Form ABS-15G Cedarhurst Companies, Llc

Asset-backed securitizer report pursuant to Section 15G, item 2.01

Published: 2019-10-15 15:30:49
Submitted: 2019-10-15
Period Ending In: 2019-10-15
n1839_abs15g-x1.htm FORM ABS-15G


> ENT> ABS-15G 1 n1839_abs15g-x1.htm FORM ABS-15G

 

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:                                                 

 

 
Name and telephone number, including area code, of the person to
contact in connection with this filing.

 

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) [ ]

 

[X] Rule 15Ga-2 under the Exchange Act (17 CFR 240.15Ga-2)

 

Central Index Key Number of sponsor: 0001790666

 

PACE Loan Group 2019-1 LLC
(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

 

Raphael Golberstein
(612) 355-2606
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

 

The disclosures required by Rule 15Ga-2 (17 CFR 240.15Ga-2) are attached as Exhibit 99.1 to this Form ABS-15G. Please see the Exhibit Index for the related information.

 

     
 


EXHIBIT INDEX

 

 

99.1    Grant Thornton LLP Report of Independent Certified Public Accountants

 

     
 

 

SIGNATURE

 

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.

 

Date:  October 15, 2019

CEDARHURST COMPANIES, LLC

(Sponsor)

     
     
  By: /s/  Raphael Golberstein
    Name:  Raphael Golberstein
    Title:    Chief Executive Officer
     

 

 

     
 

 

EXHIBIT 99.1

 

GRANT THORNTON LLP

REPORT OF INDEPENDENT CERTIFIED PUBLIC ACCOUNTANTS

 

     

exh99-1.htm GRANT THORNTON LLP REPORT OF INDEPENDENT CERTIFIED PUBLIC ACCOUNTANTS


> ENT> EX-99.1 2 exh99-1.htm GRANT THORNTON LLP REPORT OF INDEPENDENT CERTIFIED PUBLIC ACCOUNTANTS

Exhibit 99.1

 

 

 

   
     
     
     
     
     
   

Grant Thornton LLP
201 S. College St., Suite 2500
Charlotte, NC 28244

 

T 704.632.3500
F 704.334.7701
www.GrantThornton.com

 

 

REPORT OF INDEPENDENT CERTIFIED PUBLIC ACCOUNTANTS

 

Board of Directors and Management of PACE Loan Group 2019-1 LLC and PACE Loan Group LLC:

 

We have performed the procedures enumerated below, which were agreed to by PACE Loan Group 2019-1 LLC (the “Issuer”) and PACE Loan Group LLC (the “Company” and, together with the Issuer, the “Specified Parties”), in their evaluation of certain information with respect to attributes of the Property Assessed Clean Energy (“PACE”) assets related to the offering of certain classes of notes by the Issuer. The sufficiency of these procedures is solely the responsibility of the Specified Parties. Consequently, we make no representation regarding the sufficiency of the procedures enumerated below either for the purpose for which this report has been requested or for any other purpose.

 

The procedures we performed and our findings are as follows. For the purposes of our procedures, we assumed that differences of less than $1.00, 0.01 (numbers and years) or 0.01%, as applicable, were in agreement. For computations where all numerical inputs were in agreement, the result was deemed in agreement. For the purposes of our procedures above, we assumed any differences in the Property Address, City or State characteristics that are as a result of abbreviations or punctuation were considered in agreement.

 

On September 18, 2019, the Company provided us with a computer readable data file (the “Initial Closing Date Collateral Data File”) containing certain characteristics of the closed PACE assets, which are listed on Appendix A. The 14 assets selected for the agreed-upon procedures were selected by the Company, and not by Grant Thornton LLP. The Company provided us with periodic updates received up to and including October 10, 2019 (together with the “Initial Closing Date Collateral Date File”, the “Closing Date Collateral Data File”). We performed the procedures indicated below on the PACE assets.

 

Unless otherwise indicated, the following are defined for the purposes of our procedures:

 

· the phrase “compared” means we checked the information for agreement between sources, with any findings being reported unless a deviation tolerance is otherwise noted. If applicable, such compared amounts and percentages are deemed to be in agreement if differences were attributable to rounding.

