Form 10-D NISSAN MASTER OWNER TRUS For: Aug 31

 

 

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

 

 

FORM 10-D

 

 

ASSET-BACKED ISSUER

DISTRIBUTION REPORT PURSUANT TO SECTION 13 OR 15(d) OF

THE SECURITIES EXCHANGE ACT OF 1934

For the monthly distribution period from

August 1, 2021 to August 31, 2021

Commission File Number of issuing entity: 333-210906-01

Central Index Key Number of issuing entity: 0001236424

 

 

Nissan Master Owner Trust Receivables

(Exact name of issuing entity as specified in its charter)

Commission File Number of depositor: 333-210906

Central Index Key Number of depositor: 0001236416

Nissan Wholesale Receivables Company II LLC

(Exact name of depositor as specified in its charter)

Central Index Key Number of sponsor (if applicable): 0001540639

Nissan Motor Acceptance Company LLC

(Exact name of sponsor as specified in its charter)

 

 

Delaware

(State or other jurisdiction of incorporation or organization of the issuing entity)

Timothy Hauck, (615) 571-9101

(Name and telephone number, including area code, of the person to contact in connection with this filing)

51-6538952

(I.R.S. Employer Identification No.)

 

c/o Wilmington Trust, National Association, Rodney Square North,
1100 North Market Street, Wilmington, Delaware		19890
(Address of principal executive offices of the issuing entity)		(Zip Code)

(302) 636-6194

(Telephone number, including area code)

N/A

(Former name, former address, if changed since last report)

 

 

 

		Registered/reporting pursuant to (check one)
Title of class		Section 12(b)		Section 12(g)		Section 15(d)		Name of exchange (If Section 12(b))
Series 2019-A, Asset Backed Notes		☐		☐		☒
Series 2019-B, Asset Backed Notes		☐		☐		☒

 

 

Indicate by check mark whether the registrant (1) has filed all reports required to be filed by Section 13 or 15(d) of the Securities Exchange Act of 1934 during the preceding 12 months (or for such shorter period that the registrant was required to file such reports), and (2) has been subject to such filing requirements for the past 90 days.    Yes  ☒    No  ☐

 

 

 

 

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PART I – DISTRIBUTION INFORMATION

 

Item 1.

Distribution and Pool Performance Information.

Distribution and pool performance information with respect to the assets of Nissan Master Owner Trust Receivables, including the information required by Items 1121(a)-(b) of Regulation AB, is set forth in the attached Monthly Servicer’s Certificate.

No assets securitized by Nissan Motor Acceptance Company LLC (the “Securitizer”) and held by Nissan Master Owner Trust Receivables were the subject of a demand to repurchase or replace for breach of the representations and warranties during the distribution period from August 1, 2021 to August 31, 2021. Please refer to the Form ABS-15G filed by the Securitizer on January 25, 2021 for additional information. The CIK number of the Securitizer is 0001540639.

 

Item 1A.

Asset-Level Information.

The information prescribed by Regulation AB Item 1111(h) and by Item 1125, Schedule AL, is not required to be disclosed for this issuer and asset class.

 

Item 1B.

Asset Representations Reviewer and Investor Communication.

With respect to the Series 2019-A Notes, there is nothing to report.

With respect to the Series 2019-B Notes, there is nothing to report.

PART II – OTHER INFORMATION

 

Item 2.

Legal Proceedings.

None.

 

Item 3.

Sales of Securities and Use of Proceeds.

None.

 

Item 4.

Defaults Upon Senior Securities.

None.

 

Item 5.

Submission of Matters to a Vote of Security Holders.

None.

 

Item 6.

Significant Obligors of Pool Assets.

None.

 

Item 7.

Change in Sponsor Interest in the Securities.

None.

 

Item 8.

Significant Enhancement Provider Information.

Not applicable.

 

Page 2 of 4

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Item 9.

Other Information.

Compliance with European Union Risk Retention Rules.

Nissan Motor Acceptance Company LLC (“NMAC”), as “originator” for the purposes of the EU Securitization Rules (as defined in the Transfer and Servicing Agreement), currently retains, a material net economic interest that is not less than 5% of the nominal value of the securitized exposures (the “Retained Interest”), in the form of an originator’s interest in accordance with the text of option (b) of Article 6(3) of the EU Securitization Regulation (as defined in the Transfer and Servicing Agreement), as in effect on the New RR Amendment Date (as defined in the Transfer and Servicing Agreement), by holding all the membership interest in Nissan Wholesale Receivables Company II LLC (“NWRC II”), which in turn holds all or part of the Transferor Interest (as defined in the Transfer and Servicing Agreement).

