UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
FORM8-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): March 15, 2018
Commission File Number of Issuing Entity:000-20787-07
Central Index Key Number of Issuing Entity: 0001003509
AMERICAN EXPRESS CREDIT ACCOUNT MASTER TRUST
(Exact Name of Issuing Entity as Specified in its Charter)
Commission File Number of Depositor/Registrant: 333-113579-02 | Commission File Number of Depositor/Registrant: 333-113579-01 | |||||
Central Index Key Number of Depositor/Registrant: 0001283434 | Central Index Key Number of Depositor/Registrant: 0001283435 | |||||
| AMERICAN EXPRESS RECEIVABLES FINANCING CORPORATION III LLC | AMERICAN EXPRESS RECEIVABLES FINANCING CORPORATION IV LLC | |||||
(Exact Name of Depositor/Registrant as Specified in its Charter) | (Exact Name of Depositor/Registrant as Specified in its Charter) | |||||
| Delaware | 20-0942395 | Delaware | 20-0942445 | |||
| (State or Other Jurisdiction of Incorporation or Organization) | (I.R.S. Employer Identification Number) | (State or Other Jurisdiction of Incorporation or Organization) | (I.R.S. Employer Identification Number) | |||
4315 South 2700 West, Room 1100 Mail Stop02-01-46A Salt Lake City, Utah 84184 (801)945-5648 | 4315 South 2700 West, Room 1100 Mail Stop02-01-46B Salt Lake City, Utah 84184 (801)945-2068 | |||||
| (Address, Including Zip Code, and Telephone Number, Including Area Code, of each Registrants’ Principal Executive Offices) | ||||||
N/A (Former Name or Former Address, if Changed Since Last Report) | N/A (Former Name or Former Address, if Changed Since Last Report) | |||||
Central Index Key Number of Sponsor: 0000949348 | Central Index Key Number of Sponsor: 0001647722 | |
| AMERICAN EXPRESS CENTURION BANK | AMERICAN EXPRESS BANK, FSB | |
| (Exact Name of Sponsor as Specified in its Charter) | (Exact Name of Sponsor as Specified in its Charter) | |
Check the appropriate box below if the Form8-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 Rule14a-12(b) under the Exchange Act (17 CFR240.14a-12) |
| ☐ | Pre-commencement communications pursuant to Rule14d-2(b) under the Exchange Act (17 CFR240.14d-2(b)) |
| ☐ | Pre-commencement communications pursuant to Rule13e-4(c) under the Exchange Act (17 CFR240.13e-4(c)) |
Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule12b-2 of the Securities Exchange Act of 1934(§240.12b-2 of this chapter).
| ☐ | Emerging growth company |
If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ☐
INFORMATION TO BE INCLUDED IN THE REPORT
| Item 8.01. | Other Events. |
On or about March 21, 2018, American Express Credit Account Master Trust expects to issue Class A 2.67% Asset Backed Certificates, Series2018-1 and Class B 2.82% Asset Backed Certificates, Series2018-1 (the“Series2018-1 Certificates”). On or about March 21, 2018, American Express Credit Account Master Trust expects to issue Class A 3.01% Asset Backed Certificates, Series2018-2 and Class B 3.18% Asset Backed Certificates, Series2018-2 (the“Series2018-2 Certificates”). On or about March 21, 2018, American Express Credit Account Master Trust expects to issue Class A Floating Rate Asset Backed Certificates, Series2018-3 and Class B Floating Rate Asset Backed Certificates, Series2018-3 (the “Series2018-3 Certificates” and, together with the Series2018-1 Certificates and the Series2018-2 Certificates, the“Certificates”).
Copies of the opinions of Orrick, Herrington & Sutcliffe LLP with respect to legality of the Certificates and certain federal tax matters, together with related consents of Orrick, Herrington & Sutcliffe LLP to the incorporation by reference of such opinions as exhibits to the Registration Statement, are filed as Exhibits to this Report.
| Item 9.01. | Exhibits. |
The following are filed as Exhibits to this Report under Exhibit 5, Exhibit 8 and Exhibit 23:
| Exhibit 5.1 | Opinion of Orrick, Herrington & Sutcliffe LLP with respect to legality (with respect to Series2018-1). | |
| Exhibit 5.2 | Opinion of Orrick, Herrington & Sutcliffe LLP with respect to legality (with respect to Series2018-2). | |
| Exhibit 5.3 | Opinion of Orrick, Herrington & Sutcliffe LLP with respect to legality (with respect to Series2018-3). | |
| Exhibit 8.1 | Opinion of Orrick, Herrington & Sutcliffe LLP with respect to certain tax matters (with respect to Series2018-1). | |
| Exhibit 8.2 | Opinion of Orrick, Herrington & Sutcliffe LLP with respect to certain tax matters (with respect to Series2018-2). | |
| Exhibit 8.3 | Opinion of Orrick, Herrington & Sutcliffe LLP with respect to certain tax matters (with respect to Series2018-3). | |
| Exhibit 23.1 | Consent of Orrick, Herrington & Sutcliffe LLP (included in opinion filed as Exhibit 5.1). | |
| Exhibit 23.2 | Consent of Orrick, Herrington & Sutcliffe LLP (included in opinion filed as Exhibit 8.1). | |
| Exhibit 23.3 | Consent of Orrick, Herrington & Sutcliffe LLP (included in opinion filed as Exhibit 5.2). | |
| Exhibit 23.4 | Consent of Orrick, Herrington & Sutcliffe LLP (included in opinion filed as Exhibit 8.2). | |
| Exhibit 23.5 | Consent of Orrick, Herrington & Sutcliffe LLP (included in opinion filed as Exhibit 5.3). | |
| Exhibit 23.6 | Consent of Orrick, Herrington & Sutcliffe LLP (included in opinion filed as Exhibit 8.3). | |
EXHIBIT INDEX
SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934, as amended, the registrants have duly caused this report to be signed on their behalf by the undersigned hereunto duly authorized.
| American Express Receivables Financing Corporation III LLC, | ||
| as Depositor of the Trust andCo-Registrant and as Depositor on behalf of the Trust | ||
| By: | /s/ Denise D. Roberts | |
| Name: | Denise D. Roberts | |
| Title: | President | |
| American Express Receivables Financing Corporation IV LLC, | ||
| as Depositor of the Trust andCo-Registrant and as Depositor on behalf of the Trust | ||
| By: | /s/ Denise D. Roberts | |
| Name: | Denise D. Roberts | |
| Title: | President | |
Date: March 15, 2018