0000929638-23-001050.txt : 20230331 0000929638-23-001050.hdr.sgml : 20230331 20230331111532 ACCESSION NUMBER: 0000929638-23-001050 CONFORMED SUBMISSION TYPE: 10-K PUBLIC DOCUMENT COUNT: 8 CONFORMED PERIOD OF REPORT: 20221231 0001654238 0001541713 FILED AS OF DATE: 20230331 DATE AS OF CHANGE: 20230331 ABS ASSET CLASS: Auto loans FILER: COMPANY DATA: COMPANY CONFORMED NAME: Exeter Automobile Receivables Trust 2022-6 CENTRAL INDEX KEY: 0001954436 STANDARD INDUSTRIAL CLASSIFICATION: ASSET-BACKED SECURITIES [6189] STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 10-K SEC ACT: 1934 Act SEC FILE NUMBER: 333-233850-11 FILM NUMBER: 23784761 BUSINESS ADDRESS: STREET 1: 2101 W. JOHN CARPENTER FREEWAY CITY: IRVING STATE: TX ZIP: 75063 BUSINESS PHONE: (214) 572-8276 MAIL ADDRESS: STREET 1: 2101 W. JOHN CARPENTER FREEWAY CITY: IRVING STATE: TX ZIP: 75063 10-K 1 a10k.htm

UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
 
FORM 10-K
(Mark One)
 
ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934

For the fiscal year ended December 31, 2022
or

TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934

For the transition period from _______ to _______
 
Commission file number of issuing entity: 333-233850-11
Commission file number of depositor: 333-233850
 
EXETER AUTOMOBILE RECEIVABLES TRUST 2022-6
(Exact name of issuing entity as specified in its charter)
Central Index Key Number of issuing entity: 0001954436
 
EFCAR, LLC
(Exact name of depositor and registrant as specified in its charter)
Central Index Key Number of depositor and registrant: 0001654238
 
EXETER FINANCE LLC
(Exact name of sponsor as specified in its charter)
Central Index Key Number of sponsor: 0001541713
 
Delaware
(State or other jurisdiction of
incorporation or organization of issuing entity)
45-2673519
87-1282467
(I.R.S. Employer
Identification No. of issuing entity)
   
c/o Exeter Finance LLC
2101 W. John Carpenter Freeway
Irving, Texas
(Address of principal executive offices of issuing entity)
 
75063
(Zip Code)
 
 
 
Registrant’s telephone number, including area code: (214) 572-8256
 
Securities registered pursuant to Section 12(b) of the Act: None

Title of each class
Trading Symbol(s)
Name of each exchange on which registered
Not applicable
Not applicable
Not applicable

Securities registered pursuant to Section 12(g) of the Act: None
 
Indicate by check mark if the registrant is a well-known seasoned issuer, as defined in Rule 405 of the Securities Act.
☐Yes          ☒No
Indicate by check mark if the registrant is not required to file reports pursuant to Section 13 or Section 15(d) of the Act.
☐Yes          ☒No
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
Indicate by check mark whether the registrant has submitted electronically every Interactive Data File required to be submitted pursuant to Rule 405 of Regulation S-T (§232.405 of this chapter) during the preceding 12 months (or for such shorter period that the registrant was required to submit such files).
☐Yes          ☐No


Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer, a non-accelerated filer, a smaller reporting company, or an emerging growth company.  See the definitions of “large accelerated filer,” “accelerated filer,” “smaller reporting company,” and “emerging growth company” in Rule 12b-2 of the Exchange Act.
 
Large accelerated filer   ☐ Accelerated filer  ☐
Non-accelerated filer     ☒
Smaller reporting company ☐
  Emerging growth company ☐

                           
If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act.
                   ☐

Indicate by check mark whether the registrant has filed a report on and attestation to its management’s assessment of the effectiveness of its internal control over financial reporting under Section 404(b) of the Sarbanes-Oxley Act (15 U.S.C. 7262(b)) by the registered public accounting firm that prepared or issued its audit report.

If securities are registered pursuant to Section 12(b) of the Act, indicate by check mark whether the financial statements of the registrant included in the filing reflect the correction of an error to previously issued financial statements.
   

   ☐
 
Indicate by check mark whether any of those error corrections are restatements that required a recovery analysis of incentive-based compensation received by any of the registrant’s executive officers during the relevant recovery period pursuant to §240.10D-1(b).
   

   ☐
 
Indicate by check mark whether the registrant is a shell company (as defined in Rule 12b-2 of the Act).
☐Yes          ☒No

State the aggregate market value of the voting and non-voting common equity held by non-affiliates computed by reference to the price at which the common equity was last sold, or the average bid and asked price of such common equity, as of the last business day of the registrant’s most recently completed second fiscal quarter.
 
Registrant HAS NO VOTING OR NON-VOTING COMMON EQUITY OUTSTANDING HELD BY NON-AFFILIATES.
 
List hereunder the following documents if incorporated by reference and the Part of the Form 10-K (e.g., Part I, Part II, etc.) into which the document is incorporated: (1) Any annual report to security holders; (2) Any proxy or information statement; and (3) Any prospectus filed pursuant to Rule 424(b) or (c) under the Securities Act of 1933.  The listed documents should be clearly described for identification purposes (e.g., annual report to security holders for fiscal year ended December 24, 1980).
 
NOT APPLICABLE.


