Honda Auto Receivables Owner Trust. American Honda Receivables LLC. American Honda Finance Corporation

Transcription

1 UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C FORM 10-D ASSET-BACKED ISSUER DISTRIBUTION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the monthly distribution period from July 1, 2017 through July 31, (Commission File Number of issuing entity) (Central Index Key Number of issuing entity) Honda Auto Receivables Owner Trust (Exact name of issuing entity as specified in its charter) (Commission File Number of depositor) (Central Index Key Number of depositor) American Honda Receivables LLC (Exact name of depositor as specified in its charter) (Central Index Key Number of sponsor) American Honda Finance Corporation (Exact name of sponsor as specified in its charter) Martin Saucedo, Phone: (310) (Name and telephone number, including area code, of the person to contact in connection with this filing) Delaware (State or other jurisdiction of organization (I.R.S Employer Identification No.) of the issuing entity) c/o American Honda Receivables LLC Madrona Avenue Torrance, CA (Address of principal executive offices of the issuing entity) (Zip Code) (310) (Telephone number, including area code) Registered/reporting pursuant to (check one) Name of exchange Title of Class Section 12(b) Section 12(g) Section 15(d) (If Section 12(b)) Class A-1 Class A-2 Class A-3 Class A-4 Indicate by check mark whether the registrant (1) has filed all reports required to be filed by Section 13 or 15(d) of the Securities Exchange Act of 1934 during the preceding 12 months (or for such shorter period that the registrant was required to file such reports), and (2) has been subject to such filing requirements for the past 90 days. Yes No

2 PART I DISTRIBUTION INFORMATION Item 1. Distribution and Pool Performance Information. Distribution and pool performance information with respect to the receivables that comprise the assets of the Honda Auto Receivables Owner Trust is set forth in the Servicer s Certificate and Monthly Servicer Report for the August 15, 2017 distribution date, attached as Exhibit The securitizer reports that, with respect to the receivables that comprise the assets of the Honda Auto Receivables Owner Trust, there is no activity to report as no receivables were the subject of a demand to repurchase or replace for breach of a representation and warranty for the distribution period July 1, 2017 through July 31, The securitizer filed its most recent Form ABS-15G on February 1, The CIK number of the securitizer is Item 1A. Asset-Level Information. Incorporated by reference into this Form 10-D is the asset level data included in Exhibit 102 to the Form ABS-EE filed by the issuing entity on the date hereof (the ABS-EE ). The additional asset-level information or explanatory language for the asset pool of the issuing entity included in Exhibit 103 to the Form ABS-EE is also incorporated by reference into this Form 10-D. Item 1B. Asset-Representation Reviewer and Investor Communication Information. PART II OTHER INFORMATION Item 2. Legal Proceedings. Citibank, N.A. ( Citibank ) is acting as Indenture Trustee for Honda Auto Receivables Owner Trust. In the ordinary course of business, Citibank is involved in a number of legal proceedings, including in connection with its role as trustee of certain RMBS transactions. One such proceeding was a civil action filed against Citibank in the Supreme Court of the State of New York on June 18, 2014 by a group of investors in 48 private-label RMBS trusts for which Citibank serves or did serve as trustee, asserting claims for alleged violations of the Trust Indenture Act of 1939, breach of contract, breach of fiduciary duty and negligence based on Citibank s alleged failure to perform its duties as trustee for the 48 RMBS trusts. On November 24, 2014, plaintiffs sought leave to withdraw this action. On the same day, a smaller subset of similar plaintiff investors in 27 private-label RMBS trusts for which Citibank serves or did serve as trustee, filed a new civil action against Citibank in the Southern District of New York asserting similar claims as the prior action filed in state court. In January 2015, the court closed plaintiffs original state court action. On September 8, 2015, the federal court dismissed all claims as to 24 of the 27 trusts and allowed certain of the claims to proceed as to the other three trusts. Subsequently, plaintiffs voluntarily dismissed all claims with respect to two of the three trusts. On April 7, 2017, Citibank filed a motion for summary judgment. Plaintiffs filed its consolidated opposition brief and cross motion for partial summary judgment on May 22, Briefing on those motions is due to be complete on August 4, On November 24, 2015, the same investors that brought the federal case brought a new civil action in the Supreme Court of the State of New York related to 25 private-label RMBS trusts for which Citibank allegedly serves or did serve as trustee. This case includes the 24 trusts previously dismissed in the federal action, and one additional trust. The investors assert claims for breach of contract, breach of fiduciary duty, breach of duty to avoid conflicts of interest, and violation of New York s Streit Act. Following oral argument on Citibank s motion to dismiss, Plaintiffs filed an amended complaint on August 5, On June 27, 2017, the state court issued a decision, dismissing the Event of Default claims, mortgage-file-related claims, the fiduciary duty claims, and the conflict of interest claims. The decision sustained certain breach of contract claims including the claim alleging discovery of breaches of representations and warranties, a claim related to robo-signing, and the implied covenant of good faith claim. -2-

