World Omni Auto Receivables Trust 2025-A Navigates Trustee Litigation
| Field | Detail |
|---|---|
| Company | World Omni Auto Receivables Trust 2025-A |
| Form Type | 10-K |
| Filed Date | Mar 23, 2026 |
| Risk Level | medium |
| Pages | 10 |
| Reading Time | 12 min |
| Sentiment | neutral |
Sentiment: neutral
Topics: Auto Receivables, Asset-Backed Securities, Securitization, Trustee Litigation, Regulation AB Compliance, World Omni Financial Corp., U.S. Bank
TL;DR
**This auto receivables trust is stable, but keep an eye on its trustee's unrelated legal woes – they could signal broader systemic risks.**
AI Summary
World Omni Auto Receivables Trust 2025-A, a securitization entity, filed its 10-K for the fiscal year ended December 31, 2025, indicating no significant changes in its core business of holding auto receivables. The Trust reported no single obligor represented 10% or more of its pool assets, and no external credit enhancement providers were deemed significant under Regulation AB. Key risks highlighted include ongoing legal proceedings against U.S. Bank Trust Company, National Association, in its capacity as indenture trustee, specifically related to residential mortgage-backed securities (RMBS) and student loan trusts, though U.S. Bank denies liability and is vigorously contesting these claims. The Trust's strategic outlook remains focused on the performance of its auto receivables pool, with World Omni Financial Corp. acting as the originator, primary servicer, and indirectly, the 100% owner of the Trust through its subsidiary, World Omni Auto Receivables LLC. Compliance with servicing criteria under Item 1122 of Regulation AB was affirmed by both World Omni Financial Corp. and U.S. Bank Trust Company, National Association, with no material instances of noncompliance identified.
Why It Matters
This 10-K provides a crucial snapshot for investors in asset-backed securities, particularly those holding notes or certificates from World Omni Auto Receivables Trust 2025-A. The disclosure of ongoing litigation against U.S. Bank, the indenture trustee, for RMBS and student loan trusts, while not directly impacting this specific auto receivables trust, introduces a potential reputational and operational risk for a key service provider. This competitive context means investors should monitor the broader legal landscape for financial institutions acting as trustees, as adverse outcomes could indirectly affect the stability and perceived reliability of securitization structures across the market, including those managed by World Omni Financial Corp.
Risk Assessment
Risk Level: medium — The risk level is medium due to the ongoing legal proceedings against U.S. Bank Trust Company, National Association, the Indenture Trustee, as detailed in Item 1117 of Regulation AB. While these lawsuits (RMBS and National Collegiate Student Loan Master Trust I, et al. v. U.S. Bank National Association, et al., C.A. No. 2018-0167-JRS) are not directly against World Omni Auto Receivables Trust 2025-A, they involve a critical third-party service provider, introducing potential operational and reputational risks to the Trust's structure.
Analyst Insight
Investors should maintain their positions in World Omni Auto Receivables Trust 2025-A, but closely monitor developments in the legal cases involving U.S. Bank Trust Company, National Association. While the Trust itself appears stable with no direct exposure, any significant adverse rulings against the trustee could impact the broader securitization market and potentially lead to increased scrutiny or operational changes for similar trusts.
Key Numbers
- 10% — maximum percentage of pool assets represented by a single obligor (No single obligor represents 10% or more of the pool assets, indicating diversification.)
- 100% — ownership interest in the Trust (World Omni Auto Receivables LLC, a subsidiary of World Omni Financial Corp., holds a 100% ownership interest in the Trust.)
- 2025-12-31 — fiscal year end date (The 10-K covers the fiscal year ended December 31, 2025.)
- 2026-03-23 — filing date (The 10-K was filed on March 23, 2026.)
- 333-261470-14 — Commission File Number of issuing entity (Identifies the specific registration for World Omni Auto Receivables Trust 2025-A.)
Key Players & Entities
- World Omni Auto Receivables Trust 2025-A (company) — issuing entity
- World Omni Auto Receivables LLC (company) — depositor and wholly-owned subsidiary of the sponsor
- World Omni Financial Corp. (company) — sponsor, originator, and primary servicer
- U.S. Bank Trust Company, National Association (company) — indenture trustee
- U.S. Bank National Association (company) — parent of the indenture trustee, facing RMBS and student loan litigation
- Michael Hollis (person) — Group Vice President and Assistant Secretary of World Omni Financial Corp., signing on behalf of the Trust
- PricewaterhouseCoopers LLP (company) — independent registered public accounting firm for World Omni Financial Corp.
