EX-99.1 2 cps_ex9901.htm INDEPENDENT ACCOUNTANTS REPORT

Exhibit 99.1

 

 

Independent Accountants’ Report on Applying Agreed-Upon Procedures

 

Consumer Portfolio Services, Inc. (the ”Company”)
Citigroup Global Markets Inc.

Credit Suisse Securities (USA) LLC

(together, the “Specified Parties”)

 

Re: CPS Auto Receivables Trust 2018-A, Asset-Backed Notes (the ”Notes”)

 

We have performed the procedures described below, which were agreed to by the Specified Parties, on the specified attributes identified by the Company in an electronic data file entitled “bb.Pool 2018-A 120117 Indicative.xlsx” provided by the Company on December 7, 2017, containing information related to 3,968 automobile retail installment sale contracts (“Receivables”) and their attributes as of December 1, 2017 (the “Preliminary Data File”), which we were informed are intended to be included as collateral in the offering of the Notes. The Company is responsible for the specified attributes identified by the Company in the Preliminary Data File. 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 “rounding” means that dollar amounts and percentages were within $1.00 and 0.1%, respectively.

 

·The term “Title Document” means a scanned image of the Certificate of Title, Application for Title, Application for Certificate of Ownership, Dealer Guarantee of Title Delivery, Application for Registration, Dealer’s Report of Sale, Application for Dealer Assignment, Lien Entry Form, or Vehicle Dealer Temporary Permit (Certificate of Fact).

 

·The term “Receivable File” means any file containing some or all of the following documents: Installment Sale Contract (which includes any related Addendum to the Installment Sale Contract and/or Retail Installment Sale Contract Simple Interest Finance Change letter), Federal Truth in Lending Disclosure Statement (within Installment Sale Contract or as a stand-alone document for direct loans), Title Document, Agreement to Provide Insurance Form, Insurance Verification Form, Insurance Verification system screen shot, and/or Credit Application. The Receivable File, provided to us by the Company, was represented to be a scanned image of the original Receivable File. The Receivable File was accessed through the Company’s data imaging system using one of the Company’s computer terminals. We make no representation regarding the validity, enforceability, or authenticity of the information in the Receivable File.

 

 

 

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.

 

   

 

 

 

 

Page 2

 

 

We performed the following procedures:

 

A.The Company instructed us to select a random sample of 150 Receivables from the Preliminary Data File (the “Sample Receivables”). A listing of the Sample Receivables is attached hereto as Exhibit A. For purposes of this procedure, the Company did not inform us as to the basis for how they selected the number of Receivables we were instructed to randomly select from the Preliminary Data File.

 

B.For each Sample Receivable, we compared the specified attributes listed below contained in the Preliminary Data File to the corresponding information in the respective Receivable File. The Company indicated that the absence of any of the specified documents in the Receivable File or the inability to agree the indicated information from the Preliminary Data File to the Receivable File for each of the specified attributes, utilizing instructions provided by the Company (as applicable) indicated below, constituted an exception. The Receivable File documents are listed in the order of priority until such attribute was agreed.

 

Attribute Receivable File
Obligor’s First Name and Last Name Installment Sale Contract (or for a direct loan, Federal Truth in Lending Disclosure Statement). For Sample Receivable #94, the Obligor’s First Name stated in the Preliminary Data File was different than the information stated in the Installment Sale Contract by one letter. The Company instructed us to compare the Obligor’s First Name stated in the Preliminary Data File to the corresponding information stated on the Title Document, Proof of Insurance, and Signed Credit Application.
   
Contract Date Installment Sale Contract (or for a direct loan, Federal Truth in Lending Disclosure Statement)
   
Original Term Installment Sale Contract (or for a direct loan, Federal Truth in Lending Disclosure Statement)
   
Original Amount Financed Installment Sale Contract (or for a direct loan, Federal Truth in Lending Disclosure Statement)
   
Scheduled Monthly Payment Amount Installment Sale Contract (or for a direct loan, Federal Truth in Lending Disclosure Statement).
   
Annual Percentage Rate (“APR”) Installment Sale Contract (or for a direct loan, Federal Truth in Lending Disclosure Statement).
Vehicle Type (New or Used) Installment Sale Contract (or for a direct loan, Federal Truth in Lending Disclosure Statement)
   
Vehicle Make Installment Sale Contract (or for a direct loan, Federal Truth in Lending Disclosure Statement). For Sample Receivable #126, refer to discussion in the “Vehicle Model” procedure below.

 

   

 

 

 

 

Page Three

 

 

   
Vehicle Model Installment Sale Contract (or for a direct loan, Federal Truth in Lending Disclosure Statement). For Sample Receivable #126, the Vehicle Make and Vehicle Model stated in the Preliminary Data File were “RAM” and “1500,” respectively. The Vehicle Make and Vehicle Model stated in the Installment Sale Contract were “Dodge” and “RAM 1500,” respectively. The Company instructed us to consider the information to be in agreement given the establishment of the RAM brand in 2010 as a spin-off from the Dodge brand.

 

The information regarding the Sample Receivables was found to be in agreement with the respective information appearing in the Receivable Files.

 

C.In addition to the procedures described in above, for each Sample Receivable, we observed the presence of the following in the Receivable File:

 

·Title Document. We were instructed by the Company to observe that the Company’s name appeared on the Title Document as the Lien Holder, Owner, Security Interest Holder, or Secured Party. The Company informed us that “CPS, Inc.,” “CPS,” “Consumer Portfolio Services,” “Consumer Portfolio Services, Inc.,” “Consumer Portfolio Svcs,” “Consumer Portfolio Serv,” “Consumer Port. Ser.,” “Consumer Portfolio Servic,” “Consumer Portfolio SVCS Q85,” and “C.P.S. Inc.” were acceptable names for the Company.

 

·Proof of Insurance. The Company informed us that an Agreement to Provide Insurance, Insurance Verification Form, or a screenshot from the Company’s Insurance Verification system, each listing an insurance company name, were acceptable proof of insurance.

 

·Signed Credit Application (not applicable to direct loans). We make no representation regarding the authenticity of the obligor’s signature(s).

 

There were no conclusions that resulted from the procedures.

 

This agreed-upon procedures engagement was conducted in accordance with attestation standards established by the American Institute of Certified Public Accountants. We were not engaged to, and did not, conduct an examination or review, the objective of which would be the expression of an opinion or conclusion, respectively, on the specified attributes identified by the Company in the Preliminary 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 the Specified Parties.

 

 

 

 

   

 

 

 

 

Page 4

 

 

The procedures performed were applied based on the information included in the Preliminary Data File and information and instructions provided by the Company, without verification or evaluation of such information and 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 information and instructions provided by the Company, (iii) the reliability or accuracy of the Preliminary 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

 

Irvine, California

December 22, 2017

 

 

 

 

 

  

 

 

Exhibit A

 

The Sample Receivables
Sample
Receivable #		  Receivable
Number 1		  Sample
Receivable #		  Receivable
Number 1		  Sample
Receivable #		  Receivable
Number 1
                
1  2018A001  51  2018A051  101  2018A101
2  2018A002  52  2018A052  102  2018A102
3  2018A003  53  2018A053  103  2018A103
4  2018A004  54  2018A054  104  2018A104
5  2018A005  55  2018A055  105  2018A105
6  2018A006  56  2018A056  106  2018A106
7  2018A007  57  2018A057  107  2018A107
8  2018A008  58  2018A058  108  2018A108
9  2018A009  59  2018A059  109  2018A109
10  2018A010  60  2018A060  110  2018A110
11  2018A011  61  2018A061  111  2018A111
12  2018A012  62  2018A062  112  2018A112
13  2018A013  63  2018A063  113  2018A113
14  2018A014  64  2018A064  114  2018A114
15  2018A015  65  2018A065  115  2018A115
16  2018A016  66  2018A066  116  2018A116
17  2018A017  67  2018A067  117  2018A117
18  2018A018  68  2018A068  118  2018A118
19  2018A019  69  2018A069  119  2018A119
20  2018A020  70  2018A070  120  2018A120
21  2018A021  71  2018A071  121  2018A121
22  2018A022  72  2018A072  122  2018A122
23  2018A023  73  2018A073  123  2018A123
24  2018A024  74  2018A074  124  2018A124
25  2018A025  75  2018A075  125  2018A125
26  2018A026  76  2018A076  126  2018A126
27  2018A027  77  2018A077  127  2018A127
28  2018A028  78  2018A078  128  2018A128
29  2018A029  79  2018A079  129  2018A129
30  2018A030  80  2018A080  130  2018A130
31  2018A031  81  2018A081  131  2018A131
32  2018A032  82  2018A082  132  2018A132
33  2018A033  83  2018A083  133  2018A133
34  2018A034  84  2018A084  134  2018A134
35  2018A035  85  2018A085  135  2018A135
36  2018A036  86  2018A086  136  2018A136
37  2018A037  87  2018A087  137  2018A137
38  2018A038  88  2018A088  138  2018A138
39  2018A039  89  2018A089  139  2018A139
40  2018A040  90  2018A090  140  2018A140
41  2018A041  91  2018A091  141  2018A141
42  2018A042  92  2018A092  142  2018A142
43  2018A043  93  2018A093  143  2018A143
44  2018A044  94  2018A094  144  2018A144
45  2018A045  95  2018A095  145  2018A145
46  2018A046  96  2018A096  146  2018A146
47  2018A047  97  2018A097  147  2018A147
48  2018A048  98  2018A098  148  2018A148
49  2018A049  99  2018A099  149  2018A149
50  2018A050  100  2018A100  150  2018A150

 

____________________________

1 The Company has assigned a unique eight digit Customer Account Number to each Receivable in the Preliminary Data File. The Receivable Numbers referred to in this Exhibit are not the Customer Account Numbers.