EX-99.1 2 exhibit99-1.htm REPORT OF INDEPENDENT ACCOUNTANTS
Exhibit 99.1







 
Verizon Owner Trust 2020-C
Asset Backed Notes
Sample Receivable Agreed-Upon Procedures

Report To:
Cellco Partnership
Verizon ABS LLC

16 October 2020
 




 
Ernst & Young LLP
5 Times Square
New York, NY 10036-6530
Tel: +1 212 773 3000
Fax: +1 212 773 6350
ey.com


Report of Independent Accountants on Applying Agreed-Upon Procedures


Cellco Partnership
Verizon ABS LLC
1 Verizon Way
Basking Ridge, New Jersey 07920


Re:
Verizon Owner Trust 2020-C (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 by Cellco Partnership d/b/a Verizon Wireless (the “Sponsor”), Verizon ABS LLC (the “Depositor”), BofA Securities, Inc. (“BofA Securities”), Mizuho Securities USA LLC (“Mizuho Securities”), Wells Fargo Securities, LLC (“Wells Fargo Securities”) and Loop Capital Markets LLC (“Loop Capital,” together with the Sponsor, Depositor, BofA Securities, Mizuho Securities and Wells Fargo Securities, the “Specified Parties”), solely to assist the Specified Parties in evaluating certain information relating to a revolving pool of device payment plan agreements (the “Receivables”) relating to the Issuing Entity’s securitization transaction.  This agreed‑upon procedures engagement was conducted in accordance with attestation standards established by the American Institute of Certified Public Accountants.  The sufficiency of the procedures is solely the responsibility of the Specified Parties.  Consequently, we make no representation regarding the sufficiency 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 3
 

For the purpose of the procedures described in this report, the Sponsor, on behalf of the Depositor, provided us with:
a.
An electronic data file labeled “LoanTape_VZOT2020-C_ABR.txt” and the corresponding record layout and decode information, as applicable (the “Preliminary Data File”), that the Sponsor, on behalf of the Depositor, indicated contains information relating to certain device payment plan agreements (the “Preliminary Receivables”) as of 15 September 2020 (the “Statistical Cutoff Date”) that are expected to be representative of the Receivables,
b.
A servicing system extraction file labeled “VZOT 2020-C EY Random Sample EY Vision Reports Created 9-21-2020.xlsx” containing:

i.
Tabs:

(1)
Labeled “East Line Info”

(2)
Labeled “North Line Info” and

(3)
Labeled “West Line Info”
and the corresponding record layout and decode information, as applicable (collectively, the “Vision Files”), that the Sponsor, on behalf of the Depositor, indicated contain information from the Sponsor’s computerized loan servicing system (the “Vision System”) relating to the Matching Preliminary Sample Receivables (as defined in Attachment A) and

ii.
Tabs:

(1)
Labeled “East SPOSFO”

(2)
Labeled “North SPOSFO” and

(3)
Labeled “West SPOSFO”
and the corresponding record layout and decode information, as applicable (collectively, the “Vision Extract Files”), that the Sponsor, on behalf of the Depositor, indicated contain insurance indicator information from the Vision System relating to certain Sample Receivables (as defined in Attachment A),
c.
A servicing system extraction file labeled “VZOT 2020-C EY Random Sample (1000) FICOs.xlsx” and the corresponding record layout and decode information, as applicable (the “Data Warehouse File”), that the Sponsor, on behalf of the Depositor, indicated contains FICO score information from the Vision System relating to the Sample Receivables,
d.
Imaged copies of:

i.
The retail installment contract or installment loan agreement (collectively and as applicable, the “Contract”) and

ii.
Certain printed screen shots from the Vision System and the corresponding record layout and decode information (the “System Screen Shots,” together with the Contract, Vision Files, Vision Extract Files and Data Warehouse File, the “Sources”)
that the Sponsor, on behalf of the Depositor, indicated relate to each Sample Receivable,
e.
The list of relevant characteristics (the “Sample Characteristics”) on the Preliminary Data File, which is shown on Exhibit 1 to Attachment A, and
f.
Instructions, assumptions and methodologies, which are described in Attachment A.

