Exhibit 99.1
|
Independent Accountants’ Agreed-Upon Procedures Report
VW Credit, Inc. (the “Company”)
BofA Securities, Inc.
(together, the “Specified Parties”)
Re: Volkswagen Credit Auto Master Owner Trust, Auto Dealer Loan Backed Notes, Series 2026-1 – Data Files Procedures
We have performed the procedures described below on:
| (i) | the specified attributes in an electronic data file entitled “VMOT 2026-1 Selected Sample Accounts (25 records).xlsx” provided by the Company on May 13, 2026, containing information on 25 dealer floorplan accounts (the “Accounts”) as of April 30, 2026 (the “Accounts Data File”), and |
| (ii) | the specified attributes in an electronic data file entitled “KPMG AUP Audit- VMOT 2026-1 Selected Sample Receivables (125 records).xlsx” provided by the Company on May 13, 2026, containing information on 125 dealer floorplan receivables (the “Receivables”) as of April 30, 2026 (the “Receivables Data File,” and together with the Accounts Data File, the “Data Files”). |
We were informed the Receivables from the related Accounts are intended to be included as collateral in the offering of Volkswagen Credit Auto Master Owner Trust, Auto Dealer Loan Backed Notes, Series 2026-1. The Company is responsible for the specified attributes identified by the Company in the Data Files.
The Specified Parties have agreed to and acknowledged that the procedures performed are appropriate to meet the intended purpose of assisting the Specified Parties in evaluating the accuracy of the specified attributes in the Data Files. 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 user of this report and may not meet the needs of all users of this report and, as such, users 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, percentages, and numbers of days were within $1.00, 0.1%, and 10 days, respectively. |
| · | The term “Sample Selection File” means an electronic data file entitled “Sample List sent to KPMG.xlsx” provided by the Company on May 6, 2026, unique identifiers for 388 dealer floorplan accounts and 58,357 dealer floorplan receivables. |
| · | The term “Asset Files” means the following information provided as electronic copies and/or images by the Company: |
| – | Contract: agreement between the Company and counterparty related to each Selected Account (defined below) |
| – | Monthly Dealer Invoice: a report for each Selected Account containing balance and payment information as of April 30, 2026 |
| – | Dealer Profile Screenshots: screenshots from the Company’s Crowe Portfolio Analyzer system related to each Selected Account |
| – | Asset Management Screenshots: screenshots from the Company’s DataScan system related to each Selected Account or Selected Receivable (defined below) |
| – | VIN Decoder Screenshots: screenshots from the Company’s VIN management system related to each Selected Receivable |
| · | The term “Dealer Risk Schedule” means a schedule entitled “Adjusted Risk Score Screeshots.xlsx” provided by the Company on May 18, 2026, which contained the Company’s internal risk rating for each of the Selected Accounts. |
| · | The term “Dealer Group and Vehicle Make Mapping Schedule” means electronic mail correspondence provided by the Company on May 22, 2026, confirming (i) alternate dealer group names found in the Provided Information (defined below) which may be considered equivalent to corresponding Dealer Group information contained in the Data Files, and (ii) alternate vehicle make names found in the VIN Decoder Screenshots which may be considered equivalent to corresponding VEHICLEMAKE information contained in the Data Files. |
| · | The term “Model Mapping Schedule” means an electronic data file entitled “Vehicle Short Model Mapping.xlsx” provided by the Company on May 22, 2026, and electronic mail correspondence provided by the Company on May 26, 2026, containing alternate model names found in the VIN Decoder Screenshots which may be considered equivalent to corresponding VEHICLESHORTMODEL information contained in the Data Files. |
| · | The term “Source Documents” means the following information provided by the Company: |
| – | Asset Files |
| – | Dealer Risk Schedule |
| – | Dealer Group and Vehicle Make Mapping Schedule |
| – | Model Mapping Schedule |
The Source Documents were represented by the Company to be either electronic copies of the original Source Documents, and/or electronic representations of the records contained within the Company’s systems. We make no representation regarding the validity, enforceability, authenticity, or accuracy of the information in the documents, or the documents themselves, or the execution of the Contract by the borrower.
