0000929638-16-001812.txt : 20161129 0000929638-16-001812.hdr.sgml : 20161129 20161129145201 ACCESSION NUMBER: 0000929638-16-001812 CONFORMED SUBMISSION TYPE: ABS-15G PUBLIC DOCUMENT COUNT: 3 CONFORMED PERIOD OF REPORT: 20161129 0001640970 ITEM INFORMATION: 2.01 FILED AS OF DATE: 20161129 DATE AS OF CHANGE: 20161129 RULE-15GA2 N Auto loans 0001640970 0001640970 TCF Auto Receivables, LLC FILER: COMPANY DATA: COMPANY CONFORMED NAME: TCF Auto Receivables, LLC CENTRAL INDEX KEY: 0001640970 IRS NUMBER: 611736332 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: ABS-15G SEC ACT: SEC FILE NUMBER: 025-01900 FILM NUMBER: 162022433 BUSINESS ADDRESS: STREET 1: 200 LAKE STREET EAST CITY: WAYZATA STATE: MN ZIP: 55391 BUSINESS PHONE: 714-507-4776 MAIL ADDRESS: STREET 1: C/O GATEWAY ONE LENDING&FIN, LEGAL DEPT. STREET 2: 160 N. RIVERVIEW DRIVE, SUITE 100 CITY: ANAHEIM STATE: CA ZIP: 92808 ABS-15G 1 a70451_abs15g.htm
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)

Central Index Key Number of depositor:  0001640970

TCF Auto Receivables Owner Trust 2016-PT1
 __________________________________________________
(Exact name of issuing entity as specified in its charter)

Central Index Key Number of issuing entity (if applicable):  Not applicable.

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

Kirk Johnson, (952) 745-2701
____________________________________________________________________________________________________________________________________________________________________________________
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.
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.
Dated: November 29, 2016
 
TCF AUTO RECEIVABLES, LLC
   
(Depositor)
     
 
By: 
/s/ Brian W. Maass
   
Name: Brian W. Maass
Title: Vice President
     
 
EX-99.1 2 exhibit99-1.htm
Exhibit 99.1
                      KPMG LLP
                                                                                                                  Suite 700
                                                                                                                  20 Pacificia
                                                                                                                  Irvine, CA 92618-3391
 
Independent Accountants’ Report on Applying Agreed-Upon Procedures
TCF Financial Corporation
Gateway One Lending & Finance, LLC (together, the “Company”)
Citigroup Global Markets Inc.
(together with the Company, the “Specified Parties”)
Re:  TCF Auto Receivables Owner Trust 2016-PT1, Asset Backed Notes (the “Notes”)
We have performed the procedures described below, which were agreed to by the Specified Parties, solely to assist the Specified Parties with certain information pertaining to a pool of motor vehicle installment sale contracts which we were informed are intended to be included as collateral in the offering of the Notes.  This agreed-upon procedures engagement was conducted in accordance with attestation standards established by the American Institute of Certified Public Accountants. The sufficiency of these procedures is solely the responsibility of the Specified Parties.  Consequently, we make no representation regarding the sufficiency of the procedures described below either for the purpose for which this report has been requested or for any other purpose.
Unless otherwise indicated, 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 noted.  Such compared information was deemed to be in agreement if differences were attributable to rounding.
The term “recomputed” means recalculated and compared the result to the information shown and found it to be in agreement, unless other noted. Such recomputed information was deemed to be in agreement if differences were attributable to rounding.
The term “Receivables” means motor vehicle installment sale contracts secured by new and used automobiles, light-duty trucks and other similar vehicles.
The term “Data File” means an electronic data file, provided to us by the Company on November 8, 2016, containing certain information related to 25,578 Receivables as of the close of business on November 7, 2016 (the “Cutoff Date”).
The term “AIS Imaging Site” means the Company’s internal web-based system used to maintain Receivables Files.
The term “Links” means the Company’s servicing system used to track and account for its Receivables.
 
KPMG LLP is a Delaware limited liability partnership and the U.S. member firm of
the KPMG network of independent member firms affiliated with KPMG International
Cooperative (“KPMG International”), a Swiss entity.

