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EX-4.1 - EX-4.1 - Discover Card Execution Note Trustd944765dex41.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): June 19, 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 issuing entity)

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 issuing entity)

 

 

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 a Material Definitive Agreement

On June 19, 2015, Discover Card Execution Note Trust, as Issuer, and U.S. Bank National Association, as Indenture Trustee, entered into the Class A(2015-A) Terms Document. A copy of the Class A(2015-A) Terms Document is filed as Exhibit 4.1 to this Current Report on Form 8-K and is incorporated herein by reference.

 

Item 8.01 Other Events

Unregistered Sale of Class A(2015-A) Notes. On June 19, 2015, Discover Card Execution Note Trust sold the DiscoverSeries Class A(2015-A) Notes (the “Notes”) in reliance upon the exemption contained in Section 4(2) of the Securities Act of 1933, as amended. The initial principal amount of the Notes was $0, which amount may be increased from time to time, up to a maximum principal amount of $1,000,000,000. The Notes will be sold at par value for cash, with no applicable underwriting discounts or commissions. The Notes have an expected maturity date of April 16, 2018, which may be extended from time to time. Interest to be paid on the Notes will be a floating rate which will generally be related to the pass-through costs of the purchaser’s commercial paper program, plus a margin, but may be based on LIBOR, the federal funds effective rate or the prime rate. In connection with this issuance, the investor interest in receivables represented by the collateral certificate issued by the Discover Card Master Trust I that secures the DiscoverSeries Notes will be increased to the outstanding principal amount of the Notes any time there is an increase in the principal amount of the Notes. Discover Card Execution Note Trust will pay the net proceeds from the issuance to Discover Bank in exchange for the increase in the investor interest in receivables represented by the collateral certificate. In connection with the issuance of the Notes, the DiscoverSeries Class A(2010-A) Notes were cancelled.

 

Item 9.01 Exhibits

 

Exhibit 4.1 Class A(2015-A) 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: June 22, 2015 By:

/s/ Michael F. Rickert

Michael F. Rickert
Vice President, Chief Financial Officer and Assistant Treasurer


INDEX TO EXHIBITS

 

Exhibit No.

  

Description

Exhibit 4.1    Class A(2015-A) Terms Document between Discover Card Execution Note Trust, as Issuer, and U.S. Bank National Association, as Indenture Trustee.