PART I
The following Items have been omitted in accordance with General Instruction J to Form 10-K:
Item 1.              Business.
Item 1A.        Risk Factors.
Item 2.              Properties.
Item 3.              Legal Proceedings.
Item 1B.                  Unresolved Staff Comments.
None.
Item 4.                       Mine Safety Disclosures.
Not applicable.
The following substitute information is provided in accordance with General Instruction J to Form 10-K:
Item 1112(b) of Regulation AB.  Significant Obligors of Pool Assets.
No single obligor represents 10% or more of the asset pool owned by Exeter Automobile Receivables Trust 2022-6 (the “Trust”).
Item 1114(b)(2) of Regulation AB.  Credit Enhancement and Other Support, Except for Certain Derivatives Instruments.
No entity or group of affiliated entities provides any external credit enhancement or other support with respect to either payment on the pool assets owned by the Trust or payments on the notes (the “Notes”) or the certificates (the “Certificates”) issued by the Trust.
Item 1115(b) of Regulation AB.  Certain Derivatives Instruments.
No entity or group of affiliated entities provides any external derivative instruments to either payment on the pool assets owned by the Trust or payments on the Notes or the Certificates.
Item 1117 of Regulation AB.  Legal Proceedings.
As a consumer finance company, Exeter Finance LLC (“Exeter”) is subject to various consumer claims and litigation seeking damages and statutory penalties, based upon, among other things, usury, disclosure inaccuracies, wrongful repossession, violations of bankruptcy stay provisions, certificate of title disputes, fraud, breach of contract, improper collection practices, credit bureau reporting and discriminatory treatment of credit applicants.  Some litigation against Exeter could take the form of class action complaints by consumers.  As the assignee or purchaser of automobile loan contracts originated indirectly by dealers or originated directly by the direct lender, in each case for sale or assignment to Exeter, Exeter also may be named as a co-defendant in lawsuits filed by consumers principally against such dealers or the direct lender.  The damages and penalties claimed by consumers in these types of matters can be substantial.  The relief requested by plaintiffs varies but can include requests for compensatory, statutory and punitive damages.  Exeter is also party to, or is periodically otherwise involved in, reviews, investigations, examinations and proceedings (both formal and informal), and information-gathering requests, by government and self-regulatory agencies, including the Federal Reserve, the Consumer Financial Protection Bureau, the United States Department of Justice, the U.S. Securities and Exchange Commission, the Federal Trade Commission and various state regulatory and enforcement agencies.  The penalties and remedies sought by government and self-regulatory agencies in these types of matters can be substantial.  Exeter believes that it has taken prudent steps to address and mitigate the litigation and regulatory risks associated with its business activities.  As of the date hereof, Exeter is not subject to litigation or reviews, investigations, examinations or proceedings by government or self-regulatory agencies that individually or in the aggregate would materially adversely affect the holders of the Notes.


PART II
The following Items have been omitted in accordance with General Instruction J to Form 10-K:
Item 5.              Market for Registrant’s Common Equity, Related Stockholder Matters and Issuer Purchases of Equity Securities.
Item 7.              Management’s Discussion and Analysis of Financial Condition and Results of Operations.
Item 7A.        Quantitative and Qualitative Disclosures About Market Risk.
Item 8.              Financial Statements and Supplementary Data.
Item 9.              Changes in and Disagreements With Accountants on Accounting and Financial Disclosure.
Item 9A.        Controls and Procedures.
Item 9B. Other Information.
Nothing to report.

Item 9C. Disclosure Regarding Foreign Jurisdictions that Prevent Inspections.
Not applicable.



PART III
The following Items have been omitted in accordance with General Instruction J to Form 10-K:
Item 10.                    Directors, Executive Officers and Corporate Governance.
Item 11.                    Executive Compensation.
Item 12.                    Security Ownership of Certain Beneficial Owners and Management and Related Stockholder Matters.
Item 13.                    Certain Relationships and Related Transactions, and Director Independence.
Item 14.                    Principal Accountant Fees and Services.
The following substitute information is provided in accordance with General Instruction J to Form 10-K:
Item 1119 of Regulation AB.  Affiliations and Certain Relationships and Related Transactions.
Information required by Item 1119 of Regulation AB has been omitted from this report on Form 10-K in reliance on the Instruction to Item 1119.
Item 1122 of Regulation AB.  Compliance with Applicable Servicing Criteria.
 
Each of Exeter and Citibank, N.A. (“Citibank”) (each, a “Servicing Participant”) has been identified by the registrant as a party participating in the servicing function during the year ended December 31, 2022 (the “2022 Reporting Period”) with respect to the pool assets owned by the Trust.  Each of the Servicing Participants has completed a report on an assessment of compliance with the servicing criteria applicable to such Servicing Participant (each, a “Report on Assessment”) as of December 31, 2022, and for the 2022 Reporting Period.  In addition, each of the Servicing Participants has provided an attestation report (each, an “Attestation Report”) by a registered public accounting firm regarding its Report on Assessment.  Each Report on Assessment and Attestation Report is attached as an exhibit to this Form 10-K.
 
Neither the Report on Assessment nor the Attestation Report for Exeter has identified any material instance of noncompliance with the servicing criteria described in such Report on Assessment as being applicable to Exeter.
 
Neither the Report on Assessment nor the Attestation Report for Citibank has identified any material instance of noncompliance with the servicing criteria described in such Report on Assessment as being applicable to Citibank.
 
