Exhibit 99.1
 
 

KPMG LLP
Suite 700
20 Pacifica
Irvine, CA 92618-3391
 



Independent Accountants’ Report on Applying Agreed‑Upon Procedures
 

Driveway Finance Corporation (the “Company”)
J.P. Morgan Securities LLC
Mizuho Securities USA LLC
(together, the “Specified Parties”)
 
Re: LAD Auto Receivables Trust 2023-1 – Data File Procedures
 
We have performed the procedures described below on the specified attributes in an electronic data file entitled “2023-1 Pool Cut 12.31.22 With VIN.xlsx” provided by the Company on January 13, 2023, containing information on 18,110 automobile loan contract receivables (the “Receivables”) as of December 31, 2022 (the “Data File”), which we were informed are intended to be included as collateral in the offering by LAD Auto Receivables Trust 2023-1. 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 “recomputed” means recalculated and compared the result to the information shown and found it to be in agreement, unless otherwise stated. Such recomputed information was deemed to be in agreement if differences were within the reporting threshold.
 
The term “reporting threshold” means that dollar amounts were within $1.00, percentages were within 0.1%, Origination Dates were within two days, and First Payment Dates were within one day.
 
The term “NLS System” means the Company’s loan servicing system.
 
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 evidence of title.
 
The term “Acceptable Company Names” means the 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, Legal Owner, Secured Interest, or Security Interest Holder.
 


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.



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 “Proof of Income” means a scanned image of the borrower’s and co-borrower’s (if any) paystub (the “Paystubs”) or bank statements (the “Bank Statements”) that the Company informed us were used to determine Payment-to-Income (“PTI”) ratio in lieu of income information stated by the borrower on the credit application.
 
The term “Receivable File” means the following documents provided by the Company for each Sample Receivable (defined below): Retail Installment Contract, Notice of Rate Adjustment, screenshots from the NLS System, Title Document, Insurance Document, Proof of Income, and Credit Application. We make no representation regarding the validity or accuracy of these documents or the execution of these documents by the borrower and/or co-borrower (if any).
 
The term “Mapping Confirmations” means the list of Collateral Makes and Collateral Models attributes appearing in the Data File corresponding to the vehicle makes and vehicle models stated in the Receivable File, provided by the Company on January 13, 2023.
 
The term “Instructions” means the instructions provided by the Company pertaining to a procedure, attribute, or methodology, as described in the procedures below.
 
The term “Provided Information” means the Acceptable Company Names, Receivable File, Mapping Confirmations, and Instructions.
 
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 or recomputed the specified attributes in the Data File listed below to or using the corresponding information included in the Receivable File, utilizing the Instructions and Mapping Confirmations, as applicable. The Specified Parties indicated that the absence of any of the information in the Receivable File or the inability to agree the indicated information from the Data File to the Receivable File for each of the attributes identified, utilizing the Instructions and Mapping Confirmations as applicable, constituted an exception. The Receivable File information is listed in the order of priority.
 
 
Attribute
Receivable File / Instructions/ Mapping Confirmations
     
 
Borrower State
Retail Installment Contract or screenshot from the NLS System
     
 
Monthly Payment Amount
Retail Installment Contract and Notice of Rate Adjustment, if any
     
 
Term
Retail Installment Contract
     
 
Open Date
Retail Installment Contract
     
 
First Due Date
Retail Installment Contract
     
 
Interest Rate
Retail Installment Contract and Notice of Rate Adjustment, if any
     
 
Collateral Make
Retail Installment Contract and Mapping Confirmations


2


 
 
Attribute
Receivable File / Instructions/ Mapping Confirmations
     
 
Collateral Model
Retail Installment Contract and Mapping Confirmations
     
 
Collateral Year
Retail Installment Contract
     
 
Vehicle Identification Number ("VIN")
Retail Installment Contract
     
 
Vehicle Condition (New or Used)
Retail Installment Contract.
 
Consider the Vehicle Type to be “Used” if the Retail Installment Contract states an Odometer Reading of greater than 5,000 miles.
     
 
Amount Financed
Retail Installment Contract
     
 
Down Payment
Recompute as the sum of the Cash and Trade-In Sales Tax Credit stated in the Retail Installment Contract.
Consider a value of “N/A” on the Retail Installment Contract to be zero.
     
 
Co-Borrower Flag
Retail Installment Contract.
 