 

The term “DMS” means the Dealer Management System used by dealers to submit borrower applications to the Company.
The term “Sample Receivables” means a sample of 150 Receivables which we were instructed by the Company to randomly select from the Data File. The Company did not inform us as to the basis for how they selected the number of Receivables that we were instructed to randomly select from the Data File.  A listing of the Sample Receivables is attached hereto as Exhibit A.
The term “Receivable File” means any file containing some or all of the following documents: Installment Sale Contract, Certificate of Title, Application for Certificate of Title, Guarantee of Title, Notice of Security Interest, Electronic Title, Lien Receipts, Letter of Guarantee, Odometer Disclosure Statement, Assignment Without Recourse, Agreement to Furnish Insurance, AutoCheck Summary Report, Lien Holders Release Form, Motor Vehicle Registration, Transaction History Screenshot, Due Date Change Request Form, Credit Application contained in the AIS Imaging Site, Links Screenshot, and/or DMS Screenshot. The Receivable File, provided to us by the Company, was represented by the Company to be either the original Receivable File, a copy of the original Receivable File, and/or electronic records contained in the AIS Imaging Site, Links or DMS. We make no representation regarding the validity, enforceability, or authenticity of such Receivable File documents.
The Company is responsible for the Data File.
At the request of the Specified Parties, we performed the following procedures with respect to the Sample Receivables using the Receivable Files.  The absence of any of the noted documents or the inability to agree the indicated information from the Data File to the Receivable File for each of the attributes identified constituted an exception.  The Receivable File documents are listed in the order of priority until such attribute was compared.
Attribute
 
Receivable File
 
Receivable Number
 
Installment Sale Contract
 
Vehicle Identification Number
 
Installment Sale Contract
 
Original Amount Financed
 
Installment Sale Contract
 
Original Term
 
Installment Sale Contract
 
Scheduled Monthly Payment Amount
 
Installment Sale Contract
 
Annual Percentage Rate (“APR”)
 
Installment Sale Contract
 
New vs. Used
 
Installment Sale Contract, Odometer Disclosure Statement
 
Receivable Type (Simple Interest)
 
Installment Sale Contract
 
Contract Date
 
Installment Sale Contract, Agreement to Furnish Insurance and instructions provided by the Company listed below
 
Dealer State
 
Installment Sale Contract
 
Original Maturity Date
 
Links Screenshot
 
2

 

Attribute
 
Receivable File
 
Make/Model
 
Installment Sale Contract, Credit Application, AutoCheck Summary Report, DMS Screenshot
 
First Payment Date
 
Installment Sale Contract and instructions  provided by the Specified Parties listed below
 
Current Maturity Date
 
Links Screenshot, Installment Sale Contract, Due Date Change Request Form (if applicable) and instructions provided by the Company listed below
 
Current Principal Balance
 
Links Screenshot, Transaction History Screenshot and instructions provided by the Company listed below
 
Legal Owner or Lien Holder Name
 
Certificate of Title, Application for Certificate of Title, Guarantee of Title, Notice of Security Interest, Assignment Without Recourse, Motor Vehicle Registration, Lien Holders Release Form, Electronic Title and instructions provided by the Company listed below
 
Presence of Credit Application
 
Credit Application
 
Presence of Certificate of Title
 
Certificate of Title, Application for Certificate of Title, Guarantee of Title, Lien Receipts, Letter of Guarantee, Assignment Without Recourse, Lien Holders Release Form, Electronic Title
 
Presence of Truth-in-Lending Disclosures
 
Installment Sale Contract
 
Presence of Installment Sale Contract
 
Installment Sale Contract
 
For purposes of comparing Contract Date, the Company instructed us to compare the “CONTRACT_DATE” field in the Data File to the corresponding contract date information on the Installment Sale Contract. In the event the contract date information was not available on the Installment Sale Contract, the Company instructed us to compare the “CONTRACT_DATE” field in the Data File to the date of the Agreement to Furnish Insurance.
For purposes of comparing First Payment Date, the Specified Parties instructed us to consider the First Payment Date to be in agreement if the difference between the First Payment Date in the Data File and the First Payment Date on the respective Installment Sale Contract was not greater than three (3) days.
For purposes of comparing Current Maturity Date, the Company instructed us to compare the “CURRENT _MATURITY_DATE” field in the Data File to the corresponding current maturity date information in the Links Screenshot. In the event the “CURRENT_MATURITY_DATE” field in the Data File did not agree with the corresponding current maturity date information in the Links Screenshot, the Company instructed us to recompute the Current Maturity Date by adding the Original Term on the Installment Sale Contract to the First Payment Date on the Installment Sale Contract or on the Due Date Change Request Form, if applicable.
For purposes of comparing Current Principal Balance, the Company instructed us to compare the “CURR_BAL” field in the Data File to the corresponding current principal balance information in the Links Screenshot. In the
3