NMAC has not hedged or otherwise mitigated its credit risk under or associated with the Retained Interest, or sold, transferred or otherwise surrendered all or part of the rights, benefits or obligations arising from the Retained Interest (and has not permitted NWRC II or any of its other affiliates to hedge or otherwise mitigate its credit risk under or associated with the Retained Interest, or sell, transfer or otherwise surrender all or part of the rights, benefits or obligations arising from the Retained Interest) except to the extent permitted in accordance with the EU Securitization Rules (as defined in the Transfer and Servicing Agreement).

NMAC has not changed the mode of retention or method of calculating the Retained Interest, except in accordance with those EU Securitization Rules (as defined in the Transfer and Servicing Agreement).

 

Item 10.

Exhibits.

 

(a)		Monthly Servicer’s Statement for the month of August 2021 – Nissan Master Owner Trust Receivables, Series 2019-A.
		Monthly Servicer’s Statement for the month of August 2021 – Nissan Master Owner Trust Receivables, Series 2019-B.

 

(b)		Exhibits:
				99.1 Monthly Servicer’s Statement for the month of August 2021 – Nissan Master Owner Trust Receivables, Series 2019-A.
				99.2 Monthly Servicer’s Certificate for the month of August 2021 – Nissan Master Owner Trust Receivables, Series 2019-A.
				99.3 Monthly Servicer’s Statement for the month of August 2021 – Nissan Master Owner Trust Receivables, Series 2019-B.
				99.4 Monthly Servicer’s Certificate for the month of August 2021 – Nissan Master Owner Trust Receivables, Series 2019-B.

 

Page 3 of 4

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SIGNATURES

Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned thereunto duly authorized.

 

						NISSAN WHOLESALE RECEIVABLES COMPANY II LLC
						(Depositor)
Date: September 22, 2021						/s/ Douglas E. Gwin, Jr.
						Douglas E. Gwin, Jr., Assistant Treasurer

 

Page 4 of 4

EXHIBIT 99.1

NISSAN MASTER OWNER

TRUST RECEIVABLES — 2019-A SERIES

 

 

1.	Under the applicable transaction documents, this amount is calculated and/or applicable with respect to the trust in the aggregate. We are including the deemed amount with respect to Series 2019-A on this report given past practice.

 

Exhibit 99.2

NISSAN MOTOR ACCEPTANCE COMPANY LLC

NISSAN MASTER OWNER TRUST RECEIVABLES,

SERIES 2019-A

Pursuant to Section 3.04 of the Amended and Restated Transfer and Servicing Agreement, dated as of October 15, 2003 (as amended and in effect on the date hereof, the “Transfer and Servicing Agreement”), among NISSAN WHOLESALE RECEIVABLES COMPANY II LLC (as successor by conversion to NISSAN WHOLESALE RECEIVABLES CORPORATION II, the “Transferor”), NISSAN MASTER OWNER TRUST RECEIVABLES, as issuer (the “Issuer”) and NISSAN MOTOR ACCEPTANCE COMPANY LLC (as successor by conversion to NISSAN MOTOR ACCEPTANCE CORPORATION, the “Servicer”) and Section 5.03(a) of the Indenture Supplement, dated as of March 13, 2019 (as amended and in effect on the date hereof, the “Indenture Supplement”) to the Amended and Restated Indenture, dated as of October 15, 2003 (as amended and in effect on the date hereof, the “Base Indenture”; and together with the Indenture Supplement, the “Indenture”), each between the Issuer and U.S. Bank, as indenture trustee (the “Indenture Trustee”), the Servicer is required to prepare a Payment Date Statement. The undersigned, a duly Authorized Officer of the Servicer, does hereby certify in this Certificate (this “Certificate”):

(i)    Capitalized terms used in this Certificate have their respective meanings set forth in the Annex of Definitions attached to the Indenture and the other Transaction Documents or the Indenture Supplement, as applicable.

(ii)    This Certificate is being delivered pursuant to Section 5.03(a) of the Indenture Supplement.

(iii)    The undersigned is the Servicer under the Indenture and the Transfer and Servicing Agreement. The undersigned is an Authorized Officer of the Servicer.

(iv)    The date of the Certificate is on, or prior to, the Determination Date related to the Payment Date occurring September 15, 2021.