Item 1123 of Regulation AB.  Servicer Compliance Statement.
 
Exeter has been identified by the registrant as a servicer during the 2022 Reporting Period with respect to the pool assets owned by the Trust.  Exeter has provided a statement of compliance for the 2022 Reporting Period, signed by an authorized officer, and such compliance statement is attached as an exhibit to this Form 10-K.
 



PART IV
Item 15.  Exhibit and Financial Statement Schedules.
(a)      The following documents are filed as part of this report:

(1)
Not applicable.

(2)
Not applicable.

(3)
See Item 15(b) below.
 (b)      Exhibits Required by Item 601 of Regulation S-K.
Exhibit Number
Description






SIGNATURES
Pursuant to the requirements of Section 13 or 15(d) 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.

                    
EFCAR, LLC
(Depositor)


Date:  March 31, 2023                                                                                                     By: /s/ Ben Miller                         
Ben Miller
Chief Executive Officer
(Senior officer in charge of securitization of the depositor)




SUPPLEMENTAL INFORMATION TO BE FURNISHED WITH REPORTS FILED PURSUANT TO SECTION 15(d) OF THE ACT BY REGISTRANTS WHICH HAVE NOT REGISTERED SECURITIES PURSUANT TO SECTION 12 OF THE ACT
No annual report to security holders, proxy statement, form of proxy or other proxy soliciting material has been sent to security holders or is anticipated to be furnished to security holders subsequent to the filing of this annual report on Form 10-K.



EX-31.1 2 exhibit31-1.htm CERTIFICATION PURSUANT TO SECTION 302 OF THE SARBANES-OXLEY ACT OF 2002, DATED MARCH 31, 2023.
EXHIBIT 31.1

CERTIFICATION PURSUANT TO
SECTION 302 OF THE SARBANES-OXLEY ACT OF 2002


I, Ben Miller, certify that:

1.
I have reviewed this report on Form 10-K and all reports on Form 10-D required to be filed in respect of the period covered by this report on Form 10-K of Exeter Automobile Receivables Trust 2022-6 (the “Exchange Act periodic reports”);

2.
Based on my knowledge, the Exchange Act periodic reports, taken as a whole, do not contain any untrue statement of a material fact or omit to state a material fact necessary to make the statements made, in light of the circumstances under which such statements were made, not misleading with respect to the period covered by this report;

3.
Based on my knowledge, all of the distribution, servicing and other information required to be provided under Form 10-D for the period covered by this report is included in the Exchange Act periodic reports;

4.
Based on my knowledge and the servicer compliance statement required in this report under Item 1123 of Regulation AB, and except as disclosed in the Exchange Act periodic reports, the servicer has fulfilled its obligations under the servicing agreement in all material respects; and

5.
All of the reports on assessment of compliance with servicing criteria for asset-backed securities and their related attestation reports on assessment of compliance with servicing criteria for asset-backed securities required to be included in this report in accordance with Item 1122 of Regulation AB and Exchange Act Rules 13a-18 and 15d-18 have been included as an exhibit to this report, except as otherwise disclosed in this report.  Any material instances of noncompliance described in such reports have been disclosed in this report on Form 10-K.

In giving the certifications above, I have reasonably relied on the information provided to me by the following unaffiliated parties: Citibank, N.A., as indenture trustee of the issuing entity, and Wilmington Trust Company, as owner trustee of the issuing entity.

March 31, 2023                                                                                                                                        By: /s/ Ben Miller                     
Ben Miller
Chief Executive Officer
EFCAR, LLC, as Depositor
(Senior officer in charge of securitization of the depositor)
EX-33.1 3 exhibit33-1.htm MANAGEMENT'S ASSERTION REGARDING COMPLIANCE WITH APPLICABLE SERVICING CRITERIA FOR EXETER FINANCE LLC, DATED MARCH 29, 2023
EXHIBIT 33.1
 
Management's Assertion Regarding Compliance with Applicable Servicing Criteria


1.
Exeter Finance LLC (“Exeter”) is responsible for assessing compliance with the servicing criteria applicable to it under paragraph (d) of Item 1122 of Regulation AB, as of and for the year ended December 31, 2022 (the “Reporting Period”), as set forth in Appendix A hereto. The transactions covered by this report include all publicly issued asset-backed security transactions backed by consumer auto retail installment sale contracts for which Exeter is the servicer (the “Platform”). The individual asset-backed transactions that we have defined as constituting the Platform are included in Appendix B.

2.
Exeter has engaged vendors, which are not servicers as defined in Item 1101(j) of Regulation AB, to perform specific, limited or scripted activities (the “Vendors”), and Exeter elects to take responsibility for assessing compliance with the servicing criteria or portion of the servicing criteria applicable to each such Vendor’s activities as set forth in Appendix A hereto. Exeter has policies and procedures in place to provide reasonable assurance that each such Vendor’s activities comply in all material respects with the servicing criteria or portion of the servicing criteria applicable to each such Vendor.

3.
Except as set forth in paragraph 4 below, Exeter used the criteria set forth in paragraph (d) of Item 1122 of Regulation AB to assess compliance with the applicable servicing criteria.

4.
The criteria listed in the column titled “Inapplicable Servicing Criteria” in Appendix A hereto are inapplicable to Exeter based on the activities it performs, directly or through its Vendors, with respect to the Platform.