event the “CURR_BAL” field in the Data File did not agree with the corresponding information in the Links Screenshot, the Company instructed us to compare the “CURR_BAL” field in the Data File to the corresponding information in the Transaction History Screenshot, excluding any payments made after the Cutoff Date (identified as transactions with inputs in the “Payment Amt” field after the Cutoff Date in the Transaction History Screenshot).
For purposes of comparing Legal Owner or Lien Holder Name, the Company instructed us that the names “Gateway One,” “Gateway One Lending/Fin,” “Gateway One Lending Finance,” “Gateway One Lending,” “Gateway One Lending And Finance,” “Gateway One Lending Fin,” “Gateway One LNDNG & FIN LLC,” “Gateway One Lending And Fin,” “Gateway One Lend And Fin,” “GOLF,” “GATEWAYONE,” “GATEWAY ONE LENDING AND FINANCING LLC,” “Gateway One Lending & Finance, LLC,” “Gateway One L&F,” “Gateway 1 Lending & Finance,” “G.O.L.F,” “GatewayOne Lending,” “Gateway One Lending & Finance,” “Gateway One Lending & Finance TFC,” and “Gateway One Lending + Finance” were acceptable Legal Owner or Lien Holder Names for the Company.
The information regarding the Sample Receivables was found to be in agreement with the respective information in the Receivable Files, except as noted in Exhibit B. There were no conclusions that resulted from these procedures.
We were not engaged to, and did not, conduct an audit, examination or review, the objective of which would be the expression of an opinion or conclusion on 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 to you.
The procedures performed were applied based on the information included in the Data File or instructions provided by the Company or Specified Parties, without verification or evaluation of such information or instructions by us; therefore, we express no opinion or any other form of assurance regarding, (i) the physical existence of the Receivables, (ii) the reasonableness of the instructions provided by the Company or Specified Parties, (iii) the reliability or accuracy of the Data File, the Receivable Files, or data and documents furnished to us by the Company which were 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 a nationally recognized statistical rating organization (“NRSRO”).
The terms of our engagement are such that we have no obligation to update this report because of events and transactions 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 and NRSROs, 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/ KPMG LLP
November 21, 2016
4