| · | The term “Instructions” means the instructions provided by the Company pertaining to a procedure, attribute, or methodology, as described in Exhibit A. |
| · | The term “Provided Information” means the Sample Selection File, Source Documents and Instructions. |
2
The procedures we were instructed by the Company to perform and the associated findings are as follows:
| A. | We randomly selected a sample of 25 dealer floorplan accounts from the Sample Selection File using a random sampling tool (the “Selected Accounts”). A listing of the Selected Accounts 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 Accounts we were instructed to randomly select from the Sample Selection File. |
| B. | For each Selected Account, we compared or recomputed the specified attributes in the Account Data File, listed in the Attribute column of the table below, to or using the corresponding information included in the Source Documents, listed in the Provided Information column of the table below, utilizing the Instructions, as applicable. The Specified Parties indicated that the absence of any of the information in the Source Documents or the inability to agree the indicated information from the Account Data File to the Source Documents for each of the attributes identified, utilizing the Instructions as applicable, constituted an exception. The Source Documents are listed in the order of priority. |
| Attribute | Provided Information |
| Dealer Group | Contract, Dealer Invoice, Dealer Profile Screenshots, Dealer Group and Vehicle Make Mapping Schedule |
| Dealer State | Contract, Dealer Invoice, Dealer Profile Screenshots |
| New Floor Plan Principal Balance | Dealer Invoice, Asset Management Screenshots |
| Used Floorplan Principal Balance | Dealer Invoice, Asset Management Screenshots |
| CMA Balance | Dealer Invoice, Asset Management Screenshots |
| Net Balance | Dealer Invoice, Asset Management Screenshots, Instructions |
| New Rate | Dealer Invoice, Asset Management Screenshots |
| Used Rate | Dealer Invoice, Asset Management Screenshots, Instructions |
| Index | Dealer Invoice, Asset Management Screenshots |
| Total Interest Due | Dealer Invoice, Asset Management Screenshots |
| Current Principal Balance | Dealer Invoice, Asset Management Screenshots |
| Credit Limit | Dealer Risk Schedule, Asset Management Screenshots |
| Dealer Risk Rating | Dealer Risk Schedule, Asset Management Screenshots |
We found such information to be in agreement except as listed in Exhibit C.
| C. | We randomly selected a sample of 125 dealer floorplan receivables from the Sample Selection File using a random sampling tool (the “Selected Receivables”). A listing of the Selected 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 Sample Selection File. |
| D. | For each Selected Receivable, we compared or recomputed the specified attributes in the Receivables Data File, listed in the Attribute column of the table below, to or using the corresponding information included in the Source Documents, listed in the Provided Information column of the table below, utilizing the Instructions, as applicable. The Specified Parties indicated that the absence of any of the information in the Source Documents or the inability to agree the indicated information from the Receivables Data File to the Source Documents for each of the attributes identified, utilizing the Instructions as applicable, constituted an exception. The Source Documents are listed in the order of priority. |
3
| Attribute | Provided Information |
| Receivable Number | Asset Management Screenshots |
| Vehicle Identification Number | Asset Management Screenshots |
| Initial Funding Amount | Asset Management Screenshots |
| VEHICLEYR | VIN Decoder Screenshots |
| VEHICLEMAKE | VIN Decoder Screenshots, Dealer Group and Vehicle Make Mapping Schedule |
| VEHICLESHORTMODEL | VIN Decoder Screenshots, Model Mapping Schedule, Instructions |
| NEWUSEDIND | Asset Management Screenshots, Instructions |
| Days in Inventory | Asset Management Screenshots, Instructions |
| Effective Date of Dealer Inventory | Asset Management Screenshots, Dealer Invoice |
| Vehicle Age | Dealer Invoice, Asset Management Screenshots, Instructions |
We found such information to be in agreement without exception.
We were engaged by the Company to perform this agreed-upon procedures engagement. We 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 Files. 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 Files 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) 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 Accounts or Receivables to stated underwriting or credit extension guidelines, standards, criteria or other requirements, (ii) the value of collateral securing any such Accounts or Receivables being securitized, (iii) the compliance of the originator of the Accounts or Receivables with federal, state, and local laws and regulations, or (iv) any other factor or characteristic of the Accounts or Receivables that would be material to the likelihood that the issuer of the asset-backed notes 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”).
4
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
May 27, 2026
5
Exhibit A – Instructions
| Number | Attribute | Instructions |
| 1. | Net Balance |
For Accounts where CMA Balance is greater than New Floor Plan Principal Balance recompute as:
a. New Floor Plan Principal Balance
plus
b. Used Floorplan Principal Balance
minus
c. New Floor Plan Principal Balance times 70%
Otherwise, recompute as:
a. New Floor Plan Principal Balance
plus
b. Used Floorplan Principal Balance
minus
c. CMA Balance |
| 2. | Used Rate | Do not perform this procedure for Accounts for which the Used Floorplan Principal Balance is $0. |
| 3. | VEHICLESHORTMODEL | Compare the Data Files value to the Provided Information value excluding trim or engine type. |
| 4. | NEWUSEDIND | Consider Receivables for which the terms “Brasshat” or “Used” are observed in the Asset Management Screenshots to be “Used” and all other Receivables “New.” |
| 5. | Days in Inventory |
Recompute as
a. the number of days between April 30, 2026 and Effective Date of Dealer Inventory
plus
b. one (1) day |
| 6. | Vehicle Age |
Recompute as
a. the number of days between April 30, 2026 and Effective Date of Dealer Inventory
divided
b. 360 |
A-1
Exhibit B – The Selected Accounts
| Selected Account ID |
Account ID1 |
Selected Account ID |
Account ID1 |
Selected Account ID |
Account ID1 |
Selected Account ID |
Account ID1 |
| 1 | 2026108046 | 7 | 2026103939 | 13 | 2026102310 | 19 | 2026104198 |
| 2 | 2026106067 | 8 | 2026108387 | 14 | 2026105838 | 20 | 2026101769 |
| 3 | 2026103396 | 9 | 2026102349 | 15 | 2026108345 | 21 | 2026103901 |
| 4 | 2026108788 | 10 | 2026104575 | 16 | 2026114509 | 22 | 2026104545 |
| 5 | 2026103478 | 11 | 2026103402 | 17 | 2026106080 | 23 | 2026100515 |
| 6 | 2026106523 | 12 | 2026107149 | 18 | 2026102616 | 24 | 2026121405 |
| - | - | - | - | - | - | 25 | 2026106125 |
1 The Company has assigned a unique ten-digit account ID to each dealer floorplan account in the Data Files. The Company’s ID referred to in this Exhibit are not the actual ID.