3 On August 19, 2015, the Federal Deposit Insurance Corporation (FDIC) as Receiver for a financial institution filed a civil action against Citibank in the Southern District of New York. This action relates to one private-label RMBS trust for which Citibank formerly served as trustee. FDIC asserts claims for breach of contract, violation of the Streit Act, and violation of the Trust Indenture Act. Citibank briefed motion to dismiss with two other Banks, entities that have also been sued by FDIC in their capacity as trustee, and whose cases are also in front of Judge Carter. On September 30, 2016, the Court granted Citibank s motion to dismiss the complaint without prejudice for lack of subject matter jurisdiction. On October 14, 2016, FDIC filed a motion for reargument or relief from judgment from the Court s dismissal order. On July 11, 2017, Judge Carter ruled on the motion for reconsideration regarding his dismissal of the action. He denied reconsideration of his decision on standing, but granted leave to amend the complaint within 90 days (by October 9, 2017). There can be no assurances as to the outcome of litigation or the possible impact of litigation on the trustee or the RMBS trusts. However, Citibank denies liability and intends to vigorously defend against the litigation. Furthermore, neither the above-disclosed litigation nor any other pending legal proceeding involving Citibank will materially affect Citibank s ability to perform its duties as Indenture Trustee under the Indentures for the ABS transactions. Item 3. Sales of Securities and Use of Proceeds. Item 4. Defaults Upon Senior Securities. Item 5. Submission of Matters to a Vote of Security Holders. Item 6. Significant Obligors of Pool Assets. Item 7. Change in Sponsor Interest in the Securities. Item 8. Significant Enhancement Provider Information. Item 9. Other Information. Item 10. Exhibits. Exhibit 99.1 Servicer s Certificate and Monthly Servicer Report. -3-

4 SIGNATURES Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized. Honda Auto Receivables Owner Trust By: American Honda Finance Corporation, as Servicer By: /s/ Paul C. Honda Paul C. Honda Vice President Finance & Administration and Assistant Secretary Date: August 15,

5 EXHIBIT INDEX Exhibit Description 99.1 Servicer s Certificate and Monthly Servicer Report for August 15, 2017 distribution date. -5-

6 SERVICER S CERTIFICATE AMERICAN HONDA FINANCE CORPORATION MONTHLY SERVICER REPORT -- Honda Auto Receivables Owner Trust Collection Period: July 1, 2017 through July 31, 2017 Exhibit 99.1 Deal Age 2 Record Date: 08/09/2017 Actual/360 Days 29 Determination Date: 08/10/ /360 Days 30 Payment Date: 08/15/2017 ORIGINAL DEAL PARAMETERS Number of Dollar Amount Receivables Total Portfolio Balance $ 1,316,625, ,653 Accrual Basis Dollar Amount % of Pool Interest Rate Final Scheduled Maturity Date Class A-1 Notes Actual/360 $ 231,070, % 1.300% July 16, 2018 Class A-2 Notes 30/360 $ 485,000, % 1.460% October 15, 2019 Class A-3 Notes 30/360 $ 469,000, % 1.680% August 16, 2021 Class A-4 Notes 30/360 $ 98,640, % 1.870% September 15, 2023 Certificates 30/360 $ 32,915, % 0.000% Total Securities Balance $1,316,625, Total Note Balance $1,283,710, Reserve Account Initial Deposit $ 3,291, Yield Supplement Account Deposit $ 76,728, COLLECTIONS Interest Collections Simple Interest Collections $ 2,369, Repurchased Receivables Related to Interest $ 0.00 Interest Advance for simple Interest - Net * $ 0.00 Total Interest Collections $ 2,369, * Advances are reimbursed (including non-recoverable advances of $0,000.00): (i) from subsequent payments, liquidation proceeds and servicer repurchase payments in respect of the related obligor, and (ii) to the extent amounts in clause (i) are insufficient, generally from interest (with respect to interest advances). Principal Collections Principal Collections $ 30,732, Prepayments in Full $ 10,245, Liquidation Proceeds $ 2, Repurchased Receivables Related to Principal $ 0.00 Recoveries from Prior Month Charge Offs $ 0.00 Total Principal Collections $ 40,979, Total Interest and Principal Collections $ 43,349, Yield Supplement Deposit $ 3,550, Collection Account Investment Earnings $ 0.00 Total Available Amount $ 46,899,357.37

