World Omni Auto Receivables Trust 2022-D Annual Report - How They Did This Year

Hey there! Let's chat about World Omni Auto Receivables Trust 2022-D. We'll explain their annual report in plain English. You'll understand what they do, how they're doing, and what it means for you.

1. What does this company do and how did they perform this year?

   World Omni Auto Receivables Trust 2022-D isn't a typical company. It's a "Trust" or "Special Purpose Vehicle." Think of it as a piggy bank holding many car loans. World Omni Financial Corp., the "Sponsor," originally made these loans.

   The Trust collects payments from these car loans. It then passes that money to investors who bought "Notes" or "Certificates." So, investing in this Trust means investing in a pool of car loan payments.

   Key agreements set up this Trust on November 16, 2022. This date established the Trust and transferred the initial car loans.

   This report covers the fiscal year ending December 31, 2025. It focuses on the Trust's structure, key players, and expected operations.

   How they "performed" (structurally): Independent accountants checked the companies managing these car loans. These are World Omni Financial Corp., the "servicer," and Wilmington Trust, the "Indenture Trustee." Both passed perfectly, finding no major issues in handling loans or collecting payments. This shows smooth operations and builds confidence that investor payments will be managed correctly.

   Independent accountants from PricewaterhouseCoopers LLP (PwC) examined World Omni Financial Corp.'s processes. They looked at all its car loan-backed investments since January 1, 2006. PwC confirmed World Omni's claim of following all rules was "fairly stated, in all material respects." PwC also gave Wilmington Trust, National Association, a clean report. They confirmed Wilmington Trust complied with specific Regulation AB servicing criteria. This covered its trustee services for many auto-related asset-backed deals in 2025. This boosts our confidence in loan management and oversight, ensuring steady cash flow to investors.

2. Financial performance - revenue, profit, growth metrics

   This Trust operates differently from a typical company. It doesn't generate traditional "revenue" or "profit." Its "performance" depends on consistent car loan payments and how well those payments are managed and distributed.

   For this Trust, financial performance means timely collection of loan principal and interest, few defaults, and efficient payment to noteholders.

   Loan servicers and the Indenture Trustee passed compliance checks. They had no material non-compliance, showing sound financial processes. PwC's independent audits confirm World Omni Financial Corp.'s and Wilmington Trust's compliance. This means money from car loans goes to investors correctly, following established procedures, which is crucial for the Trust's financial integrity.

3. Major wins and challenges this year

   Major Wins:

   • Clean Bill of Health for Loan Management: The biggest win: World Omni Financial Corp. and Wilmington Trust passed independent compliance checks. World Omni collects loan payments; Wilmington Trust oversees the Trust. PricewaterhouseCoopers LLP (PwC) examined World Omni's processes for all its car loan-backed investments. These date back to 2006! PwC gave them a clean bill of health. PwC also gave Wilmington Trust, National Association, a clean report. They confirmed Wilmington Trust complied with specific Regulation AB servicing criteria. This covered its trustee services for many auto-related asset-backed deals in 2025. PwC agreed both parties follow all rules for managing car loans. This boosts investor confidence in the Trust's operations. World Omni also has procedures for outside companies ("vendors"). They ensure vendors comply. PwC confirmed these procedures are in place and effective. This shows strong oversight across the entire servicing chain.
   • Official Certification of Compliance: More good news: Matthew Hoole, World Omni Financial Corp.'s CFO, personally certified compliance. He confirmed the company, as servicer, met all main agreement obligations. This covers the reporting period ending December 31, 2025. This strong, official confirmation from a top executive ensures they do their job properly. It adds assurance for investors.
   • Diversified Loan Pool: No single borrower holds 10% or more of the Trust's car loans. This is positive; it spreads the risk. If one big borrower struggles, it won't greatly impact all loans. This makes the Trust's cash flow more resilient.

   Challenges (or things to keep an eye on):

   • Lawsuit Against a Key Partner: A civil lawsuit targets Wilmington Trust, National Association, the "Indenture Trustee." This independent party oversees the Trust. Filed in February 2026, the lawsuit claims the trustee failed its duty for other investments, specifically mentioning Tricolor Holdings, LLC. The report states this lawsuit is not about this specific World Omni Trust 2022-D. Still, it's worth noting, as Wilmington Trust is a crucial partner. Trustee issues, even unrelated ones, can affect investor confidence. They might question the broader asset-backed securities market or the trustee's integrity. The lawsuit against Wilmington Trust, regarding Tricolor Holdings, LLC, shows potential trustee oversight vulnerabilities. This could broadly impact investor perception.
   • Omnibus Amendment to Key Agreement: An "Omnibus Amendment to Sale and Servicing Agreement" took effect on January 13, 2026. This changes a core document governing car loan sales and servicing. Any change to a foundational agreement is noteworthy. Investors typically review such amendments to understand their impact.

