World Omni Trust 2025-C Reports Clean Servicing, Trustee Faces RMBS Headwinds
| Field | Detail |
|---|---|
| Company | World Omni Auto Receivables Trust 2025-C |
| Form Type | 10-K |
| Filed Date | Mar 23, 2026 |
| Risk Level | medium |
| Pages | 10 |
| Reading Time | 12 min |
| Sentiment | mixed |
Sentiment: mixed
Topics: Auto ABS, Securitization, 10-K Filing, U.S. Bank Litigation, Servicing Compliance, Asset-Backed Securities, Financial Reporting
TL;DR
**World Omni Auto Receivables Trust 2025-C is operationally sound, but keep an eye on U.S. Bank's broader legal woes, as they could cast a shadow on the ABS market.**
AI Summary
World Omni Auto Receivables Trust 2025-C, a securitization entity, filed its 10-K for the fiscal year ended December 31, 2025, indicating no single obligor represents 10% or more of its pool assets, and no external credit enhancement providers exist. The Trust, a wholly-owned subsidiary of World Omni Auto Receivables LLC, which is in turn a wholly-owned subsidiary of World Omni Financial Corp., functions primarily to hold auto receivables. The filing highlights ongoing legal proceedings against U.S. Bank National Association, the parent of the Indenture Trustee, related to residential mortgage-backed securities (RMBS) and student loan trusts, specifically the NCMSLT Action, though U.S. Bank denies liability. Both World Omni Financial Corp. (as servicer) and U.S. Bank Trust Company, National Association (as Indenture Trustee) reported no material instances of noncompliance with applicable servicing criteria under Item 1122 of Regulation AB, as attested by PricewaterhouseCoopers LLP and Ernst & Young LLP, respectively. The Trust has no common equity, directors, or executive officers, and its operations are governed by agreements such as the Sale and Servicing Agreement and Indenture, both dated August 13, 2025.
Why It Matters
This 10-K provides transparency into the operational health of an auto asset-backed securities (ABS) trust, crucial for investors assessing the stability of their holdings. The absence of significant obligor concentration and external credit enhancement means investors rely directly on the performance of the underlying auto receivables and the servicing quality. While the Trust itself shows no direct financial distress, the ongoing legal challenges faced by U.S. Bank, the Indenture Trustee's parent, in the RMBS and student loan sectors could indirectly impact investor confidence in the broader securitization market, potentially affecting the perceived risk of similar ABS products. This competitive context underscores the importance of robust servicing and trustee oversight in maintaining market integrity.
Risk Assessment
Risk Level: medium — The risk level is medium due to the legal proceedings against U.S. Bank National Association, the parent of the Indenture Trustee, as detailed in ITEM 1117 of Regulation AB. These lawsuits, including the NCMSLT Action, allege failures in trustee duties for RMBS and student loan trusts, which, while not directly against World Omni Auto Receivables Trust 2025-C, could impact the reputation and operational capacity of a key service provider, U.S. Bank Trust Company, National Association.
Analyst Insight
Investors should monitor the progress and outcomes of the legal proceedings against U.S. Bank National Association, as these could signal broader systemic risks or operational challenges for key players in the securitization market. While the Trust's direct servicing compliance is strong, the indirect exposure to the Indenture Trustee's parent's legal issues warrants vigilance.
Financial Highlights
- debt To Equity
- Not Disclosed
- revenue
- Not Disclosed
- operating Margin
- Not Disclosed
- total Assets
- Not Disclosed
- total Debt
- Not Disclosed
- net Income
- Not Disclosed
- eps
- Not Disclosed
- gross Margin
- Not Disclosed
- cash Position
- Not Disclosed
- revenue Growth
- Not Disclosed
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 (The Depositor has acquired a 100% ownership interest in the Trust through its purchase of the Certificates.)
- 2025-12-31 — fiscal year end date (The 10-K covers the fiscal year ended December 31, 2025.)
- 2025-08-13 — date of key agreements (The Sale and Servicing Agreement, Indenture, and Trust Agreement were all dated August 13, 2025.)
- 2018-03-09 — filing date of NCMSLT Action (The lawsuit against U.S. Bank concerning student loans was filed on March 9, 2018.)