5.
Exeter has complied, in all material respects, with the criteria listed as applicable in the first two columns of Appendix A hereto (the “Applicable Servicing Criteria”) as of December 31, 2022 and for the Reporting Period with respect to the Platform taken as a whole.

6.
Exeter has not identified and is not aware of any material instance of noncompliance by the Vendors with regard to the Applicable Servicing Criteria, as of December 31, 2022, and for the Reporting Period with respect to the Platform taken as a whole.

7.
Exeter has not identified any material deficiencies in our policies and procedures to monitor the compliance by the Vendors with the Applicable Servicing Criteria, as of December 31, 2022, and for the Reporting Period with respect to the Platform taken as a whole.

8.
Ernst & Young LLP, a registered public accounting firm has issued an attestation report with respect to our foregoing assessment of compliance as of and for the Reporting Period.


Exeter Finance, LLC
By:
/s/ Ben Miller
Name:
Ben Miller
Title:
Executive Vice President and Treasurer
Date:
March 29, 2023
   




 
APPENDIX A
Applicable Servicing Criteria
 
Reference
Servicing Criteria
Performed Directly by Exeter
Performed by Vendor(s) for which Exeter is the Responsible Party
Performed by Indenture Trustee or Sub-servicer(s) for which Exeter is NOT the Responsible Party
NOT Performed by Exeter, Sub-servicer or Vendor retained by Exeter as Inapplicable Servicing Criteria
           
 
General Servicing Considerations
       
1122(d)(1)(i)
Policies and procedures are instituted to monitor any performance or other triggers and events of default in accordance with the transaction agreements.
X
     
           
1122(d)(1)(ii)
If any material servicing activities are outsourced to third parties, policies and procedures are instituted to monitor the third party's performance and compliance with such servicing activities.
X
     
           
1122(d)(1)(iii)
Any requirements in the transaction agreements to maintain a back-up servicer for the pool assets are maintained.
X
     
           
1122(d)(1)(iv)
A fidelity bond and errors and omissions policy is in effect on the party participating in the servicing function throughout the reporting period in the amount of coverage required by and otherwise in accordance with the terms of the transaction agreements.
     
X
           
1122(d)(1)(v)
Aggregation of information, as applicable, is mathematically accurate and the information conveyed accurately reflects the information.
X
     
           
 
Cash Collection and Administration
       
           
1122(d)(2)(i)
Payments on pool assets are deposited into the appropriate custodial bank accounts and related bank clearing accounts no more than two business days of receipt, or such other number of days specified in the transaction agreements.
X
X1
   
           
1122(d)(2)(ii)
Disbursements made via wire transfer on behalf of an obligor or to an investor are made only by authorized personnel.
X2
 
X
 
           
1122(d)(2)(iii)
Advances of funds or guarantees regarding collections, cash flows or distributions, and any interest or other fees charged for such advances, are made, reviewed and approved as specified in the transaction agreements.
     
X
           
1122(d)(2)(iv)
The related accounts for the transaction, such as cash reserve accounts or accounts established as a form of overcollateralization, are separately maintained (e.g., with respect to commingling of cash) as set forth in the transaction agreements.
X
     
           
1122(d)(2)(v)
Each custodial account is maintained at a federally insured depository institution as set forth in the transaction agreements. For purposes of this criterion, "federally insured depository institution" with respect to a foreign financial institution means a foreign financial institution that meets the requirements of §240.13k-1(b)(1) of this chapter.
X
     
           



1 Certain of the activities described in servicing criterion 1122(d)(2)(i) are outsourced to Vendors and Exeter has elected to take responsibility for assessing such Vendors’ compliance with servicing criterion 1122(d)(2)(i).
2 With respect to remittances, Exeter makes remittances to Wells Fargo Bank, National Association, Computershare Trust Company, National Association, and Citibank, N.A., as indenture trustees.

 
APPENDIX A
Applicable Servicing Criteria
 
Reference
Servicing Criteria
Performed Directly by Exeter
Performed by Vendor(s) for which Exeter is the Responsible Party
Performed by Indenture Trustee or Sub-servicer(s) for which Exeter is NOT the Responsible Party
NOT Performed by Exeter, Sub-servicer or Vendor retained by Exeter as Inapplicable Servicing Criteria
1122(d)(2)(vi)
Unissued checks are safeguarded so as to prevent unauthorized access.
     
X
           
1122(d)(2)(vii)
Reconciliations are prepared on a monthly basis for all asset-backed securities related bank accounts, including custodial accounts and related bank clearing accounts. These reconciliations: (A) are mathematically accurate; (B) are prepared within 30 calendar days after the bank statement cutoff date, or such other number of days specified in the transaction agreements; (C) are reviewed and approved by someone other than the person who prepared the reconciliation; and (D) contain explanations for reconciling items. These reconciling items are resolved within 90 calendar days of their original identification, or such other number of days specified in the transaction agreements.
X
     
           
 
Investor Remittances and Reporting
       
           
1122(d)(3)(i)
Reports to investors, including those to be filed with the Commission, are maintained in accordance with the transaction agreements and applicable Commission requirements. Specifically, such reports (A) are prepared in accordance with the timeframes and other terms set forth in the transaction agreements; (B) provide information calculated in accordance with the terms specified in the transaction agreements; (C) are filed with the Commission as required by its rules and regulations; and (D) agree with the investors' or trustee's records as to the total unpaid principal balance and number of pool assets serviced by the servicer.
X
     