- Ernst & Young LLP (company) — independent registered public accounting firm for U.S. Bank National Association and U.S. Bank Trust Company, National Association
- Delaware Court of Chancery (regulator) — court where NCMSLT Action is pending
- Regulation AB (regulator) — governing regulation for securitization disclosures
FAQ
What is World Omni Auto Receivables Trust 2025-A?
World Omni Auto Receivables Trust 2025-A is an issuing entity that holds a pool of auto receivables. It is sponsored by World Omni Financial Corp. and its depositor is World Omni Auto Receivables LLC.
Who is the indenture trustee for World Omni Auto Receivables Trust 2025-A?
U.S. Bank Trust Company, National Association, serves as the indenture trustee for World Omni Auto Receivables Trust 2025-A. They are responsible for overseeing the trust's compliance with the indenture agreement.
Are there any significant legal proceedings affecting World Omni Auto Receivables Trust 2025-A?
While no legal proceedings are directly pending against World Omni Auto Receivables Trust 2025-A, its indenture trustee, U.S. Bank Trust Company, National Association, is involved in significant litigation related to residential mortgage-backed securities (RMBS) and student loan trusts, as detailed in Item 1117 of the 10-K.
What is the role of World Omni Financial Corp. in this trust?
World Omni Financial Corp. is the sponsor, originator, and primary servicer of the pool assets held by World Omni Auto Receivables Trust 2025-A. Its wholly-owned subsidiary, World Omni Auto Receivables LLC, is the depositor and holds a 100% ownership interest in the Trust.
Does any single obligor represent a large portion of the trust's assets?
No, the filing states that no single obligor represents 10% or more of the pool assets held by World Omni Auto Receivables Trust 2025-A, indicating a diversified pool.
Has World Omni Auto Receivables Trust 2025-A complied with servicing criteria?
Yes, both World Omni Financial Corp. (as servicer) and U.S. Bank Trust Company, National Association (as indenture trustee) have submitted reports on assessment of compliance with applicable servicing criteria under Item 1122 of Regulation AB, and neither identified any material instance of noncompliance.
What is the significance of the RMBS and student loan litigation for investors in World Omni Auto Receivables Trust 2025-A?
Although the litigation against U.S. Bank is not directly related to the auto receivables trust, it highlights potential operational and reputational risks for a key third-party service provider. Investors should monitor these cases as they could indirectly impact the broader securitization market and trustee services.
Are there any external credit enhancements for World Omni Auto Receivables Trust 2025-A?
No, the filing explicitly states that no entity or group of affiliated entities provides any external credit enhancement or other support with respect to payments on the pool assets or the notes/certificates issued by the Trust.
What is the address and contact number for World Omni Auto Receivables Trust 2025-A?
The principal executive offices are located at 250 Jim Moran Boulevard, Deerfield Beach, FL 33442. The registrant's telephone number is (954) 429-2200.
Who signed the 10-K report for World Omni Auto Receivables Trust 2025-A?
The report was signed by Michael Hollis, Group Vice President and Assistant Secretary of World Omni Financial Corp., acting as Servicer on behalf of the Trust, on March 23, 2026.
Risk Factors
- Ongoing Legal Proceedings Against Indenture Trustee [medium — legal]: The Trust's indenture trustee, U.S. Bank Trust Company, National Association, is involved in ongoing legal proceedings related to residential mortgage-backed securities (RMBS) and student loan trusts. While these proceedings are not directly against the World Omni Auto Receivables Trust 2025-A, they could potentially impact the trustee's operations or reputation, creating an indirect risk.
Industry Context
The auto finance industry is characterized by a high volume of consumer lending, with securitization playing a crucial role in providing liquidity for originators. Competition is intense, with established players and new entrants vying for market share. Trends include evolving consumer preferences towards electric vehicles and increasing regulatory scrutiny on lending practices.
Regulatory Implications
The Trust operates under the framework of Regulation AB, requiring specific disclosures regarding its assets, servicing, and credit enhancement. The ongoing legal proceedings involving the indenture trustee, though unrelated to the Trust's direct operations, highlight potential reputational and operational risks associated with third-party service providers.
What Investors Should Do
- Monitor legal proceedings involving U.S. Bank Trust Company, National Association.
- Review servicing reports and compliance with Item 1122 of Regulation AB.
- Assess the performance of the auto receivables pool.
Key Dates
- 2025-01-22: Underwriting Agreement executed — Marks the formal agreement for the issuance of the Trust's securities.
- 2025-01-24: Form 8-K filed regarding Underwriting Agreement — Public disclosure of the underwriting terms for the Trust.
- 2025-01-29: Sale and Servicing Agreement and Indenture executed — Establishes the operational framework and terms for servicing the auto receivables and the rights of security holders.