Key Players & Entities
- World Omni Auto Receivables Trust 2025-C (company) — issuing entity
- World Omni Auto Receivables LLC (company) — depositor and wholly-owned subsidiary of 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 indenture trustee facing legal proceedings
- Michael Hollis (person) — Group Vice President and Assistant Secretary of World Omni Financial Corp.
- 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
- $0 (dollar_amount) — aggregate market value of voting and non-voting common equity held by non-affiliates
FAQ
What is the primary business of World Omni Auto Receivables Trust 2025-C?
World Omni Auto Receivables Trust 2025-C is an issuing entity primarily involved in holding pool assets, specifically auto receivables. It issues Notes and Certificates backed by these assets, as detailed in its 10-K filing for the fiscal year ended December 31, 2025.
Are there any significant obligors in the asset pool of World Omni Auto Receivables Trust 2025-C?
No, the 10-K filing explicitly states that no single obligor represents 10% or more of the pool assets held by World Omni Auto Receivables Trust 2025-C, indicating a diversified asset base.
Who is the sponsor and servicer for World Omni Auto Receivables Trust 2025-C?
World Omni Financial Corp. is identified as both the Sponsor and the primary servicer for World Omni Auto Receivables Trust 2025-C, as per ITEM 1119 of Regulation AB in the 10-K.
What legal proceedings are mentioned in the World Omni Auto Receivables Trust 2025-C 10-K?
The 10-K mentions legal proceedings against U.S. Bank National Association, the parent of the Indenture Trustee, related to residential mortgage-backed securities (RMBS) trusts and student loan trusts, specifically the NCMSLT Action filed on March 9, 2018.
Did World Omni Financial Corp. comply with servicing criteria for World Omni Auto Receivables Trust 2025-C?
Yes, World Omni Financial Corp., in its role as servicer, completed a report on assessment of compliance with applicable servicing criteria under Item 1122 of Regulation AB, and no material instances of noncompliance were identified, as attested by PricewaterhouseCoopers LLP.
Does World Omni Auto Receivables Trust 2025-C have external credit enhancement?
No, the filing states that no entity or group of affiliated entities provides any external credit enhancement or other support for payments on the pool assets or the notes/certificates issued by World Omni Auto Receivables Trust 2025-C.
Who is the Indenture Trustee for World Omni Auto Receivables Trust 2025-C?
U.S. Bank Trust Company, National Association, serves as the Indenture Trustee for World Omni Auto Receivables Trust 2025-C, as specified in the 10-K filing.
What is the relationship between World Omni Financial Corp. and World Omni Auto Receivables LLC?
World Omni Auto Receivables LLC, the Depositor, is a wholly-owned subsidiary of World Omni Financial Corp., the Sponsor, as stated in ITEM 1119 of Regulation AB.
Are there any directors or executive officers for World Omni Auto Receivables Trust 2025-C?
No, the 10-K explicitly states that there are no directors or executive officers of the registrant, World Omni Auto Receivables Trust 2025-C, as it is a securitization trust.
What is the significance of the August 13, 2025, date in the World Omni Auto Receivables Trust 2025-C filing?
August 13, 2025, is the date of several key agreements governing the Trust's operations, including the Sale and Servicing Agreement, Indenture, Trust Agreement, Receivables Purchase Agreement, and Administration Agreement, which are incorporated by reference in the 10-K.
Risk Factors
- Ongoing Litigation Against Indenture Trustee Parent [medium — legal]: The Trust is indirectly impacted by ongoing legal proceedings against U.S. Bank National Association, the parent of the Indenture Trustee. These proceedings, specifically the NCMSLT Action filed on March 9, 2018, relate to residential mortgage-backed securities and student loan trusts. While U.S. Bank denies liability, any adverse outcome could potentially affect the stability or reputation of entities involved in the securitization process.
Industry Context
The auto finance industry is characterized by intense competition among lenders and servicers. Securitization remains a critical funding mechanism for originators, allowing them to access capital markets for their auto loan portfolios. Trends include evolving consumer credit preferences, technological advancements in loan origination and servicing, and ongoing regulatory scrutiny of consumer protection practices.
Regulatory Implications
The Trust's operations are subject to Regulation AB, requiring attestations on servicing compliance from both the servicer and the indenture trustee. The ongoing litigation involving the parent of the Indenture Trustee, U.S. Bank, introduces a layer of indirect regulatory and reputational risk that investors should monitor.
What Investors Should Do
- Monitor litigation involving U.S. Bank National Association.
- Review independent auditor reports on servicing compliance.
