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Form ABS-15G CNH CAPITAL RECEIVABLES For: Aug 05

August 8, 2022 1:07 PM EDT

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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 which this form is intended to satisfy:

 

o

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)  o

 

Indicate by check mark whether the securitizer has no activity to report for the quarterly period pursuant to Rule 15Ga-1(c)(2)(i)  o

 

Indicate by check mark whether the securitizer has no activity to report for the annual period pursuant to Rule 15Ga-1(c)(2)(ii)  o

 

x   Rule 15Ga-2 under the Exchange Act (17 CFR 240.15Ga-2)

 

Central Index Key Number of depositor: 0001115252

 


 

CNH EQUIPMENT TRUST 2022-B

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

 


 

Central Index Key Number of issuing entity (if applicable): 0001937365

 

Central Index Key Number of underwriter (if applicable): Not applicable

 

Eric Mathison, General Counsel, (262) 488-0487

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

 


 

Item 2.01      Findings and Conclusions of a Third Party Due Diligence Report Obtained by the Issuer.

 

Attached as Exhibit 99.1 hereto is the Report of Independent Accountants on Applying Agreed-Upon Procedures, dated August 5, 2022, of Ernst & Young LLP, obtained by the depositor, with respect to certain agreed-upon procedures performed by Ernst & Young LLP.

 

2


 

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.

 

 

 

CNH CAPITAL RECEIVABLES LLC

 

 

 

(Depositor)

 

 

 

 

By:

/s/ Douglas MacLeod

 

Name:

Douglas MacLeod

 

Title:

President (senior officer in charge of securitization of the depositor)

 

Date: August 8, 2022

 


 

EXHIBIT INDEX

 

Exhibit No.

 

Description

Exhibit 99.1

 

Report of Independent Accountants on Applying Agreed-Upon Procedures, dated August 5, 2022.

 

4


Exhibit 99.1

 

Ernst & Young LLP

One Manhattan West

New York, NY  10001

Tel: +1 212 773 3000

Fax: +1 212 773 6350

ey.com

 

 

Report of Independent Accountants on Applying Agreed-Upon Procedures

 

 

CNH Industrial Capital America LLC

CNH Capital Receivables LLC

6900 Veterans Boulevard

Burr Ridge, Illinois 60527

 

5 August 2022

 

 

Re:                       CNH Equipment Trust 2022-B (the “Issuing Entity”)
Asset Backed Notes (the “Notes”)
Sample Receivable Agreed-Upon Procedures

 

 

We have performed the procedures enumerated in Attachment A, which were agreed to and acknowledged as appropriate by CNH Industrial Capital America LLC (the “Sponsor”), CNH Capital Receivables LLC (the “Depositor”), BofA Securities, Inc. (“BofA Securities”), Credit Agricole Securities (USA) Inc. (“Credit Agricole”), MUFG Securities Americas Inc. (“MUFG”) and Santander Investment Securities Inc. (“Sandtander,” together with the Sponsor, Depositor, BofA Securities, Credit Agricole and MUFG, the “Specified Parties”), for the intended purpose of assisting the Specified Parties in evaluating the accuracy of certain information with respect to a pool of fixed rate retail installment sale contracts and retail installment loans secured by new or used agricultural or construction equipment (the “Receivables”) relating to the Issuing Entity’s securitization transaction. 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. The appropriateness of these procedures is solely the responsibility of the Specified Parties identified in this report. No other party acknowledged the appropriateness of the procedures. Consequently, we make no representation regarding the appropriateness of the procedures described in Attachment A, either for the purpose for which this report has been requested or for any other purpose.

 

The procedures performed and our associated findings are included in Attachment A.

 


 

 

 

 

Page 2 of 4

 

 

For the purpose of the procedures described in this report, the Sponsor, on behalf of the Depositor, provided us with, or instructed us to obtain, as applicable:

a.

Electronic data files:

 

i.