 

Grant Thornton LLP
U.S. member firm of Grant Thornton International Ltd

 

     
 

  

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· the phrase “recomputed” means, if applicable, we recalculated the number through mathematical calculation using the applicable information in the Closing Date Collateral Data File as the inputs, with any findings being reported unless a deviation tolerance is otherwise noted. If applicable, such recomputed amounts and percentages are deemed to be in agreement if differences were attributable to rounding.

 

· the phrase “Source Documents” means a record containing details of a particular transaction or characteristic. Source Documents may include, but are not limited to, PACE Loan Agreements, PACE Loan Disbursement Agreements, PACE Promissory Notes, PACE Assessment Assignment Agreements, Closing Books, Appraisals, Amortization Schedules, Assessment Agreements, Loan Agreements, Promissory Notes, Memorandum and Notice of PACE Loans.

 

Closing Date Collateral Data File Review Procedures:

 

The Company provided us with the Closing Date Collateral Data File for purposes of the Closing Date Collateral Data File Review Procedures. The closed PACE assets are listed on Appendix A. For each of the closed PACE assets, we performed comparisons from the Closing Date Collateral Data File, for certain PACE asset characteristics, to information from the Source Documents.

 

The procedures we performed on the PACE assets are listed below.

 

  Number Characteristic

Source Document

(listed in order of application)

  1 Original Assessment Amount Loan Agreements
  2 Property Address Appraisals, Tax Statements, Utility Bills
  3 City Appraisals, Tax Statements
  4 State Appraisals, Tax Statements
  5 Zip Code Appraisals, Tax Statements
  6 Closed? Loan Agreements
  7 Closing Date Loan Agreements, Closing Letter
  8 Project Cost Contractor Agreements
  9 Interest Rate Loan Agreements
  10 Original Term Loan Agreements, Amortization Schedules
  11 Initial Year on Tax Roll Loan Agreements, Amortization Schedules
  12 Loan to Value Ratio Loan Agreements, Appraisals, Mortgage Note Agreements
  13 Assessment Loan to Value Ratio Loan Agreements, Appraisals
  14 Prepayment Penalty Loan Agreements

 

We compared Characteristics 1 through 10, 11 and 14 (as set forth in the Closing Date Collateral Data File) to the corresponding information set forth in the provided Source Documents. With respect to Characteristics 12 and 13, we recomputed the information based on inputs from the Source Documents. We noted no unresolved discrepancies between the Closing Date Collateral Data File and the Source Documents.

 

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 a review, the objective of which would be the

 

 

Grant Thornton LLP
U.S. member firm of Grant Thornton International Ltd

 

     
 

 

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expression of an opinion or conclusion, respectively, on certain information with respect to the attributes of the Financial Institution Notes related to Financial Institution Note Securitization 2019-1 Ltd. 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 you.

 

Our agreed-upon procedures engagement was not conducted for the purpose of the following:

· Addressing the conformity of the origination of the assets to stated underwriting or credit extension guidelines, standards, criteria, or other requirements
· Addressing the value of collateral securing any such assets being securitized
· Addressing the compliance of the originator of the assets with federal, state and local laws and regulations
· Satisfying any criteria for due diligence published by a nationally recognized statistical rating organization
· Addressing any other factor or characteristic of the assets 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
· Forming any conclusion
· Any other terms or requirements of the transaction that do not appear in this report.

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 anyone other than the Specified Parties, including investors and rating agencies, who are not identified as Specified Parties but who may have access to this report as required by law or regulation.

 

 

 

 

Charlotte, North Carolina

October 11, 2019

 

 

Grant Thornton LLP
U.S. member firm of Grant Thornton International Ltd

 

     
 

 

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Appendix A

 

 

 

 

 

 

 

 

 

 

 

 

Grant Thornton LLP
U.S. member firm of Grant Thornton International Ltd

 

     
 

 

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PACE Asset Number PACE Asset Name
1 Treasure Island Center
2 International Market Square
3 New Prague AL
4 OCC I & OCC III
5 Strong Scott
6 KEX PDX
7 811 LaSalle
8 Little Canada
9 North St. Paul
10 6160 Summit
11 Plankinton Building
12 Grand Ave. Apts.
13 Premier Gear
14 Cloquet Apartments
15 St. Paul Building

 

 

 

 

 

 

 

 

Grant Thornton LLP
U.S. member firm of Grant Thornton International Ltd

 

 

Additional Files
FileSequenceDescriptionTypeSize
0001539497-19-001677.txt   Complete submission text file   190631

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