SEC Comment Letter 0000000000-24-014276 to WORLD OMNI AUTO RECEIVABLES LLC (CIK 0001083199)
WORLD OMNI AUTO RECEIVABLES LLC (CIK 0001083199)
Date: Dec. 26, 2024 · CIK: 0001083199 · Accession: 0000000000-24-014276
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File numbers found in text: 333-283578
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December 26, 2024
Bryan Romano
Chief Executive Officer and Treasurer
World Omni Auto Receivables LLC
250 Jim Moran Blvd.
Deerfield Beach, Florida 33442
Re:World Omni Auto Receivables LLC
Registration Statement on Form SF-3
Filed December 4, 2024
File No. 333-283578
Dear Bryan Romano:
We have reviewed your registration statement and have the following comments.
Please respond to this letter by amending your registration statement and providing
the requested information. If you do not believe a comment applies to your facts and
circumstances or do not believe an amendment is appropriate, please tell us why in your
response.
After reviewing any amendment to your registration statement and the information
you provide in response to this letter, we may have additional comments.
Registration Statement on Form SF-3
General
1.Please confirm that the depositor or any issuing entity previously established, directly
or indirectly, by the depositor or any affiliate of the depositor has been current and
timely with Exchange Act reporting during the last twelve months with respect to
asset-backed securities involving the same asset class. Please refer to General
Instruction I.A.2. of Form SF-3.
2.Please confirm that, if delinquent assets are included in the pool at the time of the
prospectus, the delinquent assets will not constitute 20% or more of the asset pool on
the date of any issuance of notes under this form of prospectus. Refer to General
Instruction I.B.1(e) of Form SF-3.
December 26, 2024
Page 2
Form of Prospectus
Description of the Notes
Payments of Interest, page 115
3.The definition of “FRBNY’s Website” on page 116 includes a website address that
does not appear to be functioning. Please revise your disclosure to provide the correct
website address for accessing the applicable SOFR rates on the Federal Reserve Bank
of New York’s website.
Underwriting, page 180
4.We note your disclosure on page 182 that the underwriters and their respective
affiliates may engage in various activities, including taking "short positions with
respect to the Securities backed by similar Receivables," which "may cause or lead to
potential conflicts of interests." Please explain how this disclosure is consistent with
Securities Act Rule 192 or revise the disclosure to qualify it as subject to applicable
law, including Rule 192.
We remind you that the company and its management are responsible for the accuracy
and adequacy of their disclosures, notwithstanding any review, comments, action or absence
of action by the staff.
Refer to Rules 460 and 461 regarding requests for acceleration. Please allow adequate
time for us to review any amendment prior to the requested effective date of the registration
statement.
Please contact Hodan Siad at 202-679-7829 or Arthur Sandel at 202-551-3262 with
any questions.
Sincerely,
Division of Corporation Finance
Office of Structured Finance