 Page 3 of 3
 

The procedures included in Attachment A were limited to comparing or recalculating certain information that is further described in Attachment A.  The Depositor is responsible for the Preliminary Data File, Sources, 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 Sources or any other information provided to us 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 Receivables or Receivables, (b) questions of legal or tax interpretation and (c) the 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.

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 American Institute of Certified Public Accountants 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.

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.

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

16 October 2020



 Attachment A


Procedures performed and our associated findings

1.
As instructed by the Sponsor, on behalf of the Depositor, we randomly selected a sample of 4,000 Preliminary Receivables from the Preliminary Data File (the “Preliminary 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 Preliminary Sample Receivables or the methodology they instructed us to use to select the Preliminary Sample Receivables from the Preliminary Data File.

2.
For each Preliminary Sample Receivable, we compared the LOAN_NUM (the “Receivable Number”), as shown on the Preliminary Data File, to the corresponding INSTALL_LOAN_NO, as shown on the Vision Files, and noted that all of the Preliminary Sample Receivables were included on both the Preliminary Data File and Vision Files (the “Matching Preliminary Sample Receivables”).

3.
As instructed by the Sponsor, on behalf of the Depositor, we randomly selected a sample of 1,000 Matching Preliminary Sample Receivables (the “Sample Receivables”) from the Preliminary Data File.  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.  The Sponsor, on behalf of the Depositor, instructed us not to perform any procedures on the 3,000 Matching Preliminary Sample Receivables that are not Sample Receivables.

For the purpose of the procedures described in this report, the 1,000 Sample Receivables are referred to as Sample Receivable Numbers 1 through 1,000.

4.
For each Sample Receivable, we compared the Sample Characteristics listed on Exhibit 1 to Attachment A, as shown on the Preliminary Data File, to the corresponding information located on, or to the corresponding information we recalculated using information located on, the Sources, 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(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 in agreement.


Exhibit 1 to Attachment A
Page 1 of 5


Sample Characteristics and Sources

Sample Characteristic                                                      
 
Preliminary
Data File Field Name                                                      
 
Source(s)                                                            
 
Note(s)
             
Receivable Number
 
LOAN_NUM
 
Contract, Vision Files, Vision Extract Files and Data Warehouse File
 
i.
Interest rate
 
INTEREST_RATE
 
Contract
   
Original loan amount
 
INSTALL_LOAN_AMT
 
Contract
   
Phone cost
 
LOAN_TAX_BASE_AMT
 
(a)    Contract or
(b)    Contract and recalculation
 
ii.
Monthly payment amount
 
LOAN_MONTHLY_PMT_AMT
 
Contract or System Screen Shots
 
iii.
Loan first payment amount
 
LOAN_FIRST_COLL_AMT
 
Contract or System Screen Shots
 
iii.
Payment frequency
 
PAYMENT_FREQUENCY
 
Contract
   
Down payment amount
 
LOAN_DOWN_PMT_AMT
 
Contract
   
FICO score
 
FICO_SCORE
 
Data Warehouse File
 
iv.
Customer ID
 
CUST_ID
 
Vision Files
 
v.
Account number
 
ACCT_NUM
 
Vision Files
 
v.
Customer type
 
VSN_CUST_TYPE_CD
 
Vision Files or System Screen Shots
 
iii., v.
State
 
STATE_CODE
 
Vision Files or System Screen Shots
 
iii., v.
Customer establish date
 
OLDEST_CUST_EST_DT
 
Vision Files or System Screen Shots
 
iii., v.
Account establish date
 
ACCT_ESTB_DT
 
Vision Files
 
v.
Date of loan origination
 
LOAN_CUST_SLS_DT
 
Vision Files
 
v.
Number of lines in service on account
 
TOTAL_ACTV_LINE_CNT
 
Vision Files or System Screen Shots
 
iii., v.
Number of device payments on account
 
TOTAL_ACTV_LOAN_CNT
 
Vision Files or System Screen Shots
 
iii., v., vi.
Last payment tender type
 
LAST_PMT_TENDER_DESC
 
Vision Files or System Screen Shots
 
iii., v., vii.
Description of retail outlet
 
CHANNEL
 
Vision Files
 
v., viii.
             



