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: ___________________________________
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: 0001518859
CPS Auto Receivables Trust 2024-C
(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
Danny Bharwani, 949-753-6811
Name and telephone number, including area code,
of the person
to contact in connection with this filing
PART II: FINDINGS AND CONCLUSIONS OF THIRD-PARTY
DUE DILIGENCE REPORTS
Item 2.01 Findings and Conclusions of a Third Party Due Diligence
Report Obtained by the Issuer
Attached as Exhibit 99.1 to this Form ABS-15G is an Independent
Accountants’ Report on Applying Agreed-Upon Procedures, with respect to certain agreed-upon procedures performed by KPMG LLP, a
third-party due diligence provider.
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.
CPS RECEIVABLES FIVE LLC
(Depositor)
By: /s/ Denesh Bharwani
Name: Denesh Bharwani
Title: Vice President
Date: June 11, 2024
Independent Accountants’
Agreed-Upon Procedures Report
Consumer Portfolio Services, Inc. (the “Company”)
Citigroup Global Markets Inc.
Capital One Securities, Inc.
(together, the “Specified Parties”)
Re: CPS Auto Receivables Trust 2024-C – Data File Procedures
We have performed the procedures described below on the specified attributes
in an electronic data file entitled “bb.Pool_2024-C_052024_Indictative.xlsx,” provided by the Company on May 24, 2024, containing
information on 14,530 automobile retail installment sale contracts (“Receivables”) as of May 20, 2024 (the “Data File”),
which we were informed are intended to be included as collateral in the offering by CPS Auto Receivables Trust 2024-C. The Company is
responsible for the specified attributes identified by the Company in the Data File.
The Specified Parties have agreed to and acknowledged that the procedures
performed are appropriate to meet their intended purpose of assisting specified parties in evaluating the accuracy of the specified attributes
in the Data File. This report may not be suitable for any other purpose. No other parties have agreed to or acknowledged the appropriateness
of these procedures for the intended purpose or any other purpose.
The procedures performed may not address all the items of interest
to a specified party of this report and may not meet the needs of all specified parties of this report and, as such, specified parties
are responsible for determining whether the procedures performed are appropriate for their purposes. We make no representation regarding
the appropriateness of the procedures either for the intended purpose or for any other purpose.
Unless otherwise stated, 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 stated.
Such compared information was deemed to be in agreement if differences were within the reporting threshold. |
| · | The term “reporting threshold” means that dollar amounts and percentages were within $1.00 and 0.1%, respectively. |
| · | The term “Instructions” means the instructions provided by the Company pertaining to a procedure, attribute, or methodology,
as described in the procedures table below. |
| · | The term "Vehicle Mapping" means email correspondence provided by the Company on June 5, 2024, containing the Vehicle Models
and Vehicle Makes corresponding to different abbreviations of vehicle model and vehicle make appearing on the Installment Sale Contracts. |
| · | The term “Title Document” means a scanned image of one of the title documents listed in Exhibit A, which the Company informed
us are acceptable forms of Title Document. |
| · | The term “Acceptable Company Names” means the acceptable company names listed in Exhibit A, which the Company informed
us are acceptable names for the Company that can appear in the Title Documents as the Lien Holder, Owner, Security Interest Holder, or
Secured Party. |
| · | The term “Insurance Document” means a scanned image of one of the insurance documents listed in Exhibit A, which the Company
informed us are acceptable forms of Insurance Document. |
| · | The term “Receivable File” means any file containing the following documents for each Sample Receivable (defined below):
Installment Sale Contract (not applicable for direct loans), Addendum to the Installment Sale Contract, Retail Installment Sale Contract
Simple Interest Finance Charge letter, Federal Truth in Lending Disclosure Statement (within the Installment Sale Contract or a stand-alone
document for direct loans), SCRA Letter, Title Document, Insurance Document, Credit Application (not applicable for direct loans), and/or
origination details screen in the Company’s servicing system. We accessed the Receivable Files in the Company’s servicing
system via virtual desktop. We make no representation regarding the validity, enforceability, or authenticity of the information in the
Receivable File. |
| · | The term “Provided Information” means the Instructions, Vehicle Mapping, Acceptable Company Names, and Receivable File. |
The procedures we were instructed by the Company to perform and the
associated findings are as follows:
| A. | We randomly selected a sample of 150 Receivables from the Data File (the “Sample Receivables”). A listing of the Sample
