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EX-1.2 - EX-1.2 - Discover Card Execution Note Trustd914621dex12.htm
EX-1.1 - EX-1.1 - Discover Card Execution Note Trustd914621dex11.htm
EX-4.1 - EX-4.1 - Discover Card Execution Note Trustd914621dex41.htm

 

 

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

 

 

FORM 8-K

 

 

CURRENT REPORT

Pursuant to Section 13 or 15(d)

of the Securities Exchange Act of 1934

Date of Report (Date of earliest event reported): April 22, 2015

 

 

 

Commission File Number:

333-141703-02

  Commission File Number:
000-23108
  Commission File Number:
033-54804

DISCOVER CARD

EXECUTION NOTE TRUST

  DISCOVER CARD
MASTER TRUST I
  DISCOVER BANK

(Exact name of issuing entity

in respect of the notes

as specified in charter)

 

(Exact name of issuing entity
in respect of the Series 2007-CC

Collateral Certificate)

 

(Exact name of sponsor and
depositor as specified in charter)

Delaware   Delaware   Delaware

(State or jurisdiction of

incorporation or organization
of the issuing entity)

 

(State or jurisdiction of

incorporation or organization
of the issuing entity)

 

(State or jurisdiction of

incorporation or organization
of the sponsor and depositor)

c/o Wilmington Trust Company
Rodney Square North
1100 North Market Street

Wilmington, Delaware
19890-0001

  c/o Discover Bank
12 Read’s Way
New Castle, Delaware
19720
  12 Read’s Way
New Castle, Delaware
19720

(Address of principal executive

offices of the issuing entity)

 

(Address of principal executive

offices of the issuing entity)

 

(Address of principal executive

offices of the sponsor and depositor)

 

 

51-0020270

(IRS Employer Identification No. of

the sponsor and depositor)

(302) 323-7315

(Telephone, including area code)

Former name or former address, if changed since last report: Not Applicable

 

 

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:

 

¨ Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
¨ Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
¨ Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
¨ Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

 

 

 


Item 1.01 Entry into Material Definitive Agreements

On April 22, 2015, Discover Card Execution Note Trust and Discover Bank entered into an Underwriting Agreement by and among Discover Card Execution Note Trust, Discover Bank, Barclays Capital Inc. and J.P. Morgan Securities LLC (the “Underwriting Agreement”), with respect to notes to be issued by Discover Card Execution Note Trust in one or more series, classes and tranches pursuant to the Indenture, dated as of July 26, 2007, as amended by the First Amendment to Indenture, dated as of June 4, 2010, and as supplemented by the Amended and Restated Indenture Supplement, dated as of June 4, 2010, and a Terms Document having the date stated in the applicable Terms Agreement (as so supplemented and as otherwise modified or amended from time to time, the “Indenture”), between Discover Card Execution Note Trust, as Issuer, and U.S. Bank National Association, as Indenture Trustee. A copy of the Underwriting Agreement is filed as Exhibit 1.1 to this Current Report on Form 8-K and is incorporated herein by reference.

On April 22, 2015, Discover Card Execution Note Trust and Discover Bank entered into a Terms Agreement with Barclays Capital Inc. and J.P. Morgan Securities LLC, with respect to the issuance of $800,000,000 principal amount of Class A(2015-2) DiscoverSeries Notes of Discover Card Execution Note Trust (the “Class A(2015-2) Terms Agreement”). A copy of the Class A(2015-2) Terms Agreement is filed as Exhibit 1.2 to this Current Report on Form 8-K and is incorporated herein by reference.

On April 29, 2015, Discover Card Execution Note Trust, as Issuer, and U.S. Bank National Association, as Indenture Trustee, intend to enter into the Class A(2015-2) Terms Document. An unexecuted copy of the Class A(2015-2) Terms Document is filed as Exhibit 4.1 to this Current Report on Form 8-K and is incorporated herein by reference.

 

Item 9.01 Exhibits

 

Exhibit No.

  

Description

  

Page

Exhibit 1.1    Underwriting Agreement, dated April 22, 2015, among Discover Card Execution Note Trust, Discover Bank, Barclays Capital Inc. and J.P. Morgan Securities LLC   
Exhibit 1.2    Terms Agreement, dated April 22, 2015, among Discover Card Execution Note Trust, Discover Bank, Barclays Capital Inc. and J.P. Morgan Securities LLC, with respect to the Class A(2015-2) DiscoverSeries Notes, excluding Annexes   
Exhibit 4.1    Class A(2015-2) Terms Document between Discover Card Execution Note Trust, as Issuer, and U.S. Bank National Association, as Indenture Trustee   


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 thereunto duly authorized.

 

Discover Bank

(as Depositor for Discover Card Master Trust I

and Discover Card Execution Note Trust)

Date: April 23, 2015 By: /s/ Michael F. Rickert
Michael F. Rickert
Vice President, Chief Financial Officer and
Assistant Treasurer


INDEX TO EXHIBITS

 

Exhibit No.

  

Description

Exhibit 1.1    Underwriting Agreement, dated April 22, 2015, among Discover Card Execution Note Trust, Discover Bank, Barclays Capital Inc. and J.P. Morgan Securities LLC
Exhibit 1.2    Terms Agreement, dated April 22, 2015, among Discover Card Execution Note Trust, Discover Bank, Barclays Capital Inc. and J.P. Morgan Securities LLC, with respect to the Class A(2015-2) DiscoverSeries Notes, excluding Annexes
Exhibit 4.1    Class A(2015-2) Terms Document between Discover Card Execution Note Trust, as Issuer, and U.S. Bank National Association, as Indenture Trustee