Exhibit 1 to Attachment A
Page 2 of 5

Sample Characteristic                                                      
 
Preliminary
Data File Field Name                                                      
 
Source(s)                                                            
 
Note(s)
Original tenure classification
 
TENURE_CUSTESTB_TO_SLS
 
(a)    Vision Files and recalculation or
(b)    Vision Files, System Screen Shots and recalculation
 
ix.
Current loan balance
 
LOAN_OUTST_BAL_AMT
 
(a)    Vision Files and recalculation or
(b)    Vision Files, System Screen Shots and recalculation
 
x.
Insurance indicator
 
INSURANCE_IND
 
Vision Files, Vision Extract Files or System Screen Shots
 
iii., xi.

Notes:

i.
For identification purposes only.

ii.
For the purpose of comparing the phone cost Sample Characteristic for each Sample Receivable, the Sponsor, on behalf of the Depositor, instructed us to use the total sales price value or retail price value, as applicable, as shown in the Contract, or, if the Contract did not contain the total sales price value or retail price value, the Sponsor, on behalf of the Depositor, instructed us to recalculate the phone cost by adding the:

a.
Original loan amount and

b.
Down payment amount,
both as shown in the Contract.

iii.
For the purpose of comparing the indicated Sample Characteristics for each Sample Receivable, the Sponsor, on behalf of the Depositor, instructed us to note agreement if the value on the Preliminary Data File agreed to the corresponding information on at least one such Source, subject to the additional instruction(s) described in the succeeding paragraph(s) of this note (and in accordance with any other applicable note(s)). We performed no procedures to reconcile any differences that may exist relating to the information shown on the Sources.

The Sponsor, on behalf of the Depositor, indicated that certain of the System Screen Shots contained account activity that occurred after the Statistical Cutoff Date.  For the purpose of comparing the indicated Sample Characteristics for each Sample Receivable, the Sponsor, on behalf of the Depositor, instructed us to only consider account activity shown in the System Screen Shots that occurred on or prior to the Statistical Cutoff Date.


Exhibit 1 to Attachment A
Page 3 of 5

Notes(continued)

iv.
For the purpose of comparing the FICO score Sample Characteristic for each Sample Receivable, the Sponsor, on behalf of the Depositor, instructed us to note agreement with a FICO score value of “0,” as shown on the Preliminary Data File, if the corresponding FICO score value, as shown on the Data Warehouse File, was “?.”

v.
For the purpose of comparing the indicated Sample Characteristics for each Sample Receivable, the Sponsor, on behalf of the Depositor, instructed us to use the field name on the Vision Files corresponding to the Sample Characteristic, in accordance with the decode table shown below (and in accordance with any other applicable note(s)):

Sample Characteristic                                                                              
 
Vision Files Field Name  
     
Customer ID
 
CUST_ID_NO
Account number
 
ACCT_NO
Customer type
 
CUST_TYP_CD
State
 
ST_CD
Customer establish date
 
ORIG_EFF_DT
Account establish date
 
ESTAB_DT
Date of loan origination
 
LOAN_CUST_SLS_DT
Number of lines in service on account
 
ACTIVE_MTNS_QTY
Number of device payments on account
 
LOANS_PER_CUST
Last payment tender type
 
PMT_MEDIA_CD
Description of retail outlet
 
SLS_DIST_CHNL_DSC

vi.
For the purpose of comparing the number of device payments on account Sample Characteristic for each Sample Receivable, the Sponsor, on behalf of the Depositor, instructed us to use the number of device payments on account with an agreement status of “Active,” as shown in the System Screen Shots (and in accordance with any other applicable note(s)).

vii.
For the purpose of comparing the last payment tender type Sample Characteristic for each Sample Receivable, the Sponsor, on behalf of the Depositor, instructed us to note agreement:

a.
With a last payment tender type value of “?,” as shown on the Preliminary Data File, if the corresponding last payment tender type value, as shown on the applicable Source, was <blank> or

b.
If the last payment tender type value on the Preliminary Data File agreed to any of the corresponding information in the System Screen Shots
(and in accordance with any other applicable note(s)).

We performed no procedures to reconcile any differences that may exist relating to the information shown in the System Screen Shots.