Labeled “CNHET2022-B Virtual Contract Summary 20220630.xlsx” and the corresponding record layout and decode information, as applicable (the “Preliminary Collateral Data File”), that the Sponsor, on behalf of the Depositor, indicated contains information relating to a pool of fixed rate retail installment sale contracts and retail installment loans secured by new or used agricultural or construction equipment (the “Preliminary Cutoff Date Receivables”) as of 30 June 2022 (the “Preliminary Cutoff Date”),

 

ii.

Labeled “CNHET2022-B Virtual GPV 20220630.xlsx” and the corresponding record layout and decode information, as applicable (the “Preliminary Payment Data File”), that the Sponsor, on behalf of the Depositor, indicated contains information relating to the past and future scheduled payments for the Preliminary Cutoff Date Receivables as of the Preliminary Cutoff Date,

 

iii.

Labeled “CNHET2022-B Virtual Receivables Listing.xlsx” and the corresponding record layout and decode information, as applicable (the “Preliminary Receivables Schedule”), that the Sponsor, on behalf of the Depositor, indicated contains a list of contract identification numbers (each, a “Receivable ID”) corresponding to certain Preliminary Cutoff Date Receivables (the “Preliminary Receivables”) that are expected to be representative of the Receivables,

 

iv.

Labeled “CNHET2022-B Contract Summary 20220731 V2.xlsx” and the corresponding record layout and decode information, as applicable (the “Collateral Data File”), that the Sponsor, on behalf of the Depositor, indicated contains information relating to a pool of fixed rate retail installment sale contracts and retail installment loans secured by new or used agricultural or construction equipment (the “Initial Receivables”) as of 31 July 2022 (the “Cutoff Date”) that are expected to be representative of the Receivables and

 

v.

Labeled “CNHET2022-B CashFlowsGPV 20220731.xlsx” and the corresponding record layout and decode information, as applicable (the “Payment Data File,” together with the Preliminary Collateral Data File, Preliminary Payment Data File, Preliminary Receivables Schedule and Collateral Data File, the “Provided Data Files”), that the Sponsor, on behalf of the Depositor, indicated contains information relating to the past and future scheduled payments for the Initial Receivables as of the Cutoff Date,

b.

Imaged copies of:

 

i.

The fixed rate retail installment sale contract and security agreement, note and security agreement, multiple unit addendum, default manager activity log address change screen shots, default manager activity log maturity date change screen shots or other related documents (collectively and as applicable, the “Contract”),

 

ii.

Certain payment schedule screen shots from the Sponsor’s servicing system (the “Payment Schedule Screen Shots”) that the Sponsor, on behalf of the Depositor, indicated contain certain information relating to the payment schedule that supersedes the corresponding information contained in the Contract, as applicable,

 

iii.

A completed credit application and corresponding applicant name and address verification form, as applicable (collectively, the “Credit Application”), as applicable,

 

iv.

Certain credit scoring and decision screen shots from the Sponsor’s servicing system (the “Credit Score System Screen Shots”), as applicable,

 


 

 

 

 

Page 3 of 4

 

 

b.  (continued)

 

 

v.

Certain customer score screen shots from the Sponsor’s underwriting system (the “Customer Score System Screen Shots”), as applicable, and

 

vi.

The uniform commercial code filing, confirmed record or acknowledgement of filing (collectively and as applicable, the “UCC Filing,” together with the Contract, Payment Schedule Screen Shots, Credit Application, Credit Score System Screen Shots and Customer Score System Screen Shots, the “Source Documents”)

 

that the Sponsor, on behalf of the Depositor, indicated relate to each Sample Receivable (as defined in Attachment A),

c.

The list of relevant characteristics (the “Sample Characteristics”) on the Preliminary Data File and Data File (both as defined in Attachment A), which is shown on Exhibit 1 to Attachment A, and

d.

Instructions, assumptions and methodologies, which are described in Attachment A.

 

For the purpose of the procedures described in this report, certain information contained on the Preliminary

Data File and Data File is collectively the “Subject Matter” as of the date of this report.