           
1122(d)(3)(ii)
Amounts due to investors are allocated and remitted in accordance with timeframes, distribution priority and other terms set forth in the transaction agreements.
X3
 
X
 
           
1122(d)(3)(iii)
Disbursements made to an investor are posted within two business days to the servicer's investor records, or such other number of days specified in the transaction agreements.
X4
 
X
 
           
1122(d)(3)(iv)
Amounts remitted to investors per the investor reports agree with cancelled checks, or other form of payment, or custodial bank statements.
X5
 
X
 
           
 
Pool Asset Administration
       
           



3 With respect to remittances, Exeter makes remittances to Wells Fargo Bank, National Association, Computershare Trust Company, National Association, and Citibank, N.A., as indenture trustees.
4 With respect to disbursements, Exeter makes disbursements to Wells Fargo Bank, National Association, Computershare Trust Company, National Association, and Citibank, N.A., as indenture trustees.
5 With respect to remittances, Exeter makes remittances to Wells Fargo Bank, National Association, Computershare Trust Company, National Association, and Citibank, N.A., as indenture trustees.

 
APPENDIX A
Applicable Servicing Criteria
 
Reference
Servicing Criteria
Performed Directly by Exeter
Performed by Vendor(s) for which Exeter is the Responsible Party
Performed by Indenture Trustee or Sub-servicer(s) for which Exeter is NOT the Responsible Party
NOT Performed by Exeter, Sub-servicer or Vendor retained by Exeter as Inapplicable Servicing Criteria
1122(d)(4)(i)
Collateral or security on pool assets is maintained as required by the transaction agreements or related pool asset documents.
X
X6
   
           
1122(d)(4)(ii)
Pool assets and related documents are safeguarded as required by the transaction agreements.
X
X7
   
           
1122(d)(4)(iii)
Any additions, removals or substitutions to the asset pool are made, reviewed and approved in accordance with any conditions or requirements in the transaction agreements.
X
     
           
1122(d)(4)(iv)
Payments on pool assets, including any payoffs, made in accordance with the related pool asset documents are posted to the applicable servicer's obligor records maintained no more than two business days after receipt, or such other number of days specified in the transaction agreements, and allocated to principal, interest or other items (e.g., escrow) in accordance with the related pool asset documents.
X
X8
   
           
1122(d)(4)(v)
The servicer's records regarding the pool assets agree with the servicer's records with respect to an obligor's unpaid principal balance.
X
     
           
1122(d)(4)(vi)
Changes with respect to the terms or status of an obligor's pool asset (e.g., loan modifications or re-agings) are made, reviewed and approved by authorized personnel in accordance with the transaction agreements and related pool asset documents.
X
X9
   
           
1122(d)(4)(vii)
Loss mitigation or recovery actions (e.g., forbearance plans, modifications and deeds in lieu of foreclosure, foreclosures and repossessions, as applicable) are initiated, conducted and concluded in accordance with the timeframes or other requirements established by the transaction agreements.
X
X10
   
           



6 Certain of the activities described in servicing criterion 1122(d)(4)(i) are outsourced to Vendors and Exeter has elected to take responsibility for assessing such Vendors’ compliance with servicing criterion 1122(d)(4)(i).
7 Certain of the activities described in servicing criterion 1122(d)(4)(ii) are outsourced to Vendors and Exeter has elected to take responsibility for assessing such Vendors’ compliance with servicing criterion 1122(d)(4)(ii).
8 Certain of the activities described in servicing criterion 1122(d)(4)(iv) are outsourced to Vendors and Exeter has elected to take responsibility for assessing such Vendors’ compliance with servicing criterion 1122(d)(4)(iv).
9 Certain of the activities described in servicing criterion 1122(d)(4)(vi) are outsourced to Vendors and Exeter has elected to take responsibility for assessing such Vendors’ compliance with servicing criterion 1122(d)(4)(vi).
10 Certain of the activities described in servicing criterion 1122(d)(4)(vii) are outsourced to Vendors and Exeter has elected to take responsibility for assessing such Vendors’ compliance with servicing criterion 1122(d)(4)(vii).

 
APPENDIX A
Applicable Servicing Criteria
 
Reference
Servicing Criteria
Performed Directly by Exeter
Performed by Vendor(s) for which Exeter is the Responsible Party
Performed by Indenture Trustee or Sub-servicer(s) for which Exeter is NOT the Responsible Party
NOT Performed by Exeter, Sub-servicer or Vendor retained by Exeter as Inapplicable Servicing Criteria
1122(d)(4)(viii)
Records documenting collection efforts are maintained during the period a pool asset is delinquent in accordance with the transaction agreements. Such records are maintained on at least a monthly basis, or such other period specified in the transaction agreements, and describe the entity's activities in monitoring delinquent pool assets including, for example, phone calls, letters and payment rescheduling plans in cases where delinquency is deemed temporary (e.g., illness or unemployment).
X
X11
   
           
1122(d)(4)(ix)
Adjustments to interest rates or rates of return for pool assets with variable rates are computed based on the related pool asset documents.
     
X
           
1122(d)(4)(x)
Regarding any funds held in trust for an obligor (such as escrow accounts): (A) such funds are analyzed, in accordance with the obligor's pool asset documents, on at least an annual basis, or such other period specified in the transaction agreements; (B) interest on such funds is paid, or credited, to obligors in accordance with the applicable pool asset documents and state laws; and (C) such funds are returned to the obligor within 30 calendar days of full repayment of the related pool asset, or such other number of days specified in the transaction agreements.
     