Receivables is attached hereto as Exhibit B. For purposes of this procedure, the Company did not inform us of the basis they used to determine
the number of Receivables we were instructed to randomly select from the Data File. |
| | | |
| B. | For each Sample Receivable, we compared the specified attributes in the Data File listed below to or using the corresponding information
included in the Receivable File, utilizing the Instructions, as applicable. The Specified Parties indicated that the absence of any of
the information in the Receivable File or the inability to agree the specified attributes from the Data File to the Receivable File, utilizing
the Instructions, as applicable, constituted an exception. The Receivable File documents are listed in the order of priority. |
| Attribute |
Receivable File / Instructions |
| Obligor’s First Name and Last Name |
Installment Sale Contract, Federal Truth in Lending Disclosure Statement, Credit Application, SCRA Letter |
| Contract Date |
Installment Sale Contract, Federal Truth in Lending Disclosure Statement |
| Original Term |
Installment Sale Contract, Federal Truth in Lending Disclosure Statement |
| Original Amount Financed |
Installment Sale Contract, Federal Truth in Lending Disclosure Statement |
| Scheduled Monthly Payment Amount |
Installment Sale Contract, Federal Truth in Lending Disclosure Statement, Retail Installment Sale Contract Simple Interest Finance Charge letter |
| Annual Percentage Rate (“APR”) |
Installment Sale Contract, Federal Truth in Lending Disclosure Statement, Retail Installment Sale Contract Simple Interest Finance Charge letter |
| Vehicle Type (New or Used) |
Installment Sale Contract, Federal Truth in Lending Disclosure Statement, Gap Addendum. Consider an entry of “C” in the Data File to be a Used vehicle. |
| Attribute |
Receivable File / Instructions |
| Vehicle Make |
Installment Sale Contract, Federal Truth in Lending Disclosure Statement, Vehicle Mapping |
| Vehicle Model |
Installment Sale Contract, Federal Truth in Lending Disclosure Statement, Vehicle Mapping, Insurance Document |
We found such information to be in agreement except as listed
in Exhibit C.
| C. | For each Sample Receivable, we observed the presence of the following in the Receivable File: |
| 1. | Title Document. We were instructed by the Company to observe that one of the Acceptable Company Names appeared on the Title Document
as the Lien Holder, Owner, Security Interest Holder, or Secured Party. |
| | | |
| 2. | Proof of Insurance. The Company informed us that an Insurance Document was acceptable proof of insurance and that there was no requirement
to provide proof of insurance pursuant to its underwriting policy for the following Receivable types: |
| (i) | “Stip Tier 1” (“ST01”) |
| | | |
| (ii) | “Stip Tier 2” (“ST02”) or “Stip Tier 3” (“ST03”) for which: |
| a. | the loan application update screen in the Company's servicing system indicates that the signed contract was received prior to April
1, 2024, or |
| | | |
| b. | the credit report inquiry screen in the Company’s servicing system indicates the customer had an open mortgage loan and the
Program in the Data File was “Pref.” |
We did not observe the presence of Proof of Insurance for
Sample Receivables #4, #17, #35, #40, #63, #71, #88, #103, #107, and #112 which were Stip Tier 1, 2 or 3 Receivables. These were not considered
exceptions.
| 3. | Signed Credit Application (not applicable to direct loans). We make no representation regarding the authenticity of the obligor’s
signature(s). |
We found such information to be present.
We were engaged by the Company to perform this agreed-upon procedures
engagement and conducted our engagement in accordance with attestation standards established by the American Institute of Certified Public
Accountants, which involves us performing the specific procedures agreed to and acknowledged above and reporting on findings based on
performing those procedures. 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 in 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.
We are required to be independent of the Company and to meet our other
ethical responsibilities, in accordance with the relevant ethical requirements related to our agreed-upon procedures engagement.
The procedures performed were applied based on the information included
in the Data File and Provided Information, without verification or evaluation of such information by us; therefore, we express no opinion
or any other form of assurance regarding (i) the reasonableness of the information provided to us by the Company, (ii) the physical
existence of the Receivables, (iii) the reliability or accuracy of the Provided Information which was 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 the nationally recognized statistical rating organizations (“NRSROs”).
The terms of our engagement are such that we have no responsibility
to update this report because of events and circumstances 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 or the NRSROs, who are not
identified in the report as the Specified Parties but may have access to this report as required by law or regulation.