- Confirm diversification of the underlying auto receivables pool.
Key Dates
- 2025-12-31: Fiscal Year End — Marks the end of the reporting period for the 10-K filing.
- 2025-08-13: Execution of Key Agreements — The Sale and Servicing Agreement, Indenture, and Trust Agreement were established, outlining the operational framework and terms of the securitization.
- 2018-03-09: Filing of NCMSLT Action — Initiation of legal proceedings against U.S. Bank, the parent of the Indenture Trustee, which could have indirect implications.
- 2025-08-05: Underwriting Agreement — Agreement related to the Trust's securitization, dated prior to the key operational agreements.
Glossary
- Regulation AB
- A set of rules issued by the U.S. Securities and Exchange Commission (SEC) that governs the reporting and disclosure requirements for asset-backed securities offerings. (The filing references compliance with Item 1122 of Regulation AB, indicating adherence to specific auditing and reporting standards for securitization servicers and trustees.)
- Indenture Trustee
- A financial institution appointed to act on behalf of the bondholders in a securitization transaction, ensuring the terms of the indenture are met. (U.S. Bank Trust Company, National Association serves as the Indenture Trustee, and its parent company is involved in litigation, creating a potential indirect risk.)
- Servicer
- The entity responsible for managing the underlying assets (in this case, auto receivables), including collecting payments, handling delinquencies, and remitting funds to the trust. (World Omni Financial Corp. acts as the servicer, and its compliance with servicing criteria is attested by an independent auditor.)
- Securitization Entity
- A legal entity created to pool assets and issue securities backed by the cash flows from those assets. (World Omni Auto Receivables Trust 2025-C is a securitization entity whose primary function is to hold auto receivables.)
- Pool Assets
- The collection of underlying assets (e.g., auto loans) that are securitized and generate cash flows for the investors. (The filing states no single obligor represents more than 10% of the pool assets, indicating diversification.)
Year-Over-Year Comparison
As this appears to be the initial 10-K filing for the World Omni Auto Receivables Trust 2025-C, a direct comparison of key metrics to a prior year's filing is not applicable. The filing establishes the Trust's structure, key agreements dated August 13, 2025, and confirms compliance with servicing criteria for the fiscal year ended December 31, 2025. New risks would primarily stem from the initial establishment of the Trust and any ongoing external legal matters.
Filing Stats: 2,979 words · 12 min read · ~10 pages · Grade level 10.1 · Accepted 2026-03-23 15:35:04
Filing Documents
- tm261230d14_10k.htm (10-K) — 68KB
- tm261230d14_ex31-1.htm (EX-31.1) — 7KB
- tm261230d14_ex33-1.htm (EX-33.1) — 65KB
- tm261230d14_ex33-2.htm (EX-33.2) — 41KB
- tm261230d14_ex34-1.htm (EX-34.1) — 7KB
- tm261230d14_ex34-2.htm (EX-34.2) — 6KB
- tm261230d14_ex35-1.htm (EX-35.1) — 6KB
- tm261230d14_ex34-1img02.jpg (GRAPHIC) — 2KB
- tm261230d14_ex34-2img03.jpg (GRAPHIC) — 2KB
- 0001104659-26-033274.txt ( ) — 209KB
Risk Factors
Item 1A. Risk Factors. Not Applicable.
Unresolved Staff Comments
Item 1B. Unresolved Staff Comments. None.
Cybersecurity
Item 1C. Cybersecurity. Not Applicable. Item 2. Properties. Not Applicable. Item 3. Legal Proceedings. Not Applicable. 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-C (the "Trust").
(B)(2) OF REGULATION AB. CREDIT ENHANCEMENT AND OTHER SUPPORT,
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 (FINANCIAL
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 indenture trustee and successor special servicer, and t
Market for Registrant's Common Equity, Related Stockholder Matters and Issuer Purchases of Equity Securities
Item 5. Market for Registrant's Common Equity, Related Stockholder Matters and Issuer Purchases of Equity Securities. Not applicable.
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. Item 8.
Financial Statements and Supplementary Data
Financial Statements and Supplementary Data. Not applicable. 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 August 5, 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 333-283578-02, filed with the Commission on August 7, 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 August 13, 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 333-283578-02, filed with the Commission on August 13, 2025. 4.2 Indenture, dated as of August 13, 2025, relating to the
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-C 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.