221063		96		20221096
31		20221031		64		20221064		97		20221097
32		20221032		65		20221065		98		20221098
33		20221033		66		20221066		99		20221099
								100		20221100

(*) 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,” or “Mitsubis,” consider the Vehicle Make to be “Hyundai,” “Chevrolet,” or “Mitsubishi,” respectively.