B-1
Exhibit B – The Selected Receivables
| Selected Receivable ID |
Receivable ID2 |
Selected |
Receivable ID2 |
Selected Receivable ID |
Receivable ID2 |
Selected Receivable ID |
Receivable ID2 |
| 1 | 2026140796 | 32 | 2026116327 | 63 | 2026165532 | 94 | 2026119822 |
| 2 | 2026116716 | 33 | 2026156343 | 64 | 2026145564 | 95 | 2026125075 |
| 3 | 2026119385 | 34 | 2026163585 | 65 | 2026185334 | 96 | 2026119558 |
| 4 | 2026177180 | 35 | 2026150696 | 66 | 2026170918 | 97 | 2026123401 |
| 5 | 2026133217 | 36 | 2026139011 | 67 | 2026123364 | 98 | 2026112479 |
| 6 | 2026170367 | 37 | 2026150410 | 68 | 2026137901 | 99 | 2026157796 |
| 7 | 2026123399 | 38 | 2026164219 | 69 | 2026140250 | 100 | 2026135222 |
| 8 | 2026117111 | 39 | 2026146425 | 70 | 2026135479 | 101 | 2026130372 |
| 9 | 2026170345 | 40 | 2026104229 | 71 | 2026124436 | 102 | 2026107179 |
| 10 | 2026156292 | 41 | 2026134401 | 72 | 2026189883 | 103 | 2026148548 |
| 11 | 2026117814 | 42 | 2026147723 | 73 | 2026186384 | 104 | 2026110291 |
| 12 | 2026189467 | 43 | 2026143071 | 74 | 2026115147 | 105 | 2026138092 |
| 13 | 2026168375 | 44 | 2026125125 | 75 | 2026144693 | 106 | 2026116794 |
| 14 | 2026144176 | 45 | 2026106003 | 76 | 2026188959 | 107 | 2026133004 |
| 15 | 2026151001 | 46 | 2026107022 | 77 | 2026129684 | 108 | 2026127948 |
| 16 | 2026114636 | 47 | 2026118805 | 78 | 2026136978 | 109 | 2026186591 |
| 17 | 2026112467 | 48 | 2026114697 | 79 | 2026159395 | 110 | 2026118990 |
| 18 | 2026123854 | 49 | 2026125000 | 80 | 2026103717 | 111 | 2026136107 |
| 19 | 2026141592 | 50 | 2026116552 | 81 | 2026112574 | 112 | 2026177730 |
| 20 | 2026161301 | 51 | 2026144386 | 82 | 2026168581 | 113 | 2026178698 |
| 21 | 2026104542 | 52 | 2026106935 | 83 | 2026108596 | 114 | 2026121426 |
| 22 | 2026109107 | 53 | 2026144729 | 84 | 2026150630 | 115 | 2026124159 |
| 23 | 2026182656 | 54 | 2026108332 | 85 | 2026164521 | 116 | 2026139526 |
| 24 | 2026105177 | 55 | 2026110125 | 86 | 2026127486 | 117 | 2026118039 |
| 25 | 2026157882 | 56 | 2026152845 | 87 | 2026154189 | 118 | 2026127824 |
| 26 | 2026150654 | 57 | 2026173058 | 88 | 2026112678 | 119 | 2026127117 |
| 27 | 2026103217 | 58 | 2026195911 | 89 | 2026119676 | 120 | 2026137615 |
| 28 | 2026119259 | 59 | 2026165461 | 90 | 2026117860 | 121 | 2026111699 |
| 29 | 2026134160 | 60 | 2026134099 | 91 | 2026179007 | 122 | 2026149509 |
| 30 | 2026171312 | 61 | 2026139192 | 92 | 2026147139 | 123 | 2026149512 |
| 31 | 2026170112 | 62 | 2026125390 | 93 | 2026162214 | 124 | 2026157917 |
| 125 | 2026146604 |
2 The Company has assigned a unique ten-digit account ID to each dealer floorplan receivable in the Data Files. The Company’s ID referred to in this Exhibit are not the actual ID.
B-2
Exhibit C – Exception
| Selected Account ID |
Company Account Number |
Attribute | Per Accounts Data File |
Per Provided Information |
| 25 | 2026106125 | Used Margin | 2.82% | 2.32% |
C-1