(v)    As of the date hereof, to the best knowledge of the undersigned, the Servicer has performed in all material respects all its obligations under the Indenture and the Transfer and Servicing Agreement through the Collection Period preceding such Payment Date.

(vi)    As of the date hereof, no Early Amortization Event or Event of Default has occurred and is continuing under (and as defined in) the Indenture and, to the best of knowledge of the undersigned, no event or condition exists which notice and/or the passage of time, would constitute an Early Amortization Event or Event of Default.

(vii)    The Amended and Restated Payment Date Statement with respect to the Payment Date occurring on September 15, 2021 is true, complete and accurate in all material respects and amends and restates the Payment Date Statement delivered to the Indenture Trustee on or around September 15, 2021 (the “Original Payment Date Statement”). The revisions to the Original Payment Date Statement reflected in the Amended and Restated Payment Date Statement had no adverse effect on the payment of principal and interest to the Series 2019-A Noteholders on such Payment Date.

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IN WITNESS WHEREOF, the undersigned has duly executed and delivered this Certificate this 21st day of September, 2021.

 

 

EXHIBIT 99.3

NISSAN MASTER OWNER TRUST

RECEIVABLES — 2019-B SERIES

 

 

1.	Under the applicable transaction documents, this amount is calculated and/or applicable with respect to the trust in the aggregate. We are including the deemed amount with respect to Series 2019-B on this report given past practice.

Exhibit 99.4

NISSAN MOTOR ACCEPTANCE COMPANY LLC

NISSAN MASTER OWNER TRUST RECEIVABLES,

SERIES 2019-B

Pursuant to Section 3.04 of the Amended and Restated Transfer and Servicing Agreement, dated as of October 15, 2003 (as amended and in effect on the date hereof, the “Transfer and Servicing Agreement”), among NISSAN WHOLESALE RECEIVABLES COMPANY II LLC (as successor by conversion to NISSAN WHOLESALE RECEIVABLES CORPORATION II, the “Transferor”), NISSAN MASTER OWNER TRUST RECEIVABLES, as issuer (the “Issuer”) and NISSAN MOTOR ACCEPTANCE COMPANY LLC (as successor by conversion to NISSAN MOTOR ACCEPTANCE CORPORATION, the “Servicer”) and Section 5.03(a) of the Indenture Supplement, dated as of November 25, 2019 (as amended and in effect on the date hereof, the “Indenture Supplement”) to the Amended and Restated Indenture, dated as of October 15, 2003 (as amended and in effect on the date hereof, the “Base Indenture”; and together with the Indenture Supplement, the “Indenture”), each between the Issuer and U.S. Bank, as indenture trustee (the “Indenture Trustee”), the Servicer is required to prepare a Payment Date Statement. The undersigned, a duly Authorized Officer of the Servicer, does hereby certify in this Certificate (this “Certificate”):

(i)    Capitalized terms used in this Certificate have their respective meanings set forth in the Annex of Definitions attached to the Indenture and the other Transaction Documents or the Indenture Supplement, as applicable.

(ii)    This Certificate is being delivered pursuant to Section 5.03(a) of the Indenture Supplement.

(iii)    The undersigned is the Servicer under the Indenture and the Transfer and Servicing Agreement. The undersigned is an Authorized Officer of the Servicer.

(iv)    The date of the Certificate is on, or prior to, the Determination Date related to the Payment Date occurring September 15, 2021.

(v)    As of the date hereof, to the best knowledge of the undersigned, the Servicer has performed in all material respects all its obligations under the Indenture and the Transfer and Servicing Agreement through the Collection Period preceding such Payment Date.

(vi)    As of the date hereof, no Early Amortization Event or Event of Default has occurred and is continuing under (and as defined in) the Indenture and, to the best of knowledge of the undersigned, no event or condition exists which notice and/or the passage of time, would constitute an Early Amortization Event or Event of Default.

(vii)    The Amended and Restated Payment Date Statement with respect to the Payment Date occurring on September 15, 2021 is true, complete and accurate in all material respects and amends and restates the Payment Date Statement delivered to the Indenture Trustee on or around September 15, 2021 (the “Original Payment Date Statement”). The revisions to the Original Payment Date Statement reflected in the Amended and Restated Payment Date Statement had no adverse effect on the payment of principal and interest to the Series 2019-B Noteholders on such Payment Date.

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IN WITNESS WHEREOF, the undersigned has duly executed and delivered this Certificate this 21st day of September, 2021.

 

 

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