 

The procedures included in Attachment A were limited to comparing, observing or recalculating certain information that is further described in Attachment A.  The Depositor is responsible for the Subject Matter, Provided Data Files, Source Documents, Sample Characteristics and the determination of the instructions, assumptions and methodologies that are described herein.  We were not requested to perform, and we have not performed, any procedures other than those listed in Attachment A.  We have not verified, and we make no representation as to, the accuracy, completeness or reasonableness of the Provided Data Files, Preliminary Cutoff Date Data File (as defined in Attachment A), Source Documents or any other information provided to us, or that we were instructed to obtain, as applicable, by the Sponsor, on behalf of the Depositor, upon which we relied in forming our findings.  Accordingly, we make no representation and express no opinion or conclusion as to (a) the existence of the Preliminary Cutoff Date Receivables, Preliminary Receivables or Receivables, (b) questions of legal or tax interpretation or (c) the appropriateness, accuracy, completeness or reasonableness of any instructions, assumptions and methodologies provided to us by the Sponsor, on behalf of the Depositor, that are described in this report.  We undertake no responsibility to update this report for events and circumstances occurring after the date hereof.

 

This agreed-upon procedures engagement was conducted in accordance with attestation standards established by the American Institute of Certified Public Accountants (the “AICPA”).  An agreed-upon procedures engagement involves the practitioner performing specific procedures that the Specified Parties have 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, and did not, conduct an examination to express an opinion or a review to express a conclusion in accordance with attestation standards established by the AICPA on any of the items referred to herein.  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 to you.

 


 

 

 

 

Page 4 of 4

 

 

The agreed-upon procedures described in this report were not performed for the purpose of:

a.

 

Satisfying any criteria for due diligence published by a nationally recognized statistical rating organization (a “rating agency”) or

b.

 

Making any findings with respect to:

 

i.

Whether the origination of the Receivables conformed to, or deviated from, stated underwriting or credit extension guidelines, standards, criteria, or other requirements,

 

ii.

The value of the collateral securing the Receivables,

 

iii.

Whether the originator(s) of the Receivables complied with federal, state or local laws or regulations or

 

iv.

Any other factor or characteristic of the Receivables that would be material to the likelihood that the issuer of the Notes will pay interest and principal in accordance with applicable terms and conditions.

 

 

We are required to be independent of the Depositor 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.

 

This report is intended solely for the information and use of the Specified Parties and is not intended to be, and should not be, used by anyone other than the Specified Parties.  It is not intended to be, and should not be, used by any other person or entity, including investors and rating agencies, who are not identified in the report as Specified Parties but who may have access to this report as required by law or regulation.

 

/s/ Ernst & Young LLP

 

5 August 2022

 


 

 

 

 

Attachment A

Page 1 of 2

 

 

 

Procedures performed and our associated findings

 

1.

As instructed by the Sponsor, on behalf of the Depositor, we combined the information on the Preliminary Collateral Data File and Preliminary Payment Data File. The Preliminary Collateral Data File and Preliminary Payment Data File, as combined, are hereinafter referred to as the “Preliminary Cutoff Date Data File.”

 

 

2.

As instructed by the Sponsor, on behalf of the Depositor, we deleted the Preliminary Cutoff Date Receivables from the Preliminary Cutoff Date Data File that were not Preliminary Receivables, as shown on the Preliminary Receivables Schedule. The Preliminary Cutoff Date Data File, as adjusted, is hereinafter referred to as the “Preliminary Data File.”

 

 

3.

As instructed by the Sponsor, on behalf of the Depositor, we randomly selected a sample of 184 Preliminary Receivables from the Preliminary Data File (the “Sample Receivables”). For the purpose of this procedure, the Sponsor, on behalf of the Depositor, did not inform us as to the basis for how they determined the number of Sample Receivables or the methodology they instructed us to use to select the Sample Receivables from the Preliminary Data File.

 

 

 

 

 

For the purpose of the procedures described in this report, the 184 Sample Receivables are referred to as Sample Receivable Numbers 1 through 184.