Consider the information to be in agreement if:
       
   
The Co-Borrower Flag was “Y,” and there was a co-buyer’s name and address listed in the Retail Installment Contract, or
       
   
The Co-Borrower Flag was “N,” and there was no co-buyer’s name and address listed in the Retail Installment Contract.
     
 
PTI (Payment-to-Income, or PTI Ratio)
Recompute as the Monthly Payment Amount stated in the Retail Installment Contract or Notice of Rate Adjustment divided by the sum of the borrower’s monthly income, co-borrower’s monthly income (if any), and additional income (if any) stated in the Credit Application, except for Sample Receivables which the Company informed us the PTI Ratio was calculated based on Proof of Income. For these Sample Receivables, recompute PTI Ratio as the Monthly Payment Amount stated in the Retail Installment Contract or Notice of Rate Adjustment divided by:
     
   
(i)
For Sample Receivables with a Paystub, (a) the sum of the borrower’s monthly income and co-borrower’s monthly income (if any) stated in the Paystub, (b) the sum of the borrower’s monthly income and co-borrower’s monthly income (if any) recomputed by dividing the year-to-date earnings listed in the Paystub by the product of (x) 12 and (y) the quotient of the number of days from the first day of the year to the Paystub date and 360, or (c) the sum of the borrower’s monthly income and co-borrower’s monthly income (if any) recomputed by multiplying the weekly pay amount listed in the Paystub by the quotient of (x) 52 and (y) 12.


3

 

 
Attribute
Receivable File / Instructions/ Mapping Confirmations
       
   
(ii)
For Sample Receivables with Bank Statements and without a Paystub, 120% of the 3-month average total deposits (except transfers from the co-borrower) appearing in the Bank Statements.
       
   
(iii)
For Sample Receivable #142, the sum of the borrower’s Veteran Affair's disability benefit income listed in the Bank Statement for the same month as the Paystub, and monthly income recomputed by multiplying the weekly pay amount listed in the Paystub by the quotient of (x) 52 and (y) 12.

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:
 

Title Document. We were instructed by the Company to observe that one of the Acceptable Company Names appeared in the Title Document as the Lien Holder, Legal Owner, Secured Interest, or Security Interest Holder.
 

Proof of Insurance. The Company informed us that an Insurance Document was acceptable proof of insurance.
 

Truth-in-Lending Disclosure Statement (in Installment Sale Contract)
 

Signed Retail Installment Contract. We make no representation regarding the authenticity of the signature(s) on the Retail Installment Contract.
 

Signed Credit Application. We make no representation regarding the authenticity of the signature(s) on the Credit Application.
 
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
 
4


 
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
January 27, 2023
 
5

Exhibit A
 
Title Documents
 
Application for Certificate of Ownership
 
Application for Vehicle Title and Registration
     
Application for Certificate of Title
 
Copy of Application for Registration Covering the Following Described Automobile in Compliance with the Provisions of the Vehicle Code of the State of California
     
Application for Certificate of Title and Registration
 
Electronic Dealer, Rebuilder or Lessor's Report of Sale or Lease
     
Application for Certificate of Title for a Motor Vehicle
 
Electronic Title Screenshot
     
Application for Certificate of Title With/Without Registration
 
Letter of Guarantee
     
Application for Noting of Lien, Duplicate title, or Multipurpose Use
 
MV-1
     
Application for Registration
 
Report of Sale and Application for Certificate of Title
     
Application for Registration of Motor Vehicle
 
Universal Title Application
     
Application for Registration of New Vehicle
 
Vehicle Registration/ Title Application for Dealer Sales
     
Application for Title and Registration
 
Vehicle Title Application
     
Application for Title and Registration Statement of Vehicle Sale
 
Vehicle Transaction Application
     
Application for Title and/or Registration
 
VINTEK Lien and Title Information Report
     
Application for Title or Registration
   

 
A-1

Acceptable Company Names
 
Driveway
 
Driveway Financial
     
Driveway Fin Corp
 
Driveway Financial Corp
     
Driveway Finanace Corp
 
Southern Cascades Fin Corp
     
Driveway Finance
 
Southern Cascades Finance Corp
     
Driveway Finance Corp
 
Southern Cascades Finance Corporati
     
DriveWay Finance Corp.
 