X
           
1122(d)(4)(xi)
Payments made on behalf of an obligor (such as tax or insurance payments) are made on or before the related penalty or expiration dates, as indicated on the appropriate bills or notices for such payments, provided that such support has been received by the servicer at least 30 calendar days prior to these dates, or such other number of days specified in the transaction agreements.
     
X
           
1122(d)(4)(xii)
Any late payment penalties in connection with any payment to be made on behalf of an obligor are paid from the servicer's funds and not charged to the obligor, unless the late payment was due to the obligor's error or omission.
     
X
           
1122(d)(4)(xiii)
Disbursements made on behalf of an obligor are posted within two business days to the obligor's records maintained by the servicer, or such other number of days specified in the transaction agreements.
     
X
           
1122(d)(4)(xiv)
Delinquencies, charge-offs and uncollectible accounts are recognized and recorded in accordance with the transaction agreements.
X
     
           



11 Certain of the activities described in servicing criterion 1122(d)(4)(viii) are outsourced to Vendors and Exeter has elected to take responsibility for assessing such Vendors’ compliance with servicing criterion 1122(d)(4)(viii).

 
APPENDIX A
Applicable Servicing Criteria
 
Reference
Servicing Criteria
Performed Directly by Exeter
Performed by Vendor(s) for which Exeter is the Responsible Party
Performed by Indenture Trustee or Sub-servicer(s) for which Exeter is NOT the Responsible Party
NOT Performed by Exeter, Sub-servicer or Vendor retained by Exeter as Inapplicable Servicing Criteria
1122(d)(4)(xv)
Any external enhancement or other support, identified in Item 1114(a)(1) through (3) or Item 1115 of this Regulation AB, is maintained as set forth in the transaction agreements.
     
X
 

 

 

 

Appendix B: Asset Backed Transactions Constituting the Platform

 
Trustee
Securitization
Applicable from date
Applicable to date
1.
Wells Fargo, National Association/Computershare Trust Company, National Association
Exeter Automobile Receivables Trust 2020-3
01/2022
12/2022
2.
Citibank, N.A.
Exeter Automobile Receivables Trust 2021-1
01/2022
12/2022
3.
Wells Fargo, National Association/Computershare Trust Company, National Association
Exeter Automobile Receivables Trust 2021-2
01/2022
12/2022
4.
Citibank, N.A.
Exeter Automobile Receivables Trust 2021-3
01/2022
12/2022
5.
Citibank, N.A.
Exeter Automobile Receivables Trust 2021-4
01/2022
12/2022
6.
Citibank, N.A.
Exeter Automobile Receivables Trust 2022-1
02/2022
12/2022
7.
Citibank, N.A.
Exeter Automobile Receivables Trust 2022-2
04/2022
12/2022
8.
Citibank, N.A.
Exeter Automobile Receivables Trust 2022-3
06/2022
12/2022
9.
Citibank, N.A.
Exeter Automobile Receivables Trust 2022-4
08/2022
12/2022
10.
Citibank, N.A.
Exeter Automobile Receivables Trust 2022-5
10/2022
12/2022
11.
Citibank, N.A.
Exeter Automobile Receivables Trust 2022-6
12/2022
12/2022

 
EX-33.2 4 exhibit33-2.htm REPORT ON ASSESSMENT OF COMPLIANCE WITH APPLICABLE SERVICING CRITERIA FOR CITIBANK, DATED MARCH 2, 2023.
EXHIBIT 33.2

MANAGEMENT’S ASSERTION OF COMPLIANCE

Management of the Agency and Trust division of Citibank, N.A. (or “Company”) is responsible for assessing compliance with the servicing criteria set forth in Item 1122(d) of Regulation AB promulgated by the Securities and Exchange Commission.

Management has determined that the servicing criteria in Item 1122(d) of Regulation AB are applicable in regard to the servicing platform as of and for the period as follows:

Platform: Publicly-issued (i.e., transaction-level reporting initially required under the Securities Exchange Act of 1934, as amended) and certain privately-issued (i.e., for which transaction-level reporting is required pursuant to contractual obligation) automobile loan or lease-backed securities, equipment loan-backed securities and student loan-backed securities issued on or after January 1, 2006, as listed in Appendix A, for which the Company provides trustee and paying agent services (the “Platform”).

Applicable Servicing Criteria: All servicing criteria set forth in Item 1122(d), to the extent required by Item 1122(d) servicing criteria in regards to the activities performed by the Company with respect to the Platform, except for the following servicing criteria: 1122(d)(1)(i)-1122(d)(1)(v), 1122(d)(2)(iii), 1122(d)(2)(vi)-1122(d)(2)(vii), 1122(d)(3)(i) and 1122(d)(4)(i)-1122(d)(4)(xv), which management has determined are not applicable to the activities the Company performs with respect to the Platform (the “Applicable Servicing Criteria”). With respect to the Platform, Applicable Servicing Criterion 1122(d)(3)(ii) is applicable only as it relates to remittances.

Period: Twelve months ended December 31, 2022 (the “Period”).

With respect to the Platform as of and for the Period, the Company’s management provides the following assertion of compliance with respect to the Applicable Servicing Criteria:


The Company’s management is responsible for assessing the Company’s compliance with the Applicable Servicing Criteria.