 

 

 

 

4.

For each Sample Receivable, we:

 

 

 

 

 

a.

Compared the Sample Characteristics listed on Exhibit 1 to Attachment A, as shown on the Preliminary Data File, to the corresponding information located in, or to the corresponding information we recalculated using information located in, the Source Documents, subject to the instructions, assumptions and methodologies provided by the Sponsor, on behalf of the Depositor, described in the notes to Exhibit 1 to Attachment A. The Source Document(s) that we were instructed by the Sponsor, on behalf of the Depositor, to use for each Sample Characteristic are shown on Exhibit 1 to Attachment A. All such compared information was found to be in agreement.

 

 

 

 

b.

Observed the existence of one of the following:

 

 

i.

A completed Credit Application,

 

 

ii.

A credit score in the Credit Score System Screen Shots or

 

 

iii.

A customer score in the Customer Score System Screen Shots.

 

 

 

 

 

 

We performed no procedures to determine if a credit review was performed or to determine the accuracy, completeness, reasonableness or source of any credit score or customer score information contained in the Credit Application, Credit Score System Screen Shots or Customer Score System Screen Shots, as applicable.

 

 

 

 

 

c.

Observed evidence of a UCC Filing, which was made to secure the Sponsor’s interest in the equipment that is shown in the Contract. We performed no procedures to determine the enforcement or standing of such UCC Filing.

 


 

 

 

 

Attachment A

Page 2 of 2

 

 

 

5.

As instructed by the Sponsor, on behalf of the Depositor, we combined the information on the Collateral Data File and Payment Data File. The Collateral Data File and Payment Data File, as combined, are hereinafter referred to as the “Data File.”

 

 

6.

For each fixed rate retail installment sale contract and retail installment loan on the Preliminary Data File and Data File, we compared the Receivable ID, as shown on the Preliminary Data File, to the corresponding Receivable ID, as shown on the Data File, and noted that:

 

a.

2,541 of the Receivables included on the Data File were not included on the Preliminary Data File,

 

b.

2,015 of the Preliminary Receivables included on the Preliminary Data File were not included on the Data File (the “Removed Preliminary Receivables”) and

 

c.

16 of the Removed Preliminary Receivables were Sample Receivables (the “Removed Sample Receivables”).

 

 

 

 

The Removed Sample Receivables are Sample Receivable Numbers 3, 27, 35, 38, 39, 40, 45, 51, 55, 118, 140, 143, 145, 159, 160 and 165. The Sponsor, on behalf of the Depositor, instructed us not to perform any further procedures on the Removed Sample Receivables.

 

 

 

7.

For the 168 Sample Receivables included on the Data File, we compared the Sample Characteristics listed on Exhibit 1 to Attachment A (except for the payment schedule Sample Characteristic, which the Sponsor, on behalf of the Depositor, instructed us not to compare due to the passage of time between the Preliminary Cutoff Date and Cutoff Date), all as shown on the Preliminary Data File, to the corresponding information, as shown on the Data File. All such compared information was found to be in agreement.

 


 

Sample Characteristics and Source Documents

 

Sample Characteristic

 

Preliminary
Data File Field Name

 

Source Document(s)

 

Note(s)       

 

 

 

 

 

 

 

Receivable ID

 

Contract Id

 

Contract

 

i.

Contract APR

 

Rateafterwaiver

 

Contract

 

 

Customer billing state

 

CustomerState

 

Contract

 

 

Collateral type
(agricultural/construction/other)

 

Usage

 

Contract

 

ii.

Interest start date

 

InterestStartDate

 

Contract

 

 

Origination date

 

ContractStartDate

 

Contract

 

 

Equipment type (new/used)

 

EquipmentNew Used

 

Contract

 

iii.

Original principal

 

AmountFinanced

 

Contract

 

 

Payment schedule

 

Payment schedule

 

(a) Contract,

(b) Payment Schedule Screen Shots or

(c) Contract and Payment Schedule Screen Shots

 

iv., v.