Southern Cascades Finance Corporation
     
Driveway Finance Corporation
 
Southern Cascades Financial Corporation

 
A-2

Insurance Documents
 
Agreement to Furnish Insurance Policy
 
Evidence of Motor Vehicle Liability Insurance
     
Agreement to Provide Insurance
 
Insurance Card
     
Auto Insurance Binder
 
Insurance Coverage Acknowledgement
     
Auto Insurance Coverage Summary
 
Insurance Coverage Acknowledgment
     
Automobile Policy Declarations
 
Insurance Identification Card
     
Binder of Insurance
 
Liability Insurance Card
     
Certificate of Auto Insurance
 
Policy Confirmation
     
Certificate of No Fault Insurance
 
Proof of Auto Insurance Card
     
Evidence of Financial Responsibility
 
Proof of Financial Responsibility Card
     
Evidence of Insurance
 
Vehicle Lookup
     
Evidence of Liability Insurance
 
Verification of Coverage

 
A-3

Exhibit B
 
The Sample Receivables
 
Sample
Receivable #
Receivable
Number1
Sample
Receivable #
Receivable
Number1
Sample
Receivable #
Receivable
Number1
1
20231001
51
20231051
101
20231101
2
20231002
52
20231052
102
20231102
3
20231003
53
20231053
103
20231103
4
20231004
54
20231054
104
20231104
5
20231005
55
20231055
105
20231105
6
20231006
56
20231056
106
20231106
7
20231007
57
20231057
107
20231107
8
20231008
58
20231058
108
20231108
9
20231009
59
20231059
109
20231109
10
20231010
60
20231060
110
20231110
11
20231011
61
20231061
111
20231111
12
20231012
62
20231062
112
20231112
13
20231013
63
20231063
113
20231113
14
20231014
64
20231064
114
20231114
15
20231015
65
20231065
115
20231115
16
20231016
66
20231066
116
20231116
17
20231017
67
20231067
117
20231117
18
20231018
68
20231068
118
20231118
19
20231019
69
20231069
119
20231119
20
20231020
70
20231070
120
20231120
21
20231021
71
20231071
121
20231121
22
20231022
72
20231072
122
20231122
23
20231023
73
20231073
123
20231123
24
20231024
74
20231074
124
20231124
25
20231025
75
20231075
125
20231125
26
20231026
76
20231076
126
20231126
27
20231027
77
20231077
127
20231127
28
20231028
78
20231078
128
20231128
29
20231029
79
20231079
129
20231129
30
20231030
80
20231080
130
20231130
31
20231031
81
20231081
131
20231131
32
20231032
82
20231082
132
20231132
33
20231033
83
20231083
133
20231133
34
20231034
84
20231084
134
20231134
35
20231035
85
20231085
135
20231135
36
20231036
86
20231086
136
20231136
37
20231037
87
20231087
137
20231137
38
20231038
88
20231088
138
20231138
39
20231039
89
20231089
139
20231139
40
20231040
90
20231090
140
20231140
41
20231041
91
20231091
141
20231141
42
20231042
92
20231092
142
20231142
43
20231043
93
20231093
143
20231143
44
20231044
94
20231094
144
20231144
45
20231045
95
20231095
145
20231145
46
20231046
96
20231096
146
20231146
47
20231047
97
20231097
147
20231147
48
20231048
98
20231098
148
20231148
49
20231049
99
20231099
149
20231149
50
20231050
100
20231100
150
20231150
1
The Company has assigned a unique Loan Number to each Receivable in the Data File. The Receivable Numbers referred to in this Exhibit are not the Company’s Loan Numbers.
 
B-1

Exhibit C
 
Exceptions List
 
Sample
Receivable #
Receivable
Number
Attribute
Per
Data File
Per
Receivable File
         
28
20231028
PTI Ratio
9.59%
  8.90%
         
42
20231042
PTI Ratio
5.77%
12.50% 
         
74
20231074
PTI Ratio
5.51%
4.96%
         
79
20231079
Down Payment
$4,000.00
$0.00
         
85
20231085
PTI Ratio
1.77%
3.11% 
         
108
20231108
PTI Ratio
13.28%
11.88% 
         
128
20231128
PTI Ratio
9.73%
10.95% 
         
130
20231130
PTI Ratio
11.80%
13.41% 
         
140
20231140
PTI Ratio
2.37%
2.09% 
         
148
20231148
PTI Ratio
0.70%
4.06% 

 

C-1