The Company’s management has assessed compliance with the Applicable Servicing Criteria. In making this assessment, management used the criteria set forth by the Securities and Exchange Commission in paragraph (d) of Item 1122 of Regulation AB.


Based on such assessment, the Company has complied, in all material respects, with the Applicable Servicing Criteria.

KPMG LLP, an independent registered public accounting firm, has issued an attestation report with respect to management’s assertion of compliance with the Applicable Servicing Criteria as of and for the Period.

CITIBANK, N.A.

By: /s/ James Maitland                
Its: Managing Director                 
Dated: March 2, 2023


Appendix A
Asset-backed Transactions and Securities Constituting the Platform

DEAL NAME                                                                                                                      DEAL NAME
 
AMCAR 2017-2                                                                                                                SDART 2022-7
AMCAR 2017-3                                                                                                                VALET 2018-1
AMCAR 2018-2                                                                                                                VALT 2019-A
AMCAR 2018-3                                                                                                                VALT 2020-A
AMCAR 2019-3                                                                                                                VALT 2022-A
AMCAR 2020-1
AMCAR 2021-1
AMCAR 2021-2
AMCAR 2022-2
DART 2019-2
EART 2021-1
EART 2021-3
EART 2021-4
EART 2022-1
EART 2022-2
EART 2022-3
EART 2022-4
EART 2022-5
EART 2022-6
GMCAR 2022-1
GMCAR 2022-3
HART 2017-B
HART 2018-A
HART 2018-B
HART 2019-A
HART 2019-B
HART 2020-A
HART 2020-B
HART 2020-C
HART 2021-A
HART 2021-B
HART 2021-C
HART 2022-A
HART 2022-B
HART 2022-C
HDMOT 2021-A
HDMOT 2021-B
HDMOT 2022-A
SDART 2021-2
SDART 2021-3
SDART 2021-4
SDART 2022-1
SDART 2022-2
SDART 2022-3
SDART 2022-4
SDART 2022-5
SDART 2022-6
EX-34.1 5 exhibit34-1.htm REPORT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM OF ERNST & YOUNG LLP ON MANAGEMENT'S ASSERTION REGARDING COMPLIANCE WITH APPLICABLE SERVICING CRITERIA RELATING TO EXETER FINANCE LLC, DATED MARCH 29, 2023.
Exhibit 34.1

Report of Independent Registered Public Accounting Firm

The Board of Managers
Exeter Finance LLC

We have examined management’s assertion, included in the accompanying Management’s Assertion Regarding Compliance with SEC Regulation AB Servicing Criteria, that Exeter Finance LLC (the Company) complied with the servicing criteria set forth in Item 1122 (d) of the Securities and Exchange Commission’s Regulation AB for the publicly issued asset-backed security transactions backed by consumer auto retail installment sale contracts for which the Company acted as servicer and that were issued on or after January 1, 2006 (the “Platform”) as of and for the year ended December 31, 2022, except for 1122(d)(1)(iv), 1122(d)(2)(iii), 1122(d)(2)(vi), 1122(d)(4)(ix)-(xiii), and 1122(d)(4)(xv) which the Company has determined are not applicable to the activities performed by them with respect to the servicing  platform covered by this report. See Appendix B of management’s assertion for the asset backed transactions covered by this platform. Management is responsible for the Company’s compliance with those servicing criteria. Our responsibility is to express an opinion on management’s assertion about the Company’s compliance with the servicing criteria based on our examination.

Our examination was conducted in accordance with attestation standards established by the American Institute of Certified Public Accountants and the Public Company Accounting Oversight Board (United States) and, accordingly, included examining, on a test basis, evidence about the Company’s compliance with the applicable servicing criteria and performing such other procedures as we considered necessary in the circumstances.  Our examination included testing of less than all of the individual asset backed transactions and securities that comprise the platform, testing of less than all of the servicing activities related to the Platform and determining whether the Company processed those selected transactions and performed those selected activities in compliance with the servicing criteria and as permitted by Regulation AB Compliance and Disclosure Interpretations of the Division of Corporation Finance, Section 200.06, “Vendors Engaged by Servicers” (C&DI 200.06).  Furthermore, our procedures were limited to the selected transactions and servicing activities performed by the Company during the period covered by this report. Our procedures were not designed to determine whether errors may have occurred either prior to or subsequent to our tests that may have affected the balances or amounts calculated or reported by the Company during the period covered by this report for the selected transactions or any other transactions. We believe that the evidence we obtained is sufficient and appropriate to provide a reasonable basis for our opinion.

We are required to be independent of Exeter Finance LLC and to meet our other ethical responsibilities, in accordance with the relevant ethical requirements related to our examination engagement.

Our examination does not provide a legal determination on the Company’s compliance with the servicing criteria.

As described in management’s assertion, for servicing criteria 1122(d)(2)(i), 1122(d)(4)(i)-(ii), 1122(d)(4)(iv), 1122(d)(4)(vi)-(viii), the Company has engaged various

1

vendors to perform the activities required by these servicing criteria. The Company has determined that these vendors are not considered a “servicer” as defined in Item 1101(j) of Regulation AB, and the Company has elected to take responsibility for assessing compliance with the applicable servicing criteria applicable to each vendor as permitted by C&DI 200.06. As permitted by C&DI 200.06, the Company has asserted that it has policies and procedures in place designed to provide reasonable assurance that the vendors’ activities comply in all material respects with servicing criteria applicable to each vendor.  The Company is solely responsible for determining that it meets the SEC requirements to apply C&DI 200.06 for the vendors and related criteria as described in its assertion, and we performed no procedures with respect to the Company’s eligibility to apply C&DI 200.06.