7 SERVICER S CERTIFICATE AMERICAN HONDA FINANCE CORPORATION MONTHLY SERVICER REPORT -- Honda Auto Receivables Owner Trust Collection Period: July 1, 2017 through July 31, 2017 Deal Age 2 Record Date: 08/09/2017 Actual/360 Days 29 Determination Date: 08/10/ /360 Days 30 Payment Date: 08/15/2017 DISTRIBUTIONS Note Percentage % Certificate Percentage 0.00% Amount Due Amount Paid Shortfall Total Servicing Fee 1.00% $ 1,060, $ 1,060, $ 0.00 Trustee Fees $ 0.00 $ 0.00 $ 0.00 Asset Representations Reviewer Fees (Accrued & Unpaid) $ 0.00 Interest - Class A-1 Notes $ 195, $ 195, $ 0.00 Interest - Class A-2 Notes $ 590, $ 590, $ 0.00 Interest - Class A-3 Notes $ 656, $ 656, $ 0.00 Interest - Class A-4 Notes $ 153, $ 153, $ 0.00 Total Monthly Interest $ 1,596, $ 1,596, $ 0.00 Principal - Class A-1 Notes $ 40,995, $ 40,995, $ 0.00 Principal - Class A-2 Notes $ 0.00 $ 0.00 $ 0.00 Principal - Class A-3 Notes $ 0.00 $ 0.00 $ 0.00 Principal - Class A-4 Notes $ 0.00 $ 0.00 $ 0.00 Total Monthly Principal $ 40,995, $ 40,995, $ 0.00 Interest - Certificates $ 0.00 $ 0.00 $ 0.00 Principal - Certificates $ 0.00 $ 0.00 $ 0.00 Available to Deposit Reserve Deposit Reserve Draw Excess Released Released to Seller Reserve Account Deposit $ 3,246, $ 0.00 $ 0.00 $ 0.00 $ 3,246, Noteholder/Certificateholder Distributions (Per $1000 of Original Principal Amount) Fee Interest Interest Shortfall Principal Principal Shortfall Amount Distributed Servicing Fee $ 0.81 $ 1,060, Trustee Fees $41,191, Asset Representation Reviewer Fees $ 0.00 Class A-1 Notes $ 0.85 $ 0.00 $ $ 0.00 $41,191, Class A-2 Notes $ 1.22 $ 0.00 $ 0.00 $ 0.00 $ 590, Class A-3 Notes $ 1.40 $ 0.00 $ 0.00 $ 0.00 $ 656, Class A-4 Notes $ 1.56 $ 0.00 $ 0.00 $ 0.00 $ 153, Certificates $ 0.00 $ 0.00 $ 0.00 $ 0.00 $ 0.00 Page 2

8 SERVICER S CERTIFICATE AMERICAN HONDA FINANCE CORPORATION MONTHLY SERVICER REPORT -- Honda Auto Receivables Owner Trust Collection Period: July 1, 2017 through July 31, 2017 Deal Age 2 Record Date: 08/09/2017 Actual/360 Days 29 Determination Date: 08/10/ /360 Days 30 Payment Date: 08/15/2017 POOL DATA Proceeding Month Carryover Shortfall Beginning of Period End of Period Interest Principal Balance Note Factor Balance Note Factor Class A-1 Notes $ 0.00 $ 0.00 $ 186,984, $ 145,988, Class A-2 Notes $ 0.00 $ 0.00 $ 485,000, $ 485,000, Class A-3 Notes $ 0.00 $ 0.00 $ 469,000, $ 469,000, Class A-4 Notes $ 0.00 $ 0.00 $ 98,640, $ 98,640, Certificates $ 0.00 $ 0.00 $ 32,915, $ 32,915, Total Securities $1,272,540, $1,231,544, Total Notes $1,239,624, $1,198,628, Portfolio Information Original Prior Month Current Month Weighted Average Coupon (WAC) 2.28% 2.28% 2.28% Weighted Average Remaining Maturity (WAM) Weighted Average Original Maturity (WAOM) Remaining Number of Receivables 76,653 75,866 75,110 Portfolio Receivable Balance $ 1,316,625, $ 1,272,540, $ 1,231,544, DELINQUENCY AND NET LOSS ACTIVITY Net Loss and Delinquency Account Activity Amount Gross Principal Balance on Liquidated Receivables $ 18, Liquidation Proceeds $ 2, Recoveries on Previously Defaulted Contracts $ 0.00 Aggregate New Losses for Collection Period $ 16, Net Loss Rate for Collection Period's Average Balance (annualized) 0.02% Cumulative New Losses for all Periods $ 16, Delinquent Receivables # Units % Unit Dollar Amount % Dollar Days Delinquent % $ 2,583, % Days Delinquent % $ 332, % Days Delinquent % $ % 121 Days or More Delinquent % $ % Repossession Activity # Units % Unit Dollar Amount % Dollar Vehicles Repossessed During Collection Period % $ 65, % Total Accumulated Repossessed Vehicles in Inventory % $ 97, % Page 3