- 2025-01-29: Form 8-K filed regarding Sale and Servicing Agreement and Indenture — Public disclosure of the key agreements governing the Trust's operations and debt structure.
- 2024-12-04: Form SF-3 filed for Depositor — Provides details on the entity that will deposit the auto receivables into the Trust.
- 2025-12-31: Fiscal Year End — Defines the period covered by the 10-K filing.
- 2026-03-23: 10-K Filing Date — The date the annual report was submitted to the SEC, providing audited financial information and business updates.
Glossary
- Securitization Entity
- A legal entity created to pool assets, such as auto loans, and issue securities backed by the cash flows from those assets. (World Omni Auto Receivables Trust 2025-A is a securitization entity whose primary business is holding auto receivables.)
- Regulation AB
- SEC rules governing the disclosure and reporting requirements for asset-backed securities. (The filing and its disclosures, including servicing criteria and credit enhancement, are governed by Regulation AB.)
- Indenture Trustee
- A financial institution appointed to act on behalf of bondholders in a debt issuance, ensuring the terms of the indenture are met. (U.S. Bank Trust Company, National Association serves as the indenture trustee for the Trust and is involved in unrelated legal proceedings.)
- Servicer
- The entity responsible for managing the underlying assets, including collecting payments, handling delinquencies, and remitting funds to the trust. (World Omni Financial Corp. acts as the primary servicer for the auto receivables in the Trust.)
- Depositor
- The entity that transfers or sells the assets to the securitization trust. (The Certificate of Formation and related agreements for the Depositor are referenced as exhibits.)
- Pool Assets
- The collection of assets, in this case, auto receivables, that are securitized and back the issued securities. (The diversification of the pool assets, with no single obligor exceeding 10%, is a key characteristic of the Trust's portfolio.)
Year-Over-Year Comparison
As this is the first 10-K filing for the World Omni Auto Receivables Trust 2025-A, a direct comparison of key metrics to a previous year's filing is not applicable. The filing establishes the baseline for future performance and risk assessments. New information pertains to the execution of key agreements like the Underwriting Agreement and Sale and Servicing Agreement in early 2025, and the ongoing legal matters involving the indenture trustee.
Filing Stats: 2,979 words · 12 min read · ~10 pages · Grade level 10.2 · Accepted 2026-03-23 15:33:52
Filing Documents
- tm261230d12_10k.htm (10-K) — 68KB
- tm261230d12_ex31-1.htm (EX-31.1) — 7KB
- tm261230d12_ex33-1.htm (EX-33.1) — 70KB
- tm261230d12_ex33-2.htm (EX-33.2) — 46KB
- tm261230d12_ex34-1.htm (EX-34.1) — 7KB
- tm261230d12_ex34-2.htm (EX-34.2) — 6KB
- tm261230d12_ex35-1.htm (EX-35.1) — 5KB
- tm261230d12_ex34-1img01.jpg (GRAPHIC) — 2KB
- tm261230d12_ex34-2img01.jpg (GRAPHIC) — 2KB
- 0001104659-26-033271.txt ( ) — 218KB
Business
Item 1. Business. Not Applicable.
Risk Factors
Item 1A. Risk Factors. Not Applicable.
Unresolved Staff Comments
Item 1B. Unresolved Staff Comments. None.
Cybersecurity
Item 1C. Cybersecurity. Not Applicable.
Properties
Item 2. Properties. Not Applicable. Item 3. Legal Proceedings. Not Applicable.
[Reserved]
Item 4. [Reserved]. Substitute Information Provided in Accordance with General Instruction J to Form 10-K:
(B) OF REGULATION AB. SIGNIFICANT OBLIGORS OF POOL ASSETS
ITEM 1112(B) OF REGULATION AB. SIGNIFICANT OBLIGORS OF POOL ASSETS (FINANCIAL INFORMATION). No single obligor represents 10% or more of the pool assets held by World Omni Auto Receivables Trust 2025-A (the “Trust”).
(B)(2) OF REGULATION AB. CREDIT ENHANCEMENT AND OTHER
ITEM 1114(B)(2) OF REGULATION AB. CREDIT ENHANCEMENT AND OTHER SUPPORT, EXCEPT FOR CERTAIN DERIVATIVES INSTRUMENTS (INFORMATION REGARDING SIGNIFICANT ENHANCEMENT PROVIDERS). No entity or group of affiliated entities provides any external credit enhancement or other support with respect to either payment on the pool assets held by the Trust or payments on the notes (the “Notes”) or certificates (the “Certificates”) issued by the Trust.