4. Financial health - cash, debt, liquidity

   The financial health of this Trust is unique. It relies on consistent, timely payments from its car loans. The Trust generates no revenue and holds no significant operating cash, acting primarily as a conduit.

   Key points for financial health:

   • No External "Insurance": The report states no extra "credit enhancement" or outside guarantee exists. This means no protection if car loan payments stop. In asset-backed securities, credit enhancement means features like overcollateralization or reserve accounts. It also includes third-party guarantees, like bond insurance. These absorb losses before they impact investors. Without these features, your investment relies directly on the car loans' performance. If many people stop paying, it could directly impact the Trust's investor payments.
   • Diversified Risk: As noted, no single borrower holds a large chunk of loans. This helps spread the risk, making the loan pool more stable and less vulnerable to one person's default.
   • Pass-Through Structure: The Trust passes car loan payments to investors. It holds no significant cash reserves and takes on no new debt. Its main job is to distribute collected funds. Its "liquidity" ties directly to how well the car loans perform.

5. Key risks to your investment's value or reliability

   • Reliance on Car Loan Performance: The biggest risk is that car loan borrowers might not pay. No external "insurance" (credit enhancement) exists for these loans. Your investment's value ties directly to how well borrowers pay. More defaults or late payments would directly reduce cash flow to investors.
   • Economic Downturn: An economic downturn could mean more job losses or financial struggles. This leads to more missed car loan payments. This risk is inherent for consumer loan investments, as economic conditions directly affect borrowers' ability to repay.
   • Trustee Legal Issues (Indirect): The lawsuit against Wilmington Trust, the Indenture Trustee, isn't about this Trust. However, it's a situation to monitor. If a key oversight party faces big legal challenges, it could indirectly affect confidence in all trusts they manage. This might increase scrutiny or governance concerns, even if this specific Trust isn't involved. The lawsuit against Wilmington Trust, regarding Tricolor Holdings, LLC, shows potential trustee oversight vulnerabilities. This could broadly impact investor perception.
   • Reporting Period: This report covers the fiscal year ending December 31, 2025. It provides structural and compliance details for this future period. Investors seeking historical financial performance data will find this approach different.
   • Impact of Omnibus Amendment: The "Omnibus Amendment to Sale and Servicing Agreement" dated January 13, 2026, changes a core operational document. This could introduce new risks or alter existing operations, potentially affecting the Trust's performance or investor expectations, including cash flow or collateral management.

6. Competitive positioning

   The concept of "competitive positioning" doesn't apply to this Trust in the traditional sense, as it doesn't sell products or services. This Trust packages and sells car loans. Its "competitiveness" depends on the car loans' quality, including borrower credit scores and loan-to-value ratios. It also depends on the servicer's efficiency (World Omni Financial Corp.) and investor terms, such as interest rates and payment structures.

7. Leadership or strategy changes

   This Trust operates as a legal entity with a specific purpose, rather than a traditional company with a leadership team or strategy. It has no directors or executive officers. The Sponsor (World Omni Financial Corp.) and Indenture Trustee (Wilmington Trust) are key players. They manage and oversee the Trust's operations. The Trust's original agreements were established on November 16, 2022.

   A notable structural change occurred: an "Omnibus Amendment to Sale and Servicing Agreement" took effect on January 13, 2026. This modifies a core agreement governing Trust operations and car loan handling, signaling an operational or structural update to the Trust's framework. Amendments to the Depositor's Limited Liability Company Agreement also occurred in December 2024. This indicates ongoing structural adjustments within the broader World Omni organization, which indirectly impact the Trust.

8. Future outlook

   This report covers the fiscal year ending December 31, 2025. It details the expected structure and compliance for that future period. It lays out the framework and confirms key parties expect to meet compliance obligations, providing a baseline for the Trust's operations next year.

9. Market trends or regulatory changes affecting them

   The report confirms the Trust and its servicing parties comply with Regulation AB. This SEC rule governs disclosure and reporting for asset-backed securities. Regulation AB compliance is crucial for investor transparency and confidence, ensuring consistent, standardized information. Clean compliance reports, bolstered by PwC's independent audits, suggest alignment with current regulations. PwC audited World Omni Financial Corp. and Wilmington Trust, National Association. They confirmed Wilmington Trust's compliance with key Regulation AB servicing criteria for 2025.

Understanding these aspects helps you assess the stability and reliability of your investment in the Trust's Notes or Certificates.