Exhibit 1 to Attachment A
Page 4 of 5

Notes(continued)

viii.
For the purpose of comparing the description of retail outlet Sample Characteristic for each Sample Receivable, the Sponsor, on behalf of the Depositor, instructed us to ignore differences due to abbreviations, truncations and spacing (and in accordance with any other applicable note(s)).

ix.
For each Sample Receivable, the Sponsor, on behalf of the Depositor, instructed us to calculate the tenure (the “Tenure”) as the difference in days between the:

a.
Date of loan origination, as shown on the Vision Files, and

b.
Customer establish date, as shown on the Vision Files or System Screen Shots, as applicable (and in accordance with any other applicable note(s)).

For the purpose of comparing the original tenure classification Sample Characteristic for each Sample Receivable, the Sponsor, on behalf of the Depositor, instructed us to note agreement if the original tenure classification value, as shown on the Preliminary Data File, agreed with the corresponding Tenure value, as calculated in the preceding paragraph(s) of this note, in accordance with the decode table shown below:

Tenure                                      
 
Preliminary Data File Value
     
Less than 210
 
New
210 to 364
 
Exist 8-12 Mo
365 to 729
 
Exist 1-2 Yr
730 to 1,094
 
Exist 2-3 Yr
1,095 to 1,459
 
Exist 3-4 Yr
1,460 to 1,824
 
Exist 4-5 Yr
Greater than 1,824
 
Exist 5+ Yr

x.
For the purpose of comparing the current loan balance Sample Characteristic for each Sample Receivable, the Sponsor, on behalf of the Depositor, instructed us to recalculate the current loan balance by subtracting the:

a.
TOT_APPLIED_PMT_AMT from

b.
INSTALL_LOAN_AMT,
both as shown on the Vision Files, subject to the additional instruction(s) described in the succeeding paragraph(s) of this note.

The Sponsor, on behalf of the Depositor, indicated that the Vision Files contained account activity that occurred after the Statistical Cutoff Date for certain Sample Receivables.  For the purpose of recalculating the current loan balance Sample Characteristics for certain Sample Receivables, the Sponsor, on behalf of the Depositor, instructed us to add the monthly payment amount that occurred after the Statistical Cutoff Date, as shown in the System Screen Shots, to the result obtained in above.


Exhibit 1 to Attachment A
Page 5 of 5
Notes(continued)

xi.
For the purpose of comparing the insurance indicator Sample Characteristic for each Sample Receivable, the Sponsor, on behalf of the Depositor, instructed us to note agreement if the insurance indicator value, as shown on the Preliminary Data File, agreed with the corresponding insurance indicator value, as shown on the applicable Source, in accordance with the decode table shown below (and in accordance with any other applicable note(s)):

Preliminary
Data File Value
 
 
Source Value                                                                                                                    
 
 
Source                        
         
Multi-line Insurance
 
DESC value of:
    “TOTAL MOBILE PROTECTION MULTI-DEVICE $45,”
    “TOTAL MOBILE PROTECTION MULTI-DVC FL $45,”
    “TOTAL MOBILE PROTECTION MULTI-DEVICE ADD,”
    “TOTAL MOBILE PROTECTION MULTI-DEVICE $39,”
    “VERIZON PROTECT MULTI-DEVICE $50” or
    “VERIZON PROTECT MULTI-DEVICE FL $50”

 
Vision Extract Files
Multi-line Insurance
 
Description value of:
    “ALB - TOTAL MOBILE PROTECT MULTI-DVC” or
    “ALB - Verizon Protect Multi‑DVC”

 
System Screen Shots
No Insurance
 
OFFERING_DSC value of <blank>

 
Vision Files
Line level Insurance
 
DESC value other than:
    “TOTAL MOBILE PROTECTION MULTI-DEVICE $45,”
    “TOTAL MOBILE PROTECTION MULTI-DVC FL $45,”
    “TOTAL MOBILE PROTECTION MULTI-DEVICE ADD,”
    “TOTAL MOBILE PROTECTION MULTI-DEVICE $39,”
    “VERIZON PROTECT MULTI-DEVICE $50” or
    “VERIZON PROTECT MULTI-DEVICE FL $50”

 
Vision Extract Files
Line level Insurance
 
Description value other than:
    “ALB - TOTAL MOBILE PROTECT MULTI-DVC” or
    “ALB - Verizon Protect Multi‑DVC”

 
System Screen Shots
Line level Insurance
 
OFFERING_DSC value other than <blank>
 
Vision Files

We performed no procedures to reconcile any differences that may exist relating to the information shown on the Sources.

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.