Maturity date

 

ContractMaturityDate

 

(a) Contract or

(b) Contract and recalculation

 

vi.

Original term

 

MonthToMaturityOriginal

 

Contract and recalculation

 

vii.

 

Notes:

 

i.                                         For identification purposes only.

 

ii.                                      For the purpose of comparing the collateral type (agricultural/construction/other) Sample Characteristic for each Sample Receivable, the Sponsor, on behalf of the Depositor, instructed us to note agreement if the collateral type (agricultural/construction/other) value, as shown on the Preliminary Data File, agreed with the collateral type (agricultural/construction/other), as shown in the Contract, in accordance with the decode table shown below, as applicable:

 

Preliminary Data File Value

 

Contract Value

A

 

Agricultural use

I

 

Business use or commercial/business use

 


 

 

 

 

Attachment A

Page 2 of 3

 

 

 

Notes: (continued)

 

iii.                                   For the purpose of comparing the equipment type (new/used) Sample Characteristic for each Sample Receivable that is secured by more than one piece of equipment, as shown in the Contract, the Sponsor, on behalf of the Depositor, instructed us to use the first piece of equipment listed in the Contract.  We performed no procedures to reconcile any differences that may exist relating to any information contained in the Contract.

 

iv.                                 For the purpose of comparing the payment schedule Sample Characteristic for each Sample Receivable, the Sponsor, on behalf of the Depositor, instructed us to:

(a)                              Only compare payments scheduled after the Preliminary Cutoff Date and

(b)                              Ignore differences of +/- 5% or less (expressed as a percentage of the payment amount, as shown in the Payment Schedule Screen Shots and/or Contract, as applicable (and in accordance with any other applicable note(s)), for any individual payment.

 

v.                                    For the purpose of comparing the payment schedule Sample Characteristic for each Sample Receivable (except for Sample Receivable Numbers 1, 2, 4, 5, 30, 36, 37, 41, 42, 43, 44, 68, 80, 87, 88, 95, 105, 120, 127, 128, 140, 151, 158 and 162), the Sponsor, on behalf of the Depositor, instructed us to use the Contract as the Source Document (and in accordance with any other applicable note(s)).

 

For the purpose of comparing the payment schedule Sample Characteristic for Sample Receivable Numbers 1, 2, 4, 5, 30, 36, 37, 41, 42, 43, 44, 68, 80, 87, 88, 95, 105, 120, 127, 128, 140, 151, 158 and 162, the Sponsor, on behalf of the Depositor, instructed us to use information shown in the Contract and/or Payment Schedule Screen Shots, as applicable (and in accordance with any other applicable note(s)).

 

vi.                                 For the purpose of comparing the maturity date Sample Characteristic for each Sample Receivable, the Sponsor, on behalf of the Depositor, instructed us to use the Contract as the Source Document.  If the maturity date was not specifically stated in the Contract, the Sponsor, on behalf of the Depositor, instructed us to recalculate the maturity date by:

(a)                              Subtracting 1 from the number of payments or the number of payments in the final payment installment, as applicable,

(b)                              Multiplying the value calculated in (a) by the period of payments and

(c)                              Adding the number of months represented by the result of (b) to the beginning payment date,

all as shown in the Contract.

 


 

 

 

 

Attachment A

Page 3 of 3

 

 

 

Notes: (continued)

 

vii.                              For the purpose of comparing the original term Sample Characteristic for each Sample Receivable, the Sponsor, on behalf of the Depositor, instructed us to recalculate the original term by:

(a)                              Calculating the number of days from the maturity date, as shown in the Contract (and in accordance with any other applicable note(s)), to the origination date, as shown in the Contract, including both the maturity date and origination date as days within this period,

(b)                              Dividing the value calculated in (a) by 30.4375 and

(c)                              Rounding the value calculated in (b) to the nearest integer.

 

We performed no procedures to determine the accuracy, completeness or reasonableness of the instructions, assumptions and methodologies provided by the Sponsor, on behalf of the Depositor, described in the notes above.

 




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