(B) OF REGULATION AB. CERTAIN DERIVATIVE INSTRUMENTS
ITEM 1115(B) OF REGULATION AB. CERTAIN DERIVATIVE INSTRUMENTS (FINANCIAL INFORMATION). Based on the standards set forth in Item 1115(b) of Regulation AB, no information is required in response to this item.
OF REGULATION AB. LEGAL PROCEEDINGS
ITEM 1117 OF REGULATION AB. LEGAL PROCEEDINGS. The following events have been brought to our attention by U.S. Bank Trust Company, National Association, in its capacity as indenture trustee (the “Indenture Trustee”): U.S. Bank National Association (“U.S. Bank”), which is the parent of the Indenture Trustee, and other large financial institutions have been sued in their capacity as trustee or successor trustee for certain residential mortgage backed securities ("RMBS") trusts. The complaints, primarily filed by investors or investor groups against U.S. Bank and similar institutions, allege the trustees caused losses to investors as a result of alleged failures by the sponsors, mortgage loan sellers and servicers to comply with the governing agreements for these RMBS trusts. Plaintiffs generally assert causes of action based upon the trustees’ purported failures to enforce repurchase obligations of mortgage loan sellers for alleged breaches of representations and warranties, notify securityholders of purported events of default allegedly caused by breaches of servicing standards by mortgage loan servicers and abide by a heightened standard of care following alleged events of default. U.S. Bank denies liability and believes that it has performed its obligations under the RMBS trusts in good faith, that its actions were not the cause of losses to investors, that it has meritorious defenses, and it has contested and intends to continue contesting the plaintiffs’ claims vigorously. However, U.S. Bank cannot assure you as to the outcome of any of the litigation, or the possible impact of these litigations on the trustee or the RMBS trusts. On March 9, 2018, a law firm purporting to represent fifteen Delaware statutory trusts (the “DSTs”) that issued securities backed by student loans (the “Student Loans”) filed a lawsuit in the Delaware Court of Chancery against U.S. Bank in its capacities as indentu
Management’s Discussion and Analysis of Financial Condition and Results of Operations
Item 7. Management’s Discussion and Analysis of Financial Condition and Results of Operations. Not applicable.
Quantitative and Qualitative Disclosures About Market Risk
Item 7A. Quantitative and Qualitative Disclosures About Market Risk. Not applicable.
Financial Statements
Item 8. Financial Statements and Supplementary Data. Not applicable.
Changes In and
Item 9. Changes In and Disagreements With Accountants on Accounting and Financial Disclosure. Not applicable.
Controls and Procedures
Item 9A. Controls and Procedures. Not applicable.
Other Information
Item 9B. Other Information. No other information.
Disclosure Regarding Foreign Jurisdictions that Prevent Inspections
Item 9C. Disclosure Regarding Foreign Jurisdictions that Prevent Inspections. Not applicable. PART III
Directors, Executive Officers and Corporate Governance
Item 10. Directors, Executive Officers and Corporate Governance. Not applicable because there are no directors or executive officers of the registrant.
Executive Compensation
Item 11. Executive Compensation. Not applicable.
Security Ownership of Certain Beneficial Owners and Management and Related Stockholder Matters
Item 12. Security Ownership of Certain Beneficial Owners and Management and Related Stockholder Matters. Not Applicable.
Certain Relationships and Related Transactions, and Director Independence
Item 13. Certain Relationships and Related Transactions, and Director Independence. Not applicable.
Principal Accountant Fees and Services
Item 14. Principal Accountant Fees and Services. Not applicable. Substitute Information Provided in Accordance with General Instruction J to Form 10-K:
OF REGULATION AB. AFFILIATIONS AND CERTAIN RELATIONSHIPS
ITEM 1119 OF REGULATION AB. AFFILIATIONS AND CERTAIN RELATIONSHIPS AND RELATED TRANSACTIONS. The Sponsor is the originator, as contemplated by Item 1110 of Regulation AB, of all of the pool assets owned by the Trust. The Sponsor is also the primary servicer. The Depositor is a wholly-owned subsidiary of the Sponsor and, therefore, a wholly-owned subsidiary of the originator and the primary servicer. Through its purchase of the Certificates, the Depositor has acquired a 100% ownership interest in the Trust; therefore, the Trust is an affiliated party of the Depositor and, indirectly, of the Sponsor (including in its role as originator and primary servicer). The Indenture Trustee is not affiliated with any of the Sponsor (including in its role as originator and primary servicer), the Depositor or the Trust. There are no significant obligors, external enhancement or support providers, or other material parties related to the Notes or Certificates. In addition, there are no business relationships, agreements, arrangements, transactions or understandings outside the ordinary course of business or on terms other than would be obtained in an arm’s length transaction with an unrelated party, apart from the transaction involving the issuance of the Notes and Certificates by the Trust, between the Sponsor, the Depositor or the Trust and any of the parties mentioned in this Item.
