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): September 30, 2015
| Commission File Number: | Commission File Number: | Commission File Number: | ||
| 333-141703-02 | 000-23108 | 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 September 30, 2015, Discover Card Execution Note Trust and Discover Bank entered into an Underwriting Agreement by and among Discover Card Execution Note Trust, Discover Bank, Deutsche Bank Securities Inc. and RBC Capital Markets, 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 asExhibit 1.1 to this Current Report on Form 8-K and is incorporated herein by reference.
On September 30, 2015, Discover Card Execution Note Trust and Discover Bank entered into a Terms Agreement with Deutsche Bank Securities Inc. and RBC Capital Markets, LLC, with respect to the issuance of $675,000,000 principal amount of ClassA(2015-3) DiscoverSeries Notes of Discover Card Execution Note Trust (the “Class A(2015-3) Terms Agreement”). A copy of the Class A(2015-3) Terms Agreement is filed asExhibit 1.2 to this Current Report on Form 8-K and is incorporated herein by reference.
On October 7, 2015, Discover Card Execution Note Trust, as Issuer, and U.S. Bank National Association, as Indenture Trustee, intend to enter into the Class A(2015-3) Terms Document. An unexecuted copy of the Class A(2015-3) Terms Document is filed asExhibit 4.1 to this Current Report on Form 8-K and is incorporated herein by reference.
| Item 9.01 | Exhibits |
Exhibit No. | Description | |
| Exhibit 1.1 | Underwriting Agreement, dated September 30, 2015, among Discover Card Execution Note Trust, Discover Bank, Deutsche Bank Securities Inc. and RBC Capital Markets, LLC | |
| Exhibit 1.2 | Terms Agreement, dated September 30, 2015, among Discover Card Execution Note Trust, Discover Bank, Deutsche Bank Securities Inc. and RBC Capital Markets, LLC, with respect to the Class A(2015-3) DiscoverSeries Notes, excluding Annexes | |
| Exhibit 4.1 | Class A(2015-3) 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: October 1, 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 September 30, 2015, among Discover Card Execution Note Trust, Discover Bank, Deutsche Bank Securities Inc. and RBC Capital Markets, LLC | |
| Exhibit 1.2 | Terms Agreement, dated September 30, 2015, among Discover Card Execution Note Trust, Discover Bank, Deutsche Bank Securities Inc. and RBC Capital Markets, LLC, with respect to the Class A(2015-3) DiscoverSeries Notes, excluding Annexes | |
| Exhibit 4.1 | Class A(2015-3) Terms Document, between Discover Card Execution Note Trust, as Issuer, and U.S. Bank National Association, as Indenture Trustee | |