In our opinion, management’s assertion that the Company complied with the servicing criteria set forth in Item 1122 (d) of the Securities and Exchange Commission’s Regulation AB, including servicing criteria 1122(d)(2)(i), 1122(d)(4)(i)-(ii), 1122(d)(4)(iv), and 1122(d)(vi)-(viii) for which compliance is determined based on C&DI 200.06 as described above, as of and for the year ended December 31, 2022 for the platform, is fairly stated, in all material respects.


/s/ Ernst & Young LLP

Dallas, Texas

March 29, 2023







2
EX-34.2 6 exhibit34-2.htm REPORT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM OF KPMG LLP ON MANAGEMENT'S ASSERTION OF COMPLIANCE RELATING TO CITIBANK, DATED MARCH 2, 2023.
EXHIBIT 34.2

KPMG LLP
Aon Center
Suite 5500
200 E. Randolph Street
Chicago, IL 60601-6436


Report of Independent Registered Public Accounting Firm


The Board of Directors
Citibank, N.A.:

We have examined management’s assertion, included in the accompanying Management’s Assertion of Compliance, that the Agency and Trust division of Citibank, N.A. (the “Company”) complied with the servicing criteria set forth in Item 1122(d) of the Securities and Exchange Commission’s Regulation AB (the “Servicing Criteria”) for publicly-issued (i.e., transaction-level reporting initially required under the Securities Exchange Act of 1934, as amended) and certain privately-issued (i.e., for which transaction-level reporting is required pursuant to contractual obligation) automobile loan or lease-backed securities, equipment loan-backed securities and student loan-backed securities issued on or after January 1, 2006, as listed in Appendix A of the accompanying Management’s Assertion of Compliance, for which the Company provides trustee and paying agent services (the “Platform”), except for servicing criteria 1122(d)(1)(i)-1122(d)(1)(v), 1122(d)(2)(iii), 1122(d)(2)(vi)-1122(d)(2)(vii), 1122(d)(3)(i) and 1122(d)(4)(i)-1122(d)(4)(xv), which the Company has determined are not applicable to the activities it performs with respect to the Platform, as of and for the twelve months ended December 31, 2022. With respect to the Platform, Servicing Criterion 1122(d)(3)(ii) is applicable only as it relates to remittances. Management is responsible for the Company’s compliance with the Servicing Criteria. Our responsibility is to express an opinion on management’s assertion about the Company’s compliance with the Servicing Criteria based on our examination.

Our examination was conducted in accordance with the standards of the Public Company Accounting Oversight Board (United States) and in accordance with attestation standards established by the American Institute of Certified Public Accountants to obtain reasonable assurance and, accordingly, included examining, on a test basis, evidence about the Company’s compliance with the Servicing Criteria and performing such other procedures as we considered necessary in the circumstances. Our examination included testing selected asset-backed transactions and securities that comprise the Platform, testing selected servicing activities related to the Platform, and determining whether the Company processed those selected transactions and performed those selected activities in compliance with the Servicing Criteria. Furthermore, our procedures were limited to the selected transactions and servicing activities performed by the Company during the period covered by this report. Our procedures were not designed to determine whether errors may have occurred either prior to or subsequent to our tests that may have affected the balances or amounts calculated or reported by the Company during the period covered by this report for the selected transactions or any other transactions. We believe that our examination provides a reasonable basis for our opinion. Our examination does not provide a legal determination on the Company’s compliance with the Servicing Criteria.

We are required to be independent and to meet our other ethical responsibilities in accordance with relevant ethical requirements relating to the examination engagement.

In our opinion, management’s assertion that the Company complied with the aforementioned Servicing Criteria as of and for the twelve months ended December 31, 2022 is fairly stated, in all material respects.
/s/KPMG LLP
Chicago, Illinois
March 2, 2023



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.
EX-35.1 7 exhibit35-1.htm SERVICER COMPLIANCE STATEMENT, DATED MARCH 31, 2023, OF EXETER FINANCE LLC.
EXHIBIT 35.1

SERVICER COMPLIANCE STATEMENT OF
EXETER FINANCE LLC

I, Ben Miller, certify that:

(a)            A review of Exeter Finance LLC’s activities and of its performance under the Sale and Servicing Agreement, dated as of November 15, 2022 (the “Sale and Servicing Agreement”), among Exeter Holdings Trust 2022-6, EFCAR, LLC, Exeter Finance LLC, as servicer (in such capacity, the “Servicer”), Exeter Automobile Receivables Trust 2022-6, and Citibank, N.A., as indenture trustee and backup servicer, during the period from December 9, 2022 to December 31, 2022 has been made under my supervision.

(b)            To the best of my knowledge, based on such review, the Servicer has fulfilled all of its obligations under the Sale and Servicing Agreement in all material respects throughout the aforementioned period.

March 31, 2023

By:  /s/ Ben Miller                   
Ben Miller
Executive Vice President and Treasurer
Exeter Finance LLC, as Servicer of Exeter
Automobile Receivables Trust 2022-6
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