OF REGULATION AB. COMPLIANCE WITH APPLICABLE SERVICING CRITERIA
ITEM 1122 OF REGULATION AB. COMPLIANCE WITH APPLICABLE SERVICING CRITERIA. The Sponsor (in its role as servicer) and the Indenture Trustee (collectively, the “Servicing Parties”) have each been identified by the registrant as parties participating in the servicing function with respect to the asset pool held by the Trust. Each of the Servicing Parties has completed a report on an assessment of compliance with the servicing criteria applicable to it under Item 1122 of Regulation AB (each, a “Servicing Report”), which Servicing Reports are attached as exhibits to this Form 10-K. In addition, each of the Servicing Parties has provided an attestation report (each, an “Attestation Report”) by one or more registered public accounting firms, which reports are also attached as exhibits to this Form 10-K. Neither of the Servicing Reports prepared by the Servicing Parties, or the corresponding Attestation Reports, has identified any material instance of noncompliance with the servicing criteria applicable to the respective Servicing Party.
OF REGULATION AB. SERVICER COMPLIANCE STATEMENT
ITEM 1123 OF REGULATION AB. SERVICER COMPLIANCE STATEMENT. The Sponsor (in its role as servicer) has been identified by the registrant as servicer with respect to the asset pool held by the Trust. The Sponsor has completed a statement of compliance (a “Compliance Statement”), signed by an authorized officer of the Sponsor. The Compliance Statement is attached as an exhibit to this Form 10-K. PART IV
Exhibits, Financial Statement Schedules
Item 15. Exhibits, Financial Statement Schedules. (a)(1) Not applicable. (a)(2) Not applicable. (a)(3) See Item 15(b) below. (b) The following documents are included as part of, or incorporated by reference to, this annual report: Exhibit No. 1.1 Underwriting Agreement, dated as of January 22, 2025, relating to the Trust. Incorporated by reference to Exhibit 1.1 to the Registrant’s Current Report on Form 8-K, Registration File Number 333-261470-14, filed with the Commission on January 24, 2025. 3.1 Certificate of Formation of the Depositor. Incorporated by reference to Exhibit 3.1 to the Registrant’s Form SF-3, Registration File Number 333-283578, filed with the Commission on December 4, 2024. 3.2 Certificate of Amendment of Certificate of Formation of the Depositor. Incorporated by reference to Exhibit 3.2 to the Registrant’s Form SF-3, Registration File Number 333-283578, filed with the Commission on December 4, 2024. 3.3 Limited Liability Company Agreement of the Depositor. Incorporated by reference to Exhibit 3.3 to the Registrant’s Form SF-3, Registration File Number 333-283578, filed with the Commission on December 4, 2024. 3.4 Amendment No. 1 to Limited Liability Company Agreement of the Depositor. Incorporated by reference to Exhibit 3.4 to the Registrant’s Form SF-3, Registration File Number 333-283578, filed with the Commission on December 4, 2024. 3.5 Amendment No. 2 to Limited Liability Company Agreement of the Depositor. Incorporated by reference to Exhibit 3.5 to the Registrant’s Form SF-3, Registration File Number 333-283578, filed with the Commission on December 4, 2024 . 4.1 Sale and Servicing Agreement, dated as of January 29, 2025, relating to the Trust. Incorporated by reference to Exhibit 4.1 to the Registrant’s Current Report on Form 8-K, Registration File Number 333-261470-14, filed with the Commission on January 29, 2025. 4.2 Indenture, dated as of January 29, 2025, relating
Form 10-K Summary
Item 16. Form 10-K Summary. None.
SIGNATURES
SIGNATURES Pursuant to the requirements of Section 13 or 15(d) of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned, thereunto duly authorized. World Omni Auto Receivables Trust 2025-A By: World Omni Financial Corp., as Servicer on behalf of the Trust Date: March 23, 2026 /s/ Michael Hollis Michael Hollis Group Vice President and Assistant Secretary (Senior officer in charge of the servicing function) World Omni Financial Corp. (Servicer on behalf of the Trust) Supplemental Information to be Furnished With Reports Filed Pursuant to Section 15(d) of the Act by Registrants Which Have Not Registered Securities Pursuant to Section 12 of the Act. No annual report or proxy materials have been sent to security holders and no such report or proxy materials are to be furnished to security holders subsequent to the filing of this Annual Report on Form 10-K.