Exhibit A

The Sample Receivables
 
Sample Receivable Number
 
Receivable
Number
Sample Receivable Number
 
Receivable
Number
Sample Receivable Number
 
Receivable Number
1
XXXXXXXXXX4014
51
XXXXXXXXXX1088
101
XXXXXXXXXX4344
2
XXXXXXXXXX2481
52
XXXXXXXXXX7199
102
XXXXXXXXXX3704
3
XXXXXXXXXX3498
53
XXXXXXXXXX0924
103
XXXXXXXXXX4854
4
XXXXXXXXXX3395
54
XXXXXXXXXX4488
104
XXXXXXXXXX0714
5
XXXXXXXXXX9959
55
XXXXXXXXXX5178
105
XXXXXXXXXX9003
6
XXXXXXXXXX5573
56
XXXXXXXXXX0385
106
XXXXXXXXXX7215
7
XXXXXXXXXX3047
57
XXXXXXXXXX5818
107
XXXXXXXXXX1404
8
XXXXXXXXXX9762
58
XXXXXXXXXX0902
108
XXXXXXXXXX4027
9
XXXXXXXXXX9033
59
XXXXXXXXXX7368
109
XXXXXXXXXX4906
10
XXXXXXXXXX3369
60
XXXXXXXXXX5627
110
XXXXXXXXXX0951
11
XXXXXXXXXX5059
61
XXXXXXXXXX8665
111
XXXXXXXXXX5114
12
XXXXXXXXXX5068
62
XXXXXXXXXX3721
112
XXXXXXXXXX9793
13
XXXXXXXXXX3470
63
XXXXXXXXXX3989
113
XXXXXXXXXX6562
14
XXXXXXXXXX3701
64
XXXXXXXXXX7837
114
XXXXXXXXXX4869
15
XXXXXXXXXX0611
65
XXXXXXXXXX8467
115
XXXXXXXXXX7910
16
XXXXXXXXXX3368
66
XXXXXXXXXX0973
116
XXXXXXXXXX5045
17
XXXXXXXXXX9035
67
XXXXXXXXXX8324
117
XXXXXXXXXX1983
18
XXXXXXXXXX2332
68
XXXXXXXXXX6526
118
XXXXXXXXXX0762
19
XXXXXXXXXX0844
69
XXXXXXXXXX8497
119
XXXXXXXXXX4701
20
XXXXXXXXXX6993
70
XXXXXXXXXX6816
120
XXXXXXXXXX3586
21
XXXXXXXXXX1161
71
XXXXXXXXXX7089
121
XXXXXXXXXX7573
22
XXXXXXXXXX5262
72
XXXXXXXXXX9189
122
XXXXXXXXXX4115
23
XXXXXXXXXX1502
73
XXXXXXXXXX7095
123
XXXXXXXXXX1532
24
XXXXXXXXXX8729
74
XXXXXXXXXX4652
124
XXXXXXXXXX3314
25
XXXXXXXXXX1848
75
XXXXXXXXXX7980
125
XXXXXXXXXX6911
26
XXXXXXXXXX4518
76
XXXXXXXXXX7476
126
XXXXXXXXXX3488
27
XXXXXXXXXX0133
77
XXXXXXXXXX6989
127
XXXXXXXXXX6086
28
XXXXXXXXXX5509
78
XXXXXXXXXX7197
128
XXXXXXXXXX2868
29
XXXXXXXXXX6713
79
XXXXXXXXXX8029
129
XXXXXXXXXX7067
30
XXXXXXXXXX7821
80
XXXXXXXXXX2182
130
XXXXXXXXXX5542
31
XXXXXXXXXX5283
81
XXXXXXXXXX9167
131
XXXXXXXXXX9108
32
XXXXXXXXXX8319
82
XXXXXXXXXX8563
132
XXXXXXXXXX9554
33
XXXXXXXXXX9267
83
XXXXXXXXXX7421
133
XXXXXXXXXX9813
34
XXXXXXXXXX0908
84
XXXXXXXXXX1247
134
XXXXXXXXXX6607
35
XXXXXXXXXX6174
85
XXXXXXXXXX6859
135
XXXXXXXXXX4931
36
XXXXXXXXXX1787
86
XXXXXXXXXX4956
136
XXXXXXXXXX8917
37
XXXXXXXXXX5071
87
XXXXXXXXXX1457
137
XXXXXXXXXX7759
38
XXXXXXXXXX5969
88
XXXXXXXXXX2194
138
XXXXXXXXXX9573
39
XXXXXXXXXX6249
89
XXXXXXXXXX4879
139
XXXXXXXXXX0859
40
XXXXXXXXXX9590
90
XXXXXXXXXX5161
140
XXXXXXXXXX8800
41
XXXXXXXXXX2466
91
XXXXXXXXXX0700
141
XXXXXXXXXX4737
42
XXXXXXXXXX3897
92
XXXXXXXXXX8921
142
XXXXXXXXXX8118
43
XXXXXXXXXX5878
93
XXXXXXXXXX9977
143
XXXXXXXXXX1799
44
XXXXXXXXXX7129
94
XXXXXXXXXX2527
144
XXXXXXXXXX3067
45
XXXXXXXXXX8705
95
XXXXXXXXXX6569
145
XXXXXXXXXX1058
46
XXXXXXXXXX6513
96
XXXXXXXXXX3531
146
XXXXXXXXXX1082
47
XXXXXXXXXX7952
97
XXXXXXXXXX0933
147
XXXXXXXXXX2353
48
XXXXXXXXXX4019
98
XXXXXXXXXX8613
148
XXXXXXXXXX3839
49
XXXXXXXXXX7928
99
XXXXXXXXXX2351
149
XXXXXXXXXX6866
50
XXXXXXXXXX1761
100
XXXXXXXXXX3766
150
XXXXXXXXXX9661
 


Exhibit B
Exceptions List
Sample Receivable Number
Receivable Number
Attribute
Per Data File
Per Receivable File
43
XXXXXXXXXX5878
Make/Model
Tuscon
Elantra
44
XXXXXXXXXX7129
Contract Date
8/29/2016
8/26/2016
84
XXXXXXXXXX1247
Contract Date
8/9/2016
8/6/2016
96
XXXXXXXXXX3531
Vehicle Identification Number
Redacted
Redacted
114
XXXXXXXXXX4869
New vs. Used
New
Used
125
XXXXXXXXXX6911
Contract Date
9/2/2016
Not Available
136
XXXXXXXXXX8917
New vs. Used
New
Used
141
XXXXXXXXXX4737
Contract Date
10/20/2016
10/18/2016
146
XXXXXXXXXX1082
Vehicle Identification Number
Redacted
Redacted
147
XXXXXXXXXX2353
Contract Date
10/31/2016
10/25/2016

 
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