/s/ KPMG LLP
Irvine, California
June 7, 2024
Exhibit A
Title Documents
| Application for Certificate of Title and Registration of Motor Vehicle or Manufactured Home/Mobile Home |
Direct Lien Receipt from Office of Motor Vehicle Records and Information |
| Application for Certificate of Title |
Direct Lien Filing Record |
| Application for Certificate of Motor Vehicle Title |
Electronic Title in the CPS Title Management System |
| Application for Certificate of Ownership |
Form MV-1 Motor Vehicle Title Application |
| Application for Certificate of Title and Registration |
Guarantee of Title (provided by the dealer to CPS) |
| Application for Certificate of Title and/or Registration |
Lien Entry Form |
| Application for Dealer Assignment |
Multi-Purpose Application |
| Application for Registration |
MV-1 |
| Application for Title |
Notice of Security Interest |
| Application for Title and/or Registration |
Registration and Title Application |
| Application for Vehicle Transaction |
Report of Sale and Application for Certificate of Title |
| Application for Noting of Lien, Duplicate Title, or Multipurpose Use |
Title & License Plate Application |
| Application to Title/Reg. A Vehicle |
Title and Registration Application |
| Certificate of Title |
Title Application |
| Dealer Guarantee of Title Delivery |
Vehicle Application |
| Dealer, Rebuilder or Lessor’s Report of Sale or Lease |
Vehicle Registration/Title Application for Dealer Sales |
Acceptable Company Names
| CPS |
Consumer Portfolio Services, |
| CPS INC |
Consumer Portfolio Services |
| CPS.INC |
Consumer Portfolio Srv, INC |
| CPS Inc. |
Consumer Portfolio Svcs Inc |
| CPS, INC |
Consumer Portfolio Srvcs Inc |
| CPS, Inc. |
Consumer Portfolio Svcs, Inc |
| C.P.S. |
CONSUMER PORFOLIO SERVICEC INC |
| C.P.S. Inc. |
Consumer Portfolio Service Inc |
| CPS Incorporated |
Consumer Portfolio Services In |
| CPS Portfolio Services, INC |
Consumer Portfolio Services, I |
| Consumer Portfolio S |
Consumer Portfolio Svcs., Inc. |
| Consumer Portfolio Inc |
Consumer Portfolio Services LLC |
| Consumer Portfolio Svs |
Consumer Portfolio Services Inc |
| Consumer Portfolio Serv |
Consumer Portfolio Services Inc (CPS) |
| Consumer Portfolio Servs In |
Consumer Portfolio ServicesInc |
| Consumer Portfolio Srvs |
Consumer Portfolio Services, Inc |
| Consumer Portfolio Svcs |
Consumer Portfolio Services Inc. |
| Consumer Portfolio Svcs Q85 |
Consumer Portfolio Services, Inc. |
| Consumer Portfolio Servic |
Consumer Portfolio Servives |
| Consumer Portfolio Service |
Consumer Portfolio Srvcs Inc. |
| Company’s ELT E-Numbers from different DMV systems |
|
Exhibit A
Insurance Documents
| 30-Day Temporary ID Card |
Insurance Binder |
|
Agreement for Purchaser to Provide Accidental
Physical Damage Coverage |
Personal Auto Declaration |
| Agreement to Furnish Insurance Policy |
Proof of Insurance/Authorization to Release Insurance Information |
| Agreement to Maintain Physical Damage Insurance |
Insurance Card |
| Agreement to Provide Insurance |
Insurance Certification |
| Amended Policy Declaration |
Insurance Coverage Acknowledgment |
| Application for Insurance |
Insurance Coverage Confirmation |
| Auto Insurance Confirmation |
Insurance Declaration Page |
| Auto Insurance Coverage Summary |
Insurance Verification system screenshot |
| Auto Insurance Policy Amended Declarations |
Letter of Coverage |
| Certificate of Insurance |
Memorandum of Insurance |
| Certificate of No-fault Insurance |
Notice of Insurance Requirements showing insurance company name and policy number |
| Confirmation of Accidental Physical Damage Insurance |
Notice of Property Insurance |