9 SERVICER S CERTIFICATE AMERICAN HONDA FINANCE CORPORATION MONTHLY SERVICER REPORT -- Honda Auto Receivables Owner Trust Collection Period: July 1, 2017 through July 31, 2017 Deal Age 2 Record Date: 08/09/2017 Actual/360 Days 29 Determination Date: 08/10/ /360 Days 30 Payment Date: 08/15/2017 DELINQUENCY AND NET LOSS ACTIVITY Net Loss and Delinquency Ratios Ratio of Net Losses to the Pool Balance as of Each Collection Period Third Preceding Collection Period 0.00% Second Preceding Collection Period 0.00% Preceding Collection Period 0.00% Current Collection Period 0.02% Four Month Average 0.01% Ratio of Number of Contracts Delinquent 61 Days or More to the Outstanding Number of Receivables (includes repossessions in inventory) Second Preceding Collection Period 0.00% Preceding Collection Period 0.00% Current Collection Period 0.03% Three Month Average 0.02% Delinquency Trigger 4.80% Delinquency Percentage exceeds Delinquency Trigger: Delinquency Percentage % Receivables that are 61 days or more delinquent as a percentage of Current Outstanding Balance of Receivables LOSS AND CUMULATIVE LOSS INFORMATION Current Month Cumulative For Assets Experiencing a Loss: Units Amount Amount Units Gross Principal on Defaulted Receivables 3 $ 55, $ 55, Liquidation Proceeds and Recoveries on Defaulted Receivables 3 $ 6, $ 6, Net Loss Amount 3 $ 48, $ 48, Net Loss % of Average Portfolio Balance (Annualized) 0.05% Cumulative Net Loss % of Initial Balance 0.00% Average Net Loss of Assets Experiencing a Loss $ 16, CREDIT ENHANCEMENT Reconciliation of Reserve Account Reconciliation of Yield Supplement Account Beginning Yield Supplement Beginning Reserve Account Balance $ 3,291, Account Balance $ 72,369, Investment Earnings $ 2, Investment Earnings $ 53, Excess Interest Deposited into the Reserve Account $ 0.00 Additional Yield Supplement Amounts $ 0.00 Investment Withdrawal to Seller $ (2,363.58) Yield Supplement Withdrawal Amount $ 3,550, Release of Reserve to Collection Account $ 0.00 Investment Earnings Withdraw $ 0.00 Release of Yield Supplement Account Release of Reserve to Seller $ 0.00 Balance to Seller $ 0.00 Ending Reserve Account Balance $ 3,291, Ending Yield Supplement Account Balance $ 68,872, Reserve Account Required Amount $ 3,291, Page 4 No

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11 SERVICER S CERTIFICATE AMERICAN HONDA FINANCE CORPORATION MONTHLY SERVICER REPORT -- Honda Auto Receivables Owner Trust Collection Period: July 1, 2017 through July 31, 2017 Deal Age 2 Record Date: 08/09/2017 Actual/360 Days 29 Determination Date: 08/10/ /360 Days 30 Payment Date: 08/15/2017 REPURCHASE DEMAND ACTIVITY (RULE 15Ga-1) Is there any activity to report? No STATEMENT TO NOTEHOLDERS Has there been a material change in practices with respect to charge-offs, collection and management of delinquent receivables, and the effect of any grace period, re-aging, re-structuring, partial payments or other practices on delinquency and loss experience? No Have there been any material modifications, extensions or waivers to receivables terms, fees, penalties or payments during the collection period? No Have there been any material breaches of representations, warranties or covenants contained in the receivables? No Has there been an issuance of notes or other securities backed by the receivables? No Has there been a material change in the underwriting, origination or acquisition of receivables? No SERVICER CERTIFICATION I hereby certify that the servicing report provided is true and accurate to the best of my knowledge. /s/ Paul C. Honda Paul C. Honda Vice President-Finance & Administration and Assistant Secretary Page 5