| Declaration Personal Auto Policy |
Request for Confirmation of Insurance Coverage |
| Endorsement Page of Personal Automobile Insurance |
Temporary Proof of Insurance Card |
| Evidence of Insurance/Lienholder Interest |
Vehicle Insurance Information |
| Evidence of Liability Insurance |
Verification of Coverage |
| Financial Responsibility Identification Card |
Verification of Insurance |
The Sample Receivables
|
Sample Receivable # |
Receivable Number1 |
Sample Receivable # |
Receivable Number1 |
Sample Receivable # |
Receivable Number1 |
| 1 |
2024C001 |
51 |
2024C051 |
101 |
2024C101 |
| 2 |
2024C002 |
52 |
2024C052 |
102 |
2024C102 |
| 3 |
2024C003 |
53 |
2024C053 |
103 |
2024C103 |
| 4 |
2024C004 |
54 |
2024C054 |
104 |
2024C104 |
| 5 |
2024C005 |
55 |
2024C055 |
105 |
2024C105 |
| 6 |
2024C006 |
56 |
2024C056 |
106 |
2024C106 |
| 7 |
2024C007 |
57 |
2024C057 |
107 |
2024C107 |
| 8 |
2024C008 |
58 |
2024C058 |
108 |
2024C108 |
Exhibit A
|
Sample Receivable # |
Receivable Number1 |
Sample Receivable # |
Receivable Number1 |
Sample Receivable # |
Receivable Number1 |
| 9 |
2024C009 |
59 |
2024C059 |
109 |
2024C109 |
| 10 |
2024C010 |
60 |
2024C060 |
110 |
2024C110 |
| 11 |
2024C011 |
61 |
2024C061 |
111 |
2024C111 |
| 12 |
2024C012 |
62 |
2024C062 |
112 |
2024C112 |
| 13 |
2024C013 |
63 |
2024C063 |
113 |
2024C113 |
| 14 |
2024C014 |
64 |
2024C064 |
114 |
2024C114 |
| 15 |
2024C015 |
65 |
2024C065 |
115 |
2024C115 |
| 16 |
2024C016 |
66 |
2024C066 |
116 |
2024C116 |
| 17 |
2024C017 |
67 |
2024C067 |
117 |
2024C117 |
| 18 |
2024C018 |
68 |
2024C068 |
118 |
2024C118 |
| 19 |
2024C019 |
69 |
2024C069 |
119 |
2024C119 |
| 20 |
2024C020 |
70 |
2024C070 |
120 |
2024C120 |
| 21 |
2024C021 |
71 |
2024C071 |
121 |
2024C121 |
| 22 |
2024C022 |
72 |
2024C072 |
122 |
2024C122 |
| 23 |
2024C023 |
73 |
2024C073 |
123 |
2024C123 |
| 24 |
2024C024 |
74 |
2024C074 |
124 |
2024C124 |
| 25 |
2024C025 |
75 |
2024C075 |
125 |
2024C125 |
| 26 |
2024C026 |
76 |
2024C076 |
126 |
2024C126 |
| 27 |
2024C027 |
77 |
2024C077 |
127 |
2024C127 |
| 28 |
2024C028 |
78 |
2024C078 |
128 |
2024C128 |
| 29 |
2024C029 |
79 |
2024C079 |
129 |
2024C129 |
| 30 |
2024C030 |
80 |
2024C080 |
130 |
2024C130 |
| 31 |
2024C031 |
81 |
2024C081 |
131 |
2024C131 |
| 32 |
2024C032 |
82 |
2024C082 |
132 |
2024C132 |
| 33 |
2024C033 |
83 |
2024C083 |
133 |
2024C133 |
| 34 |
2024C034 |
84 |
2024C084 |
134 |
2024C134 |
| 35 |
2024C035 |
85 |
2024C085 |
135 |
2024C135 |
| 36 |
2024C036 |
86 |
2024C086 |
136 |
2024C136 |
| 37 |
2024C037 |
87 |
2024C087 |
137 |
2024C137 |
| 38 |
2024C038 |
88 |
2024C088 |
138 |
2024C138 |
| 39 |
2024C039 |
89 |
2024C089 |
139 |
2024C139 |
| 40 |
2024C040 |
90 |
2024C090 |
140 |
2024C140 |
| 41 |
2024C041 |
91 |
2024C091 |
141 |
2024C141 |
| 42 |
2024C042 |
92 |
2024C092 |
142 |
2024C142 |
| 43 |
2024C043 |
93 |
2024C093 |
143 |
2024C143 |
| 44 |
2024C044 |
94 |
2024C094 |
144 |
2024C144 |
| 45 |
2024C045 |
95 |
2024C095 |
145 |
2024C145 |
| 46 |
2024C046 |
96 |
2024C096 |
146 |
2024C146 |
| 47 |
2024C047 |
97 |
2024C097 |
147 |
2024C147 |
| 48 |
2024C048 |
98 |
2024C098 |
148 |
2024C148 |
| 49 |
2024C049 |
99 |
2024C099 |
149 |
2024C149 |
| 50 |
2024C050 |
100 |
2024C100 |
150 |
2024C150 |
1
The Company has assigned a unique eight-digit Account Number to each Receivable in the Data File. The Receivable Numbers referred to in
this Exhibit are not the Company’s Account Numbers.
Exception List
| Sample Receivable # |
Receivable Number |
Attribute |
Per
Data File |
Per
Receivable File |
| 35 |
2024C035 |
Vehicle Type (New